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Daily Review is our daily roundup of M&A news. Announcements, rumors, insights, and data before your morning coffee. Subscribe and never miss a beat with MergerLinks.
24 December 2018

KKR launched a $493m takeover offer for Telepizza.

Daily Review

Global M&A

EMEA

Takeaway.com acquired Delivery Hero's operations in Germany for €930m.
 
M7 Group acquired DTH satellite TV operations from Liberty Global. (Financial Sponsors)
 
Infracapital is set to acquire SSE Enterprise Telecoms business for up to £380m. (FS)
 
Caledonia acquired a 36.7% stake in Stonehage Fleming. (FS)
 
KKR launched a $493m takeover offer for Telepizza. (FS)
 
Zynga acquired 80% stake in Small Giant Games for $560m. 
 
Novartis made an offer to acquire CellforCure from LFB.
 
Whitebread got the EU clearance for the £3.9bn sale of Costa Coffee to CocaCola.
 
Linde does not require shareholders' approval for its $86bn merger with Praxair.
 
Al Jaber Group agreed to the $1.6bn restructuring plan.
 
Total explores a potential $1.5bn sale of its British North Sea assets. (FS)
 
Polish Development Fund-led consortium is exploring the acquisition of DCT Gdansk port terminal from Macquarie. (FS)
 
Sweden’s national pension fund AP1 exits Volvo. (FS)
 
ENEL is close to selling a $229m stake in EF Solare to F2i. (FS)
 

AMERICAS

Cigna completed the $67bn acquisition of Express Scripts.
 
Northill Capital acquired a majority stake in Strategic Investment Group from FFL Partners. (FS)
 
Digital Realty Trust completed a $1.8bn acquisition of Ascenty from Great Hill. (FS)
 
US judge accepted a $69bn CVS' acquisition of Aetna.
 
Apollo is in talks to acquire Ingram Micro from HNA Group for up to $7.5bn. (FS)
 
Brazil judge overturned the injunction blocking a $5bn acquisition of Emraber's plane division by Boeing.
 
Nestle explores a potential acquisition of Champion Petfoods.
 

APAC

PT Inalum completed the $3.85bn acquisition of a PT Freeport Indonesia from Rio Tinto and Freeport.
 
Indonesia Financial Service Authority approved the merger of PT Bank Tabungan Pensiunan Nasional and PT Bank Sumitomo Mitsui Indonesia.
 
FWD Group, backed by Richard Li, acquired a 49% stake in Malaysian insurance unit of HSBC.
 
Healthscope extended exclusive takeover talks with Brookfield. (FS)

Latest Deals

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EMEA

Takeaway.com acquired Delivery Hero's operations in Germany for €930m.
 
Takeaway.com, the leading online food delivery marketplace in Continental Europe, signed an agreement with Delivery Hero to acquire Delivery Hero’s German business. The offer values company at €930m ($1063m). 
 
“This transaction provides Takeaway.com with a stronger proposition for both consumers and partner restaurants in the German market. It also allows Takeaway.com to operate on a significantly larger scale which is essential in building a profitable online food delivery business. Although the transaction almost doubles Takeaway.com's orders in Germany, there is still ample growth ahead, given that penetration of online food delivery in Germany is amongst the lowest in Europe." Jitse Groen, Takeaway CEO and Founder.
 
Takeaway was advised by BofA Merrill Lynch, ABN AMRO, ING, De Brauw Blackstone Westbroek, and Hengeler Mueller. Delivery Hero was advised by Morgan Stanley, Stibbe, and Sullivan & Cromwell.
 
M7 Group acquired DTH satellite TV operations from Liberty Global. (FS)
 
M7 Group, one of Europe’s leading pay-TV providers, and a subsidiary of Astorg Partners has reached an agreement to buy the DTH satellite TV operations from Liberty Global currently serving four Eastern European markets (Hungary, Romania, Czech Republic, and Slovakia). Financial terms were not disclosed.
 
This is a very logical acquisition for us, allowing us to consolidate the satellite TV activities of Skylink in the Czech and Slovak markets, while further diversifying our European footprint into two new markets. In addition, we will be able to roll out our hybrid satellite and OTT TV platform in those two new markets. In our existing markets, the OTT platform is already used by circa 15-20% of the base.” Hans Troelstra, M7 Group CEO.
 
