AMERICAS
Merck, a German multinational pharmaceutical, chemical and life sciences company, completed the acquisition of ArQule, a biopharmaceutical company engaged in the research and development of targeted therapeutics to treat cancers and rare diseases, for $2.7bn.
"ArQule’s focus on precision medicine has yielded multiple clinical-stage oral kinase inhibitors that have novel and important properties. This acquisition strengthens Merck’s pipeline with the addition of these strategic assets including, most notably, ARQ 531, a compelling candidate for the treatment of B-cell malignancies," Roger M. Perlmutter, Merck Research Laboratories President.
ArQule was advised by Centerview Partners, Skadden Arps Slate Meagher & Flom, Joele Frank, and LifeSci Public Relations. Merck was advised by Bank of America Merrill Lynch and Covington & Burling.
Innophos Holdings, a international producer of essential ingredients, announced that the company’s stockholders voted to approve and adopt the previously announced acquisition of the company by an affiliate of One Rock Capital Partners, a middle-market private equity firm, for $932m.
“Innophos’ innovative ingredient solutions are used by world-leading brands across a wide range of attractive food, health, nutrition and industrial markets. The Company has a strong foundation and a transformative growth strategy. In drawing upon One Rock’s extensive experience, part of our goal is to maximize Innophos’ growth potential by continuing to expand its presence in high-growth food, health and nutrition markets, while further strengthening and optimizing its cash-generative core business. We look forward to working with Innophos to accomplish these goals and position the Company for continued success,” Tony W. Lee, One Rock Managing Partner .
Innophos is advised by Lazard, Baker Botts and Sharon Merrill Associates. One Rock is advised by RBC Capital Markets and Latham & Watkins. Lazard is advised by Simpson Thacher & Bartlett.
Private equity firm Clearlake Capital completed the acquisition of Pretium Packaging, a manufacturer of customized, short-to-medium volume, rigid plastic packaging solutions from Genstar Capital. Financial terms were not disclosed.
“We are thrilled to welcome Clearlake as Pretium continues driving organic growth and executes our platform consolidation strategy. With strategic resources, operational insights, and support from Clearlake, we look forward to continuing to deliver quality rigid packaging solutions to our valued customers,” Paul Kayser, Pretium CEO.
Pretium was advised by Jefferies & Company and Rothschild & Co. Clearlake was advised by Evercore, Kirkland & Ellis, and Lambert & Co.
Private equity firm Harvest Partners joined TA Associates and GI Partners to invest in MRI Software, a provider of software solutions for real estate management. Financial terms were not disclosed.
The investment will enable MRI to bolster innovation across its end-to-end offering, accelerate growth, extend its global footprint and deliver on its mission to create an open technology environment for the real estate industry.
“We could not be more excited to support MRI on the next phase of their journey. We have watched MRI’s success over the years and are pleased to have the opportunity to be a part of it. We look forward to partnering with management, TA Associates and GI Partners to continue to build the leading provider of real estate software solutions globally,” Andrew Schoenthal, Harvest Partners Partner.
MRI Software is advised by UBS, Goodwin Procter, and Kirkland & Ellis. Harvest Partners is advised by White & Case.
Northland Power, a utility company, completed the acquisition of a 99.2% interest in the Colombian regulated utility Empresa de Energía de Boyaca, from Fondo de Capital Privado de Infraestructura Brookfield Colombia and BCIF Holdings Colombia II for $733m.
“We are proud to announce the closing of the EBSA acquisition, representing a new milestone for Northland’s global growth initiatives and adding a regulated utility business to our asset portfolio. The Acquisition will serve as a platform for future growth for Northland and we look forward to working with the local management team to unlock the growth opportunities in Colombia to benefit the customers we service and Northland’s shareholders,” Mike Crawley, Northland President and Chief Executive Officer.
Northland Power was advised by Latham & Watkins.
Car dealer Inchcape is set to acquire the Columbian dealership of passenger cars and private vans of Daimler. Financial terms were not disclosed.
The acquisition will add to its Subari, Hino, and JLR operations in the country and enhance the group's Latin American platform, which represents the BMW, Mercedes-Benz, Hino, Subaru, Suzuki and JLR brands, Freightliner and Fuso in eight markets across the region.
Inchcape is advised by Instinctif Partners.
Apple agreed to acquire Xnor, a Seattle startup specializing in low-power, edge-based artificial intelligence tools, for approximately $200m. The acquisition echoes Apple’s purchase of Seattle AI startup Turi in 2016.
