Merck, a leading science and technology company, made a $5.9bn offer for Versum Materials, a leading electronic materials company providing high-purity chemicals and gases, delivery systems, services and materials expertise, topping the $4bn bid from Entegris, a provider of products and systems that purify, protect, and transport critical materials used in the semiconductor device fabrication process. The all-cash $48 per share offer represents a 15.9% premium to Versum's share price as of February 26, 2019.
'We truly believe in the power of a combined electronic materials portfolio of Merck KGaA, Darmstadt, Germany and Versum. Our attractive cash proposal to Versum's investors underlines that we are fully committed to completing this transaction successfully', said Stefan Oschmann, Chairman of the Executive Board and CEO of Merck. 'It is our clear intention to further strengthen our operations in the U.S. We are proud of our nearly 130 years of U.S. market history and already more than 10k highly qualified employees today working at more than 50 sites coast-to-coast.'
Lazard, Latham & Watkins, Simpson Thacher & Bartlett and Skadden Arps Slate Meagher & Flom advised Versum. Morgan Stanley and Wachtell Lipton Rosen & Katz advised Entegris. Guggenheim Partners and Sullivan & Cromwell advised Merck.
Walt Disney Co accepted the terms offered by Brazilian antitrust regulators and agreed to sell its Fox Sports channel to gain approval for its takeover of Twenty-First Century Fox. The companies agreed to the $71bn deal in December 2017. Disney paid $38 in cash and stock per share of Twenty-First Century Fox.
The Brazilian authorities said that Disney agreed to give the buyer of the sports channel the option to use the Fox brand at no additional cost, noting that the timeframe for the deal is confidential.
Centerview Partners, Deutsche Bank, Goldman Sachs, Talwar Thakore & Associates, Allens, Allen & Overy, Cleary Gottlieb Steen & Hamilton, Hogan Lovells, Simpson Thacher & Bartlett and Skadden Arps Slate Meagher & Flom advised Twenty-First Century Fox. Guggenheim Partners, AZB & Partners, JP Morgan, Cleary Gottlieb Steen & Hamilton, Covington & Burling, Cravath Swaine & Moore, Herbert Smith Freehills, Fangda Partners, King & Wood Mallesons, Slaughter & May and Macfarlanes advised Walt Disney. Citigroup and Goldman Sachs provided debt financing. Debevoise & Plimpton and Weil Gotshal and Manges advised the debt providers.
Flossbach von Storch, one of the biggest shareholders of Newmont Mining and Barrick Gold, two gold mining companies which recently agreed to merge in a $18bn deal, announced his support towards the merger and said that the idea of combining the best gold mining assets in the world was attractive if they could be integrated seamlessly.
Under the terms of the deal each Newmont shareholder would receive 2.5694 Barrick shares per Newmont share. Barrick shareholders would own approximately 55.9% of the merged company and Newmont shareholders would own approximately 44.1%. Barrick President and CEO Mark Bristow said the proposed merger is expected to unlock more than $7bn net present value (pre-tax) of real synergies, a major portion of which is generated by combining the two companies’ highly complementary assets in Nevada, including Barrick’s significant mineral endowments and Newmont’s processing plants and infrastructure.
CIBC, M. Klein, Cravath Swaine & Moore and Davies Ward Phillips & Vineberg advised Barrick Gold Corporation. BMO Capital Markets, Citigroup, Goldman Sachs, Goodmans, Wachtell Lipton Rosen & Katz and White & Case advised Newmont.
Global investment firm Digital Colony acquired a business information and communications technology services subsidiary of Cogeco, a Canadian telecommunications and media company, for C$720m ($545m). As part of this transaction, Cogeco Communications will retain significant fiber capacity in Toronto and Montréal. In addition, Cogeco Communications and Digital Colony have signed a commercial agreement aimed at better supporting their customers and further developing their respective businesses in the future.
“Since Cogeco Communications acquired Peer 1 Hosting in 2013, the data center and connectivity markets have evolved and consolidated significantly,” said Philippe Jetté, President and Chief Executive Officer of Cogeco Communications. “In this context, we made the decision to focus Cogeco Communications’ resources on our Canadian and American broadband services businesses. This transaction will provide greater flexibility to pursue organic investment and acquisition opportunities.”
BMO and Stikeman Elliott advised Cogeco Communications.
Sarepta, the leader in precision genetic medicine for rare diseases, acquired Myonexus Therapeutics, a clinical-stage biotechnology company developing transformative gene therapies, for $165m. In May 2018, Sarepta and Myonexus entered into an exclusive partnership to develop Myonexus’ five LGMD gene therapy candidates, which target the most severe and common forms of the disease. Three of the programs are in clinical development and two are in the pre-clinical stage and ready to progress into the clinic. As part of the agreement, Sarepta had an exclusive option to acquire Myonexus.
