AMERICAS
French luxury goods giant LVMH is not asking to renegotiate its $16.2bn acquisition of US jewellery chain Tiffany. LVMH decided it will not raise the issue of repricing the deal with Tiffany for now, after it considered the legal hurdles involved. LVMH CEO Bernard Arnault has been in talks with his advisers this week to identify ways to pressure Tiffany to lower the agreed price of $135 per share in cash.
The acquisition has yet to receive some of the necessary regulatory approvals, and LVMH could revisit the issue before the deal closes, especially if Tiffany's financial condition were to deteriorate. While Tiffany is in compliance with covenants it had agreed to with its creditors, LVMH will be closely monitoring Tiffany's finances in the coming weeks to see if this remains the case.
Tiffany is advised by Centerview Partners, Goldman Sachs, Sullivan & Cromwell and Sard Verbinnen & Co. Financial advisors to Tiffany is advised by Weil Gotshal and Manges. LVMH is advised by Citigroup, JP Morgan, Cleary Gottlieb Steen & Hamilton, Skadden Arps Slate Meagher & Flom, White & Case, Brunswick Group, DGM Conseil, Deluxewords, Kekst CNC, Montfort Communications, Publicis Consultants, and SEC and Partners.
The shareholders of both Charles Schwab and TD Ameritrade approved the proposal related to Charles Schwab's $26bn acquisition of TD Ameritrade. The transaction is expected to close in the second half of 2020.
"We are pleased that our shareholders are supportive of this transformative opportunity to create the ultimate client experience for retail investors and independent registered investment advisors. We look forward to joining forces with Schwab to deliver sustainable, long-term value to our many stakeholders," Steve Boyle, TD Ameritrade President and CEO.
TD Ameritrade is advised by PJT Partners, Sandler O'Neill + Partners, Cravath Swaine & Moore, Shearman & Sterling, and Wachtell Lipton Rosen & Katz. Charles Schwab is advised by Credit Suisse, Davis Polk & Wardwell, and Finsbury. TD Bank Group is advised by JP Morgan, TD Securities, Simpson Thacher & Bartlett, and Sard Verbinnen & Co. Alston & Bird is advising Credit Suisse.
Utz Quality Foods, a manufacturer of branded salty snacks, and Collier Creek, a special purpose acquisition company, agreed to form Utz Brands, a US snack food platform, in a $1.6bn deal. The transaction is expected to close in the third quarter of 2020, subject to the satisfaction of customary closing conditions, including the approval of the shareholders of Collier Creek.
"As we approach our 100-year anniversary, we are excited to take this important step forward to position Utz for its next century of growth. This transaction enables Utz to continue its long-term growth plans and provides greater access to capital to fund organic and inorganic growth. We remain deeply committed to Utz's continued success," Dylan Lissette, Utz CEO.
Utz Quality Foods is advised by Goldman Sachs, Sageworth, Cozen O'Connor and ICR. Collier Creek is advised by Bank of America Merrill Lynch, Citigroup, Credit Suisse, Nomura, Kirkland & Ellis and Joele Frank.
GAIN Capital Holdings, a global provider of online trading services, announced that its stockholders approved the merger with INTL FCStone, a provider of execution, risk management and advisory services.
The company anticipates that the merger will be completed during the fourth fiscal quarter of 2020, subject to the satisfaction or waiver of the remaining customary conditions to closing, including among other things, receipt of required regulatory approvals.
GAIN Capital is advised by GCA Advisors and Davis Polk & Wardwell. INTL FCStone is advised by Jefferies and DLA Piper.
Communications & Power Industries, a global manufacturer of electronic components and subsystems focused primarily on communications and defense markets, completed the acquisition of SATCOM Technologies, the antenna systems business of General Dynamics Mission Systems, a business unit of General Dynamics. Financial terms were not disclosed.
"With the addition of CPI Satcom & Antenna Technologies, our antenna systems portfolio now ranges from VSAT antennas to portable common data link antennas to very large, complex earth station antennas, and we offer a wide selection of related products, including feed components, satcom amplifiers, converters and antenna control systems to support defense, communications, astronomy, earth observation and scientific applications," Bob Fickett, CPI President and CEO.
Communications & Power Industries was advised by Skadden Arps Slate Meagher & Flom.
Salesforce Ventures, a venture capital firm, and Sverica Capital Management, a private equity firm, agreed to invest in Coastal Cloud, a provider of technology consulting services. Financial terms were not disclosed.
