Daily Review

Hellman & Friedman outbids Apax with a NZ$2.6bn offer for Trade Me. (FS)

Fresenius acquired stakes in a portfolio of Chinese hospital operators.

Joint Venture talks between Hyundai and South Korea hit by setbacks.

BAIC Group shares plummet as Daimler plans to raise JV stake.

Unison Capital looks to sell Ayumi Pharma for $1bn. (FS)

Takeda Pharmaceutical shareholders approved its $59bn takeover of Shire, a Jersey-registered, Irish-headquartered global specialty biopharmaceutical company, creating a global powerhouse with a strong drugs pipeline. Takeda will be joining the ranks of the world’s top 10 drug makers and gaining expertise in rare diseases through the deal, the biggest overseas acquisition by a Japanese company.

The company’s high debt levels were a top concern for shareholders who gathered at an extraordinary meeting in Osaka, although almost 90% of them voted to approve the deal as expected. Takeda shares have fallen around 25% since the drug maker revealed its interest in the acquisition. They closed up 1% at JPY4,240 ($39) on Wednesday.

On the deal, Takeda was advised by Evercore, JP Morgan, Nomura, Latham & Watkins, Linklaters, Nishimura & Asahi, Ogier and Sullivan & Cromwell. Shire was advised by Citigroup, Goldman Sachs, Morgan Stanley, Ashurst, Davis Polk, Mourant Ozannes, Nagashima Ohno & Tsunematsu and Slaughter & May.

 

Faroe Petroleum, an independent oil and gas company focusing principally on exploration, appraisal and production opportunities in Norway and the UK, and Equinor, a Norwegian multinational energy company, have struck a deal to swap Norwegian oil and gas assets. The deal could raise the price that hostile bidder DNO has to pay to secure the takeover of Faroe.

While Faroe Petroleum’s Chief Executive Graham Stewart said the deal had been in the works before Norway’s DNO launched its £608m ($778m) offer last month and was not intended to stop the bid, analysts said it would make Faroe a more attractive takeover target. Faroe rejected DNO’s 152 pence ($1.95) per share bid on Nov. 26, saying it significantly undervalued the Aberdeen-based firm.

 

Russia’s Sberbank, a key stakeholder in Croatian food producer and retailer Agrokor, received proposals to sell its share in the firm which is emerging from a debt crisis, an aide to Sberbank’s CEO said. Agrokor, the largest firm in the Balkans with over 50k staff, was put under state-run administration last year, crippled by debts built up during an ambitious expansion drive.

Maxim Poletayev, who is overseeing Agrokor’s restructuring, said that Sberbank has already started to get proposals to buy out the bank’s stake from different kinds of distressed funds spanning from the United States and Canada to the UK. Poletayev said that Sberbank is in talks with both western and eastern funds and banks, including from China and Arab countries, which may take part in the refinancing process.

 

Thyssenkrupp, a German multinational conglomerate with a focus on industrial engineering and steel production, needs to quickly settle who will lead a planned European joint venture with Tata Steel, an Indian multinational steel-making company, a labour leader said on Wednesday. Thyssenkrupp’s workers are urging the company to deliver on a promise that a decision on the leadership of the joint venture would be made before Christmas.

The joint venture, called Thyssenkrupp Tata Steel, will have a two-tier leadership structure: a management board and a supervisory board, each with six members, on which both companies will be equally represented. Former Siemens executive Andreas Goss, who has been heading Thyssenkrupp Steel Europe since 2014, is seen as one of the top candidates to lead the combined entity.

With regards to forming the joint venture, Thyssenkrupp was advised by Rothschild and Tata Steel was advised by Ernst & Young.

 

Britain’s competition watchdogs said that Paypal Holdings Inc’s $2.2bn takeover of Swedish financial technology startup iZettle would be referred for an in-depth review. The Competition and Markets Authority said that Paypal had refused to offer proposals to address its concerns on how the deal, Paypal's biggest ever, could hurt competition and could lead to higher prices for customers, or worse quality of service.

The deadline for CMA’s final decision on the matter is May 21, 2019.

Evercore, Skadden Arps Slate Meagher & Flom LLP and Roschier advised PayPal. JP Morgan and Gernandt & Danielsson advised iZettle.

New Zealand’s top online marketplace Trade Me Group said it had received a NZ$2.56bn ($1.8bn) offer from California-based Hellman & Friedman. The company offered NZ$6.45 ($4.47) per share of Trade Me, or NZ$0.05 ($0.03) higher than an offer Apax Partners made last month. Shares of Trade Me rose 3% on the news to a record of NZ$6.25 ($4.34) on Wednesday, just short of the indicative offer price, as investors allowed for the uncertainty that a sale would go through.

Trade Me said it would open its books for Hellman & Friedman to conduct due diligence, as it has done for the Apax. Apax was not immediately available for comment.

Apax is being advised by UBS.

 

Fresenius Medical Care, the world’s largest provider of dialysis products and services, acquired a 70% share in Guangzhou KangNiDaiSi Medical Investment Co., Ltd, which focuses on dialysis and related chronic disease services, 55% stakes in Henan Aishen Hospital Management Co. Ltd and Aishen Beijing Hospital Management Co., Ltd, two dialysis centre operators and a 60% share in Daqing Kangda Dialysis Center. Financial terms of the acquisitions were not disclosed.

Rice Powell, CEO of Fresenius Medical Care, said: “These acquisitions mark an important strategic step in our business development in China. As the second largest product market, China is already today an important business growth driver for Fresenius Medical Care. We have been continuously investing in enhancing our product range within the local market. We have also started to enter the provider business to introduce advanced dialysis services and operations management in China.”

 

Hyundai Motor’s talks to build a low-cost car making factory with a local government suffered a setback as the South Korean automaker rejected proposed revisions to certain terms related to wage negotiations. Hyundai and the city of Gwangju had reached a preliminary deal on Tuesday for the factory that included an annual wage of KRW35m ($31k) for employees of the joint venture, which is less than half of the average KRW92m ($82k) that existing Hyundai workers earn.

The plan was given the green light by the city’s consultative body on condition that Hyundai would revise certain terms that allow the JV to skip annual wage negotiations with its workers. Hyundai rejected the city’s revised proposals.

Hyundai is expected to invest KRW53bn ($47m) for a 19% stake in the JV, while Gwangju will spend KRW59 ($53m) for a 21% stake. The remaining KRW167bn ($150m) will be provided by suppliers and the local economy.

 

Shares of BAIC Motors Corp, a Chinese car manufacturer based in Beijing, dropped as much as 13.5% following a media report saying that Daimler AG was considering increasing its stake in its joint venture with the Chinese automaker. Daimler has shown interest in raising its holding to at least 65% from 49%.

The value of the additional 16% stake in the venture would likely be €2.3bn to €3bn ($2.6bn to $3.4bn), Bloomberg reported, citing Bankhaus Lampe analyst Christian Ludwig.

 

Ayumi Pharmaceutical Corp. makes drugs for rheumatic and orthopaedic disorders. The business could attract suitors including buyout funds and health-care companies. Ayumi was formed after Unison-controlled Hyperion Pharma Co. acquired Santen Pharmaceutical Co.’s anti-rheumatism operations in 2015 and combined it with the drugs business of another Unison portfolio company.

JP Morgan is advising Unison Capital on the sale.