AMERICAS
Simon Property Group, a real estate investment trust, agreed to acquire an 80% stake in Taubman Realty Group, a REIT engaged in the ownership, management and/or leasing of 26 regional, super-regional and outlet shopping centers in the US and Asia, for $3.6bn. The transaction is subject to customary closing conditions and is expected to close in mid-2020.
"We are very pleased to announce this transaction, which will be immediately accretive to Simon's FFO. By joining together, we will enhance the ability of TRG to invest in innovative retail environments that create exciting shopping and entertainment experiences for consumers, immersive opportunities for retailers, and substantial new job prospects for local communities. I look forward to partnering with Bobby and the TRG executive team in this exciting new joint venture," David Simon, Simon Chairman of the Board, CEO and President.
Simon is advised by Bank of America Merrill Lynch, Latham & Watkins, Paul Weiss Rifkind Wharton & Garrison and Reevemark. Taubman is advised by Goldman Sachs, Lazard, Honigman Miller Schwartz & Cohn, Kirkland & Ellis, Wachtell Lipton Rosen & Katz and Joele Frank.
Xerox raised its offer to acquire HP to $24 per share from $22, following several rejections of its previous takeover offer by the PC maker. The latest offer comprises $18.40 in cash and 0.149 Xerox shares for each HP share, valuing the company at about $35bn. Shares of HP were up more than 5% at $22.86 in trading before the bell.
Xerox first made a $33.5bn cash-and-stock offer for HP, a company more than three times its size, in November. HP’s board had then rejected the offer, saying it significantly undervalued the company.
HP is advised by Goldman Sachs and Wachtell Lipton Rosen & Katz. Xerox is advised by Citigroup, King & Spalding, Simpson Thacher & Bartlett and Willkie Farr & Gallagher. Debt for the transaction is provided by Bank of America Merrill Lynch, Citigroup and Mizuho Securities.
GS Acquisition, a special purpose acquisition company co-sponsored by an affiliate of The Goldman Sachs Group, completed its merger with Vertiv, a provider of critical digital infrastructure and continuity solutions and a Platinum Equity portfolio company, in a $5.3bn deal. With this deal, Vertiv became listed on the New York Stock Exchange.
“Platinum Equity, Rob Johnson and his team have done a tremendous job over the last several years positioning Vertiv for long-term success. The Company is exactly the asset we were looking for, with a great position in a good industry, products differentiated by technology, strong organic and inorganic growth potential, and opportunities for sustained improvements over time. Taken together, I am delighted with the near- and long-term prospects for Vertiv and the opportunity this represents for shareowners,” David M. Cote, GSAH CEO and former Executive Chairman of the Board and Honeywell CEO.
Vertiv was advised by JP Morgan, Gibson Dunn & Crutcher, FleishmanHillard and Omnicom Group. The Goldman Sachs SPAV was advised by Goldman Sachs and Skadden Arps Slate Meagher & Flom. Platinum Equity was advised by Morgan Lewis & Bockius.
KEMET, a manufacturer of solid tantalum and multilayer ceramic capacitors, announced that proxy advisory firm Institutional Shareholder Services recommended that stockholders vote for the proposed $1.8bn all-cash acquisition by Yageo, a manufacturer of resistors and related equipment.
“Support for the merger is warranted in light of the premium to the unaffected price, the reasonably thorough sale process, and the liquidity and certainty of value inherent in the cash consideration," ISS.
KEMET is advised by Goldman Sachs, Skadden Arps Slate Meagher & Flom, Sullivan & Cromwell and Joele Frank. Yageo is advised by Citigroup, Simpson Thacher & Bartlett and Tsar & Tsai.
Edgewell, a consumer products company, terminated its merger agreement with Harry's, a manufacturer of shaving equipment and men's personal care products, following the US Federal Trade Commission's filing of a lawsuit seeking to block the proposed transaction.
"We are disappointed by the FTC's decision and continue to disagree with its position. After extensive consideration and discussion, and given the inherent uncertainty of a potential trial, the required investment of resources and time and the distraction that a continuing court battle would entail, we determined that proceeding with our standalone strategy is the best course of action for Edgewell and our shareholders," Rod Little, Edgewell President and Chief Executive Officer.
Huron Capital-backed Ronnoco Beverage Solutions, a manufacturer and distributor of premium quality coffee, tea and related products, completed the acquisition of Trident Beverage, a beverage provider for a variety of food service establishments. Financial terms were not disclosed.