The arrangement suggests that Xnor’s AI-enabled image recognition tools could well become standard features in future iPhones and webcams. Xnor.ai's work could potentially be incorporated into future iPhones, improving Siri and other AI and machine learning-based tasks that are done on device.
Cadence, an electronic design automation software and engineering services provider, completed the acquisition of AWR, a provider of high-frequency RF EDA software technology, from National Instruments, a producer of automated test equipment and virtual instrumentation software, for $160m.
“Companies designing communication and radar chips, modules and systems face increasing time-to-market pressure in high-growth 5G/wireless applications. Creating differentiated products while reducing cycle time requires a seamless design, simulation, and analysis environment. The addition of AWR’s talent and technologies will enable us to provide more integrated and optimized RF design solutions, thereby further accelerating system innovation as we execute our Intelligent System Design strategy,” Anirudh Devgan, Cadence President.
Medline Industries, a healthcare company, completed its acquisition of Medi-Select, a medical and dental supplies distributor. Financial terms were not disclosed.
"Medi-Select and Medline have a shared focus on the customer, nimble distribution, and entrepreneurial culture. By joining these two family-owned healthcare companies, we are able to build on a strong legacy of quality and customer service while creating more opportunities for our customers," Ernie Philip, Medline President.
Evive, a provider of SaaS-based enterprise solutions, is set to acquire WiserTogether, a treatment-guidance tool that helps people find the right treatment for them quickly and reliably. Financial terms were not disclosed.
"The treatment-guidance functionality of WiserTogether accelerates Evive's mission to connect people with benefits that will help them live healthier lives. This is empowering Evive to be the first source for treatment guidance that employees can turn to when they have health concerns," Zach Debelak, Evive VP of Product Management.
Minerva announces a $327m share offering.
Brazilian beefpacker Minerva announced a share offering that could raise as much as BRL1.37bn ($327m) via the sale of new common and existing stock, causing shares to fall at the market’s open.
Minerva said it plans to sell 80m new common shares in the offering, with proceeds earmarked to pay certain debt obligations.
XPO Logistics considers the sale or spin-off of business units.
XPO Logistics said it was considering the sale or spin-off of one or more business units, sending shares of the warehousing and last-mile delivery provider up more than 16% in extended trading.
XPO has two segments - logistics and transportation - with the latter contributing the majority of its revenue. Its services range from managing retail order fulfillment and returns to in-home, “white-glove” delivery and assembly of large items such as exercise equipment and furniture. The company said it would not sell its North American less-than-truckload unit. XPO bought Con-way, North America’s second-largest LTL provider, for $3bn in 2015.
Pathway raised $1bn for a private credit fund. (FS)
Pathway Capital Management closed a $1bn private credit fund. Pathway Private Credit Fund II will provide debt financing in support of acquisitions, recapitalisations, refinancings, and growth capital transactions sponsored by private equity firms.
To date, Pathway has committed more than $5.7bn to private credit opportunities since it began investing in the asset class in 1994, and has created more than 90 customized programs for its investors since its inception.
HarbourVest Partners raised $2.6bn for its HarbourVest Fund XI. (FS)
HarbourVest Partners, a global private markets asset manager, held the final close of its flagship US fund, HarbourVest Fund XI. The fund closed above its $2bn target at $2.6bn.
“We continue to see strong demand for primary partnership funds, especially among US investors that are new to private markets, and global investors seeking exposure to North American assets. HarbourVest’s access to attractive managers, combined with our more than 35 years of portfolio construction experience and expertise, provides our investors with fully diversified, comprehensive fund portfolios that help meet their return objectives,” John Toomey, HarbourVest Partners Managing Director.
EMEA
US activist fund Elliott said it would not tender its Altran shares to French consulting and IT services provider Capgemini’s recently increased offer for the company, Reuters reported. In a filing to French markets regulator AMF, Elliott, which has gradually built a 14% stake in Altran since last summer, also said it might continue buying shares in the company.
Capgemini raised its bid earlier this week and is now offering Altran shareholders €14.5 ($16.1) per each share, compared to €14 ($15.6) previously. That is a €128m ($142.6m) increase to the initial €3.6bn ($4bn) price tag.
