AMERICAS
Mylan and Pfizer today announced that the US Federal Trade Commission accepted a proposed consent order, which concludes the FTC's review of the proposed combination of Mylan and Pfizer's Upjohn Business. The parties have now obtained all required antitrust clearances for the proposed transaction.
Pfizer stockholders do not need to pay any consideration, exchange or surrender their Pfizer common stock or take any other action to receive Viatris common stock in the distribution, other than to hold Pfizer common stock as of the record date. The transaction remains subject to the satisfaction of other customary closing conditions. The two businesses will continue to operate as independent, separate organizations until close.
"We expect the new company, Viatris, will deliver value to shareholders and the global healthcare community. For Pfizer, this transaction furthers our sharpened focus on innovative medicines and breakthroughs that change patients' lives," Albert Bourla, Pfizer Chairman and CEO.
Mylan is advised by Centerview Partners, PJT Partners, Cravath Swaine & Moore, Fangda Partners, NautaDutilh, Stibbe, Wilson Sonsini Goodrich & Rosati, and Sard Verbinnen & Co. Pfizer is advised by Goldman Sachs, Guggenheim Partners, Davis Polk & Wardwell, Davis Polk & Wardwell, and Wachtell Lipton Rosen & Katz. Goldman Sachs and Guggenheim Partners are advised by Sullivan & Cromwell.
The Vistria Group and Centerbridge Partners, two private investment firms, completed the acquisition of Help at Home, a US provider of home care and community-based services in 13 states, from Wellspring Capital, a private equity firm. Financial terms were not disclosed.
"For more than four decades, Help at Home has enabled seniors and people with disabilities to continue to lead independent lives in the familiar settings of their homes and communities. Now, with the Covid-19 pandemic, the in-home care we provide is more critical than ever because it allows these often vulnerable populations to receive care and support in the safety of their own homes," Paul Mastrapa, Help at Home Chief Executive Officer.
The Vistria Group was advised by Res Publica Group. Centerbridge was advised by Ropes & Gray, Kirkland & Ellis, Barclays, Edgemont Partners, Lincoln International and Kekst CNC. Wellspring was advised by Jefferies & Company and McDermott Will & Emery. Debt financing was provided by BMO Capital Markets, Barclays, Jefferies & Company and UBS.
IPSY, a provider of beauty sampling service, agreed to acquire BoxyCharm, a full-size beauty product subscriptions provider, for $500m.
"We are thrilled to add BoxyCharm to BFAI, complementing the IPSY offering and strengthening our position in the personalized beauty ecosystem. Both brands share a commitment to celebrating diversity and enabling inclusion through beauty, which our world needs more than ever today. Joe has built an amazing business and an avid community of beauty enthusiasts. BoxyCharm has always pushed us to be better and now that we’re under one roof, we’re looking forward to growing and innovating together,” Marcelo Camberos, IPSY Co-Founder and CEO.
BoxyCharm is advised by Morgan Stanley and Ropes & Gray. IPSY is advised by Bank of America Merrill Lynch, JP Morgan, KeyBanc Capital Markets, Silicon Valley Bank, Wells Fargo Securities, Wilson Sonsini Goodrich & Rosati, and Walker Comms.
Healthcare Merger, a special purpose acquisition company, completed the merger with Warburg Pincus-backed SOC Telemed, a provider of acute care telemedicine, in a $720m deal. Institutional Investors, including funds and accounts managed by BlackRock, Baron Capital Group, and Legg Mason, among others, have committed to private investment of $165m in the common stock of the combined company.
"We are pleased to partner with SOC to drive its next phase of growth. SOC operates a scaled and differentiated acute care telemedicine platform. This transaction will enable the company to capitalize on substantial opportunities to expand and grow and benefit from the accelerated adoption of telemedicine as a result of Covid-19," Steve Shulman, Health Merger CEO.
SOC Telemed was advised by Credit Suisse, Orrick Herrington & Sutcliffe, Trevelino/Keller and Westwicke. Healthcare Merger was advised by Cantor Fitzgerald, MTS Health Partners, Ellenoff Grossman & Schole and Weil Gotshal and Manges.
CoStar Group hasn't gained much traction in discussions to acquire CoreLogic in an $8.6bn deal, making a deal between the two real-estate data providers more difficult to reach, Bloomberg reported.
CoStar has indicated an interest in exploring a takeover of the software company for $77 to $83 a share, however, has balked at the terms of a non-disclosure agreement sought by CoreLogic, believing the terms are too onerous.
Separately, a private equity consortium consisting of Warburg Pincus and GTCR has indicated it’s interested in pursuing at deal at $80 a share or more, and has signed the non-disclosure agreement in order to gain access to CoreLogic’s financials.
CoreLogic is advised by Sard Verbinnen & Co. Senator Investment Group is advised by Cadwalader Wickersham & Taft. Canne Holdings is advised by Trasimene Capital, Weil Gotshal and Manges, and Sloane & Company.
The chief executive of Cenovus Energy said he is confident shareholders will approve its acquisition of rival Husky Energy, despite big quarterly losses and a stock sell-off, Reuters reported.
Cenovus and Husky lost more money than analysts expected and took impairment hits in the third quarter, the companies said on Thursday, adding concerns to a $7.8bn merger announced days earlier. The deal requires approval by shareholders of both companies.
“I’m not very worried. What you saw was a lot of people with very short-term bias get out of the stock. I’m quite happy to replace those investors with investors with a longer-term view,” Alex Pourbaix, Cenovus CEO.
Husky Energy is advised by CIBC World Markets, Goldman Sachs, Norton Rose Fulbright, Osler Hoskin & Harcourt, and Joele Frank. Cenovus is advised by RBC Capital Markets, TD Securities, Bennett Jones, and Paul Weiss Rifkind Wharton & Garrison. CK Hutchison is advised by Skadden Arps Slate Meagher & Flom and Stikeman Elliott.
Alphabet Chief Financial Officer Ruth Porat said the company anticipates its bid for Fitbit will be completed this year, despite extensive regulatory probes of the deal and a major antitrust case by the US government.
Google has previously said it planned for the Fitbit deal to close in 2020. On October 28, Fitbit said that the completion date for the merger was extended until February of 2021.
“We do still expect we are going to receive the necessary regulatory approvals to hopefully complete the transaction before the end of this year. But the time frame may extend beyond that,” Ruth Porat, Alphabet CFO.
