AMERICAS
London Stock Exchange shareholders backed the exchange's $27bn takeover of Refinitiv, a data and analytics company. The deal is designed to broaden LSE's trading business and make it a significant distributor of market data, Reuters reported.
99.27% of votes cast at the meeting backed the deal with 99.26% supporting LSE's intention to issue shares to help finance the transaction, which is expected to complete in the second half of 2020.
"We feel very strongly this is in the long-term strategic interest of the London Stock Exchange. It will give us an opportunity to have a truly global business," David Schwimmer, LSE Chief Executive.
Refinitiv is advised by Canson Capital Partners, Evercore, Jefferies & Company, and Eterna Partners. LSEG is advised by RBC Capital Markets, Oliver Wyman, Barclays, Goldman Sachs, Morgan Stanley, Robey Warshaw, Freshfields Bruckhaus Deringer, and Teneo. Thomson Reuters is advised by Allen & Overy. Blackstone is advised by Simpson Thacher & Bartlett.
A Delaware judge ordered broadcaster CBS to turn over records regarding its plan to reunite with Viacom to a shareholder who wants to investigate if the deal unfairly benefits Shari Redstone, who controls both companies.
The deal is scheduled to close on December 4, combining CBS television network, CBS News, Showtime cable networks with MTV Networks, Nickelodeon, Comedy Central, and the Paramount movie studios.
The company was also ordered to provide documents regarding the nomination and appointment of board members to the special committee that approved the merger earlier this year, as well as some communications between Redstone and the board.
Viacom is advised by LionTree Advisors, Morgan Stanley, Cravath Swaine & Moore, Shearman & Sterling, Latham & Watkins, and Finsbury Hering Schuppener. CBS is advised by Centerview Partners, Evercore, Goldman Sachs, JP Morgan, Lazard, Moelis & Co, Jones Day, and Paul Weiss Rifkind Wharton & Garrison. National Amusements is advised by Evercore and Cleary Gottlieb Steen & Hamilton.
The Carlyle Group and T&D, a Japanese insurer, agreed to acquire a 76.6% stake in Fortitude, a composite reinsurer that focuses on managing long-dated, complex risks, from American International Group, a global insurance company, for c. $1.8bn.
This transaction furthers AIG’s and Carlyle’s efforts to stand up Fortitude Re as an independent company and position it as a premier provider of retroactive reinsurance and legacy run-off management solutions for long-dated, complex risks to the global insurance industry.
“Today’s announcement is another important step in our strategy to efficiently manage our legacy liabilities by further preparing Fortitude Re for independence while strengthening our balance sheet and maintaining our primary focus on upholding policyholder and regulatory commitments. Carlyle’s expertise in separating and standing up companies has been invaluable to date, and we look forward to working with their team and T&D, with whom we have a longstanding relationship in Japan, as we continue the separation process. I also want to thank the entire Fortitude Re team for all their hard work in building the organization. We look forward to their future success,” Brian Duperreault, AIG President and Chief Executive Officer.
Fortitude is advised by Sidley Austin. T&D is advised bt Citigroup, Appleby, King & Spalding and Nishimura & Asahi. Carlyle Group is advised by Oliver Wyman and Debevoise & Plimpton. AIG is advised by Willkie Farr & Gallagher.
Xerox is planning to take its $33.5bn buyout bid directly to HP shareholders after the company refused to open its books for due diligence before a deadline.
"We plan to engage directly with HP shareholders to solicit their support in urging the HP Board to do the right thing and pursue this compelling opportunity," Xerox.
HP is advised by Goldman Sachs and Wachtell Lipton Rosen & Katz. Xerox is advised by Citigroup, King & Spalding and Willkie Farr & Gallagher.
Pfingsten Partners, an operationally-focused private equity firm, completed its acquisition of Environmental Lights, a provider of commercial accent LED lighting. Financial terms were not disclosed.
“Environmental Lights delivers innovative products that enhance surroundings and drive strong visibility for pre-eminent brands, productions, and events. We are excited to support the growth of Environmental Lights and will invest in people and product development. We also plan to pursue strategic add-on acquisitions that will provide value to the customer base,” Scott Finegan, Pfingsten Managing Director.