"We view the addition of Trident Beverage as a combination of strengths, as we continue to strategically increase market share to better provide our partners with a one-stop, full line of beverage solutions. We are incredibly enthused to add John, Patrick and their dedicated team to advance our mission for continued growth and innovative expansion through our combined portfolio of high-quality products, brands and equipment focused on customer service and experience," Terry McDaniel, Ronnoco Beverage Solutions CEO.
Huron Capital and Ronnoco were advised by Lambert & Co.
Grupo Axo, a Latin American premier partner to global fashion brands, agreed to acquire the Argentina, Chile and Uruguay operations of Nike. Financial terms were not disclosed.
"As Nike continues to successfully implement the Consumer Direct Offense we are dedicated to serving consumers more personally and investing against the company’s long-term growth opportunities. Nike manages successful distribution businesses around the world and expanding this model in the rest of South America will help drive sustainable, profitable growth. Our partners are committed to serving local consumers and elevating retail and digital experiences and share Nike’s values and commitment to employees," Elliott Hill, Nike President, Consumer and Marketplace.
Grupo Axo is advised by Simpson Thacher & Bartlett.
Behrman Capital-backed Corfin Industries, which provides electronics manufacturing solutions, agreed to acquire Micross Components, a global provider of mission-critical microelectronic components and services. Financial terms were not disclosed.
"We are proud of the value that Micross has continued to provide for its customers through our unmatched portfolio of products and services that has been assembled over our 40+ year history. Joining forces with Corfin presents a compelling opportunity to realize our numerous growth prospects and continue our unwavering commitment to quality," Richard Kingdon, Micross Chief Executive Officer.
The buyers are advised by Kekst CNC.
Converge Technology Solutions, a provider of information technology services, completed the acquisition of PCD Solutions, a company focused on solutions in enterprise system architecture, storage and information management, virtualization and cloud, business continuity and disaster recovery. Financial terms were not disclosed.
"We expect PCD Solutions sales and solutions strength to enhance our capabilities in becoming a dominant software-enabled Hybrid IT provider in the Quebec and Canadian marketplace as it builds on the platforms we have created with our previous acquisitions. PCD Solutions also brings a level of expertise around VMware that will allow us to continue to drive value with our Converge Hybrid cloud offerings to our clients," Shaun Maine, Converge CEO.
Wellin5, an innovative online telehealth counseling platform, agreed to acquire Therachat, a platform designed to help therapists, psychologists, and mental health counselors to keep their patients engaged in between therapy sessions. Financial terms were not disclosed.
"This is a massive accomplishment in our plan to emerge as a leader in the preventive mental health space. Wellin5 is strongly positioned to grow exponentially over the next three to five years in North America and internationally. This year, we expect to close the next round of funding to expand our partnerships with insurance providers and employee benefits administrators to support our anticipated growth model," William Masih, Wellin5 Founder and CEO.
Varsity Healthcare Partners-backed Probo Medical, a provider of medical imaging equipment, agreed to acquire Elite Medical Technologies, a US-based wholesale reseller of pre-owned digital medical imaging equipment, and Future Medical Equipment, which specializes in the de-installation, purchasing and sales of pre-owned medical equipment.
"Probo is tremendously excited to announce these significant acquisitions. Over the past five years, Probo Medical has become a leader in the global ultrasound market. As we look forward, our strategic plan involves expansion into adjacent imaging modalities where we can leverage our supply chain and sales channels. In terms of strategic fit, Elite Medical and Future Medical represent ideal partners, and, as equally important, we share a cultural philosophy that places customers, suppliers and employees at the center. We are pleased to welcome the Elite Medical and Future Medical teams to our family and are excited to accelerate down this growth path as a combined organization," Michael Asmer, Probo Medical CEO.
Geopointe, a geolocation software company, and LevelEleven, a performance management software company, agreed to merge into Ascent Cloud. Financial terms were not disclosed.
"Geopointe has been helping our customers by providing geographical insights to sales and customer-facing teams for ten years. We are excited to broaden the solutions we can provide to our 1.6k+ customers with the addition of LevelEleven’s performance management suite," Scott Hemmeter, Geopointe CEO.
Gantry, an independently owned commercial mortgage banking company, agreed to acquire the mortgage banking production and servicing platform of Norris, Beggs & Simpson, which provides commercial real estate capital to borrowers and investors seeking financing for property acquisitions and refinancing needs. Financial terms were not disclosed.