"Cloud services has been a longtime focus for Sverica and now, more than ever, companies need to digitally transform the way they connect with their customers, employees, and partners. Coastal Cloud's solutions not only enable their clients to succeed by deploying Salesforce's leading technology stack, but they also provide core business processes and dashboard driven analytics to allow them to operate more efficiently and effectively. We are excited to partner with Tim, Sara, and the whole Coastal team to build upon their success and support their rapid growth," Jordan Richards, Sverica Managing Partner.
VMware, a cloud infrastructure and digital workspace technology services provider, agreed to acquire Lastline, an anti-malware research and AI-powered network detection services provider. Financial terms were not disclosed.
"We are excited about the next chapter at Lastline and remain 100% committed to delivering high-quality products and world-class service to our customers, partners and integrators. I want to thank all our employees for the hard work and dedication that enabled this exciting outcome," John DiLullo, Lastline CEO.
Northstar Capital, a private equity firm, is set to acquire a minority stake in PKWARE, a provider of data security software solutions. Financial terms were not disclosed.
PKWARE marks Northstar's fourth investment out of NMP VII. Northstar provided a flexible capital structure as the sole lender to help TSCP finance the deal. The Northstar team remains committed to partnering with strong management teams and private equity sponsors in both good and challenging times.
MassMutual explores sale of its retirement services business.
Massachusetts Mutual Life Insurance is exploring a sale of its retirement services division, which has about $175bn of assets under management and administration, Reuters reported. MassMutual could fetch about $2bn for its retirement services business.
MassMutual's retirement services business administers savings programs, such as 401(k) plans, for private and public sector employees. While the mutual company offers a variety of financial products such as annuities, it no longer considers the capital-intensive servicing of retirement plans core to its business.
Sycamore Partners considers acquiring J.C. Penney. (FS)
Sycamore Partners, a private equity firm, is in talks to acquire J.C. Penney out of bankruptcy should the US department store chain's negotiations with its creditors fail, Reuters reported.
Sycamore is weighing acquiring J.C. Penney outright or making an investment in the troubled retailer. There is no certainty that the talks between Sycamore and J.C. Penney will result in a deal, which would require a bankruptcy judge's approval.
Rollins considers a potential sale.
Rollins, a pest-control services provider, is exploring strategic options, including a potential sale, Bloomberg reported.
The Atlanta-based company is working with financial advisers. The company has not yet launched a formal auction, and Rollins could opt to remain independent.
Southeastern Grocers sells 62 stores to Food Lion.
Food Lion, an American grocery store chain, is planning to acquire 46 Bi-Lo and 16 Harveys Supermarket stores in North Carolina, South Carolina and Georgia from Southeastern Grocers, a supermarket company. This is part of SEG's broader plan to no longer operate stores under the Bi-Lo banner but instead invest in its Fresco y Más, Harveys Supermarket and Winn-Dixie banners.
SEG continues to look for strategic options for the remaining Bi-Lo stores. The transaction with Food Lion for 62 stores will be complete over a staggered period from January to April 2021.
"We are so excited to add these new locations to our more than 630 stores across Georgia and the Carolinas. We've been serving customers in these larger regions for almost 60 years. We're thrilled to add these locations and serve even more towns and cities across these three states with fresh, quality products at affordable prices every day, with the caring, friendly service customers expect from their local Food Lion," Meg Ham, Food Lion President.
Southeastern Grocers is advised by PJ Solomon.
Fivetran is set to gain unicorn status with new venture funding. (FS)
Fivetran, a startup that specializes in data integration, is in advanced talks to raise new funding from investors including General Catalyst and Andreessen Horowitz, Bloomberg reported.
The new round is expected to value Fivetran at over $1bn. A term sheet has yet to be signed, and as with all deals that aren't finalized, components of the transaction could be adjusted.
Long Arc unveils $500m debut fund. (FS)
Long Arc Capital, a private equity firm, set a target of $500m for its debut Long Arc Capital Fund I.
The New York-based growth firm targets North American and European businesses in the financial services, business services, technology, media and telecom sectors.
Petra Capital closes its fourth fund at $208m. (FS)
Petra Capital Partners, a private equity firm, closed its fourth private equity fund after raising $208m from limited partners.
The fund, called Petra Growth Fund IV, will provide subordinated debt and preferred stock to healthcare and technology-enabled services companies.