Environmental Lights was advised by Canaccord Genuity, Lincoln International, and Sheppard Mullin Richter & Hampton. Pfingsten was advised by Paul Hastings.
Halifax-backed PromptCare, a regional provider of respiratory therapy and specialty infusion services, agreed to acquire Hollywood Medical Supply, a provider of hi-tech respiratory therapy services and related medical supplies. Financial terms were not disclosed.
"PromptCare's commitment to providing the highest levels of patient care made them the perfect partner to continue Hollywood's 50-year legacy of serving medically fragile patients in South Florida," Robert Lichtenstein, Hollywood Medical Supply CEO.
PromptCare is advised by Goodwin Procter and Blicksilver Public Relations.
Kartesia, a provider of long-term liquidity and credit solutions, completed the acquisition of Richardson, a provider of sales training services, from ClearLight. Financial terms were not disclosed.
"ClearLight was a great partner with a long-term focus on building enduring enterprise value. Their patient support helped us enter new markets, expand and modernize our sales training content, and generate a tangible return on investment for our clients," John Elsey, Richardson CEO.
ClearLight was advised by Capstone Headwaters and Armstrong Teasdale.
Sun Capital Partners, a private investment firm, agreed to acquire a controlling stake in National Tree, an e-commerce wholesaler of seasonal and holiday décor. Financial terms were not disclosed.
"National Tree Company's sourcing and logistics capabilities span the entire products' value chain, allowing the Company to partner with online retailers and provide customers a wide assortment of product choices quickly and economically," Matthew Garff, Sun Capital Managing Director.
Sun Capital is advised by Stanton.
Palo Alto Networks, a provider of network security solutions, agreed to acquire Aporeto, a provider of software solutions, for c. $150m.
"We are thrilled to welcome Aporeto to the Palo Alto Networks family. We believe the addition of Aporeto's unique machine identity technology will further enhance our leading Prisma Cloud capabilities and strengthen our commitment to helping customers secure their journey to the cloud," Nikesh Arora, Palo Alto Networks, Chairman and CEO.
PowerSchool, a provider of educational software, completed the acquisition of Schoology, a developer of education software solutions. Financial terms were not disclosed.
"Now, with Schoology as part of the PowerSchool Unified Classroom, we're able to provide these critically important capabilities to the people who need them the most, and we're excited to bring our vision of personalized learning in the classroom a step closer today," Hardeep Gulati, PowerSchool CEO.
Harbour Group, a provider of investment advisory services, agreed to acquire SpotSee, a developer and manufacturer of environmental-condition monitoring solutions. Financial terms were not disclosed.
"We are excited to welcome SpotSee to the Harbour Group family. SpotSee offers a well-recognized and respected brand of products uniquely positioned to serve customers across diverse end markets. In a world where connectivity is in high demand, we are eager to support the SpotSee team as they continue to innovate and launch new products into a growing market. We intend to invest in new product development, new markets, and in complementary acquisitions," Jeff Fox, Harbour Group Chairman and CEO.
SoftBank shareholders criticize company over WeWork governance. (FS)
SoftBank Group’s most prominent investors are putting pressure on the tech conglomerate over its governance and for a string of bad investments in its $100bn investment fund.
Investors, including Capital Group, hedge fund Tiger Global Management, and Southeastern Asset Management, have privately criticized the company over losses in the Vision Fund in recent weeks.
Starboard Value to acquire minority stake in CVS Health. (FS)
Starboard Value, an investment advisory company, agreed to acquire a minority stake in CVS Health. Financial terms were not disclosed.
CVS Health shares rose slightly on the news, closing up 1.7% at $76.58 a share.
Dell to consider the sale of the RSA cybersecurity unit.
Dell Technologies is exploring a sale of RSA Security, a cybersecurity business it hopes could fetch at least $1bn, including debt, Bloomberg reported.
Intel to look for buyers for home connectivity chips unit.
