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Daily Review is our daily roundup of M&A news. Announcements, rumors, insights, and data before your morning coffee. Subscribe and never miss a beat with MergerLinks.
24 January 2019

Apollo acquired RPC Group for £4.7bn.

Daily Review

Global M&A

EMEA

Apollo acquired RPC Group for £4.7bn. (Financial Sponsors)

DSV to seek for more deals after Panalpina offer.

FSI-backed Cedarci acquired Oasi from Nexi Financial Group for €151m. (FS)

Young & Co.’s Brewery acquired Redcombs Pubs for £34m.

EDF acquired a stake in Conergies Group.
 
Innogy to sell its stake in Sofia wind project.

Masterwork acquired a stake in Heidelberger Druckmaschinen.

ArcelorMittal's Essar bid delays SAIL joint venture.

 

AMERICAS

Husky Energy scrapped its $6.4bn takeover of MEG Energy.
 
Green Growth made a second C$2.3bn takeover bid for Aphria.

Advent International acquired 51% of Prisma Medios de Pago for $710m. (FS)

Viacom acquired Pluto TV for $340m.
 
PG&E Corp secured $5.5bn in bankruptcy financing.

Johnson & Johnson looking to buy Acuris Health.

Elliott Management and Starboard Value push for changes at eBay. (FS)

Liberty Latin America abandoned its bid for Millicom.
 

APAC

Golden Investments lost its $171m bid for Stanmore Coal.

ANA in talks to invest in Philippine Airlines.

China's Union Life to sell a majority stake.

API to start due diligence on Sigma Healthcare.
 

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EMEA

 
Apollo acquired RPC Group for £4.7bn. (FS)

RPC develops and manufactures a diverse range of products for a wide variety of customers, including many household names, and enjoys strong market positions in many of the end-markets it serves and the geographical areas in which it operates.

RPC shareholders will receive £7.8 ($10) for each share in cash, a 15.6% premium from the closing price on September 7 of £6.8 ($8.8), the last day before the talks were confirmed. The final offer represents a 7.6% premium from RPC’s latest closing price. RPC confirmed the merger talks in September after a Bloomberg report that it was exploring options including a sale.
 
RPC was advised by Deutsche Bank, Jefferies, Credit Suisse, Evercore, Rothschild, Slaughter & May and FTI Consulting. Apollo was advised by BNP, Barclays, Citigroup, HSBC, Paul Weiss Rifkind Wharton & Garrison, Sullivan & Cromwell and Maitland. Davis Polk advised Barclays and Citigroup.
 
DSV to seek for more deals after Panalpina offer.

Denmark’s DSV, a transport and logistics company, will seek additional billion-dollar deals regardless of the outcome of its $4bn acquisition of Panalpina, which was announced earlier this month.
 
“For sure, we will continue to do that,” CEO Jens Bjorn Andersen told reporters on Wednesday. “It is the best way we can spend the money we generate ourselves.”

Some analysts suggest DSV may have to up the ante to get Panalpina’s biggest shareholder — the Ernst Goehner Foundation, with a 46% stake — to cooperate.
 
UBS advised Panalpina.
 
FSI-backed Cedarci acquired Oasi from Nexi Financial Group for €151m. (FS)

FSI-backed Cedarci, a company active in outsourcing IT services for banks, acquired Oasi, a banking compliance firm, from Nexi Financial Group, an Italian bank owned by Advent, Bain Capital and Clessidra, for €151m ($171m). The closing of the deal is expected by next February. Cedacri will finance the operation using a pool loan organized by a consortium of 14 financial institutions, shareholders and non-shareholders. Alfredo Pallini, CEO of Oasi, will remain managing the company even after the acquisition.

Equita and Mazzoni Regoli advised Cedarci. Mediobanca, UBS and Dentons advised Nexi.
 
Young & Co.’s Brewery acquired Redcombs Pubs for £34m.

Young & Co.’s Brewery, a British pub chain operating nearly 220 pubs, acquired Redcombs Pubs, a company that owns and operates 15 pubs in prime locations, for £34m ($43m).

The pubs will complement the Young’s managed house estate both in and around London, build upon a growing presence in the South West and further enhance the Young’s brand. Each of the pubs has a premium offering and distinctive personality that differentiates it in its local market. As a result of the transaction, the Young’s managed estate has increased by 8% from 185 to 200. With 70 tenanted pubs in its Ram Pub Company, the total Young’s pub estate will increase to 270 pubs.

JP Morgan and MHP Communications advised Young & Co.’s Brewery.
 
EDF acquired a stake in Conergies Group.

EDF, a French electric utility company, largely owned by the French state, acquired a 49% stake in Conergies Group. The Conergies Group is active in the design, engineering, installation and maintenance of refrigeration and air conditioning systems. Financial terms were not disclosed.

