AMERICAS
Charles Schwab, a bank and stock brokerage firm, received regulatory approvals from Board of Governors of the Federal Reserve System in connection to its $26bn acquisition of TD Ameritrade, a broker that offers an electronic trading platform for the trade of financial assets.
As of September 30, 2020, the merger received green light from all required institutions, and parties plan to close the deal on October 6, 2020.
TD Ameritrade is advised by PJT Partners, Sandler O'Neill + Partners, Cravath Swaine & Moore, Shearman & Sterling and Wachtell Lipton Rosen & Katz. Charles Schwab is advised by Credit Suisse, Davis Polk & Wardwell and Finsbury Glover Hering. Credit Suisse is advised by Alston & Bird. TD Bank is advised by Simpson Thacher & Bartlett, JP Morgan, Sard Verbinnen & Co and TD Securities.
Johnson & Johnson, an American multinational corporation that develops medical devices, pharmaceutical, and consumer packaged goods, completed the acquisition of Momenta Pharmaceuticals, a biotechnology company, for c.$6.5bn. The agreement was unanimously approved by the Boards of Directors of both Momenta and Johnson & Johnson.
"We're delighted to welcome Momenta's talented team to the Janssen Pharmaceutical Companies of Johnson & Johnson and to begin our work together to further advance patient care in autoantibody-driven diseases. We anticipate multiple launches, many of which would be first-in-class indications in rare diseases and areas of significant unmet need," Jennifer Taubert, Johnson & Johnson Executive Vice President and Worldwide Chairman, Pharmaceuticals.
Momenta was advised by Centerview Partners, Goldman Sachs, Cravath Swaine & Moore, Latham & Watkins, Skadden Arps Slate Meagher & Flom and MacDougall. Johnson & Johnson was advised by American Stock Transfer & Trust.
The New York bankruptcy judge gave the green light to Atlas, a private investment & equity firm, for the acquisition of LSC Communications, an American multinational commercial printing company, after the latter agreed to set aside $7m to settle unsecured claims.
GTCR-backed Vyve Broadband, which offers an extensive range of broadband, fiber connectivity, cable television and voice services for commercial and residential customers, agreed to acquire a minority stake in Cable One, a cable company, for c.$574m.
“This strategic investment in MBI reflects a continuation of our commitment to provide rural America with reliable high-speed internet service. MBI has developed an excellent network in geographies complementary to our existing footprint and we are excited to share in its future growth. MBI’s operating model and local-first focus mirrors our own and we are pleased to partner with MBI,” Julie Laulis, Cable One President and CEO.
Cable One is advised by Truist Bank. Truist Bank is advised Locke Lord. GTCR is advised by Kirkland & Ellis. Vyve Broadband is advised by Credit Suisse and The Harbinger Group.
Morgan Stanley has received Federal Reserve approval for its acquisition of discount brokerage E*Trade Financial, the US central bank said in a statement. The Fed’s order allows the companies’ banking operations to merge. Morgan Stanley and E*TRADE expect to complete the transaction on October 2, 2020.
"We are pleased to have received approval from the Federal Reserve. Both our teams have worked tirelessly over the past six months to bring our organizations together, and we are excited about the benefits our combined firm will provide to our clients, employees and shareholders,” James P. Gorman, Morgan Stanley Chairman and Chief Executive Officer.
Morgan Stanley is advised by Davis Polk & Wardwell. E*TRADE is advised by JP Morgan and Skadden Arps Slate Meagher & Flom.
Mountain Crest Acquisition, a publicly-traded special purpose acquisition corporation, agreed to merge with Playboy, an American privately held global media and lifestyle company, in a $381m deal.
"We are taking this step into the public markets because the committed capital will enable us to accelerate our product development and go-to-market strategies and to more rapidly build our direct to consumer capabilities,” Ben Kohn, Playboy CEO.
Mountain Crest is advised by Craig-Hallum Capital Group and Loeb & Loeb. Playboy is advised by ROTH Capital Partners and Jones Day.
