AMERICAS
The US Surface Transportation Board approved the voting trust for Canadian Pacific Railway's proposed acquisition of Kansas City Southern railroad, Reuters reported.
Canadian Pacific had earlier agreed in its talks with US railroad Kansas City Southern to bear most of the risk of the merger deal not going through. It was going to buy KCS shares and place them in an independent voting trust, insulating the acquisition target from its control until the STB, which oversees freight rail, clears the deal.
"Following this critical milestone, we are proceeding full steam ahead to complete this historic combination, creating the first truly North American single line railroad. We are continuing to prepare our formal merger application and proxy filing for a shareholder vote in the near future," Keith Creel, Canadian Pacific President and CEO.
Kansas City is advised by Bank of America, Morgan Stanley, Baker & Miller, Davies Ward Phillips & Vineberg, Wachtell Lipton Rosen & Katz, White & Case, WilmerHale and Joele Frank. Bank of America and Morgan Stanley is advised by Willkie Farr & Gallagher. Canadian National is advised by JP Morgan, RBC Capital Markets, Cravath Swaine & Moore, Norton Rose Fulbright, Sidley Austin, Stikeman Elliott, Torys, Brunswick Group and Longview Communications. Canadian Pacific is advised by BMO Capital Markets, Evercore, Goldman Sachs, Bennett Jones, Blake Cassels & Graydon, Creel Garcia-Cuellar Aiza y Enriquez, David L Meyer, Sullivan & Cromwell and Edelman. Financial advisors are advised by Fried Frank Harris Shriver & Jacobson.
Mexico's telecoms regulator said it has rejected a request to push back a deadline for the sale of Fox Sports in Mexico as part of the terms of Walt Disney's acquisition of Twenty-First Century Fox film and television assets, Reuters reported.
The Federal Telecommunications Institute said the request was made by Disney and Fox and that the deadline for the sale is May 7. The deadline had been previously postponed for selling the Fox Sports channels because of the difficulty of completing the sale during the coronavirus pandemic.
The IFT said that the conditions prompted by the Covid-19 pandemic, which previously affected the sale process, today are different .. so extending the suspension period for the sale is not justified.
Twenty-First Century Fox was advised by Centerview Partners, Deutsche Bank, Goldman Sachs, Allen & Overy, Allens, Cleary Gottlieb Steen & Hamilton, Hogan Lovells, Simpson Thacher & Bartlett, Skadden Arps Slate Meagher & Flom and Talwar Thakore & Associates. Walt Disney was advised by Guggenheim Partners, JP Morgan, AZB & Partners, Cleary Gottlieb Steen & Hamilton, Covington & Burling, Cravath Swaine & Moore, Fangda Partners, Herbert Smith Freehills, King & Wood Mallesons, Macfarlanes, Potter Anderson & Corroon and Slaughter & May. Debt financing was provided by Citigroup and Goldman Sachs. Citigroup and Goldman Sachs were advised by Debevoise & Plimpton and Weil Gotshal and Manges.
AstraZeneca is confident shareholders will back its $39bn takeover of rare-disease specialist Alexion Pharmaceuticals next week as the British company looks to the next chapter of its growth.
“It is quite rare to find somebody who says it’s not a good idea, so we are confident that this will turn out OK. The deal marks the next stage in Astra’s growth trajectory,” Marc Dunoyer, AstraZeneca CFO.
Alexion is advised by Bank of America, Wachtell Lipton Rosen & Katz and Sard Verbinnen & Co. Bank of America is advised by Fried Frank Harris Shriver & Jacobson. AstraZeneca is advised by Goldman Sachs, Morgan Stanley, JP Morgan, Centerview Partners, Evercore, Ondra Partners and Freshfields Bruckhaus Deringer. Financial advisors are advised by Allen & Overy and Simmons & Simmons.
Lightning eMotors, a company that electrifies commercial-vehicle fleets, went public via a SPAC merger with GigCapital3 in an $823m deal. The combined company has changed its name to Lightning eMotors, and its common stock and warrants began trading on the New York Stock Exchange under the new symbol “ZEV”.
“GigCapital3 is thrilled to partner with Lightning eMotors, using our Private-to-Public Equity platform, where GigCapital3 brings its management’s well-recognized and decades-long technology public-market operational and entrepreneurial expertise to enable the successful transition of a high-growth EV company like Lightning eMotors to a publicly traded entity,” Raluca Dinu, GigCapital3 Founding Managing Partner.
Lightning eMotors was advised by Bank of America, King & Spalding, ICR and Make Ideas Reality. GigCapital3 was advised by Nomura, Oppenheimer & Co, DLA Piper and Darrow Associates. Debt financing is provided by Bank of America, Nomura and Oppenheimer & Co. Financial advisors were advised by Mayer Brown.
The Lion Electric Company, a designer, manufacturer and distributor of all-electric medium and heavy-duty urban vehicles, went public via a SPAC merger with Northern Genesis Acquisition, a special purposes acquisition company, in a $1.9bn deal.
“Today marks a big step forward in the evolution of Lion, as we accelerate our growth strategy to continue selling all-electric medium and heavy-duty urban vehicles on the cutting edge of technology, while developing new ones. We thank NGA, our investors and our Board of Directors for sharing and supporting our mission of being the leader in our industry as well as our vision which aims at improving our society, our environment and, above all, the quality of life of all around us," Marc Bédard, Lion Founder and CEO.
The Lion Electric Company was advised by BMO Capital Markets, National Bank Financial, ROTH Capital Partners, Stikeman Elliott, Vinson & Elkins and ICR. Northern Genesis was advised by Barclays, Borden Ladner Gervais, Husch Blackwell and Mayer Brown.
Quisitive Technology Solutions, a digital technology consulting firm, completed the acquisition of BankCard USA Merchant Services, a provider of end-to-end electronic payment products and services, for $120m.
“Our team is proud to be joining Quisitive at this major inflection point, as they turn the corner into the full commercialization of LedgerPay and launch what is going to be a major industry innovation. We look forward to supporting them in this journey with our expertise and IP, as well as having the opportunity to offer LedgerPay to our diverse customer base,” Shawn Skelton, BankCard USA CEO.
BankCard was advised by Stikeman Elliott, Roxborough Pomerance Nye & Adreani and Elmcore Securities. Quisitive was advised by Canaccord Genuity, Eight Capital, Scotiabank, Cassels Brock & Blackwell, Jaffe Raitt Heuer & Weiss and Gateway Investor Relations. Scotiabank was advised by Wildeboer Dellelce.
