AMERICAS
HollyFrontier, an independent petroleum refiner, completed the acquisition of the branded marketing business, renewable diesel business, and two refiners from Sinclair, a holding company, for $1.8bn, and Holly Energy Partners, a petroleum company, completed the acquisition of the integrated crude and refined products pipelines and terminal assets from Sinclair for $758m.
“HollyFrontier was formed through a transformational merger that facilitated a decade of significant stockholder returns along with growth and diversification into lubricants and renewables. We believe these transactions with Sinclair represent a similar inflection point, marking the beginning of our next chapter as HF Sinclair. With this accretive transaction, we are adding an integrated marketing business with an iconic brand while building on the strength of our expanded refining network, increasing our scale and accelerating the growth of our renewables business. Together, with Sinclair and the dedicated employees who make it successful, we will be positioned to further build this business, capture synergies, and generate cash that will facilitate both capital return to stockholders and further investment in the business,” Mike Jennings, HollyFrontier and HEP CEO.
HollyFrontier was advised by Citigroup, Morgan Lewis & Bockius, Wachtell Lipton Rosen & Katz and Joele Frank. Citigroup was advised by White & Case. Sinclair was advised by Tudor Pickering Holt, Vinson & Elkins and Joele Frank. HEP was advised by Bank of America, Bracewell, Morris Nichols and Wachtell Lipton Rosen & Katz.
New Mountain Capital, a growth-oriented investment firm, and Endicott Capital, an investment fund, completed the acquisition of the 3E compliance solutions business of Verisk, a global data analytics provider, for $950m.
"The sale of 3E marks an important step in Verisk’s ongoing comprehensive portfolio review to best position Verisk for continued solid growth. These efforts are consistent with our focus on identifying the most value creating opportunities available to the company and our shareholders, and ensuring we generate strong returns on our invested capital. Today’s announcement represents a great outcome for Verisk, our shareholders and the talented 3E team," Scott Stephenson, Verisk Chairman, President and CEO.
Verisk was advised by Bank of America, Davis Polk & Wardwell and Joele Frank. New Mountain was advised by Evercore, Simpson Thacher & Bartlett and Abernathy MacGregor Group. Endicott was advised by Foley Hoag and Marketing Matters.
Waterous Energy Fund-backed Strathcona Resources, an oil and gas producer, completed the acquisition of Caltex Resources, an exploration and production company, and Tucker thermal oil property.
“Caltex and Tucker fit perfectly within Strathcona’s core areas and enhance Strathcona’s free cash flow generation. We believe that Strathcona has become a unique oil and gas company with a concentrated portfolio of low-cost oil and gas assets, integrated operations, a long reserve life index, a deep inventory of organic growth opportunities, and the ability to pay dividends to shareholders over the long-term,” Adam Waterous, Waterous Energy Fund CEO.
Waterous Energy Fund was advised by ATB Capital, BMO Capital Markets, CIBC World Markets, RBC Capital Markets, TD Securities, Blake Cassels & Graydon, Stikeman Elliott and Prosek Partners.
Rio Tinto, a metals and mining corporation, agreed to acquire the remaining 49% stake in Turquoise Hill, a mineral exploration and development company, for $2.7bn.
“Rio Tinto strongly believes in the long-term success of Oyu Tolgoi and Mongolia, and delivering for all stakeholders over the long-term. That is why we want to increase our interest in Oyu Tolgoi, simplify the ownership structure, and further strengthen Rio Tinto’s copper portfolio. We believe the terms of proposal are compelling for Turquoise Hill shareholders. The Proposed Transaction would enable Rio Tinto to work directly with the Government of Mongolia to move the Oyu Tolgoi project forward with a simpler and more efficient ownership and governance structure. With our relationship reset and the underground operations commenced, this transaction demonstrates our clear and unequivocal long-term commitment to Mongolia,” Jakob Stausholm, Rio Tinto CEO.
Rio Tinto is advised by Credit Suisse, RBC Capital Markets, Rothschild & Co, McCarthy Tetrault and Sullivan & Cromwell.