Ares-backed Aspida, an insurance firm, agreed to acquire F&G Reinsurance, a Bermuda-domiciled life & annuity reinsurer, from FGL Holdings, annuities and life insurance company. Financial terms were not disclosed.
"We are excited to announce this acquisition, which marks an important next step in executing upon Aspida's overall growth plans. We remain committed to leveraging the expansive capabilities across the Ares and AIS platforms to support Aspida's strategic objectives. With our market leading credit platform, we believe we are ideally suited to enable Aspida to consolidate market share in this strong growth sector," Michael Arougheti, Ares CEO and President.
Ares is advised by Lazard, DLA Piper and Brunswick Group. FGL is advised by Solebury Trout.
Twin River Worldwide, an owner and manager of nine casinos, agreed to acquire Jumer's Casino & Hotel, an owner and operator of hotels and casinos, from Delaware North, a gambling and racing operations company, for $120m.
"Even in the current operating environment amid Covid-19, we advance our disciplined portfolio diversification strategy as we continue to opportunistically expand our regional presence through accretive transactions. This acquisition further expands our geographic reach into yet another attractive market. It provides access to a growing gaming market in Illinois, with the potential to capitalize on potentially lucrative sports betting opportunities. We look forward to the opportunity to leverage our operational expertise and proven integration approach to drive incremental revenues and cash flow improvements," George Papanier, Twin River President and Chief Executive Officer.
Twin River is advised by Citizens Capital Markets, Bass Berry & Sims and Kekst CNC.
HPS Investment Partners-backed GFL Environmental, a North American diversified environmental services company, completed the acquisition of WCA Waste, which provides non-hazardous solid waste management services, for $1.2bn.
"We continue to deliver on our goal of pursuing strategic and accretive acquisitions to grow our business. The WCA transaction, which we have been working on for over a year, is another example of this commitment. The high quality, vertically integrated network of assets, together with our recently announced acquisition of certain divestiture assets resulting from the Waste Management and ADS transaction, will complement our existing footprint and provide us with the runway to further expand in the US through tuck-in acquisitions and providing our suite of environmental services solutions to new customers. We are excited to welcome almost 1.6k employees of WCA to the GFL family," Patrick Dovigi, GFL Founder and CEO.
GFL was advised by Latham & Watkins.
CrowdStrike, a provider of cloud-delivered endpoint and cloud workload protection, completed the acquisition of Preempt Security, an American technology company, for c.$96m.
“Combining workload security with identity protection is foundational to establishing true Zero Trust environments. The addition of Preempt Security will expand CrowdStrike’s Zero Trust capabilities and incorporate critical identity behavior data and analysis to help customers fortify their defenses and prevent identity-based attacks and insider threats,” George Kurtz, CrowdStrike Co-founder and CEO.
Preempt Security was advised by Davis Polk & Wardwell.
The Shyft Group, the North American company in specialty vehicle manufacturing and assembly, completed the acquisition of F3 MFG, an aluminum truck body and accessory manufacturer. Financial terms were not disclosed.
“The F3 team has created tremendous momentum in a short amount of time, emphasizing innovation as a key element in its growth strategy and filling market gaps in the interest of meeting customer needs. We thank the management team for their efforts and welcome the full organization to The Shyft Group family. This acquisition dovetails nicely with last year’s Royal Truck Body acquisition, and will provide our expanded national network of dealers, fleet managers, owners and operators the choice of two industry-leading brands and highly complementary product sets, wherever they do business,” Daryl Adams, The Shyft Group President and Chief Executive Officer.
The Shyft Group was advised by Lambert & Co.
Steven Mnuchin, US Treasury Secretary, said if Oracle does not find a way to comply with national safety conditions with its acquisition of TikTok, the app will be ceased to exist. The demand includes holding code in the US.
"All of the code will have to be in the United States. Oracle will be responsible for rebuilding the code, sanitizing the code, making sure it's safe in their cloud, and... it'll satisfy all of our requirements," Steven Mnuchin.
Leviton, an American manufacturer of electrical wiring equipment, completed the acquisition of Berk-Tek, a US manufacturer of fiber-optic and copper network cabling, from Nexans, a France-based company engaged in the cable industry, for $202m.