Public Utility Commission of Texas voted to approve the unanimous stipulation and agreement of Iberdrola-backed Avangrid's $4.3bn acquisition of PNM Resources.
The merger has received federal regulatory approvals from the Federal Energy Regulatory Commission and the Federal Communications Commission, along with clearance from the Committee on Foreign Investment in the United States and the expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act. PNM Resources shareholders overwhelmingly approved the merger in February. The merger also requires federal approval from the Nuclear Regulatory Commission and state approval from the New Mexico Public Regulation Commission as it relates to Public Service Company of New Mexico, the New Mexico utility subsidiary of PNM Resources.
"Today's approval in Texas is an exciting milestone and confirms that our merger is in the public interest. "PNM Resources and Avangrid are eager to carry forward the commitments and future possibilities to our TNMP and PNM employees, customers and communities with the support of a stronger, combined organization," Pat Vincent-Collawn, PNM Resources Chairman, President and CEO.
PNM Resources is advised by Evercore and Troutman Pepper. Evercore is advised by Fried Frank Harris Shriver & Jacobson. Avangrid is advised by BNP Paribas, Morgan Stanley, Garrigues, Latham & Watkins and FTI Consulting.
Science 37, a developer of the decentralized clinical trial operating system, agreed to go public via a SPAC merger with LifeSci Acquisition II, a special purposes acquisition company, in a $1bn deal. That deal comes with $200m through an upsized PIPE from a bunch of investors, including Redmile Group, BlackRock, Casdin Capital, dRx Capital, LifeSci Venture Partners, Lux Capital, Mubadala Capital, Perceptive Advisors, PPD, Pura Vida Investments, RS Investments, RTW Investments, Samsara BioCapital, and Surveyor Capital.
"Healthcare is increasingly transitioning to virtual and home-based environments, and we believe Science 37 is uniquely positioned as a pioneer in its approach to clinical trials. The company’s rapid growth is a testament to its truly disruptive technology and its immense market opportunity to change the way drugs are developed and go to market," Andrew McDonald, LifeSci Acquisition II CEO.
Science 37 is advised by Cowen & Company, Perella Weinberg Partners, DLA Piper, Latham & Watkins, 10Fold Communications and Gilmartin Group. LifeSci Acquisition II is advised by Cowen & Company, LifeSci Capital and Loeb & Loeb.
Jasper Therapeutics, a biotechnology company, agreed to go public via a SPAC merger with Amplitude Healthcare Acquisition, a special purposes acquisition company, in a $490m deal.
“We would like to thank our financial partners at Amplitude and our prestigious group of investors. This transaction provides significant capital to accelerate the development of our two innovative programs, Jasper’s first-in-class clinical stage anti-CD117 antibody transplant conditioning agent and in parallel our groundbreaking research stage Engineered Hematopoietic Stem Cell platform, both of which have the potential to transform the field and expand hematopoietic stem cell therapy cures to a far greater number of patients than is possible today," Bill Lis, Jasper Therapeutics Chairman and CEO.
Jasper is advised by Cantor Fitzgerald, Credit Suisse, William Blair & Co, Paul Hastings and Real Chemistry. Amplitude is advised by BMO Capital Markets, Oppenheimer & Co and WilmerHale.
Veritas Capital-backed Peraton, a provider of solutions to the nation's most sensitive and mission-critical programs and systems, completed the acquisition of Perspecta, a US government services provider, for $7.1bn.
"The new Peraton represents a truly transformative change for the industry, our customers, and each one of our employees. We have the right team, the right technology and the right scale to deliver against the biggest challenges facing government. Our highly skilled and diverse team provides secure, repeatable and differentiated solutions aligned to our customers' goals. We will fuse mission-enabling services with market-leading enterprise offerings and solutions to identify the best use of new technology and help customers achieve positive business outcomes," Stu Shea, Peraton Chairman, President and CEO.
Perspecta was advised by Goldman Sachs, Stone Key Partners, Paul Weiss Rifkind Wharton & Garrison and Joele Frank. Goldman Sachs and Stone Key Partners were advised by Cleary Gottlieb Steen & Hamilton. Veritas Capital was advised by Schulte Roth & Zabel and Sard Verbinnen & Co.
Cardtronics, a non-bank ATM operator and service provider, announces shareholder approval for the $2.5bn acquisition by NCR, a global enterprise technology provider for the financial, retail and hospitality industries.
“We are pleased that over 99% of our voting shareholders voted in favor of the previously announced acquisition agreement with NCR, and we look forward to completing the transaction. We believe by combining our capabilities, we are better positioned to offer our customers an even broader range of financial solutions, enhanced level of services, and greater overall value,” Ed West, Cardtronics CEO.
Cardtronics is advised by Goldman Sachs, Weil Gotshal and Manges, Joele Frank and Ashurst. NCR is advised by Bank of America, Skadden Arps Slate Meagher & Flom and Sard Verbinnen & Co. Debt financing is provided by Bank of America.
A group of investment firms including Centerbridge Partners is preparing a new offer to buy Hertz Global Holdings out of bankruptcy, setting up a final showdown over the company in an auction next week.
The group, led by Centerbridge, Warburg Pincus and Dundon Capital Partners, plans to sweeten a previous offer that was surpassed by a plan from Knighthead Capital Management and Certares Management. The Knighthead and Certares plan assigned Hertz an enterprise value of around $6.2bn and offered shareholders a mix of cash and warrants worth around $2.25 a share, Bloomberg reported.
Hertz Global is advised by FTI Consulting, Moelis & Co, Richards Layton and Finger and White & Case. Knighthead is advised by Kirkland & Ellis and Klehr Harrison Harvey Branzburg.
Hellman & Friedman, a private equity firm, agreed to acquire At Home Group, a home décor superstore, for $2.8bn. Under the terms of the agreement, At Home stockholders will receive $36.00 per share in cash, which represents a premium of approximately 17% to the Company's closing stock price of $30.67 on May 4, 2021.
“As we enter the next chapter for our company, H&F is the ideal partner to advance our At Home 2.0 long term strategy. Together with H&F, we will have the resources and flexibility to provide our customers with a differentiated experience that meets their evolving needs. This transaction is a testament to the achievements of our team members, and I would like to thank each of them for all they do each day to contribute to the success of At Home,” Lee Bird, At Home Chairman and CEO.