Capgemini is advised by EY, Credit Agricole, HSBC, JP Morgan, Lazard, Cleary Gottlieb Steen & Hamilton, and Image Sept. Altran is advised by Citigroup, Herbert Smith Freehills, and Brunswick Group. BNP Paribas is providing debt financing and is being advised by Hogan Lovells.
Global Blue, a strategic technology and payments partner, agreed to merge with Far Point, a special purpose acquisition company co-sponsored by the institutional asset manager Third Point and former NYSE President Thomas W. Farley, in a $2.6bn deal. Existing Global Blue owners, including technology investor Silver Lake, will remain significant shareholders.
"I am delighted about this collaboration with Far Point and Tom, as I believe it will help create long-term value for Global Blue and its shareholders. In recent years, we have built a true leader in our industry, powered by a cutting-edge integrated technology platform. We strongly believe that continued investment in innovation will bring value to all our partners and customers, and we look forward to accelerating our strategic collaboration with Ant Financial as a showcase of such innovation," Jacques Stern, Global Blue CEO.
Global Blue is advised by PJT Partners, Kirkland & Ellis, Niederer Kraft & Frey, Simpson Thacher & Bartlett and Brunswick Group. Third Point is advised by BakerHostetler. Far Point is advised by Bank of America Merrill Lynch, Barclays, Credit Suisse, JP Morgan, Royal Bank of Canada and Morgan Lewis & Bockius. Debt financing is provided by Morgan Stanley and BNP Paribas.
Private equity firm Aquiline-backed ClearCourse, a software company, completed the acquisition of Hart Square, a technology agnostic consultancy. Financial terms were not disclosed.
"Joining ClearCourse will allow us to implement numerous growth initiatives that will improve and increase our offering to the sector. We look forward to offering our clients some exciting new services, as well as providing them with an enhanced level of support as we enter this new phase of our journey. We’re thrilled to have ClearCourse’s support in helping us to reach our ambitions,” Glenda Parker, Hart Square CEO.
Hart Square was advised by Hawthorn Advisors.
Tricentis, the company in continuous testing for DevOps, agreed to acquire SpecFlow, the open-source behavior-driven development framework, from TechTalk, a Central European company that specializes in agile methods, agile development, and agile coaching. Financial terms were not disclosed.
“BDD is becoming broadly relevant in enterprises for their digital transformation. As business requirements change at DevOps speed, teams need a way to document how their applications should behave across highly integrated systems. Without built-in test automation to this shared understanding, software delivery leads to production bugs and poor user experiences. SpecFlow’s ability to create this shared business understanding, connected with automated tests, makes it the most trusted BDD platform for .NET development,” Wolfgang Platz, Tricentis Founder and Chief Strategy Officer.
CVC is set to acquire the Greek, Croatian and the UAE businesses of D-Marin, an operator of premium yacht marinas from Dogus Group, a Turkish conglomerate. Financial terms were not disclosed.
"I am proud of the success achieved by D-Marin to date. Working with Dogus Group we have put in place a solid foundation, on which we will now plan to build a global group. We are delighted to have secured the support of CVC, a leading global investor, to expand D-Marin internationally and take the company to the next level," Burak Baykan, D-Marin CEO.
iCabbi, a provider of cloud-based taxi dispatch services, is set to acquire Mobile Knowledge, a taxi dispatch solutions provider, from Creative Mobile Technologies, a provider of technology solutions. Financial terms were not disclosed.
As part of this newly formed global strategic alliance, CMT will become iCabbi's preferred payment provider for its global customer base and, in return, iCabbi will become CMT's preferred dispatch partner for its customer base.
"We believe the future is bright for the taxi industry and we're here to ensure our customers succeed. Welcoming Mobile Knowledge to the iCabbi Group enables us to strengthen our operational foothold in North America and to expand our network and market share. We're eager to draw on the vast experience of the Mobile Knowledge team and are excited by the benefits that our strategic alliance with CMT will bring," Gavan Walsh, iCabbi founder, and CEO.
Google is set to acquire Pointy, a retail technology startup. Financial terms were not disclosed. The transaction is subject to customary closing conditions and is expected to close in the coming weeks.
"One of the challenges small merchants face is getting their in-store inventory information online in a way that is easy to manage and reliably up to date. Since organizing the world's information is core to what we do, we've been working to make it easier for local merchants to better showcase their products to interested shoppers on Google," Pointy.
