AMERICAS
WeWork’s co-founder and former chief executive Adam Neumann sued SoftBank Group, accusing the Japanese technology group of breaking a key provision of a deal that gave SoftBank control of the shared-office-space company.
The civil complaint, filed in Delaware’s Chancery Court, is the latest legal tussle over SoftBank’s multibillion-dollar rescue of We Co, the parent of WeWork, and caps the dramatic falling out of SoftBank founder Masayoshi Son and Mr Neumann.
Sierra Income, a non-traded business development company, terminated its merger with Medley Capital, a closed-end, externally managed business development company, and Medley Management, an alternative asset management firm offering yield solutions to retail and institutional investors.
In determining to terminate the deal, Sierra considered a number of factors, including changes in the relative valuation of the Medley and Sierra, the changed circumstances and the unpredictable economic conditions resulting from the global health crisis caused by the coronavirus pandemic, and the uncertainty regarding the parties' ability to satisfy the conditions to closing the merger in a timely manner.
Leidos, an information technology, engineering, and science solutions provider, completed the acquisition of the airport security and automation business of L3Harris, an American technology company, for $1bn.
"The announcement represents a significant milestone in L3Harris' strategic priority to reshape our portfolio following last year's L3 and Harris merger. The agreement provides a stable path forward for the Security & Detection Systems and MacDonald Humfrey Automation businesses while enabling L3Harris to focus its resources on core technologies," William M. Brown, L3Harris Chairman and CEO.
Leidos was advised by PricewaterhouseCoopers, Credit Suisse, DLA Piper and Fried Frank Harris Shriver & Jacobson. L3Harris was advised by Evercore and Paul Weiss Rifkind Wharton & Garrison.
Sycamore Partners, a private equity firm, and L Brands, a seller of women's apparel and beauty products, agreed to terminate the $525m deal for a 55% stake in Victoria’s Secret, an American designer, manufacturer, and marketer of women's lingerie, womenswear, and beauty products. Neither party will be required to pay a termination fee, and both sides agreed to settle all pending litigation.
L Brands stated that it was in its best interests to focus on navigating an extremely challenging business environment rather than engaging in costly and distracting litigation to force a partnership with Sycamore.
Alexion Pharmaceuticals, an American pharmaceutical company, agreed to acquire Portola Pharmaceuticals, an American clinical-stage biotechnology company that researches, develops and commercializes drugs, for $1.6bn.
"The acquisition of Portola represents an important next step in our strategy to diversify beyond C5. Andexxa is a strategic fit with our existing portfolio of transformative medicines and is well-aligned with our demonstrated expertise in haematology, neurology and critical care. We believe Andexxa has the potential to become the global standard of care for patients who experience life-threatening bleeds while taking Factor Xa inhibitors apixaban and rivaroxaban. By leveraging Alexion's strong operational and sales infrastructure and deep relationships in hospital channels, we are well-positioned to expand the number of patients helped by Andexxa, while also driving value for shareholders," Ludwig Hantson, Alexion CEO.
Portola Pharmaceuticals is advised by Centerview Partners and Cooley. Alexion Pharmaceuticals is advised by RBC Capital Markets.
Madison Dearborn-backed Kaufman Hall, a provider of enterprise performance management software, data and management consulting solutions, completed the acquisition of Change Healthcare's Connected Analytics, consisting of Analytics Explorer, Performance Manager and other data solutions. Financial terms were not disclosed.
"This acquisition comes at a pivotal time for our clients, as the nation experiences rapid change and uncertainty. Now more than ever, clients need reliable and actionable data and insights to help execute what's needed today and model the future. Building on the strengths of Kaufman Hall Software's current data solutions, the addition of the Connected Analytics capabilities will provide clients with unparalleled analytics and insights to help them navigate through this unchartered territory," Wes Champion, Kaufman Hall CEO and Managing Director.
Change Healthcare was advised by William Blair & Co and Ropes & Gray. Kaufman Hall was advised by Deutsche Bank and Amendola Communications.
USI Insurance Services, one of the largest insurance brokerage and consulting firms in the world, agreed to acquire Associated Benefits & Risk Consulting, a multi-line insurance agency and Midwest-based consulting firm, from Associated Banc-Corp, a US regional bank holding company, for $266m.
"We look forward to welcoming the entire team of professionals from ABRC to the USI family. Their collective passion for delivering superior solutions and service to clients complements USI's strong focus on building long-term client relationships and a differentiated experience through the USI ONE Advantage®, an interactive knowledge platform that integrates proprietary analytics, networked resources and enterprise planning to deliver truly customized solutions with material financial impact to clients," Michael J. Sicard, USI Chairman and CEO.