Valerie Levkov, the EDF Director in charge of African, Middle Eastern and Eastern Mediterranean Countries stated: "Cooperation with Conergies Group has confirmed speeding up of development of EDF activities in Africa. The energy efficiency services combined with carbon-free generation constitute a significant element of response to growing energy demand in African countries and reduction in CO2 emissions. It is also a factor for competitive development of local businesses based on better energy budget control. We are proud to meet these new challenges with a trustworthy partner, who shares our partnership strategy."

Hogan Lovells advised EDF.
 
Innogy to sell its stake in Sofia wind project.

Germany’s Innogy, an energy company, is looking to sell a stake in its Sofia offshore wind project in Britain, once a subsidy is secured. Innogy plans to enter the 1,200 megawatt Sofia project into Britain’s next offshore wind subsidy auction in May, and once built in the mid to late 2020s, it could generate enough electricity to power around 1m homes.

“We would take it certainly though the contracts-for-difference bidding process and towards financial investment decision, then potentially bring in partners,” Paul Cowling, UK managing director for offshore wind told journalists.
 
Masterwork acquired a stake in Heidelberger Druckmaschinen.

China’s Masterwork, a high technology manufacturer of print finishing equipment, acquired an 8.5% stake in Heidelberger Druckmaschinen, a German precision mechanical engineering company. The German company said in a statement that its supervisory board still had to approve the deal.

Shares of Heidelberger Druck went up by 11.2%.
 
ArcelorMittal's Essar bid delays SAIL joint venture.

ArcelorMittal’s prolonged bid to buy debt-ridden Essar Steel, a fully integrated flat carbon steel manufacturer, is delaying the world’s biggest steelmaker’s joint venture with state-owned Steel Authority of India. India’s biggest state-owned steel company SAIL and billionaire Lakshmi Mittal-controlled ArcelorMittal signed a deal in May 2015 to set up a steel plant to produce automotive grade steel, but no timetable has ever been set out.

“Both parties are committed. We want to sign the definitive agreement soon,” Anil Kumar Chaudhary, SAIL’s chairman told Reuters, on Wednesday. “ArcelorMittal people are slightly tied up in the Essar acquisition currently.”
 
 

AMERICAS

 
Husky Energy scrapped its $6.4bn takeover of MEG Energy.
 
Husky Energy, one of Canada’s largest integrated energy companies, abandoned its $6.4bn hostile takeover of MEG Energy, a pure play Canadian oil sands producer engaged in exploration in Northern Alberta, despite the support of nearly 60% of MEG shareholders. The offer represented a 37% premium over MEG stock price on September 28.
 
Husky noted two negative developments since it made the offer in September - a lack of progress expanding pipelines in western Canada, and the province of Alberta’s decision to order production cuts to drain a glut of oil in storage.
 
MEG was advised by Kingsdale Advisors, BMO Capital Markets and Bennett Jones. Husky was advised by Goldman Sachs and Osler Hoskin & Harcourt.
 
Green Growth made a second C$2.3bn takeover bid for Aphria.

Green Growth, an American cannabis retailer, made a second takeover bid for Aphria, a Canadian cannabis company, valuing the target at C$2.3bn ($1.7bn). The offer provides Aphria shareholders with 1.5714 common shares of Green Growth for each Aphria share.

"We are pleased to officially launch our bid for Aphria. This is an exciting opportunity for shareholders of both Green Growth and Aphria to build value and create the preeminent cannabis operator in North America," said Peter Horvath, CEO of Green Growth. "The combination of Aphria's Canadian supply and wholesale agreements with Green Growth's vertically integrated operations and rapidly growing retail footprint in the United States best positions us to capitalize on the massive growth opportunities in North America and beyond. I encourage Aphria shareholders to tender their shares to our offer."

Laurel Hill, Scotiabank, Fasken Martineau DuMoulin and Gagnier Communications advised Aphria. Canaccord Genuity, Norton Rose Fulbright and Kingsdale advised Green Growth Brands.
 
Advent International acquired 51% of Prisma Medios de Pago for $710m. (FS)

Advent International acquired 51% of Prisma Medios de Pago, Argentina’s leading payments company, for $710m. Prisma Medios de Pago’s existing shareholders will retain a 49% stake in the company. 

“Prisma Medios de Pago is the leading player in a market poised for strong growth driven by the increasing penetration of electronic payments in Argentina,” said Juan Pablo Zucchini, a Managing Partner at Advent International in São Paulo. “We look forward to working with the management team and other shareholders to accelerate the company’s development by investing in next-generation products and services and exploring international expansion opportunities.”
 
Baker McKenzie advised Advent.
 
Viacom acquired Pluto TV for $340m.

Viacom, an American multinational mass media conglomerate, acquired Pluto TV, the leading free streaming television service in the US, for $340m.

The acquisition of Pluto TV will advance Viacom’s key strategic priorities, including expanding its presence across next-generation distribution platforms and growing its advanced advertising business. Additionally, access to Viacom’s global reach, leading brands and vast, unencumbered library will help solidify Pluto TV as the leader in the free streaming video market in the US, and accelerate Pluto TV’s global growth.