"Berk-Tek is a highly respected North American cabling company with exceptional manufacturing and product development capabilities. By adding Berk-Tek to the Leviton family, we provide truly end-to-end system solutions to our customers, with full integration across engineering, manufacturing and network expertise," Daryoush Larizadeh, Leviton President and Chief Operating Officer.
Ontellus, the US nationwide full-service procurer of medical, billing, employment record, completed the acquisition of INTERTEL and MasterTrace, two medical records canvassing companies. Financial terms were not disclosed.
"Medical canvassing is a crucial capability in the adjudication of insurance claims. Having a digital platform that allows insurers to seamlessly move from canvassing to procuring records electronically will enable Ontellus to further expedite the retrieval services that we provide our clients with today," Darren Klauser, Ontellus CEO.
Tritium Partners-backed Vacation Innovations, a provider of travel-related products, software and services, agreed to acquire Holiday Systems International, which offers tour operating services. Financial terms were not disclosed.
"I'm incredibly proud of all HSI has accomplished but also realize the brand is capable of much more with the right partner. I have been presented with numerous opportunities over the years, but Vacation Innovations is the right company at the right time. Their expertise in sales and marketing, diverse suite of products and services, and commitment to adding value across its brands make this the right fit. I'm confident that Vacation Innovations will grow HSI with passion," Craig Morganson, HSI Founder.
Market technology investors Tiger Global Management, Lone Pine Capital, Constellation Asset Management, Endeavor Catalyst and SoftBank Group led a $225m Series D round in VTEX, a cloud-based eCommerce platform that offers online retailers a centralized platform.
“The pandemic is challenging brands in unprecedented ways, and this funding will help us bring our collaborative commerce platform to more brands so they can achieve rapid time-to-revenue despite the challenges they face now and in the future. It’s exciting to see both B2B and B2C sellers across the globe finding success with collaborative commerce in ways they didn’t think possible,” Amit Shah, VTEX Chief Strategy Officer and US General Manager.
NextEra Energy CEO rules out hostile M&A after bid Duke Energy.
James Robo, NextEra Energy's Chief Executive, said that a US power utility would not embark on a hostile takeover, a day after reports surfaced it had made an approach to Duke Energy in what would be the sector's biggest-ever acquisition.
Duke Energy, which has a market capitalization of $65bn, has rebuffed NextEra’s acquisition interest, Reuters reported.
Covis Pharma nears the deal to acquire Amag Pharmaceutical. (FS)
Apollo-backed Covis Pharma, a speciality pharmaceutical company, nears the deal to acquire Amag Pharmaceutical, an American pharmaceutical company developing products that treat iron deficiency anemia in adult patients.
Covis Pharma could announce an agreement within days, Bloomberg reported. Talks are ongoing and the deal could still fall apart.
In-Shape Health Clubs explores options to ease debt.
In-Shape Health Clubs, a California fitness chain, is exploring strategic options including a debt restructuring, raising capital or a potential sale as the Covid-19 pandemic continues to wreak havoc on gym operators, Bloomberg reported.
The company, which laid off the majority of its employees in March, is working with an adviser as it considers alternatives after the coronavirus caused it to shut more than 60 locations.
Silversmith closes Fund III at $880m hard cap. (FS)
Silversmith Capital Partners, a growth equity investment firm, has made a final close of its third fund, Silversmith Capital Partners III, at its target and hard cap of $880m.
“We are thankful for the continued support of our existing limited partners, especially in light of the current challenges we are all facing, and are excited to add a select group of new investors. We are proud of the firm we are building, based on the foundation of a team driven by the same set of core values. As we look forward, our strategy remains unchanged — to partner with exceptional entrepreneurs as they scale great products into great companies,” Lori Whelan, Silversmith Capital Partners Managing Partner.
Silversmith was advised by Monument Group and Proskauer Rose.
Avanti Acquisition announces the launch of a $500m IPO.
Avanti Acquisition, a blank check company, announced the commencement of its initial public offering of 50m units at a price of $10 per unit.