RAG joins consortium in Thyssenkrupp elevator auction. (FS)
RAG Stiftung joined a consortium led by private equity firms Advent and Cinven in a bid for Thyssenkrupp’s €15bn ($17bn) elevator division and will likely pay less than €1bn ($1.1bn) as part of it, Reuters reported.
This will give RAG, a foundation tasked with bearing the costs for the country’s exit from hard coal mining, a minor role in the consortium.
Abu Dhabi Investment Authority considers a $2bn equity divestment. (FS)
The Abu Dhabi Investment Authority is preparing to sell around $2bn of its stakes in private equity funds, amid an increasing push toward direct investments by the sovereign wealth fund, Bloomberg reported.
ADIA is working with advisers at PJT Park Hill on the proposed transaction, who asked not to be identified because the information is private. It plans to start marketing the deal to potential buyers within weeks.
Springer Nature revives IPO plans and picks new bank consortium. (FS)
Springer Nature, the publisher of science magazines Nature and Scientific American, is reviving plans for a stock market listing, two years after a first attempt fell through, Reuters reported.
Its owners, buyout group BC Partners and publisher Holtzbrinck, are working with a new bank consortium led by Goldman Sachs and Morgan Stanley on the deal, which may value the company at $7.8-8.9bn, including debt.
Springer Nature had canceled a planned stock market listing in 2018, citing weak demand. At the time, investors had balked at the high price expectations of the sellers and the high debt of Springer Nature.
Herbert Smith Freehills appoints Jonathan Blake as Head of International Private Funds Strategy. (People, FS)
Private equity specialist Jonathan Blake joined Herbert Smith Freehills in London as the head of international private funds strategy. In this role, Mr. Blake will advise clients on their private funds requirements, drawing together the firm's existing capabilities and experience, as well as generating new client opportunities through his network of private equity, real estate, infrastructure, credit, venture capital and secondaries managers.
"Our private funds offering has grown rapidly in the last 10 years or so to cover more private funds work in private equity, real estate, infrastructure and credit. Jonathan's solid experience and vast network of industry connections will be enormously valuable as we develop our private funds practice further. We are thrilled that he has joined us and we welcome him to the firm," Nigel Farr, Herbert Smith Freehills head of investment funds practice.
S Immo raises capital to fund acquisitions.
Austrian property group S Immo said it would issue up to 6.6m new shares, equivalent to up to 10% of existing share capital, in an accelerated book-building overnight to raise funds to further finance growth.
Based on Wednesday’s closing share price, the issue could raise almost €150m ($167m). One of its reference shareholders had indicated interest for more than half of the envisaged transaction size, S Immo said, triggering renewed consolidation speculation.
Calisen confirms London IPO plan. (FS)
Smart meter provider Calisen confirmed it will seek a listing on the London Stock Exchange next month, with a $391m share offer that could set a $1.5bn valuation on the private equity-owned firm.
The offering, which will comprise of new shares and existing shared owned by KKR and other manager investors, follows a weak year for equity capital raising in London, with IPOs falling to their lowest level in a decade in 2019.
“Calisen is at the heart of Britain’s smart meter rollout, which will play a critical role in supporting the decarbonisation agenda and will deliver significant benefits to British consumers and energy retailers,” Phil Nolan, Calisen Chairman.
Atotech plans to list on NYSE. (FS)
German specialty chemicals group Atotech is planning to list on the New York Stock Exchange. The listing, which could value the company at about $5bn, including debt, is expected to take place in early February.
Atotech makes specialty chemicals and equipment for printed circuit boards and semiconductors. More than a third of its revenues come from the smartphone industry. Atotech’s owner, buyout group Carlyle is working with Bank of America, Citi, Credit Suisse, and JP Morgan on the listing of the former unit of oil group Total.
Covestro states that suitable takeover targets are rare, asset prices high.
German chemicals and plastics maker Covestro’s chief executive said it was still hard to carry out takeover deals that create value amid stubbornly high asset prices.
“It remains difficult to find targets that not only fit but can also be acquired in a way that adds value,” Markus Steilemann, Covestro CEO.
EBRD to invest in Turkish Railways.
European Bank for Reconstruction & Development plans to invest in Turkey’s railways for the first time on expectations that a return to economic growth will spur demand for transport.
"The lender will probably deploy €1.1bn ($1.2bn) in fresh capital in the country this year" Arvid Tuerkner, EBRD Turkey Managing Director.