At Home Group is advised by Goldman Sachs, Fried Frank Harris Shriver & Jacobson and Joele Frank. Hellman & Friedman is advised by Guggenheim Partners, Simpson Thacher & Bartlett and Finsbury Glover Hering.
Battle North Gold, a gold miner, announced that Institutional Shareholder Services and Glass, Lewis, two leading independent proxy advisory firms, have both recommended that Battle North shareholders vote for the special resolution approving the acquisition of Battle North by Evolution Mining.
"The all-cash offer is at a significant premium to market and reflects the extraordinary efforts of the Battle North team to create value at the Bateman Gold Project and ultimately deliver an outstanding outcome for Battle North's shareholders. The Battle North team looks forward to working with Evolution to close the Transaction and smoothly transition operations to the new team," George Ogilvie, Battle North President, Chief Executive Officer, and Director.
Battle North is advised by Canaccord Genuity, Cormark Securities and Osler Hoskin & Harcourt. Evolution Mining is advised by TD Securities and McCarthy Tetrault.
Bill, a provider of cloud-based software, agreed to acquire Divvy, an automated budgeting and expense management platform, for $2.5bn.
“At Divvy, our customers are our true north, and they always have been. As we listened to our customers, we heard them ask for a comprehensive payments platform so that they do not have to use multiple software systems to manage their finances," Blake Murray, Divvy CEO and Co-Founder.
Divvy is advised by Morrison & Foerster and Financial Technology Partners. Bill is advised by Goldman Sachs and Fenwick & West.
Dollar Mutual Bancorp and Standard AVB Financial jointly announced that the parties have received all the regulatory approvals necessary to complete the merger of Standard into Dollar. The Standard stockholders approved the merger at a special meeting of stockholders held on January 19, 2021.
The parties expect that their proposed merger transaction will be completed after market hours on May 28, 2021. Dollar is the mutual holding company for Dollar Bank, Federal Savings Bank. Standard is the stock holding company of Standard Bank, PaSB, a Pennsylvania chartered savings bank. In connection with the merger of Standard into Dollar, Standard Bank will convert to a federal savings bank. Dollar Bank and Standard Bank will continue to operate as separate financial institutions with Dollar as the holding company for each institution.
Dollar Mutual is advised by Raymond James and Luse Gorman. Standard AVB is advised by Keefe Bruyette & Woods and Kilpatrick Townsend.
Clearlake Capital-backed Provation, a software and SaaS provider of procedure documentation and clinical decision support solutions, agreed to acquire iProcedures, a provider of cloud-based anesthesia documentation and perioperative data management software solutions. Financial terms were not disclosed.
"We are very excited to welcome the iProcedures team to our Provation family. We know what it takes to build a trusted brand and industry-leading software solutions that improve patient care and outcomes," Daniel Hamburger, Provation CEO.
iProcedures is advised by Raymond James and Trenam-Kemker. Provation is advised by District Capital Partners and Sidley Austin.
Leidos, a science and technology solutions provider, completed the acquisition of Gibbs & Cox, a full-service independent engineering and design firm specializing in naval architecture and marine engineering, for $380m.
"The combination of our world-class naval architecture, design and engineering services with Leidos' speed, security and scale will significantly enhance our combined offerings in the fast growing maritime undersea, autonomous and cyber security segments," Chris Deegan, Gibbs & Cox President and CEO.
Gibbs is advised by Houlihan Lokey. Leidos was advised by Borden Ladner Gervais and Citigroup.
Planet Fitness, a franchisor and operator of fitness centers, completed the acquisition of a minority stake in iFIT Health & Fitness, a health and fitness technology company. Financial terms were not disclosed.
"This investment and Planet Fitness' continued partnership will accelerate iFIT's decades-long legacy of innovating immersive, engaging fitness experiences for everyone, everywhere. We look forward to furthering our work with Planet Fitness and innovating together to bring the best training experience to our members wherever they choose to work out," Scott Watterson, iFIT Founder, Chairman and CEO.
iFIT was advised by Weil Gotshal and Manges. Planet Fitness was advised by Jefferies & Company and Ropes & Gray.
Centre Partners-backed MacNeill Pride Group, a diversified global designer and manufacturer of outdoor products, completed the acquisition of GCI Outdoor, a designer of outdoor recreation equipment. Financial terms were not disclosed.
"This transaction is a testament to our unrelenting focus on innovation and product design that has clearly resonated with the outdoor recreation community over the past 25 years. When combined with ORCA and MPG's other outstanding brands, the future of GCI has never been brighter. We could not be more pleased that GCI is joining the MPG family and we look forward to seeing GCI continue to flourish," Dan Grace and Jeff Polke, GCI Co-Founders and Co-Presidents.
GCI was advised by Houlihan Lokey. Centre Partners was advised by Kekst CNC. Debt financing was provided by Twin Brook Capital Partners.
Apparel retailers Simon Property and Authentic Brands to acquire Eddie Bauer, an outdoor gear company, from Golden Gate Capital, a private equity firm. Financial terms were not disclosed.
Following the close of the transaction, SPARC’s operating platform will include Eddie Bauer, Brooks Brothers, Lucky Brand, Nautica, Aéropostale and Forever 21.
“We are excited to partner with ABG and SPARC, who recognize the significant opportunities ahead, and are well-positioned to help us maximize the brand’s full potential and expand our global presence as a leader among outdoor and active brands. On behalf of the entire Eddie Bauer team, we are deeply grateful for the support of Golden Gate Capital, who has been instrumental in guiding our strategy and accelerating Eddie Bauer’s growth over the course of our partnership," Damien Huang, Eddie Bauer President.
Golden Gate Capital is advised by Guggenheim Partners and Sard Verbinnen & Co.
Qorvo, an American semiconductor company, completed the acquisition of NextInput, a sensing solutions provider. Financial terms were not disclosed.
“This acquisition will expand Qorvo’s technology leadership and increase content in the Mobile, TWS, Automotive and IoT markets with innovative sensing solutions. We look forward to scaling the disruptive technology NextInput has developed,” Eric Creviston, Qorvo Mobile Products President.
NextInput was advised by Jefferies and Perkins Coie.
Offen Petroleum, an independent fuel distributor, agreed to acquire Petromark, a motor fuel distributor. Financial terms were not disclosed.