Icahn Enterprises announces increase in tender offer price for Southwest Gas.
Icahn Enterprises, an American conglomerate, announced an increase in the purchase price to be paid in its cash tender offer of Southwest Gas Holdings, a utility company primarily engaged in the purchasing, distributing, and transporting of natural gas, to $82.5 per share.
The offer price of $82.5 per share represents a premium of 10% over the previous offer price of $75 per share and a premium of 27% over the closing price of $64.92 of the shares on october 13, 2021.
Southwest’s board unanimously rejected Icahn’s previous offer, arguing in November it undervalues the company and isn’t in the best interest of shareholders.
Southwest Gas is advised by Lazard, Cravath Swaine & Moore, Morrison & Foerster and Joele Frank. Icahn Enterprises is advised by Harkins Kovler.
TA Associates, a private equity firm, completed the acquisition of Stonewall Kitchen, a provider of branded specialty food and home good products, from Audax Private Equity, alternative investment manager. Financial terms were not disclosed.
“As longtime fans of the Stonewall Kitchen brand and its delicious products, we’re excited to invest in the company’s journey and partner with John and the entire management team. The culture and business practices at Stonewall Kitchen align closely with TA’s own philosophy and values, and we believe that we can transform the company together into an even more substantial enterprise,” Bill Christ, TA Associates Managing Director.
Audax was advised by Harris Williams & Co, Robert W Baird, Fredrikson & Byron, Kirkland & Ellis and Sard Verbinnen & Co.
Williams, an American energy company, agreed to acquire Haynesville gathering and processing assets of Quantum Energy-backed Trace Midstream, a provider of midstream energy services, for $950m.
“Williams continues to increase scale and connectivity in the best and most efficient natural gas basins, and these transactions with Trace, Rockcliff and Quantum represent an important extension of our natural gas-focused strategy. We are excited for the opportunity to help Rockcliff continue their success and connect them to growing markets with Quantum as our new partner in LEG. Importantly, this is going to be the flagship of our low carbon wellhead to water venture, proving up what an important role natural gas can play in reducing emissions, lowering costs and providing secure reliable energy here and around the world," Alan Armstrong, Williams President and CEO.
Williams is advised by RBC Capital Markets and Davis Polk & Wardwell. Trace Midstream is advised by Citigroup and Vinson & Elkins.
ACS Solutions-backed Vega Consulting, a recruitment-oriented IT consulting firm, agreed to acquire Volt Information Sciences, a provider of staffing services, for $133m.
“We're pleased to announce the plan to acquire Volt, and look forward to welcoming their talented teams to our family of companies. This transaction will diversify our business mix by adding a sizable commercial staffing and MSP business to our staffing services portfolio, further expanding our suite of services and offerings,” Raj Sardana, ACS Solutions CEO.
Volt is advised by Foros, Milbank and Three Part Advisors. Vega is advised by Kilpatrick Townsend.
Sixth Street completed the investment in Audax-backed Emplifi at a $1bn valuation. (FS)
Sixth Street, a global investment firm, completed the investment in Audax-backed Emplifi, a provider of customer relationship management, with participation from LionTree, at a $1bn valuation.
"Emplifi is taking on an industry opportunity that is fueled by major shifts in consumer behaviors as customers turn to more social and digital means to connect, communicate and transact," Iveshu Bhatia, Audax Managing Director.
Sixth Street was advised by Cleary Gottlieb Steen & Hamilton. Emplifi was advised by LionTree Advisors and Ropes & Gray.
One Equity Partners, a middle market private equity firm, agreed to acquire PGW Auto Glass, a distributor of aftermarket glass to the North American automotive sector, from LKQ, a provider of alternative and specialty parts to repair and accessorize automobiles and other vehicles. Financial terms were not disclosed.
“This divestiture reinforces our ongoing commitment to review our portfolio of businesses, rationalize our asset base, and divest non-core businesses. We are confident that the PGW management team, in partnership with OEP, will continue to deliver great outcomes for PGW’s customers. We wish them both continued success in the future," Dominick Zarcone, LKQ President and CEO.