EMEA
Puig, a fashion and beauty products manufacturer, and BDT Capital, a merchant bank, agreed to acquire a majority stake in Charlotte Tilbury, a manufacturer of skincare products. Financial terms were not disclosed.
"We are beyond excited to partner with Charlotte and her team and support them in the next stage of developing the brand. We are proud to welcome Charlotte Tilbury to our family which marks a key milestone in our ambition to develop a strong makeup and skincare business," Marc Puig, Puig Chairman and CEO.
Charlotte Tilbury is advised by Goldman Sachs, Jefferies & Company, Freshfields Bruckhaus Deringer, and Withers Worldwide. Puig is advised by BDT Capital Partners and Baker McKenzie.
Italian bank Intesa Sanpaolo received European Central Bank authorisation for the $5.3bn acquisition of its smaller rival UBI Banca. Additionally, the company is waiving a provision that would allow it to drop the deal due to Covid-19.
Intesa, which also needs approval from Italian antitrust and market authorities before launching the offer, said the ECB had in the meantime authorised it to acquire a stake of at least 50% plus one share in UBI. To fend off a legal challenge from UBI to stop the bid, Intesa said it would not include the Covid-19 pandemic among conditions that could affect the validity of the offer.
Intesa Sanpaolo is advised by Equita SIM, JP Morgan, Mediobanca, Morgan Stanley, UBS, and Pedersoli Studio Legale.
CAPZA, a private investment platform focused on small and mid cap companies, completed the acquisition of Time for Growth, a tech-focused private equity firm. Financial terms were not disclosed.
“We are very pleased to welcome Time For Growth’s teams to the CAPZA platform and to continue to implement our strategy of leveraging our knowledge of the small and mid-cap market to identify unmet financing needs. Our combined expertise in the digital sector will enable us to identify opportunities and to meet the needs of growth tech companies with a specialist fund,” Christophe Karvelis-Senn, CAPZA President.
Stafford Capital Partners, a private markets investment and advisory group, agreed to acquire the private equity business of Robeco, an asset management firm. Financial terms were not disclosed.
"Robeco's private equity business is a perfect fit with our own – we have known the team for many years, it has a strong focus on sustainable investing and ESG integration as do we, and with the European coverage we now have deep, local expertise across the key geographies for private equity investing. We firmly believe that this acquisition enhances the service and offering not only to our own clients but also to those transitioning from Robeco," Rick Fratus, Stafford Private Equity Managing Partner.
Nasdaq Ventures, the private equity arm of Nasdaq, completed the acquisition of a minority stake in Caspian, a financial crime investigation automation company. Financial terms were not disclosed.
“Investing in technology disruptors like Caspian that align with our business interests in improving the transparency of markets everywhere is one of the core objectives for our venture efforts. We are excited to align our investment interests with our business mission to jointly strengthen the fight against financial crime through our collaboration with Caspian,” Gary Offner, Nasdaq Ventures Head.
Poland's biggest refiner PKN Orlen offered to sell bid target Lotos' stake in a joint venture with BP to lessen EU antitrust concerns about a takeover of its smaller rival, Reuters reported.
The offer also includes a pledge to supply jet fuel to the joint venture LOTOS - Air BP Polska with access to PKN's storage capacity with the aim of creating a viable competitor to state-owned PKN.
PKN is seeking to acquire at least 53% of Lotos, in which Poland holds a 53.19% stake. EU competition enforcers, however, said the deal may lead to higher prices and lessen competition in Poland, the Czech Republic, Estonia, Lithuania, Latvia and Slovakia. PKN wants EU regulators to take the impact of Covid-19 into consideration when assessing the deal and efforts by Poland to comply with EU climate goals.
KKR and Ampersand Capital place a joint bid for Oxford Immunotec. (FS)
A consortium of private equity firms KKR & Co and Ampersand Capital Partners offered to acquire Oxford Immunotec Global, a medical diagnostics company that develops tests to identify tuberculosis, for $400m, Reuters reported.
The offer is preliminary and was presented to Oxford Immunotec in the last few days. It comes after the company explored a possible sale to large healthcare rivals over the course of the previous year, but failed to agree on terms.
KKR and Ampersand Capital proposed to acquire Oxford Immunotec for around $15 per share in cash, subject to due diligence. There is no certainty that the offer will lead to a deal.
Premier renegotiates $625m BP North Sea deal.