"Petromark allows us the opportunity to strengthen our contract dealer business and deepen our presence in the Ozark Region. Additionally, I am pleased that Steve Turner will be joining us to share his wealth of experience, knowledge and dedication to his customers that has made his company so successful," Bill Gallagher, Offen Petroleum CEO.
Pertomark is advised by Downstream Energy Partners. Offen is advised by Chris Tofalli.
Private equity firm Spark Capital led a $130m Series C funding round in Ada Solutions, a provider of automated customer experience services. Additional investors include Tiger Global Management, Accel, Bessemer, FirstMark, Version One, and Burst Capital.
With the funding, Ada will grow headcount considerably to support global expansion from a go-to-market perspective and continued innovation in R&D.
“This investment comes on the heels of a record year of growth and the biggest product launch in Ada company history. We will use this new round of funding to accelerate our automation’s impact across every stage of the customer journey, and more than double our team size to 500+,” Mike Murchison, Ada CEO and Co-Founder.
Ada Support was advised by Guyer Group.
Walmart agreed to acquire MeMD, a multi-specialty telehealth provider. Financial terms were not disclosed.
“We can’t imagine a better partner than Walmart as we are both committed to innovative health care delivery and bringing affordable, high-quality care to as many people as possible. MeMD’s mission fits perfectly with Walmart’s dedicated focus to help people save money and live better, and now we can impact millions more by being part of Walmart," Bill Goodwin, MeMD CEO.
Walmart is advised by Centerview Partners.
Private equity firms Summit Partners, ICONIQ Growth and Bain Capital Ventures led a $277m Series B funding round in ReCharge, a subscription e-commerce services provider.
"Our partnership with Summit Partners, ICONIQ Growth and Bain Capital Ventures equips us with both capital and company building expertise that helps to solve new customer challenges and expand our reach through new products and services," Oisin O’Connor, ReCharge Co-Founder and CEO.
Nuvei, the global payment technology partner, agreed to acquire Simplex, a fintech startup providing the fiat infrastructure to the cryptocurrency industry, for c.$250m.
“Simplex’s infrastructure is a natural fit for Nuvei’s Native Commerce Platform, further strengthening the capabilities and overall value proposition of our single-integration approach to payments. We are excited to welcome Simplex to the Nuvei team,” Philip Fayer, Nuvei Chair and CEO.
Elion Partners, a vertically integrated private equity real estate investment firm, completed the acquisition of the four last-mile logistics assets for $216m.
“By focusing on the attributes prudent to logistics real estate such as clear height, excess parking and drive-around truck access, we have been able to identify value add opportunities that meet the needs of today’s logistics providers. These acquisitions provide additional exposure to high-quality assets in core locations, and we look forward to continuing the expansion of our last-mile portfolio,” James Lambert, Elion Senior Managing Director of Industrial Investments.
Growth Catalyst Partners-backed The Equine Network, a tech-enabled membership services platform, completed the acquisition of video on-demand services providers Roping and EventingTraining. Financial terms were not disclosed.
“These are fantastic add-ons to our current SVOD channels. They will help us round out our reach into all major sport horse disciplines," Tom Winsor, The Equine Network CEO.
Top buyout firms club up for the LBO of Medline Industries. (FS)
At least eight buyout firms are preparing offers for Medline Industries, a medical supply company that could fetch about $30bn. In a sign that club deals are back, some are partnering up for what could be one of the biggest leveraged buyouts on record, Bloomberg reported.
Bain Capital, Advent International and CVC Capital Partners have teamed up on a potential bid. KKR is working on an offer potentially teaming up with Clayton Dubilier & Rice. Blackstone Group has partnered with Hellman & Friedman while Apollo Global Management is also weighing an offer. First round bids are due in mid-May.
Banks are seeking to align with potential buyers to help provide financing that will likely exceed $10bn. It is possible a deal will not be reached and the company could opt to divest a stake or pursue an IPO.
The Athletic halts merger talks with Axios, eyes New York Times.
Sports-media outlet the Athletic is no longer in merger talks with news publisher Axios, but the company is continuing to pursue a deal that could expand its subscription-oriented business, WSJ reported.
The Athletic views the New York Times as a leading contender for a merger tie-up. Such a deal would bring the Athletic’s more than one million paying subscribers to the Times.
The company competes against a host of sites that mostly offer free sports content, including the Ringer, Bleacher Report, Yahoo Sports and ESPN. The Athletic was valued at $475m in its last funding round, announced in January 2020.
XP eyes Credit Suisse's Brazil unit.
Brazilian broker XP is interested in acquiring the Brazilian subsidiary of Credit Suisse. Considerations are in very early stages. It was clear the Swiss bank was not interested in selling the unit, at least for the time being, Reuters reported.
In a statement released by the Brazilian operation of Credit Suisse, the Swiss bank categorically denied it was talking to any group about the matter.
A deal could double XP's asset management business. With $20.9bn under management in Brazil, Credit Suisse is the country's 14th-largest asset manager.
SoftBank-backed Alto is in talks to merge with Gores SPAC. (FS)
Alto Pharmacy, a startup that specializes in same-day delivery of prescription medications, is in talks to go public via a blank-check firm affiliated with Alec Gores, Bloomberg reported.
A deal between Alto and Gores Technology Partners II, featuring a so-called PIPE, is set to value the combined entity at around $2.3bn. A transaction has not been finalized and it’s possible talks could collapse, but if one is reached, it could be announced in the coming weeks.
Remitly hires advisers for a $5bn IPO. (FS)
Remitly has hired investment banks to prepare for an IPO in New York this year that could value the US remittance payments processor at around $5bn, Reuters reported.
It would be a significant jump from the $1.5bn valuation the Seattle-based company attained in its last private funding round in July 2020. Founded in 2011, Remitly is backed by investment firms including Generation Investment, which was co-founded by former US Vice President Al Gore, the family office of Amazon founder Jeff Bezos and PayU.
Goldman Sachs, JP Morgan and Barclays have been hired for the listing, which is expected to take place in the second half of this year.
dentalcorp files preliminary prospectus for a $700m IPO.
dentalcorp announced that it has filed with the securities regulatory authorities in each of the provinces and territories of Canada, and obtained a receipt for, an amended and restated preliminary base PREP prospectus, which amends and restates the preliminary base PREP prospectus filed by the company on April 30, 2021 in connection with its IPO of subordinate voting shares. The gross proceeds of the offering are expected to be approximately $700m at an offering price between $16 and $19 per subordinate voting share.