Associated Banc-Corp is advised by Goldman Sachs and Husch Blackwell.
Falfurrias Capital Partners-backed Sauer Brands, a cooking products provider, completed the acquisition of Chicago Custom Foods, a manufacturer and distributor of branded seasonings, from private equity firm Highlander Partners. Financial terms were not disclosed.
"We are excited about the new opportunities with Sauer Brands, and also very appreciative of the support that Highlander provided during our tenure. We are ready for the future and the team is energized by the possibilities and new opportunities. Our Kernel Season's brand has exceptional consumer awareness and we are equally excited about our new brands and product offerings, too," Jason Roy, CCF CEO.
Chicago Custom Foods was advised by BlackArch Partners and Katten Muchin Rosenman.
Emigrant Partners, a capital and advisory services partner, completed its investment in Parallel Advisors, a financial planning and investment management firm headquartered in San Francisco. Financial terms were not disclosed.
"We are very pleased to have a firm of Parallel's distinction join Emigrant Partners. While our partners retain full control over their strategy and investment decisions, Emigrant Partners has always provided long-term, stable capital and growth through both our guidance and our ability to leverage New York Private Bank & Trust's extensive network of value-added resources," Karl Heckenberg, Emigrant Partners CEO.
Emigrant Partners was advised by PRCG | Haggerty.
National Fuel Gas, a diversified energy company, agreed to acquire Shell's Appalachian assets for $541m. The consideration is intended to be paid in cash, but National Fuel has the option to provide up to $150m of NFG common stock as consideration.
The sale is subject to regulatory approvals and expected to close by the end of July 2020.
"Divesting our Appalachia position is consistent with our desire to focus our Shales portfolio. While we maximize cash in the current environment, our drive for a competitive position in Shales continues. It is a core part of our Upstream portfolio along with the Deep Water and Conventional oil and gas businesses," Wael Sawan, Shell Upstream Director.
Rockland Capital, an energy-focused infrastructure investment fund, completed the investment in SolRiver Capital, a solar investment fund that owns distributed-generation and utility-scale projects. Financial terms were not disclosed.
"As Rockland expanded our investments in the renewable energy sector, we sought an experienced partner with an established platform. SolRiver is an excellent fit for Rockland based on SolRiver's straightforward yet rigorous process for acquiring high-quality solar projects. The Rockland team looks forward to assisting SolRiver scale up its acquisition platform with this investment," Scott Harlan, Rockland Managing Partner.
Safeguard Medical, a manufacturer of surgical appliances and supplies, completed the acquisition of Water-Jel Technologies, a provider of emergency burn care products. Financial terms were not disclosed.
"Safeguard Medical brings together critical products and highly specialized knowledge of emergency medical skills dedicated to preserving life. Water-Jel's clinical expertise and leading position in emergency burn care solutions strengthen our ability to support every type of first responder, including civilians who are increasingly being called to action. We will continue to build our portfolio of products and capabilities to achieve our goal of ensuring responders at every skill level and in any environment are equipped with the best tools and training to save lives," Adam Johnson, Safeguard Medical CEO.
Canadian asset manager Barometer Capital Management completed the merger with Roundtable Capital Partners, which provides actively managed pooled fund offerings. Financial terms were not disclosed.
"Barometer is enhanced by the addition of the Roundtable team and we welcome them and their clients to our firm. As we navigate through these challenging times of volatile equity markets due to the Covid-19 pandemic, I am encouraged by the prospect of new beginnings and brighter days ahead," Greg Guichon, Barometer Chairman.
Robinhood, a US-based financial services company, raised $280m in a Sequoia Capital-led Series F funding round, at an $8.3bn valuation. NEA, Ribbit Capital, 9Yards Capital, and Unusual Ventures also participated in the funding round.
“Robinhood has made the financial markets accessible to the masses, and in turn, revolutionized the decades-old brokerage industry. We’re excited to further our relationship with Robinhood, which we believe is at the beginning of its opportunity,” Andrew Reed, Sequoia Partner.
US Steel grants Stelco an option to acquire 25% interest in Minntac iron ore mine.
US Steel, an American integrated steel producer, granted Stelco at a purchase price of $100m the option to acquire a 25% interest in the company's Minntac iron ore mining operations for an aggregate purchase price of $600m. Under the agreement, $20m was paid to US Steel upon signing the option agreement and the remaining $80m will be paid ratably over the remainder of the 2020 calendar year.
