Baring Private Equity Asia, a private alternative investment firms, is facing a roadblock in its $2bn acquisition of Virtusa, a global provider of digital strategy, digital engineering, and IT services and solutions, after Shiva Stein, one of target's shareholder, filed a complaint in Delaware federal court.
Ms. Stein is accusing Baring Private Equity Asia of omitting important financial information that investors would need to consider the transaction.
Virtusa is advised by Citigroup, JP Morgan, Goodwin Procter, Simpson Thacher & Bartlett, ICR and Joele Frank. Baring Private Equity Asia is advised by Bank of America Merrill Lynch, Ropes & Gray and Newgate Communications.
Americold Realty Trust, a publicly-traded REIT focused on the ownership, operation, acquisition and development of temperature-controlled warehouses, agreed to acquire Agro Merchants Group, an operator of warehouse and distribution spaces, from Oaktree Capital-led consortium for $1.7bn. The acquisition is subject to customary and regulatory closing conditions and closing is expected to occur late in the fourth quarter of 2020 or early in the first quarter of 2021.
"The acquisition of Agro represents a unique opportunity to acquire an institutional-quality global portfolio that facilitates our strategic entry into Europe and adds complementary locations in the US, South America and Australia, where Americold is already established. This strategic transaction provides exciting long-term growth opportunities through our ability to implement the Americold Operating System and commercial business rules across the Agro platform. In addition, we are excited about the external development and M&A opportunities that this acquisition provides,” Fred Boehler, Americold Realty Trust President and Chief Executive Officer.
Oaktree Capital is advised by Sard Verbinnen. Agro Merchants Group is advised by Moelis and Latham & Watkins. Americold is advised by King & Spalding, Freshfields Bruckhaus Deringer and Citigroup.
OPC Energy, a private electricity company in Israel, agreed to acquire Competitive Power Ventures, an electricity company in the US, from Global Infrastructure Partners, an infrastructure investment fund, for $630m. Additionally, an amount in the range of $54m to $95m is payable by the buyer in respect of CPV's equity in the Three Rivers project, which is currently under construction, which may be paid at the buyer's option in cash or a vendor loan at terms that have been agreed between the parties.
"OPC has long recognized the potential in the US electricity market. CPV is one of the leading private development and power generation companies in the United States and will be an excellent partner given their expansive renewable development program, strong industry partnerships and a world class leadership team. We are pleased to welcome CPV to our portfolio of reliable, responsible and cost effective generation services," Giora Almogi, OPC CEO.
OPC Energy is advised by BLK, Macquarie Group and Skadden Arps Slate Meagher & Flom. GIP is advised by Morgan Stanley and Latham & Watkins.
AMCI Acquisition, a special purpose acquisition company, agreed to merge with Advent Technologies, an innovation-driven company in the fuel cell and hydrogen technology space, in a $358m deal.
“We are very excited about this transaction and believe the business combination with AMCI will allow Advent to advance the development and manufacturing of our platform technology to unlock the hydrogen economy. Our fuel cell technology addresses the biggest problems of the hydrogen economy: the cost of infrastructure and the total cost of ownership. Our products are already in the market and we believe that the exposure and access to capital from the Nasdaq listing will allow us to accelerate product and business development efforts,” Vasilis Gregoriou, Advent CEO.
Advent Technologies is advised by Cantor Fitzgerald and Ropes & Gray. AMCI is advised by Jefferies & Company, Ellenoff Grossman & Schole and Sloane & Company.
AEA Investors-backed Helios Technologies, a global industrial technology company, agreed to acquire Balboa Water Group, a manufacturer of customized, critical components for the portable spa, jetted bath and other adjacent markets, for $219m.
“With this acquisition, we are further advancing our Vision 2025 strategy by executing on the value streams focused on product and technology expansion and market diversification. The addition of Balboa’s complementary technology to our portfolio enhances our scale and leadership position in digital control systems and allows us to strategically expand our product portfolio. We believe the strategic and financial benefits resulting from this acquisition are compelling for both our company and our stakeholders. We look forward to welcoming the Balboa team to the Helios family and are excited about the opportunities ahead,” Josef Matosevic, Helios President and Chief Executive Officer.
Helios Technologies is advised by Morgan Stanley, Jones Day and Kei Advisors. Balboa Water Group is advised by Houlihan Lokey and Fried Frank Harris Shriver & Jacobson.
Permira, Warburg Pincus, Dragoneer and Durable Capital, American private equity firms, completed the acquisition of Clearwater Analytics, a SaaS provider of investment accounting and analytics. Financial terms were not disclosed.
"Our new partnership with Permira, Warburg Pincus, Dragoneer, and Durable, builds upon our very strong relationship with WCAS and continues the momentum Clearwater has achieved as the innovative leader in the investment accounting and analytics market. We remain 100% focused on bringing our clients the best solutions and service quality in the world. We look forward to benefitting from all of our partners' deep domain expertise, global resources, and growth capital as we continue to extend Clearwater's international reach and advance our solution set for our valued clients," Sandeep Sahai, Clearwater Analytics Chief Executive Officer.
Clearwater Analytics was advised by Credit Suisse, Goldman Sachs, Kirkland & Ellis and Kekst CNC. Warburg Pincus was advised by Simpson Thacher & Bartlett.
Inception REIT, the first real estate investment trust formed by a cannabis industry investment firm, is set to merge with Subversive Real Estate Acquisition REIT, which intends to focus on real estate businesses and assets that are involved in the cannabis industry and related sectors. The merger is expected to close on October 30, 2020, subject to satisfaction of various closing conditions. Financial terms were not disclosed.
“In an environment with broad global uncertainties, fears of future hyper-inflation and where yield is both rare and valuable, I-REIT investors have been in an inflation-protected asset-class within a high-growth industry. This positioning is only further enhanced by participating with Subversive REIT in this monumental transaction to give our investors additional options for scale, liquidity and a public market premium,” Omar Mangalji, Inception Companies Co-founder and Inception REIT Sponsor.
Inception REIT is advised by Conscious Communications, Carlton Fields, Hunton Andrews Kurth and Zukin Partners.
Arcosa, a provider of infrastructure-related products and solutions, completed the acquisition of Strata Materials, a provider of recycled aggregates, for с.$87m.
“Building on the Cherry acquisition we completed in January 2020, we are excited to replicate this model in the Dallas-Ft. Worth region. Strata’s strategic network will allow us to serve customers with a complementary product offering that includes both recycled and natural aggregates. We believe that this model will have increasing value as the construction industry seeks to reduce transportation costs and its carbon footprint by using both recycled and natural aggregates," Antonio Carrillo, Arcosa President and CEO.
Arcosa was advised by Kirkland & Ellis and Advisiry Partners.
Vista Outdoor, a global designer, manufacturer and marketer of products in the outdoor sports and recreation markets, completed the acquisition of ammunition and accessories assets of Remington Outdoor, a designer and manufacturer of firearms and ammunition, for $81m.
"The migration back to nature and into the outdoors is the future. The combination of beloved ammunition brands created by this transaction will benefit shooting sports enthusiasts, outdoor recreation retailers and Vista Outdoor for many years to come. We look forward to welcoming the people of Remington and leveraging our collective passion, scale, manufacturing infrastructure, distribution channels and Centers of Excellence to bring Remington products to more consumers," Chris Metz, Vista CEO.
Vista Outdoor was advised by Houlihan Lokey and Reed Smith.
Corrona, a biotechnology company, completed the acquisition of HealthUnlocked, the virtual patient community. Financial terms were not disclosed.
"By combining with HealthUnlocked, we are expanding our broad set of capabilities--ranging from highly granular and longitudinal structured data across our eight registries, to broader patient insights from HealthUnlocked. The HealthUnlocked communities provide access to engaged patients across the globe, allowing us to better understand the patient experience and what matters most to patients. Our organization is positioned to expand its expertise in gathering, analyzing, and applying deep patient insights to optimize the patient journey and bring significant value to our clients," Abbe Steel, Corrona Chief Patient Officer.
Brazil Potash considers fundraising round after US elections.
Canada-based Brazil Potash has filed initial documents with US regulators ahead of a $50m fundraising round around November that would value the fertilizer venture at about $520m, Matt Simpson Chief Executive said.
Mr Simpson said the company, part of a push to launch large-scale production that could make Brazil a major source of the fertilizer commodity, was also in talks with several large global producers on a potential takeover or investment, Reuters reported.
If none of those talks come to fruition, the company, which has already raised $198m in the capital, will proceed with $4 per share offer that will take it through to public listing in 12 to 18 months.
Roblox files to go public. (FS)
Roblox, a gaming company, confidentially filed for SEC to go public. The company did not disclose its financial information and how many shares would be offered. Roblox most recently was privately valued at $4bn in late February, after venture capital firm Andreessen Horowitz led a $150m Series G funding round.
Roblox expects that a listing could double its valuation. Founded in 2004, Roblox offers users free-to-play games across mobile devices and consoles. Gamers can purchase digital currency called Robux to buy premium features.
The National Commercial Bank, a Saudi Arabian bank, agreed to acquire Samba Financial Group, a Saudi multinational banking firm, for $14.8bn. On completion of the merger, NCB’s existing shareholders will own 67.4% and Samba’s shareholders will own 32.6% of the merged bank.
“Saudi Arabia is undergoing a historic transformation with Vision 2030. Such a transformation requires a robust financial services sector, especially highly capitalized, resilient banks that can fund economic development, as well as support Saudi Arabia’s trade and capital flows with the region and the rest of the world. Our ambition is to create a national champion that can facilitate the transformation envisaged under Vision 2030 and create a pioneer for next-generation banking services that nurtures tomorrow’s industry leaders,” Saeed Mohammed Al-Ghamdi, NCB Chairman.
NCB is advised by JP Morgan, AS&H, Clifford Chance and Finsbury Glover Hering. NCB is advised by Morgan Stanley, Khoshaim & Associates and Finsbury Glover Hering.
WEX, a financial technology service provider, wins round eNett's suit concerning the abandonment of the acquisition of two travel payment providers, eNett and Optal, on October 12, 2020.
WEX has tried to pull out of the agreement by arguing that Optal and eNett International were affected by the pandemic to a greater extent than the rest of the payments industry.
"While I entirely accept that WEX was very keen to buy the sellers' business from a travel specific perspective, and that that was a — and probably the single most — significant, driver for the deal, that is not all of the story," Sara Cockerill, High Court Judge.
Halifax Group-backed Prairie Industries, a Wisconsin-based contract packaging and contract manufacturing firm, agreed to acquire Europe contract packaging business of Sonoco, a global packaging company, for $120m.
“Since opening our Europe contract packaging business with a single customer 20 years ago, we have built this business to serve some of the best known global consumer product brands supplying consumers in more than 40 countries in Europe, the Middle East, Africa and Asia. I want to thank our dedicated management team and employees in our contract packaging operations in Poland for their contributions to Sonoco and wish them the best as part of the Halifax family of companies,” Howard Coker, Sonoco President and Chief Executive Officer.
Sonoco is advised by Rothschild, Haynsworth Sinkler Boyd and DWF. Halifax is advised by Mayer Brown.
First Sentier Investors, a global asset management business, agreed to acquire a 50% stake in Ferrybridge Multifuel and Skelton Grange Multifuel, two energy-from-waste ventures, from SSE, an energy company headquartered in Perth, Scotland, for £995m ($1.3bn). The transaction assumes a completion date of November 30, 2020. The transaction is subject to approval by the European Commission, under the European Union Merger Regulation framework.
“This sale marks a major step in our plans to secure at least £2bn ($2.6bn) from disposals by autumn 2021, with just over £1.4bn ($1.8bn) now delivered. While these multifuel assets have been successful ventures for SSE, they are non-core investments and we are pleased to have agreed a sale that delivers significant value for shareholders while sharpening our strategic focus on our core low-carbon businesses," Gregor Alexander, SSE Finance Director.
SSE is advised by Morgan Stanley, Barclays and Freshfields Bruckhaus Deringer.
Actis, an investor in growth markets across Africa, Asia and Latin America, agreed to acquire Octotel, a fibre-to-the-home operator in South Africa, and RSAWeb, a South African internet service provider, from Caxton, one of publishers and printers of books, magazines, newspapers and commercial print in South Africa, and Pembani Remgro Infrastructure Fund, a fund focused on making late-stage greenfield and brownfield infrastructure investments in Africa, for $140m. The transactions are subject to regulatory approval.
“Octotel and RSAWEB are the latest Actis investments into the high growth Digital Infrastructure sector. We have a growing portfolio of data centre investments and are delighted to now be making our first investment in the fibre sector. Rob and Mark are industry pioneers in South Africa and together with their institutional backers have created highly successful businesses in Octotel and RSAWEB. The investment opportunity is driven by the demand for reliable, high quality, high speed digital access in the home. We see first-hand the impact that affordable connectivity has in communities in South Africa for work, entertainment and education,” David Cooke, Actis Partner.
Сaxton is advised by BDO, Rand Merchant Bank and Fluxmans Attorneys.
Rockstar Games, an American video game publisher, completed the acquisition of Ruffian Games, a British video game developer. Financial terms were not disclosed.
Rockstar Games has rebranded the studio as Rockstar Dundee. The company will be the tenth studio under the Rockstar banner, following on from Rockstar North, Rockstar Leeds, Rockstar Lincoln, Rockstar London, Rockstar New York, Rockstar New England, Rockstar San Diego, Rockstar Toronto, and Rockstar India.
Saudi Aramco is in talks with BlackRock to sell a stake in its pipeline business in a deal worth over $10bn. (FS)
Saudi Aramco is in talks with BlackRock and other investors on a planned deal worth over $10bn to sell a stake in its pipeline business, Reutersreported.
Majid Al Futtaim picks HSBC for sale of district cooling unit.
Dubai’s Majid Al Futtaim, which develops shopping malls across the Middle East, is putting its district cooling unit up for sale, Reutersreported.
District cooling firms deliver chilled water via insulated pipes to cool offices, industrial and residential buildings. MAF has hired HSBC to tender the deal. MAF, which also operates the Middle East franchise of French retailer Carrefour, in a statement on Tuesday said it continually assesses its business portfolio to ensure it remains fit for purpose and positioned for long term sustainable growth.
BC Partners is halfway to $10bn fund record. (FS)
BC Partners has raised around half the target amount for its next flagship private equity fund, for which it is seeking a record €8.5bn ($10bn), Bloomberg reported.
The London-based buyout firm has already gathered more than €4bn ($4.72bn) for its 11th fund, hitting an initial fundraising milestone. It has stuck to its target during the coronavirus pandemic and aims to finish collecting investor capital next year.
N26 is considering a fresh fundraising round next year, as the German mobile bank eyes a valuation above $3.5bn, Bloomberg reported.
The Berlin-based startup has been in contact with potential advisers for the fundraising, though discussions are at an early stage and no final decisions have been made. The funding round could be the company’s final one before it considers an IPO as early as 2022.
Serica Energy eyes acquisitions.
Serica Energy has welcomed the recent increase in gas prices as the company underlined its appetite for acquisitions amid the upheaval in the North Sea triggered by the coronavirus crisis.
Chief executive Mitch Flegg said Serica would continue to look to take advantage of current market conditions by pursuing opportunities to further expand its portfolio. Serica could pay around £150m ($195m) for the right target.
Prime Capital and Enlight Renewable Energy to acquire Bjornberget wind project for $514m. (FS)
Prime Capital, an independent asset manager and financial services provider, and Enlight Renewable Energy, the Tel-Aviv-listed independent power producer, agreed to acquire Bjornberget wind project, for $514m.
"Especially during these challenging days for the Israeli economy, we are very proud to complete this important deal. We would like to thank our partners - Prime Green Energy Fund, RES, who developed the project and will perform its construction works, and Siemens Gamesa who will provide state-of-the-art turbines for the project, for showing their utmost commitment and worked with great intensity until the transaction was completed. The new project, which will begin construction immediately, will significantly increase Enlight's portfolio and its revenues. This is Enlight's second large-scale project in the Nordic market, the biggest, most developed and liquid energy market in Europe. This transaction is part of the company's expansion strategy in the Nordic market and will increase Enlight's flexibility and competitive advantages in many aspects," Gilad Yavetz, Enligh CEO and Co-founder.
Enlight is advised by DLA Piper and Scherf Communications.
Deutsche Bank picks new head of structured forwards FX sales. (People)
Deutsche Bank is making senior hires for a key foreign exchange business in Europe, despite broader cuts at the German lender as it pushes through its plans to overhaul its business.
The bank has named Danny Kinnear as head of structured forwards FX sales in a move, which is a part of broader plans to build out the unit in Europe, FN London reported.
Pictet launched tech-focused PE fund. (FS)
Pictet Alternative Advisors, part of Geneva-based private bank Pictet Group, has launched its first $300m tech-focused private equity fund. The new strategy, Pictet Thematic Private Equity – Technology, will target funds of all sizes and companies from early-stage to buyout.
“Software remains the fastest-growing sector globally, with an expected double-digit compounded annual growth rate over the next five years. And, while internet use has surged, there is still much further to go, with 41% of the world still lacking access to the web,” Pierre Stadler, Pictet’s Head of Thematic Private Equity.
Pizza Express to be taken over by its bondholders. (FS)
Pizza Express is set to be taken over by its bondholders after a sale process seeking potential buyers failed to drum up a competitive offer, Times reported.
The deal would involve Hony Capital, the private equity firm based in Beijing, handing over the keys to the restaurant chain via a debt-for-equity swap. However, Hony is expected to retain control of Pizza Express’s operations in mainland China.
Under the agreement with its secured noteholders and Hony, the group would be restructured and its external debt reduced from £735m ($956m) to £319m ($416m). It would receive £144m ($188m) of new facilities to support development of the business.
UniCredit CEO seeks to rush a plan to hive off foreign assets.
UniCredit Chief Executive Jean Pierre Mustier is looking to speed up plans to hive off the Italian bank’s foreign assets as it prepares to appoint a new chairman in the spring, Reuters reported.
UniCredit has been studying a possible separation of its domestic and foreign operations, to improve funding costs for Italy's only globally systemically relevant bank.
Mustier would like to submit the plan to the board before the end of the year, adding directors were split on the issue and would prefer to wait until a new board is in place next spring.
PGNiG interested in energy privatization in Ukraine.
The Polish company PGNiG and the State Property Fund of Ukraine have signed a confidentiality agreement as part of the company's future participation in the privatization of Ukrainian energy facilities.
The agreement was signed by the head of the State Property Fund of Ukraine, Dmytro Sennychenko, and head of the board of PGNiG Jerzy Kwieciński in the presence of the presidents of Ukraine and Poland Volodymyr Zelensky and Andrzej Duda on October 12.
"The possible participation of PGNiG in the privatization of the energy sector in Ukraine is an opportunity to strengthen cooperation between our countries and together build energy security in this part of Europe. I am convinced that thanks to our experience and competence, we could become a valuable partner for the Ukrainian side," Jerzy Kwieciński, PGNiG Head of the board.
Mallinckrodt files for bankruptcy.
Mallinckrodt filed for bankruptcy protection on Monday, charged with lawsuits claiming it fueled the US opioid epidemic. After it lost a court battle to avoid paying higher rebates to state Medicaid programs for its top-selling drug, CNBC reported.
The company listed both assets and liabilities in the range of $1-10bn in a filing with the US Bankruptcy Court for the District of Delaware.
More than 3k lawsuits have been filed accusing drug manufacturers of engaging in deceptive marketing that promoted the use of addictive painkillers, fueling an epidemic that since 1999 has resulted in more than 450k overdose deaths.
Unilever headquarters combination approves by UK shareholders.
Shareholders in the UK arm of Unilever, a British-Dutch multinational consumer goods company, voted in favor of unifying the company's headquarters in the UK, moving the company's plan to end dual nationality a step closer to completion, Bloomberg reported.
More than 99% of investors in the British entity voted in favor of the move at a shareholder meeting on October 12, matching an earlier approval rate by Dutch investors. The decision advances a plan to streamline a cumbersome structure that has complicated major takeovers and disposals.
First Ostia Port, a Cayman Islands exempted company, agreed to merge with Acorn International, a marketing and branding company in China, for $54m.
The merger, which is currently expected to close during the last quarter of 2020, is subject to customary closing conditions, including the approval of the merger agreement by a requisite company vote of shares representing at least two-thirds of the voting power of the shares present and voting in person or by proxy at a meeting of the company's shareholders which will be convened to consider the approval of the merger agreement and the merger.
Acorn International is advised by Duff & Phelps, Hogan Lovells and Compass Investor Relations. First Ostia Port is advised by Jean M. Roche & Associates.
PT Bank BRISyariah, a commercial bank, agreed to merge with PT Bank BNI Syariah and PT Bank Syariah Mandiri, Indonesia’s state Islamic banks. Financial terms were not disclosed.
"The resulting bank will raise Indonesia’s profile on the global stage and revive the domestic Shariah economy. The merged entity will also look at global sukuk that can be sold in the Middle East,” Hery Gunardi, Bank Mandiri Vice President Director.
The Canada Pension Plan Investment Board, Brookfield Asset Management and Actis, a private equity fund, have submitted binding offers to buy SoftBank's 80% stake in SBG Cleantech, a green energy joint venture, DealStreetAsiareported.
SBG Cleantech is a joint venture established by SoftBank and Bharti Enterprises. Both have collectively invested about $750m in equity financing in the venture. SoftBank is expected to shortlist one bidder this week. CPPIB's up to $650m offer, however, is expected to be the most aggressive.
SoftBank's Vision Fund plans to launch a blank-check company. (FS)
SoftBank Group's Vision Fund will outline plans for a blank-check company in the next two weeks, seeking to capitalize on the investor frenzy surrounding the unusual fundraising vehicle, Bloomberg reported.
Rajeev Misra, the head of the Vision Fund, announced the effort without providing details. Misra separately addressed reports from last month that SoftBank was the "Nasdaq whale" and downplayed its influence in stirring froth in the market for tech stocks.
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