AMERICAS
Elon Musk, the chief executive officer of Tesla, said he was terminating his $44bn deal to buy Twitter because the social media company had breached multiple provisions of the merger agreement, Reuters reported.
Twitter's chairman, Bret Taylor, said on the micro-blogging platform that the board planned to pursue legal action to enforce the merger agreement. Musk's decision is likely to result in a protracted legal tussle between the billionaire and the 16-year-old San Francisco-based company.
Twitter is advised by Allen & Company, Goldman Sachs, JP Morgan, Simpson Thacher & Bartlett, Wilson Sonsini Goodrich & Rosati and Joele Frank. Financial advisors are advised by Sullivan & Cromwell. Elon Musk is advised by Bank of America, Barclays, Morgan Stanley, McDermott Will & Emery, Skadden Arps Slate Meagher & Flom and Sard Verbinnen & Co. Debt financing is provided by BNP Paribas, Bank of America, Barclays, Mitsubishi UFJ Financial Group, Mizuho Securities, Morgan Stanley and Societe Generale. Debt providers are advised by Davis Polk & Wardwell.
Spirit Airlines has postponed a shareholder vote scheduled for Friday on its $2.4bn sales to Frontier Group Holdings so its board can continue discussions with both Frontier and JetBlue Airways, Reuters reported.
The Spirit shareholder vote, which has been delayed twice before, is being pushed back for a third time to give Spirit and JetBlue time to finalize a deal. Spirit now plans to hold a special meeting on July 15.
Spirit Airlines is advised by Barclays, Morgan Stanley, Debevoise & Plimpton, Paul Weiss Rifkind Wharton & Garrison and Sard Verbinnen & Co. Financial advisors are advised by Skadden Arps Slate Meagher & Flom and Sullivan & Cromwell. JetBlue is advised by Goldman Sachs and Shearman & Sterling. Debt financing is provided by Bank of America and Goldman Sachs. Frontier Group is advised by Citigroup, Latham & Watkins and Joele Frank. Citigroup is advised by Fried Frank Harris Shriver & Jacobson.
Quebecor will intervene in the antitrust review of Rogers Communications' $15.5bn purchase of Shaw Communications, Reuters reported.
Rogers Communications is advised by Bank of America, Barclays, Cravath Swaine & Moore, Goodmans and Torys. Financial advisors are advised by Davis Polk & Wardwell, Latham & Watkins and McCarthy Tetrault. Shaw Communications is advised by CIBC World Markets, TD Securities, Burnet Duckworth & Palmer, Davies Ward Phillips & Vineberg, Dentons and Wachtell Lipton Rosen & Katz. Financial advisors are advised by Osler Hoskin & Harcourt.
DRA Advisors, a real estate investment advisor, and KPR Centers, a real estate investment, development and management company, completed the acquisition of a portfolio of 33 grocery-anchored shopping centers of Cedar Realty Trust, a real estate investment trust, for $879m.
"We believe this combination of transactions represents the best possible outcome for our common shareholders and we are very pleased with the progress thus far of our dual-track review of strategic alternatives," Bruce Schanzer, Cedar President and CEO.
Cedar Realty Trust was advised by Bank of America, JLL Corporate Finance, Goodwin Procter and Gasthalter & Co.
Wentworth Management Services, a holding company that acquires and manages businesses in the wealth management industry, agreed to go public via a SPAC merger with Kingswood Acquisition, a blank check company, in a $208m deal.
"The creation of Binah marks another milestone for the company and supports our vision of serving as the wealth management industry's best-in-class broker-dealer platform for financial advisors. By combining forces with KWAC, our organization will have access to the public equity markets, which we anticipate will provide capital to fund future growth initiatives and operational enhancements," Craig Gould, Wentworth Management Services President.
Wentworth is advised by McDermott Will & Emery. Kingswood is advised by Oppenheimer & Co, Shearman & Sterling and Haven Tower Group.
Summit Park, a private equity firm, completed the acquisition of Artifact Uprising, a retailer of photo books and gifts. Digital Fuel Capital, a private equity firm, will retain a minority stake. Financial terms were not disclosed.