The offering is being made through a syndicate of underwriters led by CIBC Capital Markets, Jefferies, BMO Capital Markets and TD Securities acting as joint active bookrunners, and includes RBC Capital Markets and Band of Amarica acting as passive bookrunners, and Canaccord Genuity and Scotia Capital.
AIG says it will use IPO to sell life and retirement unit.
American International Group has decided to use an IPO to sell a 19.9% stake in its life and retirement business, CEO Peter Zaffino said, dashing prospects for potential bidders, Reuters reported.
"At this time, we believe an IPO remains the optimal path forward to maximize value for our stakeholders and to position the business for additional value creation as a stand-alone company. An IPO allows AIG to retain maximum flexibility regarding the operations of the business as well as the separation process." Peter Zaffino.
Monday is working with Goldman Sachs on IPO.
Software provider Monday com is working with Goldman Sachs on a US IPO, Bloomberg reported. The company has filed confidentially with the US SEC for a listing that could come as soon as this quarter, Bloomberg reported.
The startup, which was founded in 2014 in Israel, makes software to help employees work remotely. It was valued at $2.7bn last year. That was up from the $1.9bn value it had in a funding round in 2019.
Portfolio Advisors raises $1.1bn for its Direct Junior Credit Fund. (FS)
Portfolio Advisors, a private equity firm, is pleased to announce the successful closing of PA Direct Credit Opportunities Fund III. The fund held a final closing on March 31, 2021, with total commitments of over $1.1bn, exceeding its $1bn target.
PADCOF III received support from existing and new investors, which included pension funds, insurance companies, foundations, endowments, family offices and high net worth individuals both in the U.S. and abroad. To date, PADCOF III has invested approximately 20% of its capital in six companies.
Consistent with Portfolio Advisors’ direct credit investment team’s prior experience, PADCOF III partners with top-tier private equity sponsors to provide junior debt financing to US middle market companies undergoing buyouts, recapitalizations or growth equity transactions. These investments are typically in the form of second lien loans, senior subordinated notes or preferred equity.
Emergence raises $950m across two new funds. (FS)
Emergence is announcing it raised a new $575m early-stage fund, the firm’s sixth, alongside a $375m opportunity fund, the first of its kind. The new funds take Emergence’s assets under management to $2.3bn.
As for the types of startups that Emergence plans to back with its new fund: the partnership has no plans to stray from enterprise, where it has core theses in what it calls coaching networks, the deskless workforce, deep collaboration and industry cloud, Forbes reported.
Shenkman Capital raises over $325m for Tactical Credit Fund. (FS)
Shenkman Capital Management, a private equity firm, announced the close of Shenkman Tactical Credit Fund, its inaugural drawdown vehicle, with capital commitments of over $325m. The fund received strong support from a global investor base comprised of a broad cross section of new institutional and high-net-worth investors as well as existing Shenkman clients.
“By applying Shenkman’s process driven, disciplined approach honed over 35 years of investing in the leveraged credit markets, we believe the Fund is well positioned to take advantage of shorter, more frequent downturns and deliver strong risk-adjusted returns less correlated to the high yield market. We deeply appreciate the confidence of our clients, extend a warm welcome to our new investors, and look forward to a successful partnership," Justin Slatky, Shenkman Chief Investment Officer.
Shenkman was advised by Gasthalter & Co.
EMEA
Navitas Semiconductor, a manufacturer of GaN Power ICs, agreed to go public via a SPAC merger with Live Oak Acquisition II, a special purposes acquisition company, in a $1.4bn deal.
“Navitas was formed with the vision to revolutionize the world of power electronics while addressing significant sustainability challenges for our planet. Not only has Navitas’ world-class team invented and patented revolutionary new technology, but we have also overcome all the key hurdles associated with successfully bringing it to market. We are proud to enter the public capital markets with strong operating momentum and investor partners who share our enthusiasm for our long-term mission," Gene Sheridan, Navitas Co-Founder and CEO.
Navitas is advised by Deutsche Bank, Jefferies & Company and Grand Bridges. Live Oak Acqusiition II is advised by Bank of America, Jefferies & Company, Nomura, DLA Piper, Vinson & Elkins, Winston & Strawn and Blueshirt Group.
Astorg Partners, a private equity firm, is set to acquire Solina, a European manufacturer of ingredient and seasoning blends for the food industry, from Ardian. Financial terms were not disclosed.
"I would like to thank the management team for their forward thinking and ambitious external growth strategy which has led us to this great success. We wish them all the best for the years to come," Bruno Ladrière, Ardian Managing Director.
Solina is advised by Jeausserand Audouard. Astorg Partners is advised by Ernst & Young, Bain & Co, Latham & Watkins and Publicis Consultants. Ardian is advised by Ernst & Young, BNP Paribas and Willkie Farr & Gallagher.
Equistone Partners, a private equity firm, completed the acquisition of a majority stake in TIMETOACT GROUP, a provider of IT consultancy and services. Financial terms were not disclosed.
"We were looking for a reliable and financially strong partner, who can support us strategically during future growth phases, both organically and through acquisitions, while taking into account our unique company culture. With Equistone, we have found such a partner," Felix Binsack, TIMETOACT GROUP CEO.
TIMETOACT GROUP was advised by flandor and Oppenhoff & Partner Rechtsanwaelte. Equistone was advised by wdp Wachter Digital Partners, Ernst & Young, GCA Altium, P+P Poellath + Partners, Preu Bohlig & Partner and Shearman & Sterling.
Blackstone Group offered to acquire St. Modwen Properties, a British-based property investment and development business, for $1.7bn.
The possible offer is subject to certain limited pre-conditions including the satisfactory completion of confirmatory due diligence which is currently underway by Blackstone. St. Modwen and Blackstone are working closely together to complete this confirmatory due diligence as soon as practicable.
St. Modwen is advised by JP Morgan, Lazard, Numis Securities and FTI Consulting. Blackstone is advised by Rothschild & Co, Kirkland & Ellis and Paternoster.
Nuova Argo Finanziaria, an investment firm and the top investor in ASTM, has raised its offer for the Italian motorway group by around $182m, in an effort to secure backing for plans to take the company private and implement a broad overhaul.
Nuova Argo Finanziaria, the group’s top investor with a 43% stake, said it is ready to pay $34 per ASTM share, or $2.2bn, to buy an additional 46.92% stake in the company.