Premier Oil, an independent UK oil company, renegotiated the terms of a $625m deal with BP, an oil and gas company, for several assets in the North Sea, ending a bitter legal dispute with its largest creditor, FT reported.
The oil producer said it would only pay $210m upfront for BP's assets in the Andrew Area of the North Sea, a group of fields about 230km north-east of Aberdeen, and its stake in the Shearwater gasfield in the region.
A further $115m will be payable only if oil prices reach $55 a barrel, while Premier's liabilities for decommissioning the assets at the end of their life are also more than halved under the new arrangements.
Sberbank in talks to acquire Ozon.
Sberbank, a state-owned Russian banking and financial services company, is in talks to acquire a significant stake in Ozon, an online retailer, as Russia's biggest lender prepares to cut its tie-up with internet giant Yandex, Reuters reported.
The planned deal is part of Sberbank boss Herman Gref's plan to create a one-stop technology platform offering a wide range of online financial services.
France creates fund to protect tech startups from takeovers.
France is creating a fund to protect home-grown technology companies that may become targets for foreign buyers, adding the vehicle to its bailout package for startups, Bloomberg reported.
The Finance Ministry formed an initial $170m fund through state-backed lender Bpifrance Financement to invest in local companies if an unsolicited foreign investor approaches them. The government may increase the fund to $565m from early next year.
EU considers stricter rules for Chinese state-aided companies on European buying spree.
European Union antitrust regulators require more power to examine Chinese companies benefiting from state subsidies attempting to acquire EU firms because of the distortive impact of such aid, Reuters reported.
The move comes as officials worry about Chinese and other foreign companies acquiring European champions with cutting edge technologies, especially those weakened by the coronavirus pandemic.
Link to raise $284m from the sale of ex-Woodford fund healthcare assets. (FS)
Fund administrator Link Fund Solutions said it would sell up to 19 healthcare assets in the LF Equity Income fund formerly run by Neil Woodford for $284m to Acacia Research as it seeks to recoup cash for investors.
Link said the sale will enable it to make further capital distributions to investors in the LF Equity income fund, which was suspended in June 2019.
Moelis hires Morgan Stanley's European healthcare banking head. (People)
Moelis & Co, a global independent investment bank, hired Philippe Gallone, the former head of European healthcare investment banking at Morgan Stanley, as a managing director in its global healthcare business, a rare example of a senior dealmaking hire in London during the coronavirus crisis, FN reported.
"The healthcare sector globally is facing some of its biggest challenges amid the Covid-19 crisis. These unprecedented conditions, however, are planting the seeds of innovation that will transform the entire healthcare system in the years to come," Ken Moelis, Moelis & Co Chairman and CEO.
APAC
Mubadala Investment Company, the sovereign wealth fund of the UAE, agreed to acquire a 1.85% stake in Jio Platforms, the digital services provider of Reliance Industries, for $1.2bn.
Private equity firm Silver Lake also agreed to invest an additional $602m in Jio Platorms, thereby increasing its stake in the digital services provider to 2.08% from 1.1%.
"We are committed to investing in, and actively working with, high growth companies which are pioneering technologies to address critical challenges and unlock new opportunities. We have seen how Jio has already transformed communications and connectivity in India, and as an investor and partner, we are committed to supporting India's digital growth journey. With Jio's network of investors and partners, we believe that the platform company will further the development of the digital economy," Khaldoon Al Mubarak, Mubadala Investment Company Managing Director and Group CEO.
Mubadala is advised by Skadden Arps Slate Meagher & Flom. Silver Lake is advised by Latham & Watkins. KKR is advised by Deloitte, Shardul Amarchand Mangaldas & Co, and Simpson Thacher & Bartlett. General Atlantic is advised by Paul Weiss Rifkind Wharton & Garrison and Shardul Amarchand Mangaldas & Co. Vista Equity is advised by Kirkland & Ellis, and Shardul Amarchand Mangaldas & Co. Reliance Industries is advised by Morgan Stanley and AZB & Partners.
Yatra Online, an Indian online travel agency and a travel search engine, terminated its merger agreement with Ebix, a provider of on-demand software and e-commerce services, and filed litigation in the Court of Chancery of the State of Delaware over Ebix's breaches of the agreement.
The complaint seeks to hold Ebix accountable for breaches of its representations, warranties and covenants in the merger agreement and an ancillary extension agreement and seeks substantial damages.