Once Stelco has completed paying the remaining $80m, the option can be exercised any time before January 31, 2027 and, upon exercise, Stelco will make an additional payment of $500m to acquire its 25% interest in the new cost-sharing joint venture.
US Steel was advised by Morgan Stanley and Jones Day. Morgan Stanley was advised by Ropes & Gray.
AmerisourceBergen eyes Walgreens' drug distribution business.
Reuters reported that AmerisourceBergen, one of the largest US drug distributors, approached Walgreens Boots Alliance to explore a deal for its pharmaceutical wholesaling division.
The two companies have explored various possibilities for combining operations in recent years, including a sale of AmerisourceBergen to Walgreens, on the theory that their drug distribution businesses would be better positioned to withstand competitive price pressures through even bigger scale.
Neiman Marcus nears bankruptcy. (FS)
Neiman Marcus Group is closing in on a deal with lenders led by Pacific Investment Management that would slash the department-store chain’s debt load by more than half in exchange for control of the company, Bloomberg reported.
The plan would be part of a bankruptcy court filing that could come as soon as this week. Lenders including Pimco, Davidson Kempner Capital Management and Sixth Street Partners would provide the company with more than $600m to stay in business during the court process. Those lenders and others would swap their debt for equity in the reorganized company.
Ara Partners closes $400m fund. (FS)
Ara Partners, a private equity firm specializing in industrial decarbonization investments, closed its debut fund, Ara Fund I, with c. $400m in capital commitments. The fund will invest in companies in North America and Europe that are poised to accelerate the decarbonization of the industrial economy.
The fund was backed by a diverse group of institutional investors in North America, Europe and Asia, including public pensions, sovereign wealth funds, endowments, foundations and family offices.
“We’re pleased to announce our fund closing, and we look forward to backing technology-rich companies that reduce industrial emissions while targeting excellent returns for investors. Amidst the dislocation caused by the Covid-19 crisis, we are particularly grateful to our investors for their support of Ara and its vision," Troy Thacker, Ara Partners Managing Partner.
Morgan Stanley Investment Management closed a $110m global climate impact fund. (FS)
Morgan Stanley Investment Management's private markets arm closed a new $110m fund focused on addressing critical climate issues. The fund, launched by Alternative Investment Partners Private Markets, builds upon the group's $800m impact investing strategy launched in 2014.
Launched in collaboration with the US congregations of Dominican Sisters, the strategy will fund investments that focus on climate change problems and look to aid marginalised communities that are disproportionately affected by global warming.
MasterClass seeks to raise $100m.
MasterClass, a startup offering online classes taught by celebrities, famous athletes and executives such as Walt Disney Chairman Bob Iger, is in talks to raise more funding from investors, Bloomberg reported.
The San Francisco-based company is looking to raise at least $100m valuing the company at about $800m. An $800m valuation would be almost double the $410m value estimated in 2018.
Sinch, a provider of cloud communications for mobile customer engagement, agreed to acquire SAP Digital Interconnect, a provider of cloud-based communications, from SAP, a provider of enterprise application software, for €225m ($245m). The transaction is expected to close in H2 2020 and is subject to customary closing conditions, including regulatory approval from competition authorities in multiple jurisdictions.
"Sinch and SAP both recognize the power of cloud technology to drive business transformation and deliver a superior customer experience. With SDI now becoming a part of Sinch, we build on our scale, focus and capabilities to truly redefine how businesses engage with their customers, throughout the world", Oscar Werner, Sinch CEO.
Sinch is advised by Handelsbanken Capital Markets and K&L Gates.
Atlas Holding, a private investment and equity firm, agreed to acquire Permasteelisa, a global contractor in the engineering, project management, manufacturing, installation and after-sales services of advanced building facades, architectural envelopes and interiors, from Lixil, a Japanese manufacturer of building materials. Financial terms were not disclosed.
"We are excited to have reached an agreement to acquire Permasteelisa, as we believe the company has a solid foundation in place for success, particularly as a focused, standalone business that is well capitalized. The company has a strong management team led by Klaus Lother, and a skilled workforce. When coupled with our expertise in the building materials and commercial construction markets and our attention to client satisfaction, innovation and operational improvements, we will build an even stronger company in the months and years ahead," Timothy J. Fazio, Atlas Co-Founder and Managing Partner.
Lixil is advised by Clifford Chance. Atlas Holding is advised by Willkie Farr & Gallagher.
Intel, an American multinational corporation and technology company, agreed to acquire Moovit, an Israel-based mobility as a service provider and journey planner app, for $840m.