"Norris, Beggs & Simpson has been one of the pioneers in our industry, and we have long admired their professionalism. We have always had a special affinity with their people, and indeed, a number of us at Gantry actually began our own mortgage banking careers with Norris, Beggs & Simpson in their prior San Francisco office. Now we’ve come full circle and we are thrilled about this opportunity," Mitchell Zeemont, Gantry Founding Partner.
nVent, a global provider of electrical connection and protection solutions, agreed to acquire WBT, a US-based manufacturer of cable tray. Financial terms were not disclosed.
"WBT’s unique and labor-saving cable tray product line is the perfect complement to our nVent CADDY j-hooks and fasteners, allowing us to offer customers a one-stop solution for cable management and pathways for DNS as well as commercial and industrial applications," Robert van der Kolk, nVent President of EFS business.
EVI Industries, a distributor of commercial laundry and dry cleaning equipment, agreed to acquire Commercial Laundry Equipment Company, a distributor of on-premise and vended laundry products and a provider of related installation and maintenance services. Financial terms were not disclosed.
"CLE is a unique acquisition in that it serves customers in a geography where EVI already has three businesses operating with wide-ranging capabilities and with distinct product representations. CLE’s customers will benefit from our approach to maintaining business continuity and from the enhanced sales and service capabilities we have in the region. We are thrilled to have CLE join the EVI family," Henry M. Nahmad, EVI Chairman and CEO.
USI Insurance Services, a provider of risk management, employee benefit and retirement plan consulting, agreed to acquire Orgill Singer & Associates, an insurance agency in Nevada. Financial terms were not disclosed.
"We are thrilled to welcome the experienced professionals from Orgill Singer Insurance to the USI family. By partnering as one, we look forward to serving our current and future clients throughout Nevada, the US and internationally, by leveraging the USI ONE Advantage®, a unique platform that delivers innovative risk management and employee benefit solutions with bottom-line financial impact," Michael Sicard, USI Chairman and CEO.
Private investing Co-Chiefs quit Goldman Sachs. (FS, People)
Sumit Rajpal and Andrew Wolff, the two co-chiefs of Goldman Sachs Group's flagship private investing business, have quit the company, threatening the big fundraising push.
Both men were set to hit the fundraising trail later this month for the first plank, a planned $8bn corporate buyout fund. The resignations are a setback for Chief Executive David Solomon’s plans to compete head-to-head in private equity with giants like Blackstone Group.
Mezzanine Management-backed Sebastian Sliwa, founder of Akomex, one of the largest manufacturers of cardboard packaging in Poland, offered to buy back the firm from Highlander Partners. Financial terms were not disclosed.
"After more than nine years and two significant add-on acquisitions, including a take-private transaction, we are very pleased with the results and outcome of the Akomex Group. The management team has done an incredible job of integrating the businesses into a leading packaging concern, serving the biggest names in the food and pharmaceutical industries," Artur Dzagarow, Highlander Managing Partner.
The buyers are advised by Ernst & Young, CIC Corporate Finance, Baker McKenzie and Norton Rose Fulbright. Highlander Partners is advised by Rothschild & Co and Gessel.
EQT and OMERS agreed to acquire Deutsche Glasfaser, a provider of fiberglass fiber networks for households and companies, from KKR. The closing of the transaction is expected in Q2 2020. Financial terms were not disclosed.
Deutsche Glasfaser will be combined with EQT Infrastructure IV portfolio company inexio to form a leading FTTH player in rural Germany. EQT Infrastructure will own 51% in the combined group and OMERS will own 49%
"We are excited to welcome EQT and OMERS as our new owners and we are fully aligned to further develop Germany’s digital infrastructure. With the industry experience and financial support from EQT and OMERS, Deutsche Glasfaser is well-positioned to take the next step on our growth journey and accelerate the fiber roll-out across Germany. On top, we as a management team are excited to join forces with inexio, which will help us to combine our highly complementary skill-sets and to further accelerate our growth," Uwe Nickl, Deutsche Glasfaser CEO.
KKR is advised by Morgan Stanley, Clifford Chance, Finsbury and Hering Schuppener.
Cognizant, an American multinational corporation that provides IT services, including digital, technology, consulting, and operations services, offered to acquire EI-Technologies, a Paris-based, privately-held digital technology consulting firm, from LBO France, a private equity firm. Financial terms were not disclosed.
