AMERICAS
Private equity firm Francisco Partners and Evergreen Coast Capital, an affiliate of Elliott Management, agreed to acquire LogMeIn, a provider of cloud-based connectivity, for $4.3bn. The all-cash transaction represents a premium of approximately 25% to LogMeIn's unaffected closing stock price on September 18, 2019.
"This transaction acknowledges the significant value of LogMeIn and provides our stockholders with a meaningful and certain cash offer at a compelling premium. Together, Francisco Partners and Evergreen are committed to addressing the unique needs of both our core and growth assets. We believe our partnership with Francisco Partners and Evergreen will help put us in a position to deliver the operational benefits needed to achieve sustained growth over the long term," Bill Wagner, LogMeIn President and Chief Executive Officer.
LogMeIn is advised by JP Morgan, Qatalyst Partners and Latham & Watkins. The buyers are advised by Barclays, Deutsche Bank, Jefferies, Mizuho Securities, RBC Capital Markets, Gibson Dunn & Crutcher, Kirkland & Ellis and Paul Hastings.
Pembina Pipeline, an oil and natural gas exploration and distribution firm, completed the acquisition of Kinder Morgan Canada and Cochin US, two of gas pipeline systems of Kinder Morgan for $3.26bn. The transaction values Kinder Morgan Canada at approximately $1.7bn, or $11.27 per share, and Cochin US at c. $1.53bn in cash consideration.
"This transaction strengthens the quality of Pembina's adjusted EBITDA, is accretive to adjusted cash flow per share, and fits squarely within Pembina's financial guardrails. Combined, these factors give us the confidence to increase our dividend by approximately five percent upon close of the transaction," Scott Burrows, Pembina Senior Vice President and CFO.
Pembina was advised by TD Securities, Latham & Watkins, Bracewell, and Stikeman Elliott. Kinder Morgan was advised by Bracewell. Kinder Morgan Canada was advised by BMO Capital Markets, JP Morgan, Blake Cassels & Graydon, Bracewell, and Goodmans.
The Blackstone Group, together with GIC and Enagas, agreed to acquire the remaining shares in Tallgrass Energy, a growth-oriented midstream energy infrastructure company, at a $4bn valuation.
The transaction is expected to close in the second quarter of 2020, subject to the satisfaction of customary conditions, including approval of the merger by holders of a majority of the outstanding Class A and Class B Shares of TGE.
TGE is advised by Evercore, Baker Botts, and Bracewell. GIC is advised by Sidley Austin. Enagas is advised by Latham & Watkins. Blackstone is advised by Citigroup, Credit Suisse, and Vinson & Elkins.
Lovell Minnick Partners, a private equity firm, agreed to acquire Fortis Payment Systems, a payments technology and merchant services provider. Financial terms were not disclosed.
“Fortis has developed a highly configurable, powerful payments platform with industry-leading technology and security capabilities, supported by superior high touch service. We look forward to supporting CEO Jimmy Nafso and his highly talented team to identify new solutions and channel partners,” Trevor Rich, Lovell Minnick Partner.
Fortis is advised by Butzel Long. Lovell Minnick is advised by Strawhecker Group and Sidley Austin.
Cornell Capital- and CDPQ-backed KDC/ONE, a provider of personal care and household products, agreed to merge with HCT Group, a provider of full-service solutions in the design, engineering, manufacturing, formulation, filling and logistics of cosmetics products. Financial terms were not disclosed. The transaction is expected to close in early 2020 and is subject to customary closing conditions.
"KDC/ONE and HCT have highly complementary business models and together will offer a unique solution to our world-class client base. The transaction will enable us to leverage adjacent customer relationships, geographic footprints, and products. On behalf of my family and the entire company, I'm proud of all that we have accomplished and look forward to exploring synergies across both businesses for the benefit of customers and employees," Tim Thorpe, HCT CEO, and President.
HCT is advised by Houlihan Lokey and Morgan Lewis & Bockius. KDC/ONE is advised by Jefferies, Weil Gotshal and Manges, and Joele Frank.
Lone Star-backed Esmalglass-Itaca-Fritta, which manufactures and markets ceramic products, agreed to acquire tile coatings business of Ferro, a global supplier of technology-based functional coatings and color solutions, for $460m in cash, with the potential for an additional $32m in cash based on the performance of the business.