Fitbit is advised by Qatalyst Partners, Fenwick & West, and Sard Verbinnen & Co. Qatalyst Partners is advised by Cooley. Google is advised by Lazard and Cleary Gottlieb Steen & Hamilton.
Oaktree Capital-backed Oaktree Specialty Lending, a specialty finance company, agreed to merge with Oaktree Strategic Income, a capital solutions provider to middle-market companies. OCSL would issue approximately 1.39 shares for each OCSI share outstanding, resulting in pro forma ownership of 77.5% for current OCSL stockholders and 22.5% for current OCSI stockholders.
"Since taking over management of OCSL and OCSI three years ago, we have made significant progress in reshaping the portfolios by reducing non-core and underperforming positions and investing in opportunities that align with Oaktree’s value-driven investment style. Our announcement today represents the next step in our plan to further drive stockholder value, and we look forward to leveraging the benefits provided by the larger company with greater scale, portfolio diversity and financial flexibility,” Armen Panossian, OCSL and OCSI CEO and CIO.
OSCI is advised by Houlihan Lokey and Dechert. Oaktree is advised by Proskauer Rose and Financial Profiles. OCSL is advised by Keefe Bruyette & Woods and Stradley Ronon Stevens & Young.
Inspire Brands, a restaurant holding company, agreed to acquire Dunkin' Brand, an American restaurant holding company which runs two chains of fast-food restaurants: Dunkin' and Baskin-Robbins, for $11.3bn, including debt.
Under the terms of the agreement, which has been unanimously approved by the Boards of Directors of Inspire and Dunkin’ Brands, Inspire will commence a tender offer to acquire all outstanding shares of Dunkin’ Brands for $106.50 per share in cash. This represents a premium of approximately 30% to Dunkin’ Brands’ 30-day volume-weighted average price and a premium of approximately 20% per share to Dunkin’ Brands’ closing stock price on October 23, 2020.
“Dunkin’ and Baskin-Robbins are category leaders with more than 70 years of rich heritage, and together they are two of the most iconic restaurant brands in the world. By joining Inspire, these brands will add complimentary guest experiences and occasions to our current portfolio. We are excited to welcome Dunkin’ and Baskin-Robbins’ employees, franchisees, and suppliers to the Inspire family," Paul Brown, Inspire Brands Co-Founder and CEO.
Dunkin Brands is advised by Bank of America Merrill Lynch and Ropes & Gray. Inspire Brands is advised by Barclays and Paul Weiss Rifkind Wharton & Garrison.
Red Ventures, a portfolio of digital brands, completed the acquisition of CNET Media Group, a digital media company, from ViacomCBS, an American diversified multinational mass media conglomerate, for $500m.
"Over the last 25 years CNET Media Group has built a dynamic portfolio of brands with well-earned authority on such topics as consumer tech and gaming that play an increasingly important role in people's lives. Red Ventures is eager to invest in CNET Media Group's growth with more personalized consumer experiences that will reinvigorate CNET Media Group's brands and unlock unprecedented opportunity for all," Ric Elias, Red Ventures CEO.
Red Ventures was advised by Evercore, K&L Gates. ViacomCBS was advised by Citigroup and Shearman & Sterling.
Francisco Partners, a private equity firm, agreed to acquire MyFitnessPal, a fitness and wellness software platform, from Under Armour, an American sports equipment company, for $345m.
"MyFitnessPal supports over 200m users in their ongoing health and fitness journeys and we are excited to partner with the business for its next stage as a standalone company to continue a strong history of recurring revenue growth, organic user acquisition and a unique consumer proposition," Christine Wang, Francisco Partners Principal.
Francisco Partners is advised by Kirkland & Ellis and Paul Hastings. Under Armour is advised by Pj Solomon and King & Spalding.
Flushing Financial, the parent holding company for Flushing Bank, completed the acquisition of Empire Bancorp, the parent holding company for Empire National Bank, for $111m. Under the terms of the merger agreement, each share of Empire common stock was exchanged for either 0.6548 shares of Flushing common stock or $14.04 in cash.
"Their community banking approach and customer focus is highly consistent with the model that has made us successful. I am confident that their commitment to community banking, delivering exceptional service, and the size and strength of their balance sheet will delight our customers and deliver value to our shareholders,” Douglas C. Manditch, Empire Bancorp Chairman and Chief Executive Officer.
Empire Bancorp was advised by Sandler O'Neill + Partners and Fenimore Kay Harrison & Ford. Flushing Financial was advised by Deutsche Bank and Arnold & Porter Kaye Scholer.
American Equity Investment Life Insurance, a private equity firm, completed a $100m investment in Pretium, a private equity firm.
Pretium intends to use the proceeds to expand its growing franchise and further elevate its leadership in real estate, residential credit and corporate & structured credit.
"We are pleased to build on our relationship with AEL and bring differentiated and return-enhancing strategies for the benefit of AEL's investment portfolio. There is a compelling combination of strong housing fundamentals amidst broader economic uncertainty at a time when few capital providers possess the requisite infrastructure and experience to capitalize on these opportunities. Thanks to our integrated platform, we are well positioned to deliver industry-leading returns for our investors while effectively serving the needs of borrowers," Don Mullen, Pretium Chairman and CEO.
Pretium is advised by Prosek Partners. American Equity was advised by Skadden Arps Slate Meagher & Flom and Sard Verbinnen & Co.
Major League Baseball owners voted on Friday to approve hedge fund billionaire Steve Cohen as the new owner of the New York Mets, concluding a nearly year-long battle for control of the star-crossed franchise, FT reported.
The transfer from the Wilpon and Katz families values the franchise at between $2.4bn and $2.45bn, a record for a baseball team that tops the $2bn sale of the Los Angeles Dodgers from Frank McCourt to Guggenheim Baseball Management in 2012. The Mets sale is likely to close within 10 days.
“I am humbled that MLB’s owners have approved me to be the next owner of the New York Mets. Owning a team is a great privilege and an awesome responsibility. My family and I are lifelong Mets fans, so we’re really excited about this. With free agency starting Sunday night, we will be working towards a quick close," Steve Cohen.
Sterling Equities is advised by Davis Polk & Wardwell.
Viking Global-led consortium, including Sunley House Capital Management, an affiliate of Advent International, completed the $150m investment in Riverwood Capital-backed Conductor, a provider of retail solutions.