M7 Group was advised by LionTree, Solon, PwC, Paul Hastings, Allen & Overy, and Clifford Chance. Liberty Global was advised by BofA Merrill Lynch.
 
Infracapital is set to acquire SSE Enterprise Telecoms business for up to £380m. (FS)
 
SSE has reached an agreement to sell a 50% share of its SSE Enterprise Telecoms business to Infracapital for a total consideration of up to £380m ($481m).
 
SSEET is an infrastructure provider that delivers leading-edge connectivity services to businesses through its private UK-wide telecoms network. It is committed to helping the UK realise its digital ambitions through infrastructure investment and innovation.
 
“High-speed connectivity is vital to economic growth and prosperity, and we are delighted to announce this partnership with SSE. SSE Enterprise Telecoms is an established telecoms infrastructure provider, with a 12,000km fibre network, and is well positioned to support growth in this critical sector. Infracapital has considerable expertise of investing in digital infrastructure, and we look forward to working closely with our new partners." James Harraway, Infracapital Director.
 
Caledonia acquired a 36.7% stake in Stonehage Fleming. (FS)
 
Caledonia Investments has agreed to acquire a significant minority stake in Stonehage Fleming, one of the world’s leading international family offices. Financial terms were not disclosed.
 
“Stonehage Fleming is a highly successful firm with an outstanding, award-winning proposition and a client-centric approach. The Group has a rich history and a culture of continuous innovation and adaptation, and we have been impressed with the clarity of vision of their strategy and wanted to back them as they further consolidate their leading position in the family office arena. Caledonia had a very successful investment in Robert Fleming Holdings in the decade up to its acquisition by Chase Manhattan Bank in 2000, and we are delighted to have again become involved in its successor business." Duncan Johnson, Caledonia Head of Unquoted Investments.
 
KKR launched a $493m takeover offer for Telepizza. (FS)
 
KKR has launched a $493m takeover offer for Spain’s Telepizza after buying around a quarter of the fast-food restaurant chain’s shares. KKR plans to de-list the company after the $7 per share buyout.
 
The US private equity firm has secured commitments from holders of 12.7% of Telepizza’s shares to take part in the offer, bringing its stake above the regulatory threshold of 30%, which would trigger a mandatory takeover bid.
 
Barclays, Citigroup, and Santander will provide financing for the transaction.

Zynga acquired 80% stake in Small Giant Games for $560m. 
 
Zynga, a leading social game developer, acquired Helsinki-based mobile game studio, Small Giant Games, creator of the hit franchise Empires & Puzzles. Zynga will acquire 80% of Small Giant for $560m.
 
“We’ve been impressed by the quality and momentum of Empires & Puzzles as we add another Forever Franchise into Zynga’s portfolio. Small Giant has created an innovative game that delivers a unique player experience that engages over the long term. We are excited that Small Giant is joining Zynga as they enhance our next phase of growth.” Frank Gibeau, Zynga CEO.
 
Novartis made an offer to acquire CellforCure from LFB.
 
CellforCure, a French company, is one of the first and largest contract development and manufacturing organizations producing cell and gene therapies in Europe. If the offer is accepted, CellforCure would become a wholly owned Novartis manufacturing site. Financial terms were not disclosed.
 
The proposed acquisition of CellforCure is another strategic step in our pursuit of additional manufacturing capacity to make our transformational CAR-T cell therapy Kymriah available to more patients in need around the world. If completed, this acquisition also would potentially increase manufacturing capacity for other cell and gene therapies in the Novartis pipeline. Steffen Lang, Novartis Global Head of Technical Operations.
 
Whitebread got the EU clearance for the £3.9bn sale of Costa Coffee to Coca-Cola.
 
Whitbread said it now expects the deal to close in January next year and will implement a new £500m ($631m) share buyback program after the deal close.
 
Linde does not require shareholders' approval for its $86bn merger with Praxair.
 
A German court in Munich said that industrial gases group Linde AG did not have to ask its shareholders for approval of its planned merger with US peer Praxair at a general meeting. 
 
It rejected a case brought by shareholders against Linde, which closed its $86bn merger with Praxair in late October.
 
Al Jaber Group agreed to the $1.6bn restructuring plan.
 