"This transaction will substantially advance the Dynamic Innovation and Optimization phase of our strategy and strengthen our balance sheet. It will result in a Ferro more fully focused on higher-growth industries where our market-leading technology, innovation, and customer-centric service generate higher gross margins. The transaction also will reduce our manufacturing footprint and end-market exposure in Europe, optimizing our portfolio with an equal balance between Europe and the rest of the world and with less exposure to commercial and residential construction markets," Peter Thomas, Ferro Chairman, President, and CEO.
Ferro is advised by Lazard and Jones Day.
Lenders including Credit Suisse Group, Deutsche Bank and Goldman Sachs are in discussions to provide as much as $6bn of debt to help finance Froneri's buyout of Nestle's US ice cream business, Bloomberg reported.
The debt ultimately offered to investors may include leveraged loans and bonds in US dollars and euros and could launch as soon as the first quarter of 2020.
Froneri is advised by Instinctif Partners and Rothschild & Co. PAI Partners is advised by Weil Gotshal and Manges.
Partners Group, the global private markets investment manager, agreed to acquire EyeCare Partners, a US medical vision services provider, from FFL Partners, an American private equity firm, for $2.2bn.
"We are thrilled to have found a long-term partner that shares our patient- and physician-centric outlook. We are very excited to work with Partners Group to both strengthen ECP's offering and expand our presence throughout the US," Kelly McCrann, EyeCare CEO.
Partners Group is advised by Kirkland & Ellis. FFL Partners is advised by Willkie Farr & Gallagher.
FS Investments, a specialty finance company that invests in the debt securities of private companies, agreed to acquire Chiron Investment Management, an investment advisory company. Financial terms were not disclosed. The transaction, which is expected to close in the first quarter of 2020, is subject to customary regulatory approvals and closing conditions.
“This is a unique opportunity to diversify our investment management business and expand distribution with a firm that shares our culture, has a high-quality management team, and offers a differentiated investment approach,” Michael Forman, FS Investments CEO.
FS Investments is advised by Sard Verbinnen & Co.
Canfor, a Canadian lumber products company, rejected Greater Pacific Capital's proposal to take the company private. The offer was rejected by 55% of Canfor shareholders, Reuters reported.
In response to the offer, Canfor cautioned its shareholders that the proposal was non-binding on Greater Pacific and reiterated that there was no certainty of the offer being pursued by Canfor.
Houlihan Lokey, the global investment bank, completed its acquisition of Freeman, a New York-based independent advisory firm that provides a range of advisory services to financial institution clients. Financial terms were not disclosed.
"The addition of the Freeman team to our FIG Group in the US, combined with the acquisition in 2018 of Quayle Munro and its European financial institutions' team, creates one of the largest, most experienced teams of financial services-focused bankers of any independent investment bank. With this scale and depth of talent in the US and Europe, the value proposition for our clients around the world is more compelling than ever," Bob Hotz, Houlihan Lokey Vice Chairman and Co-Head of Corporate Finance.
Mikayel Israyelyan, an entertainment industry entrepreneur and Muse Lifestyle Group CEO, agreed to acquire a majority stake in RTVI, a New York-based international Russian-language privately owned television network. Financial terms were not disclosed.
"There are nearly 7m Russian-speaking people living in the United States today who are interested in original high-quality content in their native language. I see further business expansion opportunities on the West Coast, in attracting a new generation of viewers seeking to preserve its ties with the Russian culture and agenda," Mikayel Israyelyan.
Cult Capital, a growth equity firm, is set to invest in clean color cosmetics brand LAWLESS. Financial terms were not disclosed.
"As someone who has raised capital before, I was hyper-focused on finding a partner that I was completely aligned with. I found a true partnership with Sarah and the entire Cult Capital team. Cult has a deep understanding of what it takes to create a lasting brand name and has a unique eye for the beauty space. Cult has the experience and partnership I needed to authentically scale my brand," Annie Lawless, LAWLESS Founder.
Pimco-Elliott Group to use PG&E’s setback to lobby rival plan. (FS)
As PG&E races to salvage its restructuring after a significant blow, a group of creditors trying to gain control of the bankrupt utility are using the setback to reinvigorate their plan, Bloomberg reported.