“Conductor's mission is to modernize and democratize the payment ecosystem in Latin America. Our business has grown 10 times in the past few years, and we are just getting started. With this funding, we will accelerate our investments in products to capitalize on the enormous opportunity that lies ahead in Brazil and throughout the region," Antonio Soares, Conductor CEO.
Conductor was advised by Goldman Sachs.
Clearspring Capital Partners, a private equity firm, completed the acquisition of a major stake in Regal Confections, a distributor of candies and confectionery products. Financial terms were not disclosed.
"Numerous growth opportunities lie ahead for Regal Confections. Clearspring is proud to partner with CEO Hani Basile and his team. We look forward to investing in people and in infrastructure to strengthen the portfolio of products and brands, and bolstering Regal's national leadership as an independent value-added distributor in the candy, chocolate and gourmet foods segments," Milap Choksey, Clearspring Capital Principal.
Debt financing to Clearspring Capital was provided by Investissement Quebec.
Nestle USA, a retailer of foods and beverages, completed the acquisition of Freshly, a New York-based prepared meal delivery company, for $950m.
This move brings together Nestle's deep understanding of what and how people eat at home, and world class research and development capabilities with Freshly's highly specialized consumer analytics platform and distribution network to fuel growth opportunities within the Freshly business and across Nestle's portfolio.
"We are excited to welcome Freshly to the Nestle family. Consumers are embracing e-commerce and eating at home like never before. It's an evolution brought on by the pandemic but taking hold for the long term. Freshly is an innovative, fast-growing, food-tech startup, and adding them to the portfolio accelerates our ability to capitalize on the new realities in the US food market and further positions Nestlé to win in the Future," Steve Presley, Nestle USA Chairman and CEO.
Aflac, a provider of supplemental insurance to individuals in the United States and Japan, agreed to acquire a 9% stake in Trupanion, a provider of pet health insurance services, for $200m.
Under the alliance agreement, Aflac will provide access to agent, broker and direct to consumer platform distribution and assistance in worksite product design, marketing and enrollment support. Trupanion will provide marketing, underwriting, and policy administration, including all aspects of policyholder support.
Aflac was advised by Skadden Arps Slate Meagher & Flom.
NerdWallet, a website and app that provides financial guidance, completed the acquisition of Fundera, the go-to financial resource for small and medium-sized businesses operating in the United States. Financial terms were not disclosed.
Through this acquisition, NerdWallet will expand its financial guidance and financing options for small business owners, establishing a stronger foothold in the SMB market and advancing its mission of providing clarity for all of life's financial decisions.
"It can be the wild wild west out there for small business owners. Finding the financial products and the guidance needed to start, grow and fund their businesses can be very challenging, and most small business owners don't have a resource or partner to support them along their journey. Bringing transparency to this process and educating, empowering and advocating for business owners is so similar to what we see NerdWallet doing in the consumer space. We have always been inspired by how NerdWallet puts confidence and informed decision-making in the hands of consumers, and that's what we do for small business owners," Jared Hecht, Fundera CEO and Founder.
Jewelers Mutual, an insurance company, agreed to acquire Wexler Insurance, an insurance agency dedicated to providing risk management solutions to the jewelry industry. Financial terms were not disclosed.
"Wexler has a strong track record of developing relationships with, and providing risk management solutions to, the jewelry industry and is an ideal complement to Jewelers Mutual. Combining Wexler's unique products, services and carrier alliances with the investments in data and technology being made by Jewelers Mutual will create a competitive advantage that will expand our footprint and diversify our operational profile," Scott Murphy, Jewelers Mutual President and CEO.
Turnkey Capital, a business advisory company, offered to acquire Affordable Solar Solutions, a solar photovoltaic design and installation firm. Financial terms were not disclosed.
“The US, especially the Southeast, is leading the way in the development and adoption of clean, renewable energy. As the solar industry grows, jobs are created, and people are saving money. We are excited by the Turnkey Capital opportunity as management recognizes the market potential and fully understands the positive environmental and economic impact,” Christopher Barnhardt, Affordable Solar Solutions President.
Daimler Trucks, the trucks manufacturing division of Daimler, completed the acquisition of a minority stake in Luminar, a developer of Lidar hardware and software technology. Financial terms were not disclosed.
“Luminar has pioneered a critical enabling technology for bringing automated vehicles to the road, and we’re excited to work closely with them to drive this technology forward. Their company has proven visionary in its focus and unique ability to enable long-range sensing and high-speed driving on the highway. Our common goal is to enable safe deployment of highly automated trucks and shape the future of the trucking and logistics industry at large,” Peter Vaughan Schmidt, Daimler Trucks Head of Autonomous Technology Group.
Sony in talks to acquire Crunchyroll for $950m.
Sony is in final talks with AT&T, a company providing local and long-distance phone service, wireless and data communications, to acquire Crunchyroll, US animation-streaming service, in a deal worth more $957m, Reuters reported.
The acquisition would give Sony access to Crunchyroll’s 70m members around the world, allowing the Japanese entertainment and electronics conglomerate to compete better with Netflix and other global rivals.
Sony, which recently obtained exclusive rights to negotiate for Crunchyroll, hopes to leverage the new channel to distribute its own entertainment content, including films and music.
GFL Environment announces the closing of acquisition of divestiture assets.
GFL Environmental, a leading North American diversified environmental services company, announced today the successful closing of the acquisition of the divestiture assets resulting from the transaction between Waste Management and Advanced Disposal Services. The assets to be acquired by the company, which include 34 collection operations, 36 transfer stations and 18 landfills across 10 US states, are supported by over 900 employees. The $864m purchase price for the acquisition was satisfied through a combination of drawings under the company's revolving credit facility and cash on hand.
"We are excited to welcome the over 900 employees joining the GFL family today. When we completed our initial public offering earlier this year, we significantly de-levered our balance sheet with the goal of creating long term equity value for our shareholders by pursuing accretive acquisitions of high-quality assets and improving our operating margins. This acquisition, together with our recently completed acquisition of WCA Waste , will advance this goal and further support our organic growth strategy," Patrick Dovigi, GFL Founder and CEO.
Square in talks to acquire Credit Karma’s tax-preparation business.
Credit Karma, a personal-finance firm, is in talks to sell its tax-preparation business to Square, a provider of mobile payment solutions, the Wall Street Journal reported.