LKQ is advised by Bank of America.
Centerbridge Partners and WOJO Capital-backed Recreational Realty, an owner, operator and developer of specialized recreational vehicle and marine storage facilities, agreed to acquire eight recreational storage facilities. Financial terms are not disclosed.
"As the 'work from anywhere' lifestyle continues to flourish and more households take advantage of the freedom to explore recreational hobbies, we are focused on bringing professionally managed, high-quality storage options that simply didn't exist at this level before. Houston is one of the country's leading vacation and recreational destinations, and we are excited to grow our footprint around and support the customers in the region. The addition of these high-quality storage facilities will allow outdoor enthusiasts to relax and enjoy their 'toys' without the headache of managing storage needs," Gary Wojtaszek, Recreational Realty Founder and CEO.
Recreational Realty is advised by Joele Frank.
TransDigm, a manufacturer of aircraft components, agreed to acquire DART Aerospace, a provider of highly engineered, unique helicopter mission equipment solutions, from Greenbriar Equity, a private equity firm, and First Aviation Services, a provider of component repair and overhaul, for $360m.
"We are excited about the acquisition of DART Aerospace. DART is an industry leader in helicopter mission equipment and its unique helicopter solutions fit well with our proprietary and aftermarket-focused value generation strategy. The Company has established positions on a diverse range of new and existing rotary-wing platforms, strong aftermarket content and an outstanding reputation with its customers. As with all TransDigm acquisitions, we expect the DART acquisition to create equity value in-line with our long-term private equity-like return objectives," Kevin Stein, TransDigm President and CEO.
Alphawave, a provider of high-speed connectivity services, agreed to acquire OpenFive business unit from SiFive, a developer of customized and open-source-enabled semiconductors, for $210m.
"This acquisition is important for Alphawave, but also for our industry, as we will now be the leading pure-play provider of connectivity solutions in the world in whatever form-factor our customers need it – as silicon IP or in custom silicon solutions like chiplets. As we look to the future, we expect to develop and acquire additional capabilities to further expand and accelerate our leadership in connectivity. In our core business, the first quarter of 2022 is very strong and the outlook for 2022 is also strong. We expect this transaction to meaningfully impact revenues in H2 2022, pending regulatory approval of the transaction," Tony Pialis, Alphawave President and CEO.
Braemar Hotels & Resorts, a real estate investment trust, completed the acquisition of Dorado Beach, a Ritz-Carlton Reserve in Dorado, for $187m.
"The acquisition of Dorado Beach, a Ritz-Carlton Reserve is an opportunity for us to acquire one of the most iconic luxury assets in the Americas. As the first Ritz-Carlton Reserve in the Americas and one of only five Ritz-Carlton Reserve properties worldwide, this unique property fits perfectly with our strategy of owning high RevPAR luxury hotels and resorts and further diversifies our portfolio," Richard J. Stockton, Braemar President and CEO.
Rogers to begin seeking Shaw wireless assets buyers.
Rogers Communications, a Canadian communications and media company, opened a data room and begun talks with potential buyers of the wireless assets of Shaw Communications, a Canadian telecommunications company which provides telephone, Internet, television, and mobile services. The company tries to get regulatory approval for a $21bn takeover, Bloomberg reported.
Rogers may need to sell all or part of Shaw’s wireless business to get regulators to give their blessing for the acquisition of Shaw. The companies want to close the deal by June 30.
KKR closes a $17bn Global Infrastructure Fund. (FS)
KKR, a global investment firm, announced the final closing of KKR Global Infrastructure Investors IV, a $17bn fund focused on pursuing global infrastructure investment opportunities with an emphasis on investments in OECD countries in North America and Western Europe.
"Global demand for building and upgrading critical infrastructure, as well as supporting responsible energy transition and growing broadband access, requires funding far in excess of public sources, which provides a big opportunity for private capital," Brandon Freiman, KKR Head of North American Infrastructure.
EMEA
Visa completed the acquisition of Tink, a European open banking platform, from PayPal, a technology platform company, for $2.1bn.