Intel is seeking buyers for its connected home division, a unit that makes chips used in-home internet access gear.
The chipmaker hired a financial adviser and is seeking to sell the unit that has annual sales of about $450m, Bloomberg reported.
Brazil's Petrobras talks to divest fertilizer ops to Acron Group collapsed.
Brazilian state-run Petroleo Brasileiro said that talks to sell its fertilizer business to Acron Group ended with no agreement.
In a securities filing, Petrobras added it remains committed to divesting Araucária Nitrogenados and Unidade de Fertilizantes Nitrogenados III, to improve its portfolio and capital allocation.
Ferro considers a potential sale.
Ferro, a maker of coatings for everything from dinnerware to windows, is exploring strategic options, including a sale, Bloomberg reported.
The Mayfield Heights, Ohio-based company is working with financial advisers. No final decision has been made, and Ferro could opt to remain independent.
EMEA
Just Eat shareholder Cat Rock Capital urged investors to back an all-share merger with Takeaway, saying it believed the combination could create a company worth £12 ($15.4) a share in little more than a year.
Just Eat shareholders have two offers to consider: a tie-up between the British group and its Netherlands-based peer Takeaway and a cash offer from technology company Prosus.
“A Just Eat merger with Takeaway would create a formidable global leader with significant growth prospects and world-class management,” Alex Captain, Cat Rock founder.
Just Eat is advised by Goldman Sachs, UBS, Oakley Advisory, Linklaters, and Brunswick Group. Takeaway is advised by Bank of America Merrill Lynch, Gleacher Shacklock, Lazard, Cravath Swaine & Moore, De Brauw Blackstone Westbroek, NautaDutilh, and Slaughter & May. Prosus is advised by JP Morgan, Allen & Overy, and Finsbury Hering Schuppener. Debt financing to Prosus is offered by Investec.
Pedro Moura Costa and Pablo Martinez, agreed to buy EcoSecurities, a provider of carbon trading and climate change mitigation services, from Mercuria Energy Group, a privately held Swiss international commodity trading company. Financial terms were not disclosed.
"The idea is to restructure the company and prepare it to take part in this new phase of carbon and environmental markets," Pedro Moura Costa.
EcoSecurities is advised by SIM Finance.
Apax Partners, a Paris-based private equity firm, agreed to acquire Destiny Group, which provides telecommunications services, from Mentha Capital, a private equity firm in the lower end of the mid-market in the Benelux. Financial terms were not disclosed.
The objective of this investment is to enable Destiny to continue its rapid expansion in the fast-growing cloud-based unified communications market, to accelerate its international development and to continue its active acquisition strategy.
“I’m excited about the opportunity to partner with Apax in the next phase of Destiny’s growth. We look forward to work with Thomas de Villeneuve and the rest of the Apax team to grow our opportunity and become a European Leader and Challenger in Secured Enterprise Cloud Communications. I would like to sincerely thank and congratulate Mentha Capital for their fantastic support throughout the last 3.5 years. This result would never have been possible without their full support in the execution of our strategy,” Daan De Wever, Destiny CEO and co-founder.
Apax is advised by Q Advisors.
Cinven, an international private equity firm, agreed to acquire a majority stake in Barentz, a Dutch company specializing in the production of ingredients for the pharmaceutical, cosmetics, and food industries. Financial terms were not disclosed.
"We are delighted to be working with Cinven on the next phase of our growth. In particular, their investment and support for our business strategy will enable us to expand our operations into new geographic markets, including through acquisition, and will ensure we have the right infrastructure to achieve this," Hidde van der Wal, Barentz CEO.
Cinven is advised by Capital Partners.
Utico, a provider of water management and treatment solutions, agreed to acquire Hyflux, a water treatment provider, for $293m. The deal will see Utico subscribe to $220m in Hyflux shares, giving it a 95% stake, and inject working capital of $73m.
The agreement comes after debt-laden Hyflux entered a court-supervised restructuring process this year that threatened to wipe out the holdings of tens of thousands of retail investors.
IK Investment Partners, a Pan-European private equity firm, agreed to acquire Mabtech, a specialist in immune monitoring. Financial terms were not disclosed.