The move is aimed at avoiding potential antitrust objections to Credit Karma's pending sale to TurboTax maker Intuit.
The US Justice Department is concerned that bringing together Credit Karma’s tax-preparation business with TurboTax would leave taxpayers with fewer and potentially more expensive options.
Petrobras is nearing major divestments.
Petrobras, a state-run oil firm, is in the advanced stages of several major divestments. Petrobras has been working to sell dozens of non-core assets in recent years in a bid to reduce debt and sharpen its focus on offshore oil production and exploration, Reuters reported.
Petrobras hopes to finalize negotiations to sell its RLAM refinery by the end of the year and has recently received binding offers for its REMAN refinery, in the Amazonian city of Manaus. The company expects to receive binding offers for its REPAR refinery in southern Brazil in December.
The firm also continues to examine an IPO for a collection of offshore midstream assets. Petrobras will not sell its stake in Braskem, petrochemical company, until that firm makes significant improvements related to governance and environmental liabilities.
Bank of Montreal considers options for $270bn fund arm. (FS)
Bank of Montreal is exploring options for its asset management operations, as the Canadian firm considers scaling back the business’s international footprint, Bloomberg reported.
The lender is working with an adviser to study strategic alternatives for the unit. The review could lead Bank of Montreal to seek a buyer for some parts of the asset management business outside its home market.
BMO Global Asset Management has offices in over 20 locations and about 1.2k people managing assets for clients. It had more than $273bn of assets under management at the end of 2019.
Lion Electric in talks to merge With Northern Genesis.
The Lion Electric, a maker of electric vehicles such as yellow school buses, is in talks to go public through a merger with blank-check firm Northern Genesis Acquisition, Bloomberg reported.
Northern Genesis has begun discussions with prospective investors about raising a targeted $500m in new equity to support a transaction. The merged entity is set to be valued at $2bn or more.
Power Sustainable Capital, a subsidiary of Power Corporation of Canada, is Lion’s largest shareholder.
Billionaires Icahn and Perelman diverge in opinion about Revlon restructuring.
Billionaires Ronald Perelman and Carl Icahn are facing off as Revlon seeks to restructure its debt load and avert bankruptcy, Bloomberg reported.
Icahn, a holder of $343m of Revlon notes, has been holding out on a proposed debt exchange that would loosen the company’s debt load and allow it to stave off a potential bankruptcy filing. Icahn hasn’t participated in the exchange - in which holders would be paid a significant discount to face value - because he doesn’t believe it adequately compensates holders.
Revlon is seeking to complete the exchange to avoid triggering a $1bn loan repayment in mid-November if any of the bonds are left outstanding. The company doesn’t have the cash to pay down the debt if investors balk at the exchange, and is considering options including a Chapter 11 filing to stay in business if the swap fails.
PetSmart scraps debt deal.
PetSmart, a brick-and-mortar chain, has shelved a deliberate $4.7bn fundraising linked to its break up from Chewy, an online retailer, delivering a setback for the pet provide chain, Financial Times reported.
Buyers had pushed again towards the phrases of the proposed fundraising, which included a mixture of bonds and loans, amid jitters within the company debt markets forward of the US election. PetSmart had elevated the rate of interest on the bonds in an try and win them over.
WeWork is considering an IPO again.
Sandeep Mathrani, WeWork CEO, states that WeWork is on track to turn profitable in 2021 and will then revisit plans for an IPO, Bloomberg reported.
The office-sharing startup renegotiated leases, laid off staff and replaced management after SoftBank Group took control. The business is bouncing back “100%” in certain Asian markets, including China, South Korea and Singapore.
“I’m a big believer in one step at a time so let’s hit profitable growth first, and we’ll then revisit the IPO plan,” Sandeep Mathrani.
When the IPO happens, all of WeWork’s units and franchises around the world will roll into the parent as per existing agreements. The startup’s valuation has dropped more than 90% from its peak of $47bn.
PureCycle Technologies in talks to go public through a merger with Roth CH Acquisition. (FS)
PureCycle Technologies, a polypropylene recycling company, is in talks to go public through a merger with Roth CH Acquisition I, a blank-check company, Bloomberg reported.
Roth, a special purpose acquisition company, is in discussions with prospective investors to raise about $200m for a transaction. The merged entity would have a market value of $1.1bn and an enterprise value of roughly $825m.
Leslie's grows 28% after $680m IPO.
Leslie’s, a provider of pool and spa care, rose 28% in its trading debut after pricing its IPO above a marketed range, Bloomberg reported.
Leslie’s and its investors sold 40m shares for $17 each. The shares closed at $21.70, giving the company a market value of about $4.05bn. L Catterton and GIC control most of the company’s voting rights.
“The pool industry is very different, very advantaged. You just don’t often find a company with dominant market share like we have. No real competition of scale and still have the opportunity for lots of growth," Mike Egeck, Leslie’s CEO.
Leslie’s was advised by Goldman Sachs, Morgan Stanley and Bank of America Merrill Lynch.
KKR invests $6.2bn with turmoil spurring deals. (FS)
KKR deployed a record amount of capital in the third quarter, taking advantage of turmoil spurred by the Covid-19 pandemic, Bloomberg reported.
KKR invested about $6.2bn in markets across private equity, infrastructure and real estate. That figure surpassed its previous peak of $5.5bn in the second quarter.
KKR has been one of the industry’s busiest dealmakers during the pandemic and has said the crisis will be an inflection point for its business. In July, the firm agreed to buy retirement and life insurance provider Global Atlantic Financial Group in a deal that could be valued at more than $4bn, giving it a major presence in the insurance industry and adding long-term capital.
Accel-KKR closed emerging markets buyout fund at $640m. (FS)
Accel-KKR, a technology-focused private equity firm, has announced the final close of its emerging markets buyout fund, Accel-KKR Emerging Buyout Partners, with $640m in capital commitments.
The fund will continue its strategy of investing in software and tech-enabled services companies, with a special focus on small-cap firms. The closing of the new fund brings Accel-KKR’s total assets under management to over $10bn across five funds.
“Despite the less-than-ideal conditions imposed by the pandemic, we completed a very efficient, successful fundraise almost completely during the lockdown,” Rob Palumbo, Accel-KKR Managing Partner.