ASTM is advised by Credit Suisse, Rothschild & Co and Community Group. Financial advisors are advised by Cleary Gottlieb Steen & Hamilton.
Private equity firms Abry Partners and Castik Capital, agreed to acquire Reward Gateway, a global HR technology and employee engagement company, from Great Hill Partners, a private equity firm. Financial terms were not disclosed.
“We are grateful for Great Hill’s support and guidance, and excited to work with new partners who also understand and appreciate our core values, and who will support our vision for product innovation and growth, both organic and through acquisitions," Doug Butler, Reward Gateway CEO.
Reward Gateway is advised by William Blair & Co and Squire Patton Boggs.
IHS Towers, a telecommunications infrastructure provider, agreed to acquire a 51% stake in FiberCo, a telecommunications services company, from Telecom Italia, a provider of phone landline and mobile services, for $306m.
In the agreement, TIM will sell 51% of FiberCo's share capital in favor of IHS, and the remaining 49% will remain under the company's control. The relationship between the partners will be governed by a shareholders' agreement to be entered into upon closing of the transaction.
TIM is advised by Rothschild & Co.
GE Healthcare, a subsidiary of American multinational conglomerate General Electric, completed the acquisition of Zionexa, an innovative company developing and commercializing molecular imaging solutions. Financial terms were not disclosed.
“Like GE Healthcare, Zionexa’s products are aimed at enabling more precise diagnosis, improved treatment decision-making and ultimately better clinical outcomes for patients. This acquisition further demonstrates our commitment to enabling precision health and providing innovations that support oncologists, nuclear medicine specialists and other physicians throughout a cancer patient’s journey, from initial screening and diagnosis to informing therapy selection and monitoring the effectiveness of treatment," Kevin O’Neill, GE Healthcare President and CEO.
Zionexa was advised by Rothschild & Co.
VIKING Life-Saving Equipment, a maritime, offshore and fire safety solutions provider, completed the acquisition of HydroPen, a specialized marine engineering company. Financial terms were not disclosed.
“VIKING and HydroPen have enjoyed an exceptional spell of cooperation from day one. Together we have successfully positioned the HydroPen system as the most innovative container firefighting technology in the industry and we can’t wait to follow the journey ahead, both as active stakeholders in the transition period and beyond,” Martin Winkel, HydroPen CEO.
HydroPen was advised by ATRIUM Partners.
RGIS, the global firm in inventory and data collection, agreed to acquire a majority stake in Ivalis Group, an inventory and retail services provider. Financial terms were not disclosed.
"RGIS and Ivalis were competitors for many years and have both always maintained a strong common ethical value with respect for both employees and customers. Our people are our strength and we will need the combined talent of both RGIS and Ivalis to continue to deliver our high level of service to all of our customers," Asaf Cohen, RGIS CEO.
Arthur J. Gallagher is in talks to acquire Aon, Willis assets.
Insurance brokerage Arthur J. Gallagher is in talks to buy a portfolio of assets from Aon and Willis Towers Watson for about $3bn, Bloomberg reported.
An agreement could be reached in the coming weeks. Assets in Germany, Spain, France, and the Netherlands as well as Willis Towers Watson’s reinsurance business will be part of the package deal. No final decision has been made, the structure could still change and discussions could fall through.
Abu Dhabi’s ADQ bets on recovery with Emirates Steel-Arkan Deal
Abu Dhabi is seeking to create the largest steel and building materials company in the United Arab Emirates and cash in on an economic recovery that’s being boosted by government spending on infrastructure projects, Bloomberg reported.
ADQ, one of Abu Dhabi’s sovereign wealth funds, plans to combine Emirates Steel Industries with Arkan Building Materials and form an entity with assets of about $3.54bn.
The deal comes amid a boom in the price of steel and other metals as major economies reopen, leading to a manufacturing rebound. Futures in China, by far the biggest producer, have hit record highs - even outpacing gains in key ingredient iron ore. Arkan shares surged as much as 15%.
Lloyds nears a £400m takeover of Embark Group. (FS)
UK lender Lloyds Banking Group is in advanced talks about a £400m ($559m) takeover of savings and retirement company Embark Group, Sky News reported.
Embark has more than £38.5bn under administration and close to 500k customers in the UK. If completed, the deal will rank among Lloyds' most significant since it had to be bailed out by UK taxpayers with a £20bn ($28bn) capital injection in 2008.
The takeover of Embark will crystallise payouts for some of the world's largest asset managers, including BlackRock, Franklin Templeton and Legg Mason, all of which hold minority stakes in the company.
DWS said in talks to sell stake in fund platform to BlackFin. (FS)
Deutsche Bank’s asset management arm DWS Group is in exclusive talks to sell control of its IKS fund platform to French private equity firm BlackFin Capital Partners, Bloomberg reported.
BlackFin is holding final negotiations on terms of a potential deal for the IKS business. The buyout firm is discussing a deal to pay in the region of $362m for a majority stake in IKS, though terms of a transaction have not been finalized.
DWS, which is one of Europe’s largest asset managers, could announce an agreement as soon as the next few weeks. Shares of DWS rose as much as 3%, the biggest intraday gain in more than two months. They were up 1.8%, giving the company a market value of about $10.3bn.
John Laing in talks with KKR for a possible takeover offer. (FS)
John Laing Group said it was in talks with KKR regarding a possible takeover offer from the private equity firm, sending the UK-based infrastructure investor's shares up more than 18%, Reuters reported.
John Laing, originally into construction before moving to investing in and managing greenfield infrastructure projects worldwide, said the deadline for KKR to announce a firm intention to make an offer was June 3.
Shares of John Laing jumped as much as 18.5%, their highest level since January 2020, valuing the firm at about $2.59bn.
Italy to drop backing of Telecom Italia single network.
Italian Prime Minister Mario Draghi has abandoned a project backed by his predecessor to create a single national fiber network controlled by Telecom Italia, in a bid to boost competition among carriers and employ a wider set of technologies including 5G services.
The government’s project to improve the country’s digital services will be structured around competitive tenders in multiple areas and will be designed to grant wholesale access to third parties. Italy’s recovery plan earmarks $8bn to boost investment in ultra-wide broadband to achieve universal coverage across the entire country, Bloomberg reported.
