AMERICAS
EU antitrust set a July 16 deadline for a decision to clear French train maker Alstom's $6.5bn acquisition of Bombardier's rail division.
The EU competition enforcer can either clear the deal with or without conditions or open a four-month long investigation if it has serious concerns.
Alstom is advised by Rothschild & Co, Societe Generale and Cleary Gottlieb Steen & Hamilton. Debt financing is provided by Credit Agricole, HSBC, and Societe Generale. CDPQ is advised by HSBC, Freshfields Bruckhaus Deringer and McCarthy Tetrault. Bombardier is advised by Citigroup, National Bank Financial, Rockefeller Capital Management, UBS, Jones Day, and Norton Rose Fulbright.
Cineworld, the world's second-largest cinema chain, terminated the $2.1bn acquisition of Cineplex, Canada's largest cinema operator.
"Cineworld has become aware of certain breaches by Cineplex of the arrangement agreement relating to the acquisition. In addition, a material adverse effect has occurred with respect to Cineplex. As a consequence of these matters and Cineplex’s unwillingness to cure the breaches, Cineworld has notified Cineplex that it has terminated the arrangement agreement with immediate effect. The acquisition will therefore not proceed," Cineworld.
Zijin Mining, a Chinese gold, copper and non-ferrous metals producer and refiner, agreed to acquire Guyana Goldfields, a gold mining company, for $238m.
"The all-cash offer from Zijin represents a significant premium to the amended Silvercorp offer price and is an excellent outcome for Guyana Goldfield's shareholders. Zijin is a highly regarded mining company with an impressive track record of successful international acquisitions and operations. We look forward to working with Zijin over the coming weeks to close this transaction and transition to the new team," Alan Pangbourne, Guyana Goldfields President and CEO.
Guyana Goldfields is advised by RBC Capital Markets and Fasken Martineau DuMoulin. Zijin Mining is advised by Credit Suisse and Gowling WLG.
Venture capital firm Insight Partners led a $150m Series C round in Postman, an API development platform. The round saw investment from existing investors CRV and Nexus Venture Partners.
"Modern-day commerce is driven by API-connected, cloud-based software, and Postman is in the absolute vanguard of companies driving faster and more effective development of solutions across a multitude of industries. The combination of the market opportunity, the management team, and Postman's proven track record of success shows that they are ready to become the software industry's next great success," Jeff Horing, Insight Partners Co-Founder and Managing Director.
Postman was advised by BoSpar.
The UK Competition and Markets Authority launched an investigation into Facebook's acquisition of Giphy, the popular GIF repository and search engine. Specifically, it's looking to see how and if the deal will lessen competition in the two companies' respective markets.
The CMA is now opening up the case for comments from third parties, to be submitted by July 3, 2020. The CMA further noted that while its investigation is ongoing, Facebook can't continue with activities related to the acquisition, unless it has prior written approval from the CMA.
"The Competition and Markets Authority is considering whether it is or may be the case that this transaction has resulted in the creation of a relevant merger situation under the merger provisions of the Enterprise Act 2002 and, if so, whether the creation of that situation may be expected to result in a substantial lessening of competition within any market or markets in the United Kingdom for goods or services," CMA.
Giphy is advised by JP Morgan.
Astorg-backed IQ-EQ, an investor services group, completed the acquisition of Blue River Partners, a provider of outsourced solutions to alternative asset managers including fund administration for private equity funds. Financial terms were not disclosed.
"We are excited to join forces with IQ-EQ and look forward to our journey ahead. With our combined capabilities, we are perfectly positioned to provide global services and added scale to our clients, within and outside of the US The opportunities available to our people, our business and our clients are significant, and we look forward to making a lasting and positive impact on the alternative asset industry," Mark Fordyce, Blue River Partners CEO.
Astorg was advised by Latham & Watkins.
Onex, an investment manager, agreed to invest $400m in Emerald, an organizer of B2B trade shows. Onex will acquire $263.5m of preferred stock in an initial private placement and will also backstop a rights offering of $136.5m of the same series of preferred stock to the company's other holders of common stock as of the record date.
"We are extremely pleased to expand our relationship with Onex as we position our business for recovery once the impact of Covid-19 is behind us. We have continued confidence in our strategic plan and the long-term prospects of our marketplaces. The capital we are raising positions us to build on the strength of our brands and accelerate new growth opportunities we expect will arise during these uncertain times," Brian Field, Emerald Interim President and Chief Executive Officer.
Private equity firm DST Global and General Catalyst led a $225m funding round in Instacart, a same-day grocery delivery service company. The round saw participation from the existing investor D1 Capital Partners.
"It's been remarkable to watch the Instacart team, in these unprecedented times, not only successfully scale its operations and technology to serve customers, but also provide earning opportunities for hundreds of thousands of shoppers, as well as continued business for its retail partners. We are excited to partner with Apoorva and the Instacart team as they deliver long-term value for customers, shoppers, retailers and advertisers for years to come," Saurabh Gupta, DST Global Managing Partner.
AT&T considers divesting gaming unit in a $4bn deal.
AT&T is considering a sale of Warner Bros. Interactive Entertainment video-game unit, a business that could fetch about $4bn and help the company pare down its almost $200bn in debt, CNBC reported.
Game developers like Activision Blizzard, Electronic Arts and Take-Two Interactive Software expressed interest in potentially buying the division. A deal might involve a commercial licensing agreement where AT&T can continