AMERICAS
Astellas Pharma, which operates as a pharmaceutical company, is set to acquire Audentes Therapeutics, a biotechnology company for c. $3bn. The offer price represents a premium of 110%.
“Recent scientific and technological advances in genetic medicine have advanced the potential to deliver unprecedented and sustained value to patients, and even to curing diseases with a single intervention. Audentes has developed a robust pipeline of promising product candidates which are complementary to our existing pipeline, including its lead program AT132 for the treatment of X-Linked Myotubular Myopathy. By joining together with Audentes’ talented team, we are establishing a leading position in the field of gene therapy with the goal of addressing the unmet needs of patients living with serious, rare diseases,” Kenji Yasukawa, Astellas President and CEO.
Audentes Therapeutics is advised by Centerview Partners and Fenwick & West. Astellas Pharma is advised by Mitsubishi UFJ Financial Group and Covington & Burling.
Cleveland-Cliffs, an independent iron ore mining company, agreed to acquire AK Steel Holding, a producer of flat-rolled carbon, stainless and electrical steel products, for $3bn. AK Steel shareholders will receive 0.40 shares of Cliffs common stock for each outstanding share of AK Steel common stock they own.
“For Cliffs, we expect to realize immediate growth and a long-desired objective of a more diverse customer base, as well as more predictable cash flow generation due to the contracted nature of AK Steel’s sales of high-end automotive steel. Our track record of providing high-grade iron ore combined with AK Steel’s recognized ability to produce the highest quality steel grades, creates a highly complementary and compelling business model. We look forward to welcoming the AK Steel team into our organization and creating a unique company focused on executing value-enhancing opportunities for all of our stakeholders,” Lourenco Goncalves, Cliffs Chairman of the Board, President and CEO.
Cliffs is advised by Credit Suisse, Moelis & Co and Jones Day. AK Steel is advised by Goldman Sachs and Weil Gotshal and Manges.
Private equity firm Catalyst Capital Group's unsolicited bid for Hudson’s Bay is not “superior” to an agreed-upon deal with a consortium led by its executive chairman, according to the firm's special commitee.
Catalyst, which already owns about 17.5% of the company, last week made a competing bid of C$2bn ($1.53bn) for the Saks Fifth Avenue owner, challenging the C$1.7bn ($1.3bn) offer of the group led by executive chairman Richard Baker.
Catalyst said on December 2 it had filed a notice with the Ontario Securities Commission to review Baker’s offer.
Hudson's Bay is advised by Centerview Partners, JP Morgan and Blake Cassels & Graydon.
FedNat, an insurance holding company, completed its acquisition of 1347 Property Insurance, which through its subsidiaries, offers homeowners', manufactured home, flood, and fire insurance services, for c. $51m.
“This acquisition represents a significant milestone in our long-term strategy to profitably expand FedNat’s core homeowners operations in the southeast United States. With the acquisition of Maison, we’ve grown our book of business in markets where we already operate and where we like the macro fundamentals, specifically Texas and Louisiana,” Michael H. Braun, FedNat Chief Executive Officer.
FedNat was advised by Raymond James and Nelson Mullins Riley & Scarborough. 1347 PIH was advised by Sandler O’Neill + Partners and Thompson Hine.
Mitchell | Genex, a provider of technology solutions, medical cost containment and disability management, agreed to acquire CompAlliance, an established provider of managed care services, including its preferred provider organization, medical bill review, case management, utilization review and 24-hour nurse triage, from Cobalt Ventures, the for-profit subsidiary arm of Blue Cross. Financial terms were not disclosed.
“Adding CompAlliance to Mitchell | Genex was a natural fit for both companies. Both of our companies are committed to driving better claim outcomes and creating additional value for our clients and injured or disabled workers. The transaction extends our industry-leading expertise in medical cost containment and clinical solutions,” Alex Sun, Mitchell President & CEO.
CompAlliance is advised by Bailey Southwell.
Cadence, an electronic design automation software and engineering services provider, agreed to acquire AWR, a provider of high-frequency RF EDA software technology, from National Instruments, a producer of automated test equipment and virtual instrumentation software, for $160m. The acquisition is subject to customary closing conditions, including regulatory approval.
“Companies designing communication and radar chips, modules and systems face increasing time-to-market pressure in high-growth 5G/wireless applications. Creating differentiated products while reducing cycle time requires a seamless design, simulation, and analysis environment. The addition of AWR’s talent and technologies will enable us to provide more integrated and optimized RF design solutions, thereby further accelerating system innovation as we execute our Intelligent System Design strategy,” Anirudh Devgan, Cadence President.
Credicorp Holding Colombia, a subsidiary of Credicorp, a financial services holding company, completed the acquisition of a 77% stake in Banco Compartir, a microfinance bank, from Maj Invest Financial Inclusion Fund II, a private equity fund, for $76m.
This acquisition represents an important step to expand Credicorp's microfinance business in Latin America. Colombia is one of the countries with the large potential for microfinance, and with Bancompartir and Encumbra, Credicorp is well-positioned to become a market leader. With this acquisition, Credicorp has a combined microfinance loan portfolio of $3.3bn and over 2m microfinance customers in Peru, Colombia, and Bolivia.
Goldman Sachs-backed GS Acquisition in talks to acquire Vertiv. (FS)
A company led by former Honeywell International chief executive David Cote and backed by Goldman Sachs Group is in talks to acquire US backup power equipment firm Vertiv for more than $5bn, including debt, Reuters reported.
GS Acquisition Holdings is a SPAC, which raised $690m in an initial public offering last year to buy a company without telling investors in advance what that would be. GS Acquisition could use the money it raised in the IPO, in addition to debt financing, to acquire Vertiv from private equity firm Platinum Equity.
EMEA
A $6bn private equity takeover of British satellite group Inmarsat moved closer to completion after a group of hedge funds dropped their opposition to the deal. Oaktree Capital Management and other investors had planned to raise objections to a recommended takeover of the FTSE 250 tech group by a private equity consortium led by Apax and Warburg Pincus at a High Court hearing, but backed down overnight.
A successful move to block the scheme of arrangement would have been unprecedented and could have undermined the established takeover process in Britain.
Inmarsat is advised by Credit Suisse, JP Morgan, PJT Partners, Clifford Chance, and Headland Consultancy. The buyers are advised by Bank of America Merrill Lynch, Barclays, UBS, Freshfields Bruckhaus Deringer, Kirkland & Ellis, Weil Gotshal and Manges, and Kekst CNC.
Endeavour Mining, a gold mining company, agreed to merge with Centamin, a mid-tier gold producer, in a £1.5bn ($1.94bn) deal.
“We firmly believe that the proposed combination between Endeavour and Centamin provides a compelling value creation opportunity for both sets of shareholders, which is superior to what can be achieved by each company on a standalone basis," Michael Beckett, Endeavour Chairman of the Board of Directors.
Endeavour is advised by Numis Securities, HSBC, Scotiabank, Brunswick Group, and Vincic. Centamin is advised by BMO Capital Markets.
IK Investment Partners, a private equity firm, agreed to acquire Ondal Holding, a provider of medical pendant systems used mainly in operating rooms and intensive care units, from Capvis, a Swiss private equity investor. Financial terms were not disclosed.
“Ondal, with the support of Capvis, has succeeded in establishing state-of-the-art management and innovation processes, that form a solid foundation for further organic growth. In addition, our innovative products and strong strategic positioning are important factors that will drive Ondal's growth in the future,” Bernd Fabian, Ondal CEO.
IK Investment is advised by Quarton, Alvarez & Marsal, Eight Advisory and Renzenbrink & Partner. Capvis is advised by William Blair and Hengeler Müller.
1825, Standard Life’s wholly-owned financial planning and advice business, completed its acquisition of Grant Thornton’s wealth advisory business. The acquisition increased assets under advice to £5.8bn ($7.5bn) – up £1.7bn ($2.2bn), an increase of over 40%.
“As we increase our focus on our strategy to provide high-quality audit, tax, and advisory services to our core markets, it is clear the wealth advisory team’s growth potential would be best delivered by a business focused solely on the financial advice market," Dave Dunckley, Grant Thornton UK CEO.
1825 was advised by Aberdeen Standard Investments.
EXOR, a diversified holding company, agreed to acquire a 44% stake in GEDI, which operates as a publishing and broadcasting company, from Compagnie Industriali Riunite, a holding company, for €102m ($112m).
Completion of the transfer of ownership is subject exclusively to receipt of the necessary approvals from the competent authorities, including the European Commission and AgCom.
“After nearly 30 years as controlling shareholders of the company, I’d like to express my sincerest thanks to all the women and men who have shared this long journey with us, a journey that has seen the group distinguished itself by the quality of its journalism, by its ability to innovate and by its far-sighted and efficient management. All of this made GEDI Italy’s leading newspaper publisher, the leader in digital information and one of the most important players in radio, and allowed it to face with foresight and decisiveness the sector’s extended period of crisis," Rodolfo De Benedetti, CIR Chairman.
Peinemann, which specializes in the development, fabrication, patenting and worldwide marketing of special machines for the petrochemical industry, agreed to acquire G. van Harten, an engineer and lifting technician. Financial terms were not disclosed.
"We are very happy with this addition to our service package. G. van Harten specializes in industrial relocations and has lift systems of up to 1.1k tonnes at its disposal. Peinemann works worldwide, from Dubai to New Orleans. We have international ambitions to put the unique knowledge and skills of G. van Harten on the map, where they are not yet active. Moreover, we are also a family business, a size larger, but the cultures fit well together," Ad Kornet, Peinemann Chief Executive.
Audax-backed ICP Group, a specialty chemical manufacturer and provider of coatings, adhesives, and sealants, agreed to acquire Hi-Tech Coatings, a developer and manufacturer of high-performance coatings for the packaging and commercial printing industries, from Heidelberger Druckmaschinen, a German precision mechanical engineering company. Financial terms were not disclosed.
“We’re thrilled to have acquired Hi-Tech Coatings because its industry leadership will only strengthen and expand ICP ISG’s portfolio of innovative products. By uniting the highly skilled, well-trained and experienced people of ICP and Hi-Tech Coatings, our company is stronger and so is our unwavering dedication to serving our customers with integrity and customer service,” Doug Mattscheck, ICP Group CEO.
Moog, a designer, manufacturer, and integrator of precision control components and systems, Moog completed the acquisition of GAT, a designer and manufacturer of high-end fluid rotating unions and slip rings, for $54m.
“This business complements our core slip ring business, expands our offering into fluid rotary products and allows us to supply fully integrated slip ring/rotary union solutions – thereby increasing the value we deliver to our customers. The GAT product offering, engineering expertise, and manufacturing capability will strengthen our market position,” Pat Roche, Moog President.
Inflexion-backed Ridgewall Group, a provider of critical services in IT, communication and cybersecurity, completed its acquisition of QDOS SBL, a provider of IT, voice and in-room technology solutions and support. Financial terms were not disclosed.
“I’m proud of the business we have built up at Ridgewall. For some time now we have felt there is a real opportunity to take a leading role in consolidating what we see as a fragmented industry. QDOS SBL is our fourth acquisition of 2019, and we are confident that Inflexion’s impressive track record in helping businesses grow through M&A as well as its technology knowledge and experience make it an ideal partner as we look to expand our company in this way,” Dominic McAnaspie, Ridgewall CEO.
TheFork, a subsidiary of TripAdviser, an online restaurant reservation platform, agreed to acquire Bookatable, an online restaurant reservation service, from Michelin, a mobility company. Financial terms were not disclosed.
"We are happy to add Bookatable by Michelin to the TripAdvisor family. This agreement allows us to continue expanding our business geographically while offering an even more valuable service to restaurants and diners alike. We’ll soon make Michelin-selected bookable restaurants more visible on our platforms to better serve our users and drive the right customers to each restaurant,” Bertrand Jelensperger, TheFork CEO.
Enel to join bidders for Renvico wind assets. (FS)
Italy’s biggest utility Enel joined a race with at least five other bidders to buy the Renvico wind farm portfolio in Italy and France being sold by a Macquarie-run infrastructure fund, Reuters reported.
The fund, advised by Rothschild & Co, is expected to choose an exclusive bidder - or exclusive bidders, if the assets are sold separately - this week, with a final deal expected in January.
Bosses of Mediaset and ProSieben hold 'constructive' talks.
The bosses of Mediaset and ProSiebenSat.1 Media held constructive talks on Monday, in the first top-level meeting since the Italian broadcaster took a 15% stake in its German counterpart.
Mediaset is seeking to persuade Munich-based ProSieben to join MediaForEurope, a Dutch holding company that it is creating as a vehicle for the European TV industry to consolidate and fight back against a viewer grab by US streaming giants like Netflix and, coming soon, Disney+. ProSieben, however, sees little to be gained from cross-border integration and instead wants to explore ways to team up at the operational level.
Generali talks to acquire MetLife Europe assets halted at price dispute.
Generali's talks over the purchase of MetLife's European assets stalled over price, Bloomberg reported.
The Italian insurer was preparing to make a formal offer for most of the US company's business in the region by the end of the year, but talks hit a snag because the likely offer was far lower than MetLife expected.
Starwood Capital Group completed the acquisition of a £200m UK urban industrial portfolio from Barings. (FS, RE)
Starwood Capital Group, a global private investment firm focused on real estate and energy investments, announced today that a controlled affiliate had acquired 10 UK urban industrial estates totaling 1.6m square feet.
The portfolio is centered on major urban conurbations, including Oxford, Birmingham, and Glasgow, and was acquired from an institutional client of Barings. Under the terms of the transaction, Barings will continue to provide asset management services to Starwood Capital in respect of the portfolio.