Blackstone invests $612m in warehouses portfolio. (FS, RE)
Blackstone, an American private equity group, has bought a $612m portfolio of warehouses around the country from Prologis, a New York-listed investor, PE Insights reported.
Prologis, an owner of warehouses, sold the properties because it does not fit its principal investment strategy to own logistics parks with multiple properties in the Midlands, the southeast and London.
Bank of America's equities Chief resigns. (People)
Fabrizio Gallo, a global co-head of equities at Bank of America, is leaving the firm just months after a management shake-up at the top its sales and trading operation, Financial News reported.
Gallo has resigned and will be replaced by Soofian Zuberi who was installed as co-head of the US bank's stock trading unit.
“During his tenure at the firm, he has played a strategic, important role in building our equities franchise. Amongst his many legacies he helped develop an electronic infrastructure that is critical to our success and a Prime Brokerage business that has become an industry leader," Tom Montag, Bank of America COO.
EMEA
The Swiss competition watchdog has approved British-Dutch-American multinational telecommunications company Liberty Global's $7.43bn takeover of Swiss telecommunications giant Sunrise Communications without conditions. That clears the way for the deal to create Switzerland's second-biggest telecoms group behind Swisscom.
“Like Swisscom, UPC/Sunrise will have its own mobile and fixed network infrastructure. There is no threat of eliminating effective competition. It cannot be assumed that UPC/Sunrise and Swisscom will coordinate in the Future. Therefore, WEKO approves the takeover without any conditions or conditions,” WEKO.
Sunrise Communications is advised by Deutsche Bank and Lenz & Staehelin. Liberty Global is advised by Credit Suisse, JP Morgan, LionTree Advisors, Homburger, Ropes & Gray, and Shearman & Sterling. Freenet is advised by Citigroup and Hengeler Mueller.
Carlsberg UK, the flagship beer brand, and Marston's, the UK's independent brewing and pub retailing business, completed the formation of a joint venture in a £273m ($334m) deal. Marston’s has a 40% stake in the joint venture, while Carlsberg owns the remaining 60%.
“The creation of the joint venture is an important step forward for our UK business. The joint venture’s brand portfolio will allow us to offer a significantly stronger beer portfolio to our UK customers, and at the same time extend distribution into the Marston’s pub estate. In addition, the combined business will bring our customers wider choice, greater capacity, product innovation, and marketing and distribution efficiency benefits,” Cees’t Hart, Carlsberg CEO.
Carlsberg was advised by Nomura, Peel Hunt, Norton Rose Fulbright and GolinHarris. Marston’s was advised by Numis Securities, Instinctif Partners, JP Morgan and Slaughter & May.
The International Airlines Group, an Anglo-Spanish multinational airline holding company, continues to pursue the acquisition of Spanish carrier Air Europa despite the massive financial pressures caused by the Covid-19 pandemic.
The new chief executive of British Airways-owner IAG said the group continues to want to acquire Spanish airline Air Europa but is waiting to see what sort of support package the target company receives from the Spanish government.
“For sure if possible, we would like to do this deal. We are waiting to see the package and the conditions attached, and at that moment, we will continue the negotiation,” Luis Gallego, IAG CEO.
Air Europa is advised by Uria Menendez. IAG is advised by KPMG, Morgan Stanley, Garrigues, and KPMG. GCE is advised by Ernst & Young and Linklaters.
Advent International, a private equity firm, completed the acquisition of a 30% stake in Aareon, a computer software and digital solutions services provider, from its parent Aareal Bank for $340m.
“Aareon has been a key growth driver of our Group to date. Its strategic development will now become even more important to us. Together with Advent, we will realise Aareon's full potential even faster over the coming years – through an acceleration of organic growth as well as by stepping up M&A activities, for which we perceive excellent opportunities in the current market environment in particular. This will benefit Aareon's clients as well as our shareholders. At the same time, the inflow of funds from the transaction will increase Aareal Bank's capital management flexibility and enhance its ability to pursue value-enhancing opportunities," Hermann J. Merkens, Aareal Bank Chairman.
Advent was advised by Ernst & Young, Weil Gotshal and Manges, Hering Schuppener, and Tulchan Communications. Aareal Bank was advised by Arma Partners and Hengeler Mueller.
Spirit AeroSystems, which manufactures and distributes aerospace equipment, completed the acquisition of Bombardier's aerostructures business for $275m. Spirit will also acquire Short Brothers, an aerospace company and make a $130m special contribution to the pension scheme of Short Business. Net pension liabilities of the Shorts pension scheme to be assumed by Spirit are с.$300m.
"This acquisition accelerates our strategic transformation by increasing our Airbus content with the A220 composite wing and growing our aftermarket business. The transaction secures Spirit's position as the world's leader in composite structures for aircraft and as one of the leaders in integrated wing technologies," Tom Gentile, Spirit AeroSystems President and Chief Executive Officer.
Spirit was advised by Goldman Sachs, Morgan Stanley and Sullivan & Cromwell. Bombardier was advised by Credit Suisse.
AnaCap Financial Partners, a specialist mid-market private equity investor, agreed to acquire a majority stake in Market Pay, an end-to-end omnichannel payments solutions provider, from Carrefour for $350m.The transaction is subject to the consultation of works council and to the usual closing conditions.
"The Carrefour Group were keen to partner with a company that had a strong track record both in the payments sector and in growing fintech businesses internationally with innovative operational strategies. We believe that AnaCap represent the perfect choice to help us develop and explore new markets outside of the Carrefour Group and we look forward to, pending completion, an exciting new chapter for the company in 2021 and beyond,” Frederic Mazurier, Market Pay Chairman.
AnaCap is advised by FIG Partners and Proskauer Rose.
LBO France, a private equity firm, completed the acquisition of Prenax, a business process outsourcing services provider. Financial term were not disclosed.
“We want to be able to rely on a leading partner to continue our development strategy while preserving the group's culture and independence. With LBO France's expertise, we can boost our geographical development through external growth while drawing on their operational performance team during this major integration of LM,” Jerome Conquet, Prenax President and CEO.
LBO France was advised by Shan Strategic Communications.
Sydbank, a full-service bank, announced that the Danish Financial Supervisory Authority and the Danish Competition and Consumer Authority have approved the $290m acquisition of Alm. Brand Bank, a bank in Denmark.
It is expected that the transaction will be implemented as soon as possible and no later than by the end of November 2020.