"We're determined to help our clients become fully digital, data-enabled, customer-centric businesses. Cloud has changed the way IT is delivered across infrastructure, applications and platforms, and is one of our strategic focus areas. EI-Technologies, based in France, would not only support our effort to further scale our international business but also add Salesforce expertise and capabilities to our cloud management portfolio," Brian Humphries, Cognizant CEO.
LBO France is advised by Rothschild & Co.
Digital Colony-backed Vantage Data Centers, a global provider of hyperscale data center campuses, completed the acquisition of Etix Everywhere, a provider of colocation services through its global network of hyperscale, edge and HPC data centers. Financial terms were not disclosed.
"As data center demand from our customer base continues to rapidly increase worldwide, Vantage is embarking upon its largest expansion ever into Europe through the development of five strategic markets. The acquisition of Etix accelerates our expansion to Frankfurt, Europe’s highest growth hyperscale market. We are very excited to welcome Antoine and his team to lead our European business," Sureel Choksi, Vantage President and CEO.
Vantage Data Centers was advised by REQ.
Atlas Copco, a Swedish industrial company, offered to acquire Isra Vision, a manufacturer of solutions in the machine vision and industrial image processing sector, for $1.2bn. The price represents a premium of 43% to the closing share price of February 7, 2020.
"Surface inspection and 3D machine vision are part of Atlas Copco’s long-term strategy. Isra Vision has a strong brand and market position, a highly regarded technological expertise as well as a solid financial track record. Through this partnership we will increase the support for our customers on their transition towards digital manufacturing in several segments. The ability to offer both joining technologies and machine vision solutions for the same application strengthens our position as a strategic partner for our customers in the future," Henrik Elmin, Atlas Copco Business Area President Industrial Technique.
Temasek, a global investment company headquartered in Singapore, completed the investment in FNZ, the global platform-as-a-service provider. Financial terms were not disclosed.
"Temasek’s investment in FNZ adds a further high profile investor and will enhance our reach into Asian markets. We look forward to exploring opportunities to work together to broaden our customer base in Asia and beyond," Adrian Durham, FNZ Group Founder and Chief Executive.
ABANCA, a Spanish bank based in Galicia, agreed to acquire a 95% stake in EuroBic, a Portugese banking services provider. Financial terms were not disclosed.
Portugal’s central bank said in a statement it had been informed of the deal. It said the acquisition now needs approval from both the European Central Bank and BoP once further information has been received and analyzed.
Exor considers a $9bn sale of PartnerRe to France's Covea.
Exor, the investment vehicle of Italy's Agnelli family, which controls carmaker Fiat Chrysler, is in exclusive talks to sell reinsurer PartnerRe to France's Covea in a deal worth around $9bn. Exor, led by Agnelli scion John Elkann, completed the $6.9bn acquisition of PartnerRe in 2016, after a long, hostile takeover battle
Insurers are turning to acquisitions, also in reinsurance, to strengthen their businesses as they face tougher regulation and falling returns from financial market investments. Branching out to reinsurance would also allow Covea to diversify outside its primary market France, where it makes almost 90% of its $19bn business.
KKR and GK Investment show preliminary interest in NMC, as founder steps down. (FS)
NMC Health, a healthcare chain and distribution business, received preliminary buyout approaches from KKR and GK Investment. The largest private healthcare company in the UAE said that its co-chair and founder BR Shetty had stepped back from its board after he informed NMC of potentially inaccurate reporting of his holdings.
The board asked Shetty and vice-chairman Khaleefa Butti Omair Yousif Ahmed Al Muhairi not to attend any board meetings until the matter is clarified, and said the board would decide their roles as company directors.
LDC to increase investment in UK firms after deploying $471m in 2019. (FS)
Lloyds Banking Group-backed LDC, a mid-market private equity firm, says it would seek to increase its investment in UK companies during 2020 after deploying $471m of capital in 2019. LDC said the plan formed part of its rolling three-year commitment to invest $1.5bn of capital.
"The last 12 months have presented a unique set of challenges to UK businesses and management teams. With almost 40 years of experience behind us, a team of talented investors, and a plan to invest $1.5bn in the next three years, our commitment remains undiminished," Martin Draper, LDC CEO.
Google abandons plans to acquire Vestas' 12.5% stake in Africa's largest wind farm.
Google cancelled plans to acquire the $12.5% stake in Lake Turkana Wind Power, the largest wind farm in Africa, from Vestas Wind Systems, a wind turbine manufacturer.