"Barings is delighted to be working in partnership with such a high caliber investor as Starwood and is excited about investing together in the dynamic urban industrial market. Having been active in this market for over 15 years we strongly believe in the fundamentals of this strategy at a time where there is a chronic supply shortage and strong demand in and around key cities, and have already identified a deep pipeline of opportunities for the ongoing investment program," Rory Allan, Barings Managing Director.
APAC
Saracen Mineral, which through its subsidiaries, explores and mines gold and other minerals, completed its acquisition of a 50% stake in Kalgoorlie Consolidated Gold Mines joint venture from Barrick Gold, a gold mining company, for $750m.
"The sale of our non-operating interest in KCGM represents the first step in our plan to realize in excess of $1.5bn from the disposal of non-core assets by the end of next year. While this iconic gold mine has been a valuable contributor to Barrick over the years, the asset does not fit with our strategy of operating mines that we own. The sale allows us to further focus our portfolio on core operations," Mark Bristow, Barrick President and CEO.
Barrick was advised by Credit Suisse, Davies Ward Phillips & Vineberg and Herbert Smith Freehills. Saracen was advised by Goldman Sachs, RBC Capital Markets, Read Corporate and DLA Piper.
Vingroup, a Vietnamese conglomerate focusing on real estate development, retail, and services ranging from healthcare to hospitality, is set to merge with Masan Group, a consumer retailer. Financial terms were not disclosed.
“The merger will enable us to expand our consumer base and ensure a fair retail playing ground for Vietnamese manufacturers,” Truong Cong Thang, Masan Consumer Holding Chairman.
The Stars Group, a Canadian gaming and online gambling company, agreed to acquire a remaining 20% stake in BetEasy, its sports betting business, for $103m. As part of this agreement, The Stars Group also agreed to pay $68m to settle the previously disclosed performance payment under the agreements for its 2018 acquisition of the initial 80% interest.
“The launch of BetEasy through our acquisitions of CrownBet and William Hill Australia in 2018 created one of the leading operators in Australia and increased our exposure to a high-growth regulated market. Matt Tripp’s entrepreneurial spirit and vision have guided BetEasy since he founded the business and we are glad he will oversee the transition as non-executive President,” Rafi Ashkenazi, The Stars Group Chief Executive Officer.
Diageo-controlled United Spirits, India’s liquor firm, proposed a merger with its majority-owned and listed subsidiary Pioneer Distilleries.
“The proposed merger is part of our strategy to consolidate the India business and further simplify the operating structure which would result in enabling business synergies and efficiencies,” Sanjeev Churiwala, Diageo India executive director and CFO.
Binance, a global blockchain ecosystem, agreed to acquire DappReview, an information and analytics platform for blockchain-based decentralized applications. Financial terms were not disclosed.
“The mission of DappReview is to build a vibrant dapps ecosystem and boost mass adoption of blockchain. Apart from dapps analytics services, we also provide full packages of support for dapps developers from fund-raising, product development to marketing and promotion. Binance’s acquisition will empower DappReview with more resources to accelerate our business growth. Our next step is to partner with more blockchain protocols and developers on dapp data integration, and push for dapps adoption on a greater scale,” Vincent Niu, DappReview Founder and CEO.
Baring considers the sale of HCP. (FS)
Baring Private Equity Asia is considering a sale of its Chinese packaging business, which could be valued at more than $1bn, Bloomberg reported.
Baring is working with a financial adviser to prepare for divesting Shanghai-based HCP Packaging after drawing interest from potential suitors.
China Bohai Bank plans a $2bn IPO.
China Bohai Bank, a mid-sized lender, part-owned by Standard Chartered, picked lead banks for a planned Hong Kong initial public offering that could raise more than $2bn, Bloomberg reported.
The Tianjin-based lender is working with ABC International Holdings, CCB International, CLSA and Haitong International Securities Group on the share sale. The bank will probably list in the second half of next year.
Iskandar Waterfront considers IPO for as early as 2020.
Iskandar Waterfront is considering an initial public offering as early as next year, partly to help fund the $33.5bn Bandar Malaysia project, Bloomberg reported.
The company known as IWH is working with at least one adviser for the listing that may fetch a valuation of about $7.2bn.
Tigermed picks Bank of America and CLSA for $500m Hong Kong IPO.
Hangzhou Tigermed Consulting, a Chinese clinical research service provider, picked banks to arrange a Hong Kong share sale that could raise at least $500m, Bloomberg reported.
The Shenzhen-listed company selected Bank of America and CLSA to work on the stock offering. The Hong Kong listing could take place as soon as the second half of next year.
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