“The deal team has followed the company for several years, and we understood this was a unique opportunity to acquire a global leader in a niche market, and we are delighted to be the founders’ preferred partner for Niklas and his experienced team,” Erik Ingemarsson, IK Investment Partner and the IK Small Cap II Fund advisor.
Gategroup, a holding company providing airline catering through its subsidiaries, agreed to acquire LSG Group's European business, the airline catering providing subsidiary of Lufthansa. Financial terms were not disclosed.
"The sale is part of Lufthansa's new strategy to focus on its airline business. Furthermore, the sale enables the new owner to further develop the catering business," Lufthansa.
Global Yatirim to consider a stake sale in port unit GPH. (FS)
Turkish investment firm Global Yatirim is looking to sell a stake in Global Ports among options to fund an expansion of the world’s largest independent cruise-ship port operator.
Global Yatirim is in talks with more than a dozen companies, including private-equity and strategic investors on London-listed GPH, Bloomberg reported.
Enel in no rush to divest a stake in Open Fiber.
Italy’s Enel said it was in no rush to sell its stake in fast broadband unit Open Fiber as phone incumbent Telecom Italia presses ahead with plans to find a partner to fund a tie-up with its smaller rival.
"We are not in a hurry," Francesco Starace, Enel CEO, said, adding that it did not intend to walk out of the Open Fiber joint-venture.
Invitalia considers buying a stake in Ilva.
Italy’s Industry Minister Stefano Patuanelli said that state-owned agency Invitalia could take a stake in Europe’s biggest steel plant Ilva, while state intervention through Cassa Depositi e Prestiti was more difficult.
Rome and ArcelorMittal are on the verge of a legal battle as the latter tries to walk away from a 2018 deal to buy the steel plant in the southern city of Taranto, which directly employs around 8.2k workers in one of Italy’s least prosperous areas.
"Economy Minister Gualtieri is working on the issue. After his review, he will make a proposal over a possible state intervention," Stefano Patuanelli, Italy's Industry Minister.
CapVest to start the sale of nuclear medicine firm Curium. (FS)
European private equity firm CapVest tapped potential bidders for its French nuclear medicine provider Curium, Reuters reported, aiming for a deal that values the business at up to €3bn ($3.3bn).
CapVest, which specializes in mid-market buyouts, hired JP Morgan and Rothschild & Co to find a new owner for the Paris-based firm, which makes nuclear tracers used in diagnostic imaging.
Sanjeev Gupta ready to buy British Steel. (FS)
British commodities tycoon Sanjeev Gupta is ready to bid for British Steel if the offer from China’s Jingye Group falls through, Reuters reported.
Earlier this month, Jingye Group announced a provisional deal to buy British Steel, but the acquisition needs regulatory approvals. Gupta, who heads the privately-held GFG Alliance, has snapped up steel assets around the world and made repeated offers to buy British Steel.
Sanlorenzo eyes €656m IPO valuation.
Italian luxury yacht maker Sanlorenzo aims for a valuation up to €656m ($723m) in its IPO, seeking to shrug off a dismal season for stock market listings.
Sanlorenzo said that it would offer shares at between €16-19 ($17.6-21) each in its IPO, aiming to value the company at €552-656m ($608-722m) after a planned capital increase, which is part of the offering.
Yacht maker Ferretti and professional audio system group RCF pulled their IPOs in Italy last month due to unfavorable market conditions.
Europcar attracts PE interest. (FS)
Europcar Mobility Group, one of the continent’s largest car rental agencies, is drawing interest from suitors, including Apollo Global Management, as it explores a potential sale of the company, Bloomberg reported.
The company reached out to private equity firms, including Cerberus Capital Management, as it starts gauging interest from potential buyers. Europcar, which has a market value of €666m ($734m), is working with financial advisers as it considers selling part or all of the business.
Immofinanz and S Immo cancel merger plan.
Austrian property groups Immofinanz and its smaller rival S Immo abandoned their plan to merge, leaving their crowded market’s future uncertain after another planned merger by Immofinanz fell through.