APAC
Food delivery group Delivery Hero raised almost $2.6bn overnight from the sale of convertible bonds and new shares to help fund its $4bn takeover of South Korea’s food delivery app owner Woowa Brothers.
The German group said it received gross proceeds of $1.95bn from two convertible bonds issues and $635m from a capital increase in which it sold new shares equal to 4.3% of its equity capital.
Woowa is advised by Goldman Sachs, JP Morgan, Kim & Chang, Sullivan & Cromwell, and Yulchon. Delivery Hero is advised by Morgan Stanley, Bae Kim & Lee, Kim & Chang, Sullivan & Cromwell, WongPartnership, and Kekst CNC.
Caltex Australia signed a confidentiality agreement with Alimentation Couche-Tard which gives the Canadian firm access to select non-public information in the hope that it will raise its offer. The agreement announced comes as interest in the Australian petrol pump and convenience store operator is building from a number of parties, including UK-based EG Group.
Caltex rejected the AUD8.6bn ($5.9bn), or AUD34.50 ($23.8) per share, offer in November from convenience store operator Couche-Tard, saying it undervalued the company. Couche-Tard Chief Executive Officer Brian Hannasch said the current offer “fully values Caltex and is compelling for Caltex shareholders”.
Caltex is advised by Grant Samuel, UBS and Herbert Smith Freehills. Alimentation is advised by Goldman Sachs, Allens and Domestique.
Toshiba moved a step closer to winning a takeover bid for chip equipment unit NuFlare Technology after receiving backing from a major shareholder, Reuters reported.
Toshiba Machine, NuFlare’s second-largest shareholder and a former subsidiary of Toshiba, said it would sell its 15.8% stake in NuFlare to its former parent, shrugging off a higher counter offer by Hoya. The tender by Toshiba Machine would allow Toshiba to secure more than two-thirds of NuFlare.
Toshiba, which already holds 52.4% of NuFlare, is aiming to take full control of the chip equipment maker as the Japanese government pointed to corporate governance issues with dual listings of parents and subsidiaries.
Hoya is advised by Daiwa Securities and Kekst CNC. Toshiba is advised by Skadden Arps Slate Meagher & Flom.
ZTE plans a $1.7bn A-share sale to fund 5G R&D.
ZTE said it was looking to raise СNY11.51bn ($1.7bn) from a private placement of A-shares and that it plans to use the proceeds for R&D of 5G networks as well as working capital.
The Chinese telecom equipment maker said it planned to issue 381m A shares, or 8.27% of the total issued share capital on completion of the deal, to independent third party investors at СNY30.21 ($4.37) apiece.
Guangzhou Automobile to invest not more than $150m in Nio.
Chinese automaker Guangzhou Automobile Group said it was in early talks with Tesla challenger Nio about a financing proposal, but any potential investment would not exceed $150m.
The US-listed electric car startup, which last month flagged an urgent need for more funding, said it was exploring financing and strategic opportunities with Guangzhou Automobile.
Nio did not specify the size of the potential funding, but earlier in the day, Sina Finance and other media reported it was in talks for up to $1bn, sending its shares up as much as 17% in heavy trade.
Cabinet rejected all bids for PLUS Malaysia.
Malaysia rejected all bids from companies seeking to buy stakes in the nation’s biggest highway concession-holder, as the government sets out another plan to lower toll fares to meet an election pledge.
The cabinet decided that state funds Khazanah Nasional and Employees Provident Fund will maintain their stakes in toll road operator PLUS Malaysia. The government studied all proposals from the private sector, without naming the bidders.
Rothschild's Jennifer Yu founds $800m PE fund. (FS)
Jennifer Yu, a veteran China dealmaker at Rothschild & Co, is starting a private equity fund targeting investments in regions including Europe, Bloomberg reported.
Yu is aiming to raise about $800m. Rothschild & Co plans to invest in the fund, which is also seeking to raise capital from Asian sovereign wealth funds, Chinese corporates, and international investors.
Northstar plans to gather $400m for the fifth fund. (FS)
Southeast Asian private equity firm Northstar Group is expecting to hit the first close of its fifth fund at up to $400m in the first half of this year, according to co-founder and managing partner Patrick Walujo.
Mark Wahlberg-backed F45 Training files for IPO.
F45 Training, a provider of group workout classes that started in Australia, filed confidentially for a US IPO, Bloomberg reported.
The company’s IPO could come as soon as the first half of this year. Goldman Sachs Group and JP Morgan are working with the company on a listing.
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