“The five LGMD gene therapies being developed fit brilliantly with Sarepta’s mission to develop therapies with the potential to rescue the lives of patients with serious life-limiting rare genetic diseases,” said Doug Ingram, president and chief executive officer, Sarepta. “Our confidence in these programs has come from the fact that our micro-dystrophin gene therapy and the Myonexus programs have much in common, including inventors from Nationwide Children’s Hospital, a shared vector in AAVrh74 and, to date, similar pre-clinical safety data. We are excited to acquire Myonexus, which will allow us to move rapidly to find solutions for LGMD patients and continue to build out and validate our gene therapy engine.”
Blackstone Group and Novartis formed a joint venture, Anthos Therapeutics, a biopharmaceutical company focused on advancing next-generation targeted therapies for high-risk cardiovascular patients. As part of this launch, Novartis has licensed to Anthos MAA868, an antibody directed at Factor XI and XIa, key components of the intrinsic coagulation pathway. Financial terms were not disclosed.
“The need for new medicines to treat cardiovascular diseases is clear, and this agreement is part of our strategy to work with innovators outside our walls to advance medicines that have the potential to have a positive impact for patients,” said Jay Bradner, MD, President of the Novartis Institutes for BioMedical Research. “Blackstone Life Sciences has the necessary experience and has assembled a first-class team at Anthos to drive the further development of MAA868.”
Private equity firm Rhone Capital acquired Rexair, an American manufacturer of home cleaning systems, from Newell Brands, an American worldwide marketer of consumer and commercial products. Financial terms were not disclosed.
The deal is part of Newell's Accelerated Transformation Plan, designed to create a simpler, faster, stronger consumer-focused portfolio of leading brands.
BMO advised Newell Brands.
Ridgemont Equity Partners, a middle market private equity investor, invested in Backstage, the global platform that enables productions, brands, marketing agencies, and businesses to discover and work with highly skilled creative talent. Financial terms of the transaction were not disclosed.
“Ridgemont is focused on identifying data, information, and marketing services investments with strong growth prospects across many industries,” said Jack Purcell, Partner at Ridgemont. “We are impressed with Backstage’s outstanding leadership team, unparalleled subscriber growth, user engagement, platform traffic, and the vibrant level of activity on each side of its marketplace as content creators of all types engage with creative talent.”
Kirkland & Ellis and Barnes & Thornburg advised Ridgemont. Petsky Prunier Securities, Blank Rome and Gibson Dunn & Crutcher advised Backstage. Audax provided debt financing.
Private equity firm Edison Partners invested $62m in YieldStreet, a digital wealth management platform. YieldStreet will use the funds to introduce new investment offerings, expand investor access, and increase retail investor education and engagement. Financial terms were not disclosed.
“YieldStreet is democratizing the next frontier of wealth management, giving retail investors access to institutional-grade investment products that were previously off limits to them. They have found a profitable and scalable high-growth model in a variety of investments, and are now broadening their offerings with additional products,” said Chris Sugden, Managing Partner, Edison Partners, who led the investment. “There’s an important financial services element to this business as well; the ability to source and underwrite investments. This requires a blend of domain and technology expertise. Milind and Michael bring the right mix of technology and specialty finance experience to drive deals to the platform while lowering the cost of entry to investors. I couldn’t be more excited to see them bring their brand to every investor looking for diversification and wealth creation.”
Vista Equity Partners and TA Associates invested in Aptean, a leading global provider of mission-critical, industry-specific enterprise software solutions. Together with Aptean’s executive management team, TA and Vista plan to accelerate Aptean’s growth as the company aims to continue providing best-in-class manufacturing ERP, supply chain and compliance solutions to its customers globally. Financial terms were not disclosed.
“We are very pleased to be investing in Aptean, one of the leading manufacturing ERP, supply chain and compliance software providers globally,” said Hythem El-Nazer, a Managing Director at TA Associates. “With its global and loyal customer base, talented management team and accelerating focus towards delivering cloud products, we believe Aptean is well positioned to take advantage of organic and inorganic strategic initiatives. Furthermore, we are confident that the combination of the breadth of value-add capabilities that TA and Vista bring will help enable further acceleration in growth. We are excited about the next chapter of Aptean and are committed to ensuring the business has the resources necessary to continue to innovate and bring new products and functionality to customers.”
DLA Piper advised TA Associates. Kirkland & Ellis, Ropes & Gray and Atlas Technology Group advised Vista Equity Partners.
Private equity Spectrum Equity invested in Agilis Systems, the leader in SaaS-based telematics and tracking solutions enabling businesses to manage their mobile fleets and most valuable assets. Financial terms were not disclosed.
"We are delighted to partner with Agilis and its outstanding management team. The company's solutions illuminate valuable operational data that many businesses could not easily or affordably access in the past," said Jake Heller, Spectrum Equity. "Agilis offers elegant, robust solutions to address a wide range of tracking needs and business objectives, and we are excited to help the company continue to broaden its solutions and solidify its differentiated position within the broader telematics market."
DH Capital advised Agilis Systems. Webster Bank provided debt financing.