“We have followed the Artifact Uprising story for years and are excited to partner with Brad and his talented team at this exciting stage of growth. The A|U brand has best-in-class products and impressive consumer loyalty and preference. We will focus on driving growth by continuing to expand brand awareness and re-invest in the end-to-end consumer experience. We have a shared vision of the future with management and are thrilled to join the team," Andrew Gilbert, Summit Park Partner.
Artifact Uprising was advised by Raymond James and Davis Malm & D'Agostine. Summit Park was advised by K&L Gates. Debt financing was provided by Main Street Capital Corporation.
Genstar Capital, a private equity firm, completed the acquisition of Abracon, an industrial machines manufacturer, from The Riverside Company, a private equity firm. Financial terms were not disclosed.
“Riverside was a great investment partner that worked alongside us to significantly expand the platform while investing in our management team and infrastructure to position us for long-term growth,” Michael Calabria, Abracon CEO.
The Riverside Company was advised by Alvarez & Marsal, Guggenheim Partners, Lincoln International and Jones Day.
Thoma Bravo, a private equity firm, completed an investment in Grayshift, a provider of digital forensics solutions. PeakEquity Partners and C&B Capital will remain as shareholders in Grayshift. Financial terms were not disclosed.
"We're thrilled to partner with Thoma Bravo to accelerate our growth and innovation, including building our international team, expanding our product capabilities and making strategic acquisitions to enhance our market leadership. This investment positions us well to continue delivering critical solutions for public safety agencies and disrupting the legacy digital forensics marketplace," David Miles, Grayshift Co-Founder and CEO.
Grayshift was advised by Morgan Stanley and DLA Piper. Thoma Bravo was advised by Kirkland & Ellis.
General Electric, a business conglomerate, agreed to acquire Nexus Controls, an automation machinery manufacturer, from Baker Hughes, an energy company. Financial terms were not disclosed.
The proposed acquisition of Nexus Controls from Baker Hughes is expected to strengthen our quality, service, and delivery of a world-class controls experience for our customer’s assets. Integrating GE’s controls capabilities with those from Nexus Controls would re-position GE as a global leader in controls products, engineering, and lifecycle services—ultimately providing new value and innovation for our customers and aligning world-class controls talent into a single organization," Scott Strazik, GE energy business CEO.
Baker Hughes is advised by JP Morgan and Davis Polk & Wardwell.
Modaxo, a mobility technology services provider, completed the acquisition of Routematch, a mobility software manufacturer, from Uber Technologies, a ride hailing platform. Financial terms were not disclosed.
“Modaxo’s sole focus is on people transportation and we look to acquire and grow technology businesses that drive growth for the sector. When we invest in a business like Routematch, we invest in their technology, people, and customers for the long-term. This acquisition reinforces our commitment to public transit and brings us another step closer towards achieving our goal of moving the world’s people," Rod Jones, Modaxo Head of Americas.
Uber is advised by Morrison & Foerster.
US LBM, a distributor of specialty building materials, agreed to acquire Foxworth-Galbraith Lumber, a building products supplier. Financial terms were not disclosed.
"Over the past 120 years, the Foxworth and Galbraith families and generations of associates have built one of the most widely respected and successful building materials distributors in the industry, and we are proud that they will be joining US LBM. The addition of Foxworth-Galbraith augments our already robust network in the Southwest, expands US LBM's reach and reinforces our strong position in several key housing markets, including the growing Dallas-Fort Worth and Phoenix metro areas," L.T. Gibson, US LBM President and CEO.
Foxworth-Galbraith is advised by Anchor Peabody.
Sirio Pharma, a nutraceutical contract development and manufacturing organization, agreed to acquire an 80% stake in Best Formulations, a manufacturer and retailer of dietary supplements. Financial terms were not disclosed.
“Our entire team is very excited to join the Sirio family in a shared mission of providing our customers with world-class service and innovative products. This combination will allow us to grow our business faster with global resources and capabilities,” Eugene Ung, Best Formulations CEO.
Best Formulations is advised by Jefferies & Company.
Essity, a hygiene and health company, agreed to acquire an 80% stake in Knix Wear, a provider of leakproof apparel for periods and incontinence, for $320m.