Paul Hastings, Covington & Burling and Shearman & Sterling advised Viacom. LionTree Advisors, Gunderson Dettmer and Hogan Lovells advised Pluto TV.
 
PG&E Corp secured $5.5bn in bankruptcy financing.

American power producer PG&E Corp’s shares surged as much as 16% after the company said it had secured $5.5bn in debtor-in-possession financing from four banks as it prepares to file for Chapter 11 bankruptcy protection. The financing will comprise a $3.5bn revolving credit facility, a $1.5bn term loan and a $500m delayed-draw term loan.

PG&E, which provides electricity and natural gas to 16m customers in northern and central California, faces widespread litigation, government investigations and liabilities that could potentially exceed $30bn because of wildfires in the state.

The financing is being provided by JP Morgan, Bank of America Merrill Lynch, Barclays and Citigroup.
 
Johnson & Johnson looking to buy Acuris Health.

Johnson & Johnson is pursuing an acquisition of surgical robotics firm Auris Health. Auris develops robotics platform for diagnostic and therapeutic bronchoscopic procedures. Its product includes Monarch Platform for endoscopy, which uses small cameras and tools to enter the body through its natural openings. J&J is seeking to purchase the company at a premium to the valuation from its latest funding round that valued the company at $2bn.

The final deal has not been reached and there is no certainty that the deliberations will lead to a sale of Auris.

Elliott Management and Starboard Value push for changes at eBay. (FS)

Hedge funds Elliott Management and Starboard Value have taken stakes in eBay, an American multinational e-commerce corporation, and are pushing for changes including the sale of some of the e-commerce company’s businesses. Elliott asked eBay to hive off its StubHub ticket sales business and eBay Classifieds Group as part of a plan the hedge fund says could double the company’s value.

The fund, which owns a more than 4% stake in eBay, said the company’s share price could reach $55-$63 by 2020 if it implemented the hedge fund’s restructuring plan. eBay said it would review the proposal and is looking forward to engaging with Elliott.
 
Liberty Latin America abandoned its bid for Millicom.

Liberty Latin America, a leading telecommunications company with operations in Chile, Puerto Rico, the Caribbean and other parts of Latin America, abandoned its approach for Millicom International Cellular, a cable and mobile services provider after it reportedly failed to secure enough support from its rival’s management.

Terms of the preliminary offer were not disclosed at the time. However, Bloomberg reported that LLA’s cash and stock proposal would have valued Millicom at about $78.66 per share, or $7.6bn. 

Shares in LLA closed 7.1% lower on Tuesday. Millicom’s Nasdaq-listed shares ended the day down 0.4%. The company’s Stockholm-listed shares closed 1.4% lower earlier in the day.
 
 

APAC

 
Golden Investments lost its $171m bid for Stanmore Coal.

Singapore’s Golden Investments will seek a board position at Australia’s Stanmore Coal, an operating coal mining company with a number of additional prospective coal projects and mining assets within Queensland’s Bowen and Surat Basins, despite the failure of its A$240m ($171m) takeover bid. Golden Investments managed to acquire 25.5% of the company.

“We look forward to meeting soon with the Chairman and Board of Stanmore Coal and will seek board representation,” Golden Investments director Mark Zhou said in a statement.

Citigroup advised Stanmore Coal.
 
ANA in talks to invest in Philippine Airlines.

Japan’s ANA Holdings, an air transportation company, is in talks with Philippine Airlines’ parent company PAL Holdings about making an investment but it had not yet made a “concrete decision.” Philippine Airlines is closing in on selling a minority stake to a foreign strategic investor, with a deal likely to be sealed in the first half of this year, its president said on Wednesday.    

An ANA spokeswoman said the airline continually reviewed its market strategy and was considering investments that fit with its medium-term corporate strategy. The Japanese carrier already owns an 8.8% stake in Vietnam Airlines.
 
China's Union Life to sell a majority stake.

China’s Union Life Insurance, which provides casualty insurance, endowment insurance, health insurance, and other insurance services, is planning to sell a controlling stake in itself. Union Life, expected to be valued at $1.5bn to $2bn, plans to sell as much as 51%, with an option to raise that to 100% later.

News of the sale comes as China is in the process of easing foreign ownership curbs for life insurance joint ventures to 51% from 50%. Beijing also pledged in 2017 to remove the limit completely in three years as it pushes to open up its financial sector worth trillions of dollars.
 
API to start due diligence on Sigma Healthcare.

Australian Pharmaceutical Industries, a health and beauty company, is expected to start due diligence on its A$727m ($518m) offer for pharmacy operator Sigma Healthcare soon. API Chairman Mark Smith reaffirmed the drug distributor’s intention to proceed with the takeover bid, citing “significant benefits” the companies would receive as slowing revenue and compressed margins have hit the wholesaling sector.

“We anticipate signing a non-disclosure agreement shortly that will then allow a due diligence process to commence,” Smith said in a statement. 

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