Alm. Brand is advised by Accura.
Nexi is leading a race for $10bn takeover of Nets.
Nexi, an Italian payments technology firm, is leading negotiations to buy Nets, a provider of digital payment processing solutions, in an all-stock deal worth about $10bn after trumping competition from US firm Global Payments, Reuters reported.
The deal would transform Nexi, which has a market value of $9.93bn, into a European payment powerhouse, allowing it to build a footprint in key regions such as the Nordics and Central and Eastern Europe. A combination of Nexi and Nets has been approved by US private equity firms Bain Capital and Advent International.
Hellman & Friedman, US private equity firm which took control of Nets in 2017, is working with Credit Suisse on the sale and wants to clinch a deal by the end of the year.
Nexi is advised by Centerview Partners.
Naspers-backed Prosus to acquire $5bn in Naspers and Prosus shares.
Dutch technology investor Prosus said it would buy back up to $5bn in its own and South African parent Naspers' shares, as part of efforts to narrow a discount between the companies' share prices and underlying assets, Reuters reported.
Prosus said it would buy-back up to $1.37bn of its own stock and up to $3.63bn of Naspers’ shares on the open market in a proposed transaction it expected to launch following the release of its interim results on November 23.
Prosus CEO Bob van Dijk said the company had looked at other options, including spending money on new large acquisitions but found buying back its own shares a better deal, pointing to the discount.
UBS makes private markets push with Partners Group tie-up. (FS)
UBS is entering into a tie-up with Switzerland’s Partners Group, in a move to give its clients access to lucrative private markets normally accessible by only the wealthiest investors, PE Insights reported.
The partnership will broaden access to the fast-growing investment niche, allowing UBS clients with more than $23k to invest as they seek yield in a volatile, low-interest rate environment. Under the arrangement, Partners Group will carve out a portion of its private equity deal flow specifically for UBS clients.
"UBS and Partners Group are both world-leading Swiss-headquartered investment managers that provide unique solutions to investors' needs. This collaboration will broaden our clients' access to private markets and deepen its place within their portfolios." Sergio Ermotti, UBS CEO.
AstraZeneca plans to sell commercial rights of Atacand in a $400m deal.
AstraZeneca, a British drugmaker, would sell commercial rights for two of its drugs to a German pharmaceutical company for $400m as the company looks to focus on newer medicines in new therapy areas, Reuters reported.
AstraZeneca said it would sell rights for its heart failure and blood pressure medicines Atacand and Atacand Plus to Cheplapharm Arzneimittel, a pharmaceutical company.
AstraZeneca, which is among the front-runners in the race to develop a vaccine for the novel coronavirus, has been trying to focus on its cancer drug portfolio in a bid to streamline its business.
Nordic Capital considers sale of Itiviti Trading Platform. (FS)
Nordic Capital, a private equity firm, is exploring a potential sale of electronic trading platform Itiviti Group, which could fetch about $1bn, Bloomberg reported.
Itiviti’s technology is used by investment banks that are benefiting from a surge in equity volatility amid the coronavirus pandemic. The company also makes software for market making, connecting to stock exchanges, order execution and managing trading flows.
Sainsbury’s plans a sale of banking arm.
Sainsbury’s, a chain of supermarkets, has begun exploring a sale of the banking arm, as ultra-low interest rates diminish the prospects of making a meaningful return from the business, Sky News reported.
Sainsbury's has begun sounding out potential buyers of the unit, which boasts more than 2m customers across a range of products including mortgages, home insurance and credit cards.
Simon Roberts, Sainsbury's CEO, had asked UBS, corporate broker and financial adviser, to advise it on options for Sainsbury's Bank.
VTTI conducted corporate refinancing to boost growth strategy.
VTTI has successfully concluded a new corporate refinancing providing the company with greater flexibility to pursue its ambitious growth agenda further. The new bank facilities and private placement issuances will help VTTI capitalise on opportunities to grow its terminal network in the market for energy and other essential products.
"This transaction marks a significant step for our company. The capital structure that has been implemented provides VTTI with more flexibility and reduces future financing risk as the business continues on its growth trajectory. The support from the banks and institutional lenders has been tremendous and we are very grateful to have long-term partnerships with all of them," Hans van Geloven, VTTI CFO.
VTTI was advised by DC Advisory, Shearman & Sterling and Latham and Watkins. CIBC, Intesa Sanpaolo, ING, KfW Ipex, Santander and BNP provided the RCF facilities whilst Allianz and Barings provided the private placement issuance.
Thyssenkrupp keeps sale options open on steel and plant divisions.
Thyssenkrupp, a manufacturer of industrial components, is keeping its options open regarding the prospective sale of its steel and plant divisions, Reuters reported.
Essen-based Thyssenkrupp is considering a non-binding offer for its loss-making steel unit from Liberty Steel. It is also exploring sale options for its multi-track plant unit.
Elite Model World is in talks to go public through a merger with SPAC. (FS)
Elite Model World, a model management network in the world, is in talks to go public through a merger with blank-check firm Galileo Acquisition, Bloomberg reported.
Galileo has held talks with potential investors about raising new equity to support a transaction.
Elite Model World’s agencies include Elite Model Management, Women Model Management, the Society Management, Supreme Model Management, Stage and 360 Model Management.
Aston Martin increases the yield on $1.1 bn junk bond sale.
Aston Martin, British luxury carmaker, has increased the yield on offer for its $1.1bn junk bond sale to around 10.5%, making it one of the highest-yielding bond issues in Europe this year, Reuters reported.
The loss-making company announced the sterling and dollar bond sale as part of a wider financing package and set initial yield expectations at 8%-9%.
The bond deal is to help to redeem existing senior secured debt, repay a government-guaranteed loan and put cash on the balance sheet for Aston Martin.
JP Morgan and Barclays are advising Aston Martin.
Julius Baer plans to set up wealth management joint venture in China.
Julius Baer Gruppe, Swiss private bank, plans to set up business in China in partnership with a local financial firm as part of its strategy to boost growth in Asia, DealStreetAsia reported.
Julius Baer aims to establish a majority-owned joint venture to tap the rapidly growing wealth and has started looking for a partner.
If successful, Julius Baer will be the first major private bank to set up a wealth management joint venture in China. Its plan to establish onshore presence is reported here for the first time.
Polestar in advanced talks to raise $500m.