"The executive boards of S Immo and Immofinanz today decided to end their discussions over the possible combination of the two companies. This decision was based, in particular, on the inability to reach an agreement over a possible (share) exchange ratio," Immofinanz.
Hogan Lovells names Miguel Zaldivar as new CEO. (People)
Hogan Lovells named its first chief executive based outside the UK or US to steer its next phase of expansion. The group recommended that the head of its Asia Pacific and the Middle East business, Miguel Zaldivar, replace Stephen Immelt when he steps down next year.
Hogan Lovells has undergone a period of dramatic change and expansion since its 2010 merger. It broke through the $2bn revenue barrier in 2017 and generated an average profit per equity partner of $1.4m last year.
Couche-Tard, an operator of a network of 24-hour convenience stores, offered $6.8bn for Caltex Australia, a gas station and convenience store operator. Couche-Tard made an indicative $23.4 a share offer, a nearly 16% premium to the petrol pump and convenience store operator's last closing price, and 7% higher than the $21.7 per share offer it previously received from the Canadian company.
If the deal goes ahead, it will mark Couche-Tard's first foray into Australia and its most important transaction.
Alimentation Couche-Tard is advised by Goldman Sachs, Allens, and Domestique. Caltex is advised by UBS, Grant Samuel and Herbert Smith Freehills.
TA Associates, a private equity firm, completed the investment in Gong Cha Group, a provider of premium quality bubble and milk tea. The founders of Gong Cha Korea will participate in the investment alongside TA. Financial terms were not disclosed.
"We are very pleased to invest in Gong Cha, a high-growth business that is among the world's most recognized tea brands. We are incredibly impressed with how successfully the management team has grown Gong Cha into such a profitable, global business. We will work closely with management in supporting the company's franchise partners to further Gong Cha's strong business model. We are looking forward to this partnership and helping to grow the Gong Cha brand in new and existing markets," Edward Sippel, TA Associates Managing Director.
TA Associates was advised by BackBay Communications. Debt financing was provided by Partners Group.
China’s new energy startup Neng Lian Technology secured RMB774m ($110m) in a Series C round of financing led by Joy Capital and backed by NIO Capital and Korea Investment Partners, DealStreetAsia reported.
In a statement, NIO Capital managing partner Zhu Yan said the new energy supply chain built by Neng Lian is accelerating the reformation of the country’s energy industry.
Airtel and Reliance Jio to bid for assets of bankrupt Reliance Communications.
Reliance Jio Infocomm and Bharti Airtel submitted bids for assets of bankrupt Reliance Communications and its two units, DealStreetAsia reported. Monday was the last day for submitting bids, 10 days after insolvency resolution professional Anish Niranjan Nanavaty of Deloitte India extended the previous deadline.
Airtel and Bharti Infratel, which had earlier bid together for RCom, are likely to have bid jointly again. That bid was withdrawn in protest against the deadline extension made on the request of Reliance Jio.
Ant Financial to raise $1bn for a new fund to expand investments in India and Southeast Asia. (FS)
Ant Financial, an affiliate of Chinese technology giant Alibaba, is collecting about $1bn for a new fund to expand investments in emerging markets, including India and Southeast Asia, DealStreetAsia reported.
SDIC Power pushes for London IPO to invest in clean energy.
Chinese power generation group SDIC Power plans to offer global depositary receipts in London and will look to use the proceeds to invest further in clean energy and for global expansion.
SDIC Power has a market capitalization of $8.2bn on the Shanghai exchange, suggesting a deal size of around $820m for the London offering, before any potential discount.
The deal would be the second of its nature, after Chinese brokerage Huatai Securities listed in London in June this year, raising about $1.5bn in the process.
U Mobile targets $500m IPO. (FS)
U Mobile, a Malaysian mobile service provider, is planning to raise about $500m in IPO in Kuala Lumpur, Bloomberg reported.
The wireless carrier asked banks for proposals to help with the potential share sale. The company is set to pick advisers soon for a listing that could happen as early as the end of 2020.
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