Abu Dhabi-based Al Jaber Group has agreed on restructuring terms for $1.6bn in debt. 
Under the deal likely to be implemented by the end of March, Al Jaber will reduce debt through asset sales and a discounted debt buyback mechanism. It will also appoint a new board.
 
The company agreed to sell operating companies, some of its investment portfolio and shareholder assets such as the Shangri-La hotels in Dubai and Abu Dhabi.
 
Total explores a potential $1.5bn sale of its British North Sea assets. (FS)
 
The French energy giant is in advanced talks with Albion Energy and First Alpha Energy Capital on the sale of some of its British North Sea assets. 
 
According to Reuters, Total is set to sell a third of its stake in the Laggan Tormore gas field along with other oil and gas assets the North Sea that could fetch a total of $1.5bn.
 
Polish Development Fund-led consortium is exploring the acquisition of DCT Gdansk port terminal from Macquarie for about €1.5bn. (FS)
 
A consortium of investors including Poland’s sovereign wealth fund PFR is close to buying the country’s DCT Gdansk port terminal, owned by the infrastructure fund of Australia’s Macquarie. 
 
Macquarie launched the sale of the Polish port terminal, which could be valued at around €1.5bn ($1.7bn), over the summer with the help of Goldman Sachs. 
 
The winning consortium also includes Australian infrastructure group IFM Investors and the world’s largest port operator PSA international.
 
Sweden’s national pension fund AP1 exits Volvo. (FS)
 
Sweden’s national pension fund AP1 has sold its preference shares in Volvo Cars after concluding it saw no clear intention to list within the next 12 months from the Geely-owned carmaker. 
 
Swedish insurance and savings group Folksam and pension fund investor AMF said on Friday they had each had bought AP1’s preference shares for a nominal 750m Swedish crowns ($84m).
 
ENEL is close to selling a $229m stake in EF Solare to F2i. (FS)
 
Enel and F2i currently own 50% each of EF Solare, Italy’s biggest solar power operator with more than 400 megawatts of installed capacity across 130 plants. 
 
In July F2i, an infrastructure fund partly owned by state lender CDP said it had expressed its intention to acquire Enel’s stake.
 

AMERICAS

Cigna completed the $67bn acquisition of Express Scripts.
 
Cigna closed its $67bn deal to buy Express Scripts, creating one of the biggest providers of pharmacy benefits and insurance plans in the United States, a combination it says will help it improve healthcare coordination and cut costs.
 
Northill Capital acquired a majority stake in Strategic Investment Group from FFL Partners. (FS)
 
Northill Capital has agreed to purchase a majority stake in leading outsourced CIO business, Strategic Investment Group by acquiring the equity interest previously held by FFL Partners. Financial terms were not disclosed.
 
“Strategic Investment Group is the gold standard independent investment firm in the OCIO/Solutions sector with a track record of success spanning over three decades. Strategic’s investment-led approach and belief in value creation through active management is highly complementary to Northill’s approach and brings diversification to our investment portfolio." Jon Little, Northill Capital Partner.
 
Strategic Investment Group was advised by Morgan Stanley.
 
Digital Realty Trust completed a $1.8bn acquisition of Ascenty from Great Hill. (FS)
 
Digital Realty Trust, a leading global provider of data center, colocation and interconnection solutions, completed the acquisition of Ascenty, a leading data center provider in Brazil, from Great Hill Partners in a transaction valued at approximately $1.8bn.
 
"This transformative transaction represents consistent execution against the new market strategy we articulated at our Investor Day last December and immediately establishes us as a market leader within a historically under-served region poised for rapid growth.  We are also gratified to partner with Brookfield on this transaction, leveraging their extensive experience as a regional investor and operator.  This acquisition advances our strategy of sourcing strategic and complementary assets to strengthen and diversify Digital Realty's data center portfolio and expand our product mix and global footprint." Bill Stein, Digital Realty CEO.
 
Ascenty was advised by DH Capital and Choate Hall & Stewart. Digital Realty was advised by BofA Merrill Lynch, and Latham & Watkins. Brookfield Group provided financing for the transaction.
 
US judge accepted a $69bn CVS' acquisition of Aetna.
 