Egyptian billionaire Nassef Sawiris and French entrepreneur Ian Gallienne are betting their blank-check company can stand out from a crowded market by focusing on European deals. Avanti is pitching its focus on family and founder-led European targets to investors.
Avanti is advised by Citigroup and Goldman Sachs.
Grafine Partners hires ex-Goldman Sachs US fund, private capital Head. (FS, People)
Former Goldman Sachs Managing Director and Head of US fund and private capital, Katherine Park, has joined Grafine Partners, an alternative asset manager, as Managing Director.
Ms. Park will be responsible for overseeing Grafine's global business development, including sourcing, evaluating and executing deals, as well as working with the firm's strategic capital partners.
Kavak becomes the first Mexican unicorn. (FS)
SoftBank-backed Kavak, the online platform that offers an exceptional experience of buying and selling used cars, has become Mexico’s first tech unicorn after reaching a $1.15bn valuation in its latest funding round last month, Reuters reported.
Kavak has raised over $400m in total funding since its founding four years ago, with Japan’s SoftBank, Hong Kong’s DST Global and US-based Greenoaks Capital leading the recent round.
EMEA
Lucerne Capital, an investment adviser managing funds and shareholder of a cable, telecommunications, and media company Altice Europe, in its letter to Altice said the offer from Next Private, a private holding company of billionaire Patrick Drahi, is opportunistic. Lucerne said it significantly undervalues the business and can hurt minority shareholders' interests.
Lucerne stated the offer includes discount rather than premium, and that agreed 95% acceptance threshold can be decreased upon consultation with the target company, which could squeeze out minority shareholders.
Altice is advised by Lazard, LionTree Advisors, Allen & Overy and De Brauw Blackstone Westbroek. Next Private is advised by BNP Paribas, Luther, NautaDutilh and Ropes & Gray.
Cargotec, a Finnish company that makes cargo-handling machinery for ships, ports, terminals and local distribution, agreed to merge with Konecranes, a Finnish company, which specialises in the manufacture and service of cranes and lifting equipment. Upon completion, Konecranes’ shareholders will receive as merger consideration 0.3611 new class A shares and 2.0834 new class B shares in Cargotec for each share they hold in Konecranes. The merger is structured as a 50-50 deal. Cargotec plans to issue an additional $185m to Konecranes shareholders.
“Sustainability has been high on Cargotec’s agenda since its foundation and this merger enables us to become a global leader in sustainable material flow. Our customers are increasingly seeking green solutions and together we will have better opportunities to solve customers’ challenges. I believe this is an excellent value creation opportunity both from a business perspective and also shaping global trade for the better. The Future Company will be well-positioned to utilise these opportunities and create strong value for its customers, employees and shareholders,“ Ilkka Herlin, Cargotec Chairman.
Cargotec is advised by Advium Corporate Finance, Castren & Snellman and Freshfields Bruckhaus Deringer. Konecranes is advised by Access Partners, JP Morgan, Nordea Bank, Hannes Snellman and Skadden Arps Slate Meagher & Flom.
Argand Partners, a private equity firm, completed the acquisition of Cherry, a German computer peripheral-device maker, from Genui Partners, a private equity firm, and Greendich, an IT accessories trading company, for $240m.
“Cherry is a great fit for our firm and investment strategy. The company has a clear leadership position and significant brand equity, and is an innovator in its industry. We look forward to partnering with Cherry’s management team to pursue an accelerated global growth strategy, including strengthening Cherry’s US presence, capitalizing on the e-Health business opportunity, and prioritizing highly strategic M&A on a global basis,” Tariq Osman, Argand Partner and Co-Founder.
Cherry was advised by honert + partner. Argand Partners was advised by Gide Loyrette Nouel, Hengeler Mueller, Junhe and Winston & Strawn. Genui was advised by William Blair & Co and PricewaterhouseCoopers. Debt financing was provided by Hayfin Capital Management.
FrieslandCampina WAMCO, an affiliate of Royal FrieslandCampina, a Dutch multinational dairy cooperative, completed the acquisition of Nutricima, a dairy sector company, from PZ Cussons, a consumer products group. Financial terms were not disclosed.