"Intel's purpose is to create world-changing technology that enriches the lives of every person on Earth, and our Mobileye team delivers on that purpose every day. Mobileye's ADAS technology is already improving the safety of millions of cars on the road, and Moovit accelerates their ability to truly revolutionize transportation – reducing congestion and saving lives – as a full-stack mobility provider," Bob Swan, Intel CEO.
Intel is advised by Hogan Lovells.
N26, a German neobank, raised $100m in an extension of Series D funding round, bringing the total for the funding round to $570m. The investment was backed by N26’s existing investors, Tencent and Valar Ventures.
The company intends to use the funds to accelerate product development and strengthen its presence in its core markets.
Back Market, an operator of a marketplace for refurbished smartphones and electronic devices, raised $120m in a Series C funding round. Goldman Sachs, Aglaé Ventures, a venture capital firm, and Eurazeo Capital, a private equity firm, participated in the round.
The company will expand its quality control team and introduce new services around refurbishments in order to control a bigger chunk of the stack.
ADQ in talks to acquire Al-Nabil Food Industries from founders and Carlyle. (FS)
Abu Dhabi’s ADQ is close to buying Al-Nabil Food Industries, a Jordanian frozen food processor, from its founders and The Carlyle Group for $300m, Bloomberg reported.
Al-Nabil and Carlyle are advised by Moelis & Co.
Ardian and GHO Capital consider sale of Envision Pharma. (FS)
Envision Pharma Group’s private equity owners are considering a sale of the medical communications company in a deal that could value the business at more than $500m, Bloomberg reported.
Ardian and GHO Capital are speaking with advisers about the potential divestment after receiving approaches from suitors.
ENKRAFT acquires a 3% stake in Energiekontor.
ENKRAFT, an energy investor has taken a stake of close to 3% in German solar and wind project developer Energiekontor, as activist investors continue to seek opportunities in Europe’s largest economy, Reuters reported.
Among the demands made by ENKRAFT are a reshuffle of Energiekontor’s supervisory board, a review of the group’s corporate strategy and termination of share buybacks.
“We are convinced that Energiekontor, with its diversified and experienced team, should be able to perform much better in the competitive environment,” Benedikt Kormaier, ENKRAFT Managing Director.
APAC
Ninja Van, a Southeast Asia-based logistics provider, raised $279m in a Series D funding round led by existing investor GeoPost. The round also saw returning participation from B Capital Group, and Monk's Hill Ventures. Carmenta, Grab, Golden Gate Ventures Growth Fund and Intouch Holdings also joined the funding round.
"Over the years, Ninja Van has demonstrated an excellent grasp on running and growing a strong, thriving business and delivered tremendous value to their partners," Eduardo Saverin, B Capital Group Managing Partner.
RWDC Industries, a Singapore-based biotech start-up, raised $133m in a Series B funding round. The investment was co-led by Vickers Venture Partners, a global venture capital firm, Flint Hills Resources, an energy and resources company, CPV/CAP Pensionskasse Coop, the pension fund of Switzerland's largest retail company, and International, a fund linked to Interogo Holding.
Other participating investors include existing investors Eversource Retirement Plan Master Trust, the pension fund of Eversource Energy, and WI Harper Group, a pioneer of US-Asia cross-border VC investing.
"RWDC exemplifies the kind of company we support – passionate about problem-solving and creating positive social impact. We believe RWDC has the potential to make an enormous difference in solving the global plastics problem, and we're proud to continue supporting the company and its leadership," Finian Tan, Vickers Venture Partners. Founder and Chairman
Pop Mart, a designer, producer and distributor of toys, raised $100m in a Loyal Valley Capital and China Renaissance-led funding round.
After completing this round of financing, Pop Mart will apply for listing on the Hong Kong Stock Exchange.
Kingsoft sets terms for US IPO, valuing the company at $3.8bn.
China's Kingsoft Cloud Holdings, a provider of enterprise cloud and artificial intelligence of things service, aims to sell up to $450m in stock in a US IPO, which could value the cloud service provider at as much as $3.8bn.
Kingsoft will be the first major US IPO by a company that is neither a biotechnology firm nor SPAC since the coronavirus outbreak roiled global stocks in March. Biotech and SPAC IPOs are typically immune to broader market swings.
Kingsoft is looking to sell 25m American depositary shares between $16 and $18 per ADS. It expects to price its IPO on Thursday and start trading on the Nasdaq stock exchange on Friday under the symbol "KC."
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