“Visa is committed to doing all we can to foster innovation and empower consumers in support of Europe’s open banking goals. By bringing together Visa’s network of networks and Tink’s open banking capabilities we will deliver increased value to European consumers and businesses with tools to make their financial lives more simple, reliable and secure," Al Kelly, Visa CEO and Chairman.
Tink was advised by Qatalyst Partners, Cuatrecasas Goncalves Pereira, Gianni Origoni Grippo Cappelli & Partners and White & Case. Visa was advised by Goldman Sachs, Skadden Arps Slate Meagher & Flom and Finsbury Glover Hering. PayPal was advised by Allen & Overy.
Telecom Italia, a telecommunication company, said it's pushing ahead with an in-house plan to spin off its landline assets even as it pledged to hear out KKR on a preliminary offer to buy the troubled phone carrier, Bloomberg reported.
The company's board said in a statement that it remains committed to its own asset reorganization plan, which hinges on an eventual merger with smaller state-backed rival Open Fiber. The Italian company offers "untapped value" that needs to be considered before evaluating options other than its own management plan.
Still, Telecom Italia said its board voted unanimously to allow Pietro Labriola and Salvatore Rossi, CEO and Chairman, to proceed further in discussions with private equity giant KKR. That decision comes in the wake of pressure from some of the Italian company's independent directors to move ahead with KKR.
KKR is advised by JP Morgan and Morgan Stanley. Debt financing is provided by Citigroup and JP Morgan. Telecom Italia is advised by Goldman Sachs, LionTree Advisors, Mediobanca and Vitale & Co.
CGI, an independent IT and business consulting services firm, agreed to acquire a 70.6% stake in Umanis, a digital company specializing in data, digital and business solutions, for $239m.
“The combination of CGI’s operations and those of Umanis will further deepen our presence and positioning across Western and Southern Europe. This transaction is consistent with the metro market merger element of our Build and Buy strategy for delivering profitable inorganic growth, while acting as a catalyst for future organic growth,” George Schindler, CGI President and CEO.
CGI is advised by Societe Generale and Bredin Prat. Umanis is advised by Credit Agricole and Darrois Villey Maillot Brochier.
The Office Group, an office owner, agreed to merge with Fora, a flexible workspace provider. Financial terms are not disclosed.
“We have seen a clear and growing need from corporates for better quality environments, with great amenities, beautiful design and that are easily accessible. The combination of our businesses would ensure that we are best placed to meet this growth opportunity in both the UK and Europe, offering existing and potential members even greater choice,” Olly Olsen, Office Group Co-Founder.
The Office Group is advised by Rothschild & Co and Powerscourt.
Investment firms Speedinvest, Left Lane Capital and thelatest.ventures led a $105m Series A2 funding round in Moove, a provider of revenue-based vehicle financing services, with participation from AfricInvest, MUFG Innovation Partners, Latitude and Kreos Capital.
"At Moove, we have enabled over 3m trips in Moove-financed vehicles across Africa, launched in six cities and connected thousands of mobility entrepreneurs to marketplaces. But there are still millions of budding entrepreneurs who have limited or no access to vehicle financing. We're delighted to have the support of leading investors across the globe who will be integral in enabling us to take our Nigerian-born model to the world," Ladi Delano, Moove Co-Founder and Co-CEO.
Moove was advised by Burlington PR.
Kering Eyewear, a manufacturer and seller of luxury eye wear, agreed to acquire Maui Jim, a sunglasses brand. Financial terms were not disclosed.
“Maui Jim has a unique positioning in the market, with very high-end and technically innovative sunglasses that are beloved by its clientele, and we are delighted that the brand is joining Kering Eyewear’s exceptional portfolio. We see strong potential globally for Maui Jim, which will benefit from our expertise and worldwide network to extend its geographical footprint and build on its core values to attract new consumers. This second key acquisition is also a major step for Kering Eyewear, which has now become unparalleled in its market segment, further validating the strategy that laid behind its creation by Kering in 2014," Roberto Vedovotto, Kering Eyewear President and CEO.
Kering is advised by Sullivan & Cromwell.