"The proposed sale of Nutricima and the sale of Luksja are further steps forward under our 'Focus, Scale and Accelerate' strategy, as we continue to streamline the Group to focus investment on core Personal Care and Beauty brands. This will enable us to deliver higher margin earnings, in geographies which can scale, and support the return of the Group to sustainable, profitable growth," Caroline Silver, PZ Cussons Executive Chair.
PZ Cussons was advised by Instinctiff Partners.
Draken International, an American provider of tactical fighter aircraft for contract air services including military and defense industry customers, completed the acquisition of FR Aviation, an aviation business in the UK, from Cobham, a British manufacturing company. Financial terms were not disclosed.
With the acquisition of FR Aviation's fleet of fifteen Falcon 20s and one Diamond DA42, Draken has not only expanded its inventory: it also gains access to the European market, giving hope of future business with the USAFE, NATO and, of course, the UK military.
Cobham is advised by Weil Gotshal And Manges.
Sydbank, a full service banks headquartered in Aabenraa, agreed to acquire Alm. Brand Bank, a bank in Denmark, for c. $290m.
"I am pleased that we acquire Alm. Brand Bank. The agreement is to everybody’s advantage. With Sydbank customers will get a large bank that is also close to its customers. This will boost not least Sydbank’s retail banking segment. In addition we have established a partnership between Sydbank and Alm. Brand in which we will invest jointly in new good solutions for our customers. I have high expectations in this regard," Karen Frøsig, Sydbank CEO.
Maxidom, a home improvement company in Russia, completed the acquisition of Castorama Russia, a retail chain, from Kingfisher, an international home improvement company, for $93m.
"I am pleased to announce the completion of the sale of Castorama Russia to Maxidom. I would like to thank our Castorama Russia colleagues for their contribution to Kingfisher and wish them well for the future," Thierry Garnier, Kingfisher CEO.
Royal London, a mutual insurer in the United Kingdom, completed the acquisition of The Police Mutual Group, a provider of financial services exclusively for serving or retired police officers, staff and families. Financial terms were not disclosed.
"We're delighted that Police Mutual is now part of Royal London. Royal London and Police Mutual have complementary values and culture. Both are mutual and are committed to delivering the best value for their customers and members. Police Mutual plays a vital role in providing financial services and products to police officers and the armed forces. We are pleased to be able to provide the company with a secure future and look forward to working with Police Mutual colleagues," Barry O'Dwyer, Royal London Chief Executive.
HRL Morrison & Co, an investment management firm, agreed to acquire the majority stake in Fore Freedom, a Dutch fibre network platform, from Ancala Partners, an infrastructure investment manager. Financial terms were not disclosed.
“We have enjoyed working with Ancala Partners over the past two years. The access to capital and operational experience they have provided has allowed us to transform Fore Freedom into the Netherlands’ leading independent developer, owner and operator of fibre networks to business customers,” Edwin de Raadt, Fore Freedom Managing Director.
Castles Technology, a global payment solutions provider, completed the acquisition of Spire Payments, a European based electronic funds transfer at point of sale terminal solutions provider. Financial terms were not disclosed.
“This acquisition delivers a perfect match between the two companies, with complementary strengths bringing a new fresh approach to the payment market. Our collaboration will give customers unmatched choice, new technical capabilities, and enhanced security solutions to power their businesses forwards. Adding Spire Payments solutions and services, to Castles Technology product portfolio (Linux, Android, MiniPos, ECRPos, TMS, Market Place) provides a major platform for us to significantly expand our business reach into EMEA markets,” Jean-Philippe Niedergang, Castles Technology Group CCO.
Nigeria plans to sell a stake in Nigerian National Petroleum.
Nigeria is planning to sell stake in its state oil company, Nigerian National Petroleum, which dominates Africa’s biggest petroleum industry and has been central to corruption scandals that have wracked the West African nation since crude was discovered there in the 1950s, Bloomberg reported.
The transaction would make the Nigerian National Petroleum independent of government and cut its access to state funding. The decision comes after Saudi Arabia in December sold 1.5% of its national oil company, creating a behemoth valued at nearly $2tn.