Following a European Union request for the government to foster competition as it allocates funds from the bloc’s recovery plan, Rome will no longer support Telecom Italia’s plan to combine its landline assets with networks run by state-owned rival Open Fiber. The Telecom Italia proposal would have kept the combined new operator under the ex-monopolist’s control.
Porsche plans more deals to add electric, digital technology.
Porsche plans to buy stakes in more companies this year to broaden the electric-vehicle offerings and digital services that are focal points for the future, Bloomberg reported.
"The German sports car maker is continuing to pick up the pace on investments” in new technologies and will make a few announcements this year,” Lutz Meschke, Porsche Chief Financial Officer.
Porsche’s technological edge and financial muscle is vital to parent Volkswagen’s shift toward electric vehicles. Porsche raised its stake in Croatian electric supercar maker Rimac Automobili two months ago and is in talks with battery specialists including Germany’s Custom Cells to explore options for high-performance cells tailored for sports cars.
Rolls-Royce restarts Bergen sale after Norwegian state veto.
Rolls-Royce has restarted the auction of its maritime engine manufacturing division after the Norwegian government vetoed its sale to a Russian-based buyer, Sky News reported.
The FTSE-100 engineering group has asked prospective bidders for Bergen Engines to submit indicative offers later this month in a renewed attempt to offload the business.
Sherborne Investors Management sheds its 6% stake in Barclays.
Edward Bramson’s Sherborne Investors Management has sold its stake in Barclays, cutting its losses after three turbulent years battling Jes Staley’s strategy to bolster the investment banking business, Bloomberg reported.
The activist investor has divested its entire 6% holding and is building a new position in an undisclosed company, Sherborne said.
BPER Banca's new boss pours cold water on M&A.
Italy’s BPER Banca will consider a potential merger deal if the opportunity arises, but M&A is not a priority, new CEO Piero Montani said, after the lender reported solid financial results in the first quarter, Reuters reported.
The Italian banking sector is consolidating and BPER, the country’s fifth-largest lender, has long been seen as the best partner for Banco BPM in a deal that would create Italy’s second-largest bank by market share. The two banks have held talks, but at the moment BPER is focused on consolidating new branches.
Leonardo DiCaprio-backed MindMaze in SPAC talks.
Swiss digital therapeutics firm MindMaze, backed by Hollywood star Leonardo DiCaprio, is considering a Nasdaq listing by merging with a SPAC, and has held talks with a series of US suitors, Reuters reported.
As an initial step to attract financing for growth and acquisitions, it has been talking to investors about raising more than $100m in a deal valuing the company at more than $2bn.
MindMaze is working with Citigroup on the fundraising, which could involve a private placement or a convertible bond offering.
Ex-London bourse chief is said to plan fintech SPAC.
Xavier Rolet, the former head of London Stock Exchange Group, is planning to launch a blank-check company targeting financial technology investments, Bloomberg reported.
He plans to seek about $300m by listing a SPAC in the US. Rolet could reveal plans for the listing as soon as the next few days.
The SPAC will be one of the most high-profile listings to come to market since a regulatory review of accounting standards used by blank-check companies led to a slowdown in new offerings. Credit Suisse is advising on the planned IPO.
Leonardo still keen to list DRS unit.
Italian defence group Leonardo said it still plans to list its US unit DRS after reporting a 132% jump in first-quarter core profit, Reuters reported.
The conglomerate said EBITA came in at $114.45m between January and March. First-quarter revenue rose 7.7% year-on-year, supported by government and military demand, while civil business was weak because of the protracted negative impact of the pandemic.
In particular, Leonardo’s aerostructures division, which produces parts of aircraft for Boeing and Airbus, recorded a fall in volumes and a decline in results compared to the first quarter of 2020.
Almirall on lookout for US dermatology opportunities.
Spanish pharmaceuticals company Almirall is looking for new dermatology opportunities in the United States, Chairman Jorge Gallardo said.
At a press conference, he also said the company maintains its 2021 outlook for core sales growth in a mid-single-digit percentage and core EBITDA to be $231-$255m, up from c.$220m in 2020, Reuters reported.
The Barcelona-based company said in March, without disclosing the reason, it had decided not to exercise its right to acquire US dermatological company Bioniz Therapeutics, for which it had made an initial payment of $15m.
UniCredit’s CEO is open to deals.
UniCredit new CEO Andrea Orcel signaled he’s open to pursuing takeovers, hinting at a more ambitious growth strategy after a long period of retrenchment under his predecessor, Bloomberg reported.
Orcel, in his first public comments in the role, said his aim is to move UniCredit away from restructuring to delivering sustainable returns, with deals as one potential option to reach strategic goals faster. After a clean-up under former CEO Jean Pierre Mustier, the bank is in a strong position in terms of capital, liquidity and asset quality.
“With respect to M&A, it is not a purpose in itself but I do see it as an accelerator and a potential improver of our strategic outcome where it is in the best interests of shareholders and where we have full confidence in our ability to execute it,” Andrea Orcel.
Alphawave seeks $1.1bn in London listing.
Alphawave and its holders are looking to raise as much as $1.1bn in a listing on the London Stock Exchange, adding a rare semiconductor stock to the UK market and boosting the City’s attempts to establish itself as a technology hub.
The Canadian company is looking to raise £360m ($503m) by selling as many as 96m shares in an initial public offering, while shareholders plan to offload a stake worth as much as $629m, Bloomberg reported.
The company plans to market shares in the IPO at $5.2 to $6 through May 13, with the new stock set to start trading a day later. The IPO, which will value the company at as much as $4.4bn, comes as London attempts to position itself as a global financial center for tech listings. Cybersecurity firm Darktrace listed last week at a lower-than-expected valaution after online food-delivery platform Deliveroo flopped in its market debut in March.
APAC
SS&C Technologies announced that it has amended the Scheme Implementation Deed with Mainstream Group to provide for an acquisition by SS&C of 100% of the shares and outstanding equity rights in Mainstream for $2 per security pursuant to a scheme of arrangement.
In the absence of a superior proposal, and subject to the independent expert concluding that the revised scheme is in the best interests of Mainstream shareholders, being customary carve-outs, the board of directors of Mainstream intends to support the revised scheme of arrangement on that basis.
Terms of the proposed acquisition imply an enterprise value for Mainstream of c.$290m. The purchase will be subject to customary conditions, including approval by Mainstream shareholders, the relevant Australian court and certain regulatory approvals, and is expected to close in the third quarter of 2021.