A US federal judge reviewing an agreement between the government and CVS allowing it to buy health insurer Aetna has indicated that he will not halt most integration between the two companies.
 
Judge Richard Leon said in an order that he would accept CVS’s offer to allow Aetna to independently make critical product, pricing and personnel decisions during his review.
 
Apollo is in talks to acquire Ingram Micro from HNA Group for up to $7.5bn. (FS)
 
Ingram Micro is a leading distributor of information technology products. The company has been constantly ranked in the first 100 of the Fortune 500 list.
 
HNA Group is in talks to sell Ingram Micro to Apollo Global Management, as the Chinese conglomerate continues to scale back operations.
 
HNA hopes to sell the US electronics distributor for $7.5 bn, including $1.5bn in debt.
 
Brazil judge overturned the injunction blocking a $5bn acquisition of Emraber's plane division by Boeing.
 
A Brazilian judge overturned a decision that put the brakes on planemaker Embraer’s proposed sale of 80% of its commercial aviation division to Boeing. 
 
Boeing and Embraer said that they had finalized the terms of the agreement, valuing the Brazilian planemaker’s commercial division at $5bn. The agreement needs approval from the Brazilian government because it holds a so-called golden share in Embraer that gives it veto power over strategic decisions.
 
Nestle explores a potential acquisition of Champion Petfoods.
 
Nestle has rekindled early-stage talks to buy a majority stake in Champion Petfoods, the Canadian company making premium dog and cat food, it initially looked at buying earlier this year before discussions foundered.
 
There is no guarantee that a deal could be reached. It is also not clear if Champion’s backers want to pursue a sale of the company, which continues to grow quickly. 
 
According to the Wall Street Journal's valuation from July, the controlling stake may be worth more than $2bn.
 

APAC

PT Inalum completed the $3.85bn acquisition of a PT Freeport Indonesia from Rio Tinto and Freeport.
 
Freeport-McMoRan and Rio Tinto have completed the sale of their interest in PT Freeport Indonesia to PT Indonesia Asahan Aluminium (Inalum) for $3.85bn. Rio Tinto received $3.5bn, and Freeport-McMoRan received $350m in cash. 
 
"Both Freeport-McMoRan and the Government of Indonesia take pride in what we have accomplished together at the Grasberg operation in Papua, which has been developed into one of the world’s largest copper and gold mining assets. We look forward to a future of enhanced long-term stability for PT-FI’s operations, the continued application of best practices for environmental management and to providing greater benefits to the people of Papua, to the Republic of Indonesia and to local employees, suppliers, and contractors while generating attractive returns for our shareholders." Richard C. Adkerson, Freeport-McMoRan Vice Chairman of the Board, President, and CEO.
 
Inalum was advised by Ashurst.
 
FWD Group, backed by Richard Li, acquired a 49% stake in Malaysian insurance unit of HSBC.
 
HSBC Holdings’ Asia Pacific insurance unit has received regulatory approval to divest its 49% stake in the Malaysian life insurance joint venture to Hong Kong-based FWD Group, owned by tycoon Richard Li. Financial terms were not disclosed.
 
The deal to sell the stake in HSBC Amanah Takaful Malaysia Bhd has got the approval from the Malaysian central bank, and is expected to be completed in the first half of next year, the UK-headquartered lender said.
 
“We have decided to exit the takaful manufacturing business and focus on our banking operations in Malaysia,” Stuart Milne, HSBC Malaysia unit chief.
 
Indonesia Financial Service Authority approved the merger of PT Bank Tabungan Pensiunan Nasional and PT Bank Sumitomo Mitsui Indonesia.
 
BTPN and the Indonesian unit of Tokyo-listed Sumitomo Mitsui Financial Group announced plans to merge this year after the Japanese lender’s chief executive said it was keen to increase its ownership in BTPN from 40%.
 
Indonesia Financial Service Authority has approved the merger, and it is expected to close as of 1st February 2019.
 
Healthscope extended exclusive takeover talks with Brookfield. (FS)
 
Australia’s Healthscope has extended exclusive takeover talks with suitor Brookfield Asset Management by a month, and that a rival suitor remained interested, potentially re-igniting a bidding war.
 
The hospital operator has not yet committed to a binding A$4.5bn ($3bn) offer from the Canadian investment firm. 

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