Private equity firm Hillhouse Capital led a $310m Series C round in Everest Medicines, a biopharmaceutical startup. The investment round saw the participation from Janchor Partners, RA Capital Management, Janus Henderson Investors, Rock Springs Capital, Octagon Investments, Jiashan SDIC, and CBC Group.
Proceeds from the financing will be used to advance clinical development of Everest Medicines' robust pipeline of novel therapeutic candidates and build out a strong commercial infrastructure to support the next phase of growth.
"We are proud of what Everest has achieved in such a short period since its inception in late 2017. The strong network of investors validates Everest Medicines' early achievements, as well as their confidence in Everest's potential to grow into a leading innovative drug platform company in the region," Wei Fu, Everest Medicines Wei Fu.
Everest Medicines was advised by ICR.
Baring PE Asia, a private equity firm, offered to acquire Hexaware Technologies, a provider of management and technology solutions, for $422m.
Baring, which held a 62.4% in Hexaware through HT Global IT Solutions as of March 31, offered to acquire the remaining stake in the company and take it private. The de-listing will provide Baring greater operational flexibility to support Hexaware. It will also help save costs and allow the management to dedicate more time and focus on the company's business.
Australia toughens foreign investment laws amid China spat.
Australia will implement a strict new screening regime on foreign investors seeking to acquire sensitive assets, as it bids to bolster national security amid a diplomatic row with China, Bloomberg reported.
Telecommunications, energy, technology and defense-manufacturing companies will be included in the zero-dollar threshold for screening. The changes, aimed to be legislated this year and enforced from January 1, will consist of a new national security test and give the treasurer last-resort powers to force asset sales.
The changes could have implications on Australia's relationship with its largest trading partner China.
RxMx taps KPMG to find a potential suitor for the business.
RxMx, a provider of technology solutions for pharmaceutical companies, is working with KPMG Corporate Finance as the technology company is looking for new investors to back its overseas expansion, Bloomberg reported.
The privately-held company is considering selling a minority stake and recently approached prospective investors, including private equity firms and venture capital funds with experience in medical technology. RxMx could also consider a majority stake sale should there be a suitable owner.
RBI pushes back on billionaire brothers' plan to raise IndusInd stake.
India's central bank pushed back on the billionaire Hinduja brothers' plan to raise stake in IndusInd Bank, which has lost more than 70% of its market value this year, Economic Times reported.
The Reserve Bank of India has conveyed the decision to the IndusInd founders Srichand and Gopichand Hinduja. The brothers had applied to the central bank for approval to raise their stake in the lender to 26% from less than 15%, the bank said in an exchange filing in April.
JD.com seeks $4.1bn in Hong Kong listing.
China's online retailer JD.com is seeking to raise as much as $4.1bn for the second listing in Hong Kong, as the Nasdaq-listed firm seeks a foothold closer to home amid rising US-China tensions, DealStreetAsia reported.
JD is offering 133m new shares at as much as $30.4 each. The maximum price represents a 7.8% premium to JD’s June 4 closing price. JD’s Hong Kong share sale represents about 4.3% of its total shares outstanding before an over-allotment option. The company is taking orders from institutional investors and will kick off retail investor subscription on June 8.
Bank of America Merrill Lynch, UBS and CLSA are joint sponsors of JD’s Hong Kong share sale.
Zuoyebang seeks to raise $600-$800m at $6.5bn valuation.
Zuoyebang, an online tutoring startup, is in talks to raise $600-800m in a new funding round as the coronavirus pandemic encourages investor interest in education technology, Reuters reported.
The five-year-old Chinese company is valued at $6.5bn prior to the investment. The talks are fluid and subject to market fluctuations.
WeWork to invest $100m in its India business.
WeWork will invest $100m in its Indian business as the office-sharing startup looks to ride out the coronavirus crisis, which has kept people indoors and away from offices, DealStreetAsia reported.
WeWork's India franchise in May laid off 100 employees, or 20% of its workforce, joining a slew of firms that are cutting costs in response to the Covid-19 pandemic.
WeWork India plans to use the proceeds, from its first-ever fundraise, for "focused growth" in the Indian market over the next 36 months.
Gojek in talks to spin off GoPlay.
Indonesia's Gojek, a multi-service platform and digital payment technology group, is spinning off its video streaming service GoPlay and has secured capital from Southeast Asia-based investors for the unit, DealStreetAsia reported.
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