The creditors, led by Pacific Investment Management and Elliott Management, have sent a presentation to PG&E stakeholders, making the case that their plan satisfies demands raised by California Governor Gavin Newsom. The governor late Friday rejected the San Francisco-based utility’s reorganization based on concerns over the company’s board structure, safety issues, and debt load.
ProSieben's NuCom considers acquiring Meet Group.
German broadcaster ProSiebenSat.1 Media’s e-commerce arm NuCom Group is exploring the acquisition of US live streaming app developer Meet Group, Reuters reported.
NuCom, whose holdings include online dating website eharmony, made a preliminary expression of interest to buy Meet Group, a maker of Internet-based apps that enable live streaming broadcasts and text-based conversations, including MeetMe, LOVOO, Skout, Tagged and Growlr.
EMEA
Liberty Global concluded talks over merging its UPC Switzerland unit with Sunrise Communications, putting to rest hopes that the $6.32bn deal could be revived, Reuters reported.
"We wish Sunrise well, but we are moving on. Despite our willingness to show significant flexibility on terms, it's clear to us that the Sunrise Board of Directors and their largest shareholder cannot agree amongst themselves on the best path forward," Mike Fries, Liberty Global Chief Executive.
The board of French carmaker PSA, the owner of Peugeot, approved a binding agreement for a $50bn merger with rival Fiat Chrysler, according to a Reuters report. A separate Fiat Chrysler board meeting was underway to discuss finalizing the memorandum of understanding to create the world’s No. 4 carmaker. The two companies could formally announce the agreement early on Wednesday, followed by a conference call to explain further details later in the day.
FCA is advised by Citigroup, Goldman Sachs, d'Angelin & Co, Community Group, Image Sept, Sard Verbinnen & Co. BPIFrance is advised by Willkie Farr & Gallagher. Peugeot is advised by Zaoui & Co. PSA is advised by Messier Maris & Associes, Morgan Stanley, and Perella Weinberg Partners. Exor is advised by Lazard.
Seplat, an indigenous E&P with a robust operational platform, completed its acquisition of Eland Oil & Gas, and AIM-quoted independent oil and gas company focused on production and development in West Africa, for £382m ($510m).
"We are delighted to successfully complete the acquisition of Eland, which further enhances Seplat's footprint in Nigeria and provides opportunities for enhanced scale, diversification, and growth. We welcome our new colleagues and Nigerian partners as we look forward to working together in this exciting phase of our development,"
Austin Avuru, Seplat Chief Executive Officer.
Eland was advised by Peel Hunt, Stifel, Evercore, Mayer Brown, Streamsowers & Köhn, Stronachs, and Camarco. Seplat Petroleum was advised by Investec, Citigroup, Olaniwun Ajayi, White & Case, Ashurst, and FTI Consulting.
Columna Capital, an investment firm, completed the acquisition of Ardentis, the group of dental clinics in western Switzerland. Financial terms were not disclosed.
"With its experience in developing leading businesses in the healthcare sector, Columna will actively support the founders in the next phase of growth of the Ardentis Group. Columna is committed to building on the strong dentist and patient-centric culture established by the Ardentis founders in the future," Columna Capital.
Ardentis was advised by GCA Altium and Lenz & Staehelin. Columna Capital was advised by Deloitte, Ernst & Young, Niederer Kraft & Frey, and Deloitte.
Mayfair Equity Partners, an investment firm, agreed to acquire Nasstar, an application service provider supplying software over the Internet, for £79m ($104m), representing a 15% premium to the company's last closing price.
"Nasstar has performed well since the Reverse Takeover, and I would like to reiterate the Board's appreciation of the effort of the management team and all Nasstar employees in this time. The Board believes this is a compelling offer for Nasstar Shareholders, at a significant premium for those who invested at the point of the Reverse Takeover, and at a fair valuation. We believe the acquisition is in the best interests of all our stakeholders, and unanimously recommend that shareholders vote in favor of the resolutions relating to the Acquisition," Nick Bate, Nasstar Chairman.
Mayfair is advised by Investec, CMS, and Smithfield. Nasstar is advised by finnCap, Oakley Advisory, and Marriott Harrison.
Ardian offered to acquire Audiotonix, a UK-based manufacturer and distributor of audio consoles, from Astorg Partners for c. £1bn ($1.33bn).