Sixth Street, a global investment firm, agreed to acquire a 49% stake in Enipower, a producer of electricity in Italy, from Eni, an integrated energy company. Financial terms were not disclosed.
“The deal is part of Eni's strategy to enhance our assets and free up new resources for the energy transition. We are pleased to establish this long-term partnership with Sixth Street, an internationally recognized institutional investor specialized in infrastructure investments," Francesco Gattei, Eni CFO.
Eni is advised by JP Morgan.
Pancreta Bank, an operator of a cooperative bank in Greece, agreed to acquire Greek operations of HSBC, a bank. Financial terms were not disclosed.
All staff members employed by HSBC Greece at completion of the potential transaction would transfer to Pancreta Bank as part of the sale. Completion of the potential transaction would be subject to regulatory approval and the potential transaction would be expected to complete in the first half of 2023.
MFE weighs bid for Spain unit.
MFE-MediaForEurope, previously known as Mediaset, a commercial broadcaster controlled by Silvio Berlusconi, considers a new bid to acquire full control Mediaset Espana Comunicacion, a Spanish media company, Bloomberg reported.
MFE is in talks to buy the more than 40% it doesn't already own and then delist the Spanish unit. The company with Italian roots may pursue a transaction as early as the coming weeks.
Standard Bank in talks with ICBC about exiting joint venture.
Standard Bank, a major South African bank and financial services group, is in talks with Industrial and Commercial Bank of China, a Chinese multinational bank, to exit the UK-based joint venture.
ICBC Standard Bank, a joint venture, was created in 2015, when Standard Bank company sold a 60% stake of its London-based Global Markets business to the Chinese company.
Al-Dawaa surges in trading debut.
Al-Dawaa Medical Services, a Saudi Arabia's pharmaceutical retailer, jumped on its trading debut in Riyadh after a $500m IPO.
The shares surged 18% to $22.93. The company had sold shares at $19.44, pricing it at the top end of a range after attracting more than $25bn in bids ahead of its retail offering.
Ford plans a giant EV battery plant in Turkey.
Ford, an American multinational automobile manufacturer, and Koc Holding, an industrial conglomerate, will join forces to build one of the world's largest battery plants by 2025, Bloomberg reported.
Koc Holding signed an initial accord to be part of the joint venture between Ford and SK Innovation, an intermediate holding company of SK Group engaged in petroleum, to make electric car batteries.
APAC
FinAccel, the parent of Kredivo, an AI-enabled digital consumer credit platform, and VPC Impact Acquisition Holdings II, a SPAC, agreed to terminate a $2.5bn deal.
“Unfavorable public market conditions and process delays outside of our and Kredivo’s control have affected our transaction timeline and made it infeasible to close the transaction,” Gordon Watson, VPCB Co-CEO and VPC Partner.
IGO, an Australian nickel and lithium miner, said its $701m takeover of Western Areas, a nickel-focused, base metal miner, would be delayed due to the recent volatility in nickel prices after Russia's invasion of Ukraine.
Shares of IGO slid as much as 7.5% after the company said it would now close the deal by May or June, compared with its earlier expectation of early May, Reuters reported.
IGO acknowledged the short-term volatility in the LME nickel market and price, but said its valuation of Western Areas and long-term view of the nickel market fundamentals were unchanged.
IGO is advised by Macquarie Group, Herbert Smith Freehills and Citadel Magnus. Western Areas is advised by Goldman Sachs, Rothschild & Co, Ashurst and FTI Consulting.
CapVest Partners, a private equity firm, agreed to acquire Virtus Health, an Australian healthcare firm, for $514m.
"The strong contest for control of Virtus and the certain and superior value placed on Virtus by CapVest is a testament to Virtus’ market leading position and the benefits of the Precision FertilityTM strategy which will harness technology and data to improve pregnancy outcomes as well as improve clinician and patients’ experience. It is also a strong endorsement of all Virtus staff and fertility specialists who continue to work extremely hard to help more people become parents. Support from CapVest will provide a strong foundation for Virtus and its fertility specialists to further develop their practices and accelerate the national and international growth of Virtus," Kate Munnings, Virtus Managing Director & CEO.