Mainstream is advised by Miles Advisory and Maddocks. SS&C is advised by Davis Polk & Wardwell, Citigroup and Gilbert + Tobin.
Apollo Global has offered to acquire Australian gambling company Tabcorp's wagering and media business and gaming services, for $3.1bn.
Apollo’s pitch topped a recently revised bid of $2.7bn from Entain, which is also looking at acquiring Tabcorp’s wagering and media businesses. Entain’s offer, however, does not include the Australian bookmaker’s gaming unit.
Tabcorp said the revised proposal is subject to numerous conditions, including due diligence, arranging financing, receipt of all relevant regulatory approvals and obtaining various third-party approvals and consents.
Entain is advised by Macquarie Group, Morgan Stanley and Powerscourt.
TA Associates, a private equity firm, completed the acquisition of a majority stake in InCorp Global, a provider of professional corporate solutions, from EQT, a private equity firm. Financial terms were not disclosed.
"We believe InCorp is well-positioned to meet the needs of companies and entrepreneurs looking to scale their businesses across the rapidly growing Asian market, and we look forward to continuing the expansion of InCorp’s network and service capabilities globally," Andrew Tay, TA Associates Principal.
TA Associates was advised by Rothschild & Co. EQT is advised by Kekst CNC.
Canada Pension Plan Investment Board agreed to acquire a 15.9% stake in IndInfravit Trust, an infrastructure investment trust, from infrastructure developers L&T Infrastructure Development Projects and Sadbhav Infrastructure Project, for $143m.
CPPIB has acquired 7% of the units from Sadbhav Infrastructure Project and will acquire an additional 8.9% from L&T IDPL, which, upon completion, will increase CPP Investments’ stake in IndInfravit from 27.9% to 43.8%.
“Furthering our commitment to IndInfravit reflects our ongoing commitment to investment in India, as well as our ability to support IndInfravit’s future growth opportunities and enhances our ability to deliver solid long-term risk-adjusted returns to CPP contributors and beneficiaries," Scott Lawrence, CPPIB Managing Director and Head of Infrastructure.
Modi govt pushes BPCL privatisation, opens financial data for the $7bn deal.
India has allowed bidders access to the financial data of Bharat Petroleum as the government moves ahead with plans to sell its entire stake in the country’s second-biggest state refiner.
The data room has been open since the last week of April and some bidders have held meetings with BPCL management.
The BPCL privatization, which could be the country’s biggest, is crucial for India. The government needs to raise capital to make up the fall in tax revenues as the pandemic hit the economy. Finance Minister Nirmala Sitharaman said last month the plan to raise about $23bn from selling stakes in state-run companies, including BPCL, is still on course despite the fresh wave of coronavirus infections.
Singapore Press to hive off media business.
Singapore Press, which publishes the city-state’s main newspaper, said it would transfer its media business to a not-for-profit company as the unit struggles with falling advertising revenue and losses, Reuters reported.
SPH said the separation would allow the eventual not-for-profit media arm, which would include publications such as The Straits Times and Chinese newspaper Lianhe Zaobao, to secure funding from a range of public and private sources.
Such funding could include additional financial support from the government, Chairman Lee Boon Yang said. The government is prepared to provide funding support, the ministry of communications and information said in a separate statement, adding it backs the restructuring proposal.
Nasdaq listing ban on Luokung lifted.
Nasdaq has withdrawn a decision to delist the shares of Luokung Technology, the Chinese mapping technology company said, after a US judge suspended an imminent investment ban imposed under the former Trump administration.
The ruling and listing news sent shares of the company nearly 20% higher. Luokung said that Nasdaq had notified the company that it has withdrawn its delisting letter and shares would continue to trade on the market, and would not be suspended on May 7.
Three Gorges unit preps $3.5bn IPO.
State-owned China Three Gorges, best known as the operator of the world's largest hydroelectric power plant, is preparing to list a wind and solar power subsidiary in Shanghai in what would be the country's biggest domestic IPO in more than a year, DealStreetAsia reported.
The move comes as Chinese companies, especially state-owned energy groups, announce plans to advance President Xi Jinping's promise that the country achieve carbon neutrality by 2060.
China Three Gorges Renewables said that it set a preliminary price for its initial public offering at $0.4 per share. With the maximum issuance put at 8.57bn shares, the Beijing-based power company is expected to pocket $3.48bn after offering costs. The fresh capital will go toward building offshore wind farms.
Nuvoco Vistas seeks to raise $680m via IPO.
Nirma Group’s cement company, Nuvoco Vistas, filed a draft red herring prospectus with the Securities and Exchange Board of India to raise c.$680m through an IPO.
The IPO will comprise a fresh issue of c.$204m and an offer for sale of c.$476m by its promoter entity Niyogi Enterprise. Niyogi Enterprises holds 86.56% stake in the company. The proceeds from the fresh issue of shares will be used for repayment in full or part of certain borrowings availed by the company.
Waterdrop IPO bankrolls online insurance push amid crackdowns.
Waterdrop, the Chinese insurance technology company poised to list in the US, said it will focus on expanding its online business, seeking to bolster its share of the highly competitive market while coping with regulatory headwinds.
The company will use proceeds of an initial public offering to increase its online insurance offerings that cater to the nation’s smaller cities and young internet users, rather than prioritizing profits, CEI Shen Peng said in an interview.
Beijing-based Waterdrop is raising $360m at a valuation of $4.7bn, based on its IPO pricing of $12 a share, Bloomberg reported.
Ant-backed Snowball Finance plans a $300m US IPO. (FS)
Snowball Finance Beijing, an online financial information portal that counts Ant Group as one of its backers, is planning an initial public offering in the US, which could raise about $300m, Bloomberg reported.
The Beijing-based company, known as “xueqiu” in Chinese, is working with advisers on the proposed share sale. Snowball plans to file for the IPO as soon as this month. Deliberations are ongoing, and details such as timing and offering size may change.
Hillhouse builds investing war chest with $18bn raise. (FS)
Hillhouse Capital Management is close to completing its latest fundraising series, attracting $18bn to back three new funds for the Hong Kong-based investment firm.
The company is replenishing its war chest as the coronavirus-battered economy throws up opportunities. Hillhouse attracted funding from endowments and pension funds, and is nearing a close though final details may change.
The $18bn raised is higher than the original target of about $13bn as of April last year. About $10bn was to be allocated to buyouts, with the rest split between growth equity and venture.
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