Polestar, the electric-car maker controlled by Volvo Car and its owner Zhejiang Geely Holding, is in talks with investors to raise at least $500m, Bloomberg reported. The automaker is seeking a valuation of about $6bn.
Polestar has been touted as a potentially fierce rival to Tesla, a manufacturer of electric vehicles. Sales of the cleaner, more intelligent cars have been soaring in Europe and recovering in China as consumers opt for vehicles that are better for the environment.
Aliko Dangote delays Dangote Cement London listing.
Aliko Dangote, Africa’s richest person, has again delayed plans to sell shares in his cement maker on the London Stock Exchange, opting instead to focus on increasing exports and boosting the Nigerian company’s foreign-exchange reserves, Bloomberg reported.
Dangote Cement, a producer of the building material, isn’t expected to attempt a UK IPO until at least 2023.
“The London listing is not something which will happen in the short to medium term. We are focused on our export strategy and increasing our foreign-currency revenue," Temilade Aduroja, Dangote Cement Head of Investor Relations.
APAC
Private equity firms RA Capital, Venrock and CMG-SDIC led a $310m funding round in LianBio, a medicine manufacturer. Other specialist investors in the round included funds and accounts managed by BlackRock, Casdin Capital, Farallon, Logos Capital, Perceptive Advisors, Pfizer, Sphera Healthcare, funds and accounts advised by T. Rowe Price, Tybourne Capital Management, Vida Ventures, Viking Global Investors and Wellington Management.
"We are excited to partner with this world-class group of investors who share our vision of accelerating broad access to transformative medicines for patients in China and other major Asian markets. Building on the success and momentum of the Company’s recent launch, this financing provides additional support for LianBio’s efforts to contribute to China’s dynamic life sciences landscape by addressing significant unmet medical needs in the region,” Konstantin Poukalov, Perceptive Advisors Managing Director.
LianBio was advised by Jefferies & Company and Solebury Trout. Tybourne Capital was advised by Wilson Sonsini Goodrich & Rosati.
India's Bombay Stock Exchange will consult the market regulator and seek clarifications from Future Retail and Reliance Industries about their $3.4bn transaction, following Amazon's objection to the deal, Reuters reported.
Amazon on October 25 won an injunction from a Singapore arbitrator to halt Future's deal to sell retail assets to Reliance, arguing the Indian retailer group breached certain contract provisions it entered into last year in a separate deal with the US firm.
Amazon argues that a 2019 deal it had with a Future unit had clauses saying the Indian group couldn’t sell its retail assets to anyone on a “restricted persons” list including any firms from Reliance chief Mukesh Ambani’s group.
Isuzu Motors, a Japanese commercial vehicle and diesel engine manufacturing company, agreed to acquire UD Trucks, a Japanese company whose principal business is the manufacturing and sales of diesel trucks, buses, bus chassis and special-purpose vehicles, from Volvo Group, a Swedish multinational manufacturing company, for $2.3bn.
"Isuzu Motors and the Volvo Group strongly believe in the business opportunities and synergy potential between the two Groups. We intend to derive the full value from each other's different specialties across product and geographical strongholds. Our collaboration will actively contribute to service improvements and strengthened customer satisfaction as well as to prepare ourselves for the forthcoming logistics revolution," Masanori Katayama, Isuzu Motors President and Representative Director.
Shenergy, a provider of gas utilities services, agreed to acquire a 41% stake in Xinjiang Guanghui-backed Guanghui Energy, oil and energy company, from Evergrande, an integrated residential property developer, for $2.23bn.
TD Holdings, a used luxurious car leasing services provider, agreed to acquire Qianhai Baiyu Supply Chain, a logistics services provider, for $96m.
"The acquisition of Baiyu has laid a solid foundation for TD Holdings to enter the commodity supply chain field. The platform will establish a quantitative risk management system with ETL as the core, and then optimize trading portfolios by incorporating a combination of various factors and strategies in order to effectively control risks and sustain business development. As a part of the company's growth plan, we will consider opening branches and business offices in Shanghai, Tianjin, Wuhan, Chengdu, Ningbo, Kunming, Xi'an, Foshan, Guangzhou, Hong Kong China and other oversea countries like Singapore, Malaysia, Dubai, UK, Russia to cover international ground," TD Holdings CEO.
Ant Group's IPO eyes record $3tn of bids in retail demand.
Retail investors placed bids for a record $3tn of shares in Ant Group for its dual listing in Hong Kong and Shanghai, set to be the world’s biggest, as mom-and-pop savers bet on demand for its financial services in China, Reuters reported. Ant’s dual listing is set to raise about $34.4bn, split fairly evenly between Shanghai’s STAR Market and Hong Kong.
Bidding was so intense in Hong Kong that one brokerage’s platform briefly shut down after becoming overwhelmed by orders. Demand for the retail portion in Shanghai exceeded initial supply by more than 870 times.
The unprecedented retail frenzy for Ant shares is backed by a massive amount of margin lending by financial institutions, with brokerages in Hong Kong lending billions.
Pallonji Mistry seeks $24bn of shares in Tata Firms. (FS)
Billionaire Pallonji Mistry has sought to swap his stake in Tata Sons, which his group values at $24bn, for shares in the listed companies of India’s biggest conglomerate as the former partners move to sever ties, Bloomberg reported.
The Shapoorji Pallonji Group estimates its 18.4% stake in the Tata Group’s main holding company to be worth more than $23.5bn including valuation of the brand. It’s seeking pro-rata shares in listed Tata entities, cash, or any marketable instrument in lieu.
Bulk of this $24bn would probably come from Tata Consultancy Services, where SP Group estimates its shareholding translates to 13.2%. SP Group would leave the Tatas with more than a 51% stake in TCS, India’s software services exporter and the group’s cash cow.
Altria cuts valuation of Juul Labs to below $5bn.
Altria Group, a manufacturer and seller of cigarettes and other tobacco products, slashed the value of its investment in Juul Labs, e-cigarette maker, estimating it is worth less than $5bn, Wall Street Journal reported.
Juul had cut its own internal valuation to $10bn, down from $13bn. Altria now values its stake in Juul, for which it paid $12.8bn in cash, at $1.6bn.
Over the past two years, Juul’s sales have dropped, and its growth prospects have darkened. It has faced regulatory crackdowns, lawsuits and investigations into its marketing practices. Juul was cutting its workforce in half and was considering pulling out of most overseas markets.
LG Chem approves plan to split off battery business.
LG Chem shareholders on Friday approved a plan to separate its battery business into a new company, paving the way for a potential public listing to finance expansion, Reuters reported.
The unit, which will be launched on December 1, will first become a wholly-owned subsidiary tentatively named LG Energy Solutions, and then up to 30% of the company’s shares may be listed in an initial offering in about a year.
“While the battery business is expected to post enormous growth, competition is intensifying from not only other battery makers but automakers. We have decided to separate our battery business to better optimise our management in today’s fast-changing market environment," Hak Cheol Shin, LG Chem CEO.
ADIA and PIF to invest $504m each in Jio Fibre InvITs. (FS)
Reliance Industries said that Abu Dhabi Investment Authority and Saudi Arabia's Public Investment Fund to invest $504m each in Jio Fibre's network. The sovereign wealth funds from Gulf will acquire a total of 51% in the infrastructure investment trust (InvIT) - Digital Fibre Infrastructure Trust. The remaining 49% will be held by various Reliance entities, Livemint reported.
DFIT plans to raise $2bn by issuing 1.47bn units, priced at $1.34 a piece to investors via a private placement. It also aims to raise $3.3bn through a loan from group companies to reduce existing debts and fund business expansion, according to the filing to the Securities and Exchange Board of India.
AirAsia X examines $15.3bn debt reform plan.
AirAsia X, a provider of airline operating services, plans to revise its $15.3bn debt restructuring plan to address concerns raised by a creditor as its cash is running out fast, Reuters reported. The airline's restructuring proposal needs approval from creditors holding at least 75% of the total value of the debt.
Malaysia Airports Holdings, a creditor, filed a lawsuit to claim $19m owed by AirAsia X and a separate application to be excluded from the restructuring scheme, arguing that its debts were secured. The legal action against the airline could delay its debt restructuring plan and bid to stave off liquidation.
Tata Group considers taking a majority stake in BigBasket.
The Tata group is in active discussions to take a controlling stake in BigBasket, an online food and grocery firm with over 18k products and 1k brands, by buying out several existing investors, DealStreetAsia reported.
If the talks are successful, Tata group could pay around $500m - $700m in cash to financial investors, mainly private equity funds and China’s Alibaba group, BigBasket’s largest investor.
The deal will give Tata group an immediate head-start to take on the three big players in India’s thriving online grocery marketplace: Reliance Industries, Walmart-owned Flipkart and Amazon.
Along with Tata group, private equity funds Temasek and Generation Investment Management were in discussions to invest in BigBasket.
Autohome eyes a $150m deal for iCar.
Autohome, an automotive internet platform, eyes a $150m acquisition of iCar Asia, an online car sales platform.
The proposal is subject to a number of conditions including negotiation and signing of transaction documentation, FIRB approval and iCar shareholder and Court approval. There is no certainty that the proposal will result in a transaction being agreed and put forward to iCar shareholders for consideration.
Telkomsel considers investing in Gojek via $150m bond acquisition. (FS)
PT Telekomunikasi Selular, an Indonesian wireless network provider, is weighing investing in Gojek by buying $150m of convertible bonds issued by the ride-hailing startup, DealStreetAsia reported.
Telkomsel, a unit of state-owned PT Telekomunikasi Indonesia, has been in talks with Gojek on the matter for some time as part of a push to expand its digital business.
Gojek is backed by some of the world’s largest technology companies including Google, Tencent Holdings, Facebook and PayPal Holdings.
Ares Management in talks to acquire AMP. (FS)
Ares Management, a private equity firm, is in early talks to buy listed Australian wealth management and investment firm AMP.
AMP, a 171-year-old wealth manager with almost $141bn under management, has been embroiled in multiple scandals over the past three years, including charging customers fees for no service and lying to regulators. The bad behaviour, which was exposed by a government-commissioned public inquiry, led to the resignation in 2018 of the firm’s former chairman Catherine Brenner and chief executive Craig Meller.
"AMP notes discussions on the proposal are at a very preliminary stage, and there is no certainty that a transaction will eventuate," AMP.
Ping An-backed Lufax is set to raise $2.4bn in US IPO.
Ping An-backed Lufax Holding, Chinese financial technology firm, opened below its offer price after raising $2.4bn in a US IPO priced at the top of an indicative range, Bloomberg reported.
Lufax saw their biggest drop since June, priced one of the biggest IPOs by a Chinese company in the US this year. The IPO coincides with a week of significant volatility. The S&P 500 Index suffered its worst rout in four months.
The company plans to use the funds from the IPO for purposes which may include investment in product development, sales and marketing activities, technology infrastructure, acquisitions or investments, according to the prospectus.
Goldman Sachs, Bank of America, UBS, HSBC and China PA Securities led Lufax’s offering.
Nanofilm's Technologies shares rise 8% after oversubscribed SGX IPO.
Nanofilm Technologies International stock traded 8% above its IPO price, after the IPO raised up to $375m in Singapore’s biggest listing in at least six years, DealStreetAsia reported.
The company, which makes coating materials for smartphones, televisions, and smartwatches, was backed by 13 cornerstone investors, including fund manager Aberdeen Standard Investments and subsidiaries of Temasek Holdings.
Citi, Credit Suisse, CLSA and OCBC Bank were joint global coordinators and book-runners on the IPO. Nanofilm Technologies was advised by Evercore.
Tencent-backed Krafton hires bankers for South Korean IPO.
Tencent-backed Krafton, a creator of PlayerUnknown’s Battlegrounds mobile game, hired Mirae Asset Daewoo to lead an IPO planned for next year, DealStreetAsia reported.
The company plans to accelerate its stock offering plans and has also hired Credit Suisse, Citigroup and JP Morgan.
Krafton could be valued at about $26bn, based on the multiples for fellow Korean game makers Netmarble and NCSoft.
Embassy REIT raises $101m. (FS)
Embassy REIT, the first real estate investment trust listed in India, has raised $101m through issue of non-convertible debentures at 6.7% quarterly coupon rate, DealStreetAsia reported.
The funds raised will be used to drive growth through on-campus development projects and recently announced acquisition of Embassy Manyata and Embassy TechZone property maintenance.
Morgan Stanley served as sole arranger on the private placement and Cyril Amarchand Mangaldas served as the legal counsel on the transaction.
|