“This is an outstanding opportunity to partner with Ardian to enable further growth, and it represents a significant step in the future development of Audiotonix. Ardian’s financial support and advice, combined with Astorg’s, who are also remaining as an investor for this next phase, will help expand our brands and product portfolio even further,” James Gordon, Audiotonix CEO.
Astorg is advised by Latham & Watkins.
Cathay Capital-backed Finance Active, a SaaS solutions company for debt management and financial risk management, and Lucht Probst Associates, which designs and develops enterprise software, agreed to acquire Verifino, a German IT company specialized in software dedicated to the financial markets. Financial terms were not disclosed.
"We are delighted to partner with LPA for the development of Verifino. It is a great strategic opportunity for expanding our European markets and for strengthening our presence in financial institutions. Finance Active and LPA teams will be able to combine their assets and offer our customers more performant solutions and data management," Jacques Descourtieux and Patrice Chatard, Finance Active Co-CEOs.
Cathay Capital is advised by Citigate Dewe Rogerson.
Summit Partners, a global alternative investment firm, agreed to invest $90m in Odoo, an all-in-one business software provider.
“In our experience, traditional ERP is expensive and frequently fails to adapt to the unique needs of dynamic businesses. With its flexible suite of applications and a relentless focus on product, we believe Odoo is ideally positioned to capture this large and compelling market opportunity,” Antony Clavel, Summit Partners Principal, Odoo Member of the Board.
Odoo is advised by Lazard.
HIG Capital, private equity and alternative assets investment firm, agreed to acquire Lagardère Sports, a sport and entertainment agency, from Lagardère Group, the Paris-based media conglomerate, for c. €110m ($122m).
The planned disposal will be submitted to the relevant employee representative bodies and is subject to clearance from the competition authorities.
Benettons ready to sell a 49% stake in Rome airport group.
The Benetton family’s holding company Edizione is ready to sell a stake of up to 49% in Rome airport operator Aeroporti di Roma as part of a strategic overhaul of infrastructure group Atlantia, Reuters reported. ADR could be worth some $5.5bn.
The planned sale comes amid a shake-up at Atlantia, in which the Benetton family is the largest shareholder, following last year’s deadly collapse of a bridge in Genoa operated by the group’s tollway unit Autostrade per l’Italia.
JAB to combine and list Peet’s and Douwe Egberts in $3.3bn coffee IPO. (FS)
Investment company JAB will merge Jacobs Douwe Egberts Group, the world’s second-largest coffee roaster by volume after Nestlé, and Peet’s Coffee, a premium retail US coffee brand, into a single entity to prepare for the listing. If the float takes place, JDE Peet’s will be the largest publicly traded coffee company with roughly $7.6bn in annual sales. It will be run by Peet’s chief executive Casey Keller, FT reported.
The main reason for the IPO was to allow an exit for investors that backed JAB as it embarked on a deal spree costing more than $50bn across the consumer sector in recent years. To fuel its expansion, JAB raised about $13.1bn since 2012 from university endowments, sovereign wealth funds, and rich families, with coffee acquisitions the main focus.
National Commercial Bank drops the idea to create $200bn lender.
Saudi Arabia’s biggest lender National Commercial Bank scrapped plans to create a $200bn bank, with differences over valuation potentially contributing to the collapse of year-long talks.
National Commercial Bank ended talks with smaller competitor Riyad Bank, according to regulatory filings, which didn’t provide further details. The two sides couldn’t agree on a valuation, Bloomberg reported.
APAC
Independence Group, an Australian nickel miner, extended the closing date of its takeover offer for Panoramic Resources, stating it required more time to assess its position due to breaches of offer conditions. The proposal is now set to close on January 17, 2020, instead of December 23, Reuters reported.
Earlier this month, Panoramic rejected a $212m all-stock bid by Independence and went ahead with a capital raise, breaching an offer condition.
Panoramic is advised by KPMG and Fivemark Partners. Independence Group is advised by Citigroup, Herbert Smith Freehills, and Citadel Magnus.
Hyundai Heavy Industries' $1.8bn merger with rival Daewoo could inflate prices, EU antitrust regulators warned, as they opened a full-scale investigation. The merged company would have a 21% market share, Reuters reported.
"Cargo shipbuilding is an important industry for the European Union. This is why we will carefully assess whether the proposed transaction would negatively affect competition in the construction of cargo ships, to the detriment of European consumers," Margrethe Vestager, European Commission Vice President.