CapVest Partners is advised by Ashurst. Virtus is advised by Jefferies & Company, Gilbert + Tobin and Citadel Magnus.
ARCH Venture, an early stage venture capital, led a $167m Series C funding round in Nutcracker Therapeutics, a biotech company developing RNA therapeutics using its proprietary biochip-based manufacturing platform.
“With this significant milestone and the support of our top-flight investors and partners, we are well-positioned to begin the next phase of Nutcracker’s evolution: accelerating RNA therapeutics development within the company and beyond using our unique ‘GMP-in-a-box’ platform, and meet the rising demand for RNA therapies and their efficient, scalable manufacturing," Igor Khandros, Nutcracker Therapeutics Co-Founder and CEO.
Nutcracker Therapeutics was advised by HDMZ.
JD.com, an online direct sales company, agreed to acquire a 66.5% stake in Deppon Logistics, a logistics providing company, for $1.42bn.
"The transaction is subject to a staggered acquisition arrangement and certain customary closing conditions, including relevant regulatory approvals," JD.com.
Apis-backed Giift, a developer of a loyalty marketplace, agreed to acquire a majority stake in Xoxoday, a developer of business software products intended to simplify rewards, payouts and recognition across the value chain. Financial terms were not disclosed.
"Xoxoday is a unique and powerful loyalty platform for employee, sales, and consumer rewards. Our partnership with Xoxoday will enable Giift to offer the most comprehensive engagement and loyalty solution available on the market and represents a big step forward in our mission to create the global standard for the loyalty industry," Laurent Xatart, Giift Co-Founder and CEO.
Dai Nippon Printing, a printing company, Uniadex, an ICT infrastructure service provider, and Global Mobility Service, a fintech services provider, formed 3Q DASH TECHNOLOX, a logistics and delivery matching service provider. Financial terms were not disclosed.
3Q DASH TECHNOLOX is established to provide a logistics and delivery matching service targeting last mile logistics and anticipate of further expansion in logistics demand and continuous growth going forward amid the Covid-19 pandemic.
Ampol sells Gull NZ to Z Energy.
Ampol, a fuel supplier, will sell its Gull, a New Zealand-based petroleum distribution business, to ease competition concerns as it awaits its $1.34bn purchase of Z Energy, Reuters reported.
Last year, Gull New Zealand had about 7% market share by fuel volume, significantly lower than Z Energy's 40% share.
SoftBank is a seller of $1bn block-trade in Coupang shares. (FS)
SoftBank Vision Fund, a venture capital fund, has been the seller behind a $1bn block trade that resulted in a plunge of shares in Coupang, a South Korean e-commerce company.
SVF Investments, a blank check company, sold 50m Coupang shares for $20.87 per share, the second time in several months that it's divested shares in the company.
China's new wave of electric car battery companies are going public.
China's dominance of the sector is under serious challenge, while new EV battery capacity being added in Europe and the US, and a blockbuster listing for South Korea's LG Energy Solutions.
Automakers General Motors and Ford are building US battery facilities with partners from outside China, while Northvolt, a Swedish battery developer and manufacturer, is adding more plants and has secured $50bn of contracts from BMW and Volkswagen.
China will still account for about 2/3 of manufacturing capacity by the end of 2030, versus about 74% now, as a wave of currently smaller players complete ambitious expansions.
India plans LIC's IPO by May.
India plans to launch the IPO of LIC, an Indian statutory insurance and investment corporation, in mid-May, Bloomberg reported.
LIC's published embedded value will be valid for the IPO until May as per rules. A delay beyond that would mean LIC would have to re-calculate the embedded value.
CDPQ appoints Saurabh Agarwal as Managing Director for India. (FS, People)
Caisse de depot et placement du Quebec, an institutional investor that manages several public and para-public pension plans and insurance programs, appointed Saurabh Agarwal as Managing Director for India.
The company looks to invest more in India. Agarwal has been in charge of CDPQ's infrastructure activities in South Asia since 2017, and now replaces Anita M. George.
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