Silver Lake-backed ServiceMax, the global leader in Service Execution Management, offering cloud-based software that improves the productivity of complex, equipment-centric service execution, acquired Zinc, a San Francisco-based company that sells a mobile messaging application for businesses. Financial terms were not disclosed.
“ServiceMax’s history of bold innovation has been transforming field service organizations for well over a decade,” said Stacey Epstein, CEO of Zinc. “The perfect combination of Zinc’s modern, real-time communication with ServiceMax’s cutting edge and comprehensive suite will be unparalleled in the market, and I am thrilled to continue to help companies realize the promise of complete Service Execution Management.”
Starboard Value and Elliott are close to obtaining board seats at eBay. (FS)
Activist investors Starboard Value and Elliott Management are closing in on a deal with eBay that would put activists on the company’s board and could result in a dismantling of the online retailer.
According to a
Financial Times report, the agreement would stave off a potentially arduous proxy fight for eBay. The online retailer has been under pressure as its share price has dropped 15% in the past year. In return, eBay would offer up multiple seats on its board and jump-start a review of its businesses.
No deal has been reached and the talks could still fall apart.
KKR formed a new medical device platform, Falcon Vision. (FS)
KKR announced the creation of a new platform, Falcon Vision, which will source, evaluate, and provide operational and financial capabilities to a diversified group of emerging ophthalmic medical device and biopharmaceutical companies.
Falcon Vision will collaborate with the team at Flying L Partners, which brings together business and clinical leaders with decades of experience in building, leading, and funding high-impact ophthalmic technologies, under the leadership of Dr. Bill Link, a successful entrepreneur and investor with more than 40 years of experience in the ophthalmic sector.
“There is a significant opportunity to accelerate much-needed therapies in the ophthalmic sector with flexible capital and operational guidance,” said Ali Satvat, Member of KKR and Head of KKR’s Health Care Strategic Growth investing efforts. “We are excited to work with the proven team at Flying L Partners to provide companies with the resources that they need in order to advance new products to treat ophthalmic diseases and preserve vision for millions of patients.”
ORIX exited its investment in Perennials and Sutherland. (FS)
ORIX Mezzanine & Private Equity, a business unit of ORIX Corporation, exited its equity investment in Perennials and Sutherland. The company partnered with Acacia Partners on the investment in December of 2015. Perennials and Sutherland is a leading designer and manufacturer of solution-dyed acrylic performance fabric and rugs for indoor and outdoor use, as well as luxury outdoor furniture. The Dallas-based company also manages a number of showrooms, studios and boutiques across the country.
“We are very pleased with the outcome of our investment,” said Jeff Sangalis, head of ORIX Mezzanine & Private Equity. “Perennials and Sutherland, along with Acacia Partners, worked incredibly hard to increase the value of the brand, invest for growth and solidify its position as a leader within its market. We are thankful for their effort and dedication to making this a great equity investment.”
Oyster Point Pharma secured $93m in Series B financing. (FS)
Oyster Point Pharma, a privately held clinical-stage pharmaceutical company with an initial focus on developing novel therapies to treat Dry Eye Disease, announced a $93m Series B financing. The round was co-led by Invus Opportunities and Flying L Partners in collaboration with Falcon Vision. Existing investors New Enterprise Associates and Versant Ventures, as well as new investor Vida Ventures, participated significantly in the round.
“Our team sees immense promise in this investment given Oyster Point’s encouraging clinical evidence, the potential market size, and the leadership team’s extensive experience developing and commercializing ophthalmology therapies,” said Benjamin Tsai of Invus Opportunities. “We believe Oyster Point’s therapies will redefine the standard of care for Dry Eye Disease, a condition that affects millions of people.”
Motif Ingredients obtained $90m in Series A financing. (FS)
Boston-based Motif Ingredients, a food ingredients company, has secured $90m in Series A funding. The investors included Breakthrough Energy Ventures, Louis Dreyfus Company, Fonterra and Viking Global Investors.
"Sustainability and accessible nutrition are among the biggest challenges facing the food industry today. Consumers are demanding mindful food options, but there's a reigning myth that healthy and plant-based foods must come at a higher price, or cannot taste or function like the animal-based foods they aim to replicate," said Jonathan McIntyre, Ph.D., CEO of Motif. "Biotechnology and fermentation is our answer, and Motif will be key to propelling the next food revolution with affordable, sustainable and accessible ingredients that meet the standards of chefs, food developers, and visionary brands."
Storage startup Vast Data secured $80m in financing. (FS)
Vast Data, a New York City-based storage startup, raised $80m in funding. The investors were Norwest Venture Partners, Dell Technologies Capital, 83 North, Goldman Sachs and a TPG Growth-sponsored investment platform.
“Storage has always been complicated. Organizations for decades have been dealing with a complex pyramid of technologies that force some tradeoff between performance and capacity,” said Renen Hallak, founder & CEO of VAST Data. “VAST Data was founded to break this and many other long-standing tradeoffs. By applying new thinking to many of the toughest problems, we are working to simplify how customers store and access vast reserves of data in real time, leading to insights that were not possible before.”