Northern Star, a manufacturer of precious metals, agreed to acquire a 50% stake in KCGM, a manager of assets and operations of joint venture mining partners of gold ores, from Newmont for $800m. The transaction is expected to close in early January following receipt of ministerial consent required under KCGM's crown leases.
"Australia remains a core operating region for Newmont, and the sale of KCGM allows us to focus on investing in profitable growth and long-term value creation at our top-tier Tanami and Boddington complexes, in addition to our active exploration campaigns across the region," Tom Palmer, Northern Star President, and Chief Executive Officer.
Denham Capital-backed Nexif Energy, a Southeast Asian independent power producer headquartered in Singapore, agreed to acquire a 94% stake in Song Giang Hydropower, which owns two run-of-river hydropower projects. Financial terms were not disclosed.
“Nexif Energy welcomes the opportunity to develop this project and contribute to Vietnam’s rapidly growing renewable energy sector. This is an important step forward in achieving Nexif Energy’s objective of establishing itself as a leading power generation developer and investor in Asia and Australia. We look forward to acquiring and developing more projects in Vietnam and rest of our target markets,” Matthew Bartley, Nexif Energy Founder, and Co-Chief Executive Officer.
Macquarie Group considers buying Daesung Industrial Gases. (FS)
A private equity arm of Macquarie Group is likely to sign a $2.12bn deal to buy Daesung Industrial Gases from Asian private equity firm MBK Partners later this week, Reuters reported.
Daesung is South Korea’s most significant industrial gas supplier by revenue, reporting $473m in consolidated sales and $78 in consolidated operating profit in 2018, up 5% and 27% respectively from the previous year.
Fujifilm considers buying Hitachi's medical equipment business.
Fujifilm Holdings said it is considering buying Hitachi's diagnostic imaging business, as the Japanese photocopier and camera manufacturer aims to build up its medical business.
Fujifilm has been expanding into healthcare, having recently bought a drugmaking business from US-based Biogen and two biotechnology units from compatriot JXTG Holdings, as growth at its legacy photocopy business stagnates. The value of the deal would be around $1.56bn, Reuters reported.
Allianz Real Estate appoints Danny Phuan as head of acquisitions in APAC. (People)
Allianz Real Estate, the realty investment arm of German insurer Allianz, appointed Danny Phuan as the Asia-Pacific head of acquisitions.
In his new role, Phuan will be responsible for strengthening the firm’s presence and sprucing up acquisitions in the Asia-Pacific region. He will be based out of Singapore and report to Asia-Pacific CEO Rushabh Desai.
“The addition of Danny to our leadership team in Asia-Pacific comes at an opportune time as we continue to further our business expansion plans in this region,” Rushabh Desai, Allianz Real Estate Asia-Pacific CEO.
Chengdu Jiaozi Financial to raise $1.14bn for investments in Chengdu. (FS)
A fund management affiliate of Chinese state-owned Chengdu Jiaozi Financial Holding Group entered into agreements to launch 11 sub-funds, targeting to raise about $1.14bn in total for industries underscored by the local authorities in southwestern China’s Chengdu city.
Ping An Capital raised $786m for the second consumer tech fund. (FS)
Ping An Capital, an investment platform of China’s Ping An Insurance, collected over $786m for its second consumer technology fund. The fund secured capital commitments from China’s largest bank ICBC, insurance firm PKU Founder Life, and China Everbright’s CEL Fund-of-Fund.
The second consumer technology fund, established in June 2018, has already invested more than $457m, or nearly 58% of its total corpus, in seven companies as of December 2019.
Alpha JWC Ventures raised $123m for its second fund. (FS)
Jakarta-based venture capital firm Alpha JWC Ventures closed its second early-stage fund at $123m after securing commitments from investors in Southeast Asia, Korea, China, Japan and Europe.
The fundraising marks a record for an Indonesia-focused early-stage venture capital fund. Alpha JWC was seeking to raise $100m for the second fund, which was launched in 2018.
“With the new fund, we can be more active and cover more sectors and regions than before. However, we do notice that the digital economy’s landscape, trend, and behavior have been changing, especially in the past year. Hence, we have to be optimistic and active, yet cautious,” Chandra Tjan, Alpha JWC Ventures co-founder and managing partner.
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