Nordic Capital closes fund X at $7.15bn hard cap. (FS)
Nordic Capital announced the successful final close of Nordic Capital Fund X, at $7.15bn (including GP commitment of 6.5%). The Fund, launched in April 2020, was oversubscribed at its hard cap, and was raised in less than 6 months.
"The rapid and successful close of our tenth fund is a significant milestone for Nordic Capital. To close at the hard cap in less than six months during the COVID-19 pandemic is a fantastic achievement that highlights the strength of our LP relationships and the considerable confidence that our blue-chip investors have in Nordic Capital. It is also testament to the strength of our team, proven investment strategy, the portfolio performance and Nordic Capital's track record. We are grateful for the continued support of existing limited partners and delighted to welcome new investors to the Fund," Kristoffer Melinder, Nordic Capital Managing Partner.
Nordic Capital was advised by Rede Partners, Kirkland & Ellis, Carey Olsen and Arendt & Medernach.
Bindawood gives investors a chance to cancel bids after loan disclosure.
BinDawood, a supermarket and hypermarket chain in Saudi Arabia, offeres institutional investors the chance to amend or cancel their IPO bids after disclosing $76m in loans to related parties. Investors will have time until October 5.
It remains unclear how the revelations will impact investor appetite for the share sale, which aims to raise about $600m and was already more than 50 times oversubscribed when the IPO process was put on hold last week, Bloomberg reported.
Elysian Capital closes Fund III at $418m hard cap. (FS)
Elysian Capital, an independent private equity firm, has closed its third fund, exceeding its target and reaching the hard cap of $418m, within six months of the official launch.
The fund will leverage the Elysian Capital investment team's expertise in acquiring, nurturing, building and growing companies in the UK and Ireland lower mid-market. Many of the fund's investors also have a strong interest to co-invest alongside Elysian, greatly expanding the fund's firepower for new opportunities.
Elysian Capital was advised by Capstone Partners and Travers Smith.
Hydrogen Group makes novel tender offer and delisting.
Hydrogen Group, which is engaged in the provision of recruitment services, announced that a total of 6m ordinary shares were tendered under the Tender Offer as at the closing date on September 30, 2020.
Following the approval of the proposed delisting by Hydrogen Group's shareholders, the cancellation of shares is expected to take effect on October 19, 2020.
APAC
Nippon Telegraph and Telephone's acquisition of its mobile unit NTT Docomo is set to trigger a wave of consolidation of listed units, amid ongoing criticism of the country's practice of parent-subsidiary listings.
While a rarity in many developed markets, Japan is still home to a flurry of such listings. But after years of complaints from corporate governance experts, the wave of consolidation or sales of these units is gathering pace. The pandemic is likely to accelerate the dealmaking in the months ahead, with tertiary businesses divested to raise cash, Bloomberg reported.
NTT Docomo is advised by Nomura and Nakamura, Tsunoda & Matsumoto. Nippon Telegraph and Telephone is advised by Mitsubishi UFJ Financial, Morgan Stanley, Hibiya Sogo and Mori Hamada & Matsumoto.
Tech Data, an American multinational distribution company specializing in IT products and services, completed the acquisition of Innovix Distribution, a member of Fortune Global 500-listed Jardine Matheson Group and a technology distributor in Asia, from Jardine Pacific, a holding company. The acquisition is subject to customary closing conditions and is expected to close during the third quarter of Tech Data’s fiscal year 2021. Financial terms were not disclosed.
“With the Innovix acquisition now complete, we are excited to welcome 500-plus new colleagues to Tech Data as we combine our expertise and share our strengthened end-to-end portfolio across the Asia Pacific region. Through the addition of Innovix we will deliver higher value to our channel partners, especially in terms of our cloud, security and endpoint offerings, accelerating our growth as a leading solutions aggregator in Asia Pacific. We are dedicated to growing our footprint globally, and this Asia Pacific investment reflects our commitment to transforming Tech Data into a company that defines a new standard of operational and cultural excellence in our industry,” Jaideep Malhotra, Tech Data President, Asia Pacific.
Jardine Pacific was advised by Rothschild & Co.
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