The wind farm in Kenya was initially set for completion 2017, after which Google had committed to buy the stake from Vestas. The delay led to Google canceling the purchase.
Clive Cowdery eyes $100bn of insurers’ trapped capital. (FS)
Life insurers are sitting on more than $100bn of trapped capital that they could release through disposals in the next decade, according to sector entrepreneur Clive Cowdery.
Mr. Cowdery, who has built a career buying old books of life insurance business that other companies no longer want, said he expected insurers to speed up the pace of dealmaking as they seek to free up capital, according to a FT report.
"Look at the time pressures that the owners of these blocks of insurance policies are under to generate better [returns], and you realise they can’t just sit here for 20 years," Clive Cowdery.
INVL closes the largest Baltic private equity fund to date. (FS)
Lithuania-based INVL Asset Management, a private equity firm, held a final close of INVL Baltic Sea Growth Fund, the largest private equity investment fund for the Baltic region, at a total of $181m.
The fund will acquire a diversified portfolio of Baltic Sea-based companies, targeting deals with a ticket size of $10m to $33m, which shows high growth potential and the ability to compete on a global basis. The fund will also offer co-investment opportunities in case of more significant transactions.
Leonardo Del Vecchio seeks to raise his stake in Mediobanca to 20%.
Ray-Ban tycoon Leonardo Del Vecchio seeks approval to raise his stake in Mediobanca to as much as 20%, Bloomberg reported. Mr. Del Vecchio already owns 6.94% stake in the Italian investment bank. Officials from the Bank of Italy and the European Central Bank have held informal talks with Del his representatives on a preliminary request to raise the stake.
APAC
Tech Data, an American multinational distribution company specializing in IT products and services, announced that Inflow Technologies exercised its right to withdraw from closing its acquisition by Tech Data. As a result, Inflow paid a break fee to Tech Data, as outlined in the original acquisition agreement, which was announced on December 16, 2019.
"We respect Inflow’s decision to go in a different direction. Tech Data is committed to our strategy of delivering higher value by strengthening our end-to-end portfolio and optimizing our global footprint, and we continue to explore opportunities to grow our business in alignment with this strategy," Jaideep Malhotra, Tech Data President, Asia Pacific.
Geely and Volvo Cars plan merger and listing.
FT reported that Volvo Cars and Geely Automobile entered talks to merge in a move that would bring the Swedish company back to public markets and create China’s first global carmaker. The proposal comes 18 months after Volvo Cars abandoned an attempt to list independently, against a backdrop of growing consolidation in the car industry.
The combined company would be listed in Hong Kong and could seek a secondary listing in Stockholm. Geely is already listed in Hong Kong.
SoftBank mulls investment in Mahindra Electric Mobility. (FS)
Mahindra Electric Mobility, the wholly-owned subsidiary of Mahindra & Mahindra, is in advanced talks with SoftBank and several other potential investors, including original equipment manufacturers, for strategic investment in the automaker, DealStreetAsia reported.
"Global sales volume for EVs is still low, while the number of companies entering the segment is fairly large. We have started to see how we can get strategic partners, so that we can pool in our volumes and create an electric powertrain supply company. We are talking to various OEMs who are interested in taking equity in Mahindra Electric and becoming partners. Adding partnerships would make the EV business commercially viable," Pawan Goenka, M&M Managing Director.
Singapore Press picks banks for student house REIT IPO.
Singapore Press Holdings, a media organization, selected advisers to help with a planned listing of a real estate investment trust backed by student housing that could raise at least $300m, Bloomberg reported.
SPH is working with DBS Group, HSBC, and Oversea-Chinese Banking on the potential sale of trust units backed by university student accommodation in the UK. The initial public offering could take place in Singapore as soon as the second half of this year.
Liberty House is running out of time on the acquisition of Indian steelmakers.
Liberty House, an industrial metal company, is running out of time to revive an attempted acquisition of two steelmakers Adhunik Metaliks and Zion Steel, which were put up for sale after the Adhunik Group conglomerate entered insolvency.
India’s National Company Law Appellate Tribunal gave Mr. Gupta’s Liberty House group until February 14 to deposit more than $51m plus costs to proceed with its agreed purchase of the steelmakers.
Liberty House CEO, Sanjeev Gupta faced a series of hurdles in his $5bn investment push into India, including a criminal complaint in the country for not following through on a successful bid to buy motor parts manufacturer Amtek Auto out of bankruptcy.
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