"I am delighted to welcome Knix to Essity. It's a successful company with an impressive track record. Essity is now becoming the global market leader in leakproof apparel, which is an important step towards our goal of being the world's fastest growing company in Intimate Hygiene, providing increased well-being for customers and consumers," Magnus Groth, Essity President and CEO.
Cathcart Rail, a private freight rail platform, completed the acquisition of the railcar repair business of The Andersons, an an American agribusiness. Financial terms were not disclosed.
"The Andersons railcar repair network aligns perfectly with Cathcart Rail's strategic goal of offering a broad array of rail services across a national footprint, and we are excited to welcome The Andersons employees to the Cathcart family. With the addition of The Andersons railcar repair network, Cathcart Rail's nearly 1k employees across 110+ locations make it the leading railcar services company in the country," Casey Cathcart, Cathcart Rail Chairman and CEO.
Athersys-Aspire Capital terminate equity purchase agreement. (FS)
Athersys announced its equity purchase agreement with Aspire Capital Fund has been terminated. The company continues to evaluate alternative financing options to support continuing operations.
"As we execute on our transformation plan, which includes reducing expenses across several areas, we will continue to explore financing options that we believe are in the best interest of our shareholders. We want to thank Aspire for their support over the past decade. We will provide a more detailed business update at our upcoming annual stockholder meeting on July 28, 2022," Dan Camardo, Athersys CEO.
Athersys was advised by Jones Day.
General Atlantic is exploring an IPO. (FS)
General Atlantic, an investment firm with $79bn in assets under management, is exploring an initial public offering.
General Atlantic is working with advisers on a plan to go public. Volatile equity markets may delay a listing, and one may not occur until next year, Bloomberg reported.
EMEA
Hg Capital, a private equity firm, completed the acquisition of Ideagen, an information management, safety, risk and compliance software solutions provider, for $1.34bn.
“We are on an exciting journey of growth and progression, one that continues to deliver solutions to help improve operational efficiency, maintain compliance, manage risk and keep people safe. This new relationship with Hg will give us the ability to accelerate even faster, serve our customers better and scale our business further across the globe," Ben Dorks, Ideagen CEO.
Ideagen was advised by Canaccord Genuity, Goldman Sachs, Travers Smith and FTI Consulting. Hg Capital was advised by Houlihan Lokey, Lazard, Linklaters and Brunswick Group.
PDFTron Systems, a provider of high-performance document processing technology, completed the acquisition of PDFlib, a company focuses on PDF technology. Fiancial terms were not disclosed.
"PDFlib's long track record of innovating its unique, server-side solutions nearly matches our own deep history in pioneering document SDK features. The acquisition of PDFlib is yet another key example of how we're creating unparalleled value for customers through partnership. The partnership with PDFlib strengthens our ability to give developers the most secure and feature-rich foundation on which to realize their roadmaps and build solutions that deliver outstanding productivity, automation, and experiences across all major platforms and digital content formats," Cassidy Smirnow, PDFTron CEO.
PDFlib was advised by Peters, Schonberger & Partner. PDFTron was advised by KPMG, Choate Hall & Stewart, Hengeler Mueller and Crosslake Technologies.
IBM, a hybrid cloud and AI, and business services provider, completed the acquisition of Databand.ai, a provider of data observability software. Financial terms were not disclosed.
"You can't protect what you can't see, and when the data platform is ineffective, everyone is impacted –including customers. hat's why global brands such as FanDuel, Agoda and Trax Retail already rely on Databand.ai to remove bad data surprises by detecting and resolving them before they create costly business impacts. Joining IBM will help us scale our software and significantly accelerate our ability to meet the evolving needs of enterprise clients," Josh Benamram, Databand.ai Co-Founder and CEO.
One Equity Partners, a private equity firm, agreed to acquire Fortaco Group, a brand-independent strategic partner to the heavy off-highway equipment and marine industries, from CapMan Buyout, a private assets manager and investor. Financial terms were not disclosed.
"We look forward to partnering with Fortaco CEO Lars Hellberg and his team, applying our industrial sector expertise to support Fortaco in broadening and deepening its offerings in current markets and expanding into new end markets where we believe the Company is well-positioned for success," said Johann-Melchior von Peter, Senior Managing Director at One Equity Partners. "We see ample opportunity for Fortaco to leverage its global manufacturing and sourcing footprint and extend its value to clients by helping them improve their operational efficiency," Marc Lindhorst, One Equity Partners Principal.
Germany seeks to take a more than 30% stake in Uniper as it seeks a bailout.
Germany could take a stake of more than 30% in Uniper, an energy company, over concerns about its credit rating. Uniper sked the German government for a bailout and warned losses could reach $10.15bn this year.
Berlin was in discussions to subscribe to a package of new shares of up to 25% in the German energy company, and was also discussing a possible silent partnership, or equity instrument without voting rights.
Reuters reported that there are concerns that supporting the company with only a silent partnership and a blocking minority might not be sufficient to maintain Uniper's investment grade credit rating.
MFE secures an 83% stake in Mediaset Espana.
Italy's top commercial broadcaster MFE-MediaForEurope has secured control of around 83% of its Madrid-listed TV subsidiary Mediaset Espana's capital, Reuters reported.
The takeover bid has been accepted for 85m shares, representing 61.45% of the shares to which the bid was addressed, and 27.23% of Mediaset Espana's share capital.
Russia to take Sakhalin-1 project under its control.
Moscow would take control of the Sakhalin-1 oil and gas project in which ExxonMobil, Japan's SODECO and India's ONGC Videsh are partners, a week after taking over the neighbouring Sakhalin-2.
Pavel Zavalny, head of the energy committee in Russia's lower house of parliament, said the move was an obvious next step. Russian President Vladimir Putin signed a decree last week seizing full control of the Sakhalin-2 gas and oil project, a move that could force out Shell and Japanese investors.
Rosneft, a Russian integrated energy company, is a partner in the Sakhalin-1 group of fields. ExxonMobil decided to pull out of the project in March after Moscow sent its forces into Ukraine, Reuters reported.
Activist investor Elliott building stake in Swedish Match. (FS)
Activist investment firm Elliott Investment Management is building a stake in tobacco and nicotine products maker Swedish Match.
Elliott plans to oppose the nearly $16bn buyout deal for Swedish Match made by Philip Morris under its current terms. Hedge fund Bronte Capital, a shareholder of Stockholm-based Swedish Match, has also opposed the takeover previously, saying the offer price was "unacceptable". Some 90% of shareholders need to agree to the deal for it to proceed under Swedish law, Reuters reported.
Volkswagen adds more banks to Porsche’s $93.5bn IPO.
Volkswagen has added a slew of additional underwriters as it pushes ahead with the planned initial public offering of its Porsche sports car unit. The IPO, poised to be one of Germany’s biggest-ever listings, could value Porsche at as much as $93.5bn.
Bloomberg reported that Volkswagen had chosen Goldman Sachs, Bank of America, JP Morgan and Citi as the joint global coordinators leading the Porsche share sale.
BNP Paribas, Deutsche Bank and Morgan Stanley were selected as senior joint bookrunners. Barclays, Grupo Santander, Societe Generale and UniCredit will work on the deal as regular bookrunners. Commerzbank, Crédit Agricole CIB, LBBW and Mizuho were picked for junior roles as co-lead managers of the offering.
Tom Ford hires Goldman Sachs to explore a potential sale.
Tom Ford, the luxury brand founded by the former longtime creative director for Gucci, is exploring a potential sale. A deal could value the company at several billion dollars and may include an option that would give any new owner of Tom Ford the right to work with its founder after the sale.
Tom Ford is working with the investment bank, Goldman Sachs. No final decision has been made and Tom Ford could still opt to remain independent, Bloomberg reported.
Astra Linux plans Moscow IPO.
Russian technology company Astra Linux is planning to hold an initial public offering on the Moscow Exchange.
Reuters reported that IPO activity increased in Russia in 2021 and at least 10 firms had been planning listings in 2022 before February 24, when Moscow sent troops into Ukraine, triggering Western sanctions that have hurt Russia's financial sector.
APAC
British International Investment, the UK's Development Finance Institution and impact investor, agreed to invest $250m in the four-wheel passenger electric vehicles subsidiary of Mahindra & Mahindra, a multinational automotive manufacturing corporation.
"Climate change is one of the biggest challenges of our time. The investment into Mahindra's EV business is in line with our decarbonization strategy and focus of supporting sustainable business models that create new jobs, particularly for women. We are delighted to be backing Mahindra to execute on their compelling EV strategy and ambition and crowd in other like-minded investors in the future," Samir Abhyankar, British International Investment Managing Director and Head of Direct Private Equity.
BII is advised by Cleary Gottlieb Steen & Hamilton and Cyril Amarchand Mangaldas. Mahindra & Mahindra is advised by Khaitan & Co.
Dai-ichi Life Insurance, a life insurer, led a $120m Series C funding round in YuLife, an insurtech company, with participation from Creandum, LocalGlobe, Target Global, Latitude, Anthemis, OurCrowd, Notion, MMC and Eurazeo.
"Dai-ichi Life is committed to supporting companies that have a proven track record of changing people's lives for the better, and YuLife does exactly that, by bringing tangible value to financial products to bolster individuals' well-being. YuLife has immense potential to build on its achievements to date, and we are thrilled to invest and help propel YuLife toward its next steps and scale its global operations. YuLife shares our ethos of harnessing the latest trends in technology to make a genuine difference to the lives of those using financial products," Toshiaki Sumino, Dai-ichi Life Director and CEO.
SCB X weighs $1.5bn options for SCB Asset Management.
SCB X, a commercial financial institution, is considering options including a sale of its asset management unit. A potential deal could value the business at $1bn to $1.5bn.
SCB X, has been speaking with financial advisers to explore a potential transaction for SCB Asset Management. Other industry players have shown preliminary interest in SCB X’s asset manager. Considerations are at an early stage and SCB X could still decide against pursuing any deal, Bloomberg reported.
BNI considers a $1bn stake sale in BNI Life Insurance.
Indonesia’s state-owned Bank Negara Indonesia is considering strategic options including potentially selling its stake in life insurance business that could value the unit at about $1bn.
Bank Negara Indonesia has held initial discussions with advisers on a potential transaction for its 60% stake in BNI Life Insurance. A deal could include a so-called bancassurance partnership in which an insurer is permitted to sell its products in a bank’s branches and other retail channels for a certain period.
Japan’s Sumitomo Life Insurance, which bought about a 40% stake in BNI Life for $354m in 2014, is separately speaking with advisers about reviewing its holdings as part of any deal. Other insurers active in Indonesia have expressed preliminary interest in acquiring part or all of BNI. Considerations are at an early stage, while a formal sale process may not kick off until later this year, Bloomberg reported.
Norinchukin builds up a 10% stake in Dah Sing from MUFG.
Japan's Norinchukin Bank bought about a 10% stake in Hong Kong's Dah Sing Financial Holdings from Mitsubishi UFJ Financial Group, as part of business tie up, Bloomberg reported.
A Norinchukin spokeswoman confirmed the bank's acquisition of the shares, but declined to elaborate on the terms of the deal.
Rajeev Misra steps back at SoftBank to launch a new fund. (FS, People)
Rajeev Misra, CEO, SB Investment Advisers, which manages SoftBank Vision Fund, will step back from his executive role at the technology fund, as per a communication sent by SoftBank’s founder Masayoshi Son, in what is being seen as a major rejig at the Japanese conglomerate.
Misra is likely to launch a new asset management platform. The vehicle is expected to have a corpus of about $6bn. Misra’s new fund may also co-invest with SoftBank’s Vision Fund but these plans are not final yet.
The fund is expected to rack up capital from Abu Dhabi’s state investment units Mubadala and ADQ as well as Royal Group, which is chaired by Sheikh Tahnoon bin Zayed al Nahyan, the United Arab Emirates’ national security adviser. Misra’s close connects with the Middle Eastern sovereign funds was instrumental in shoring up capital for the Vision Fund previously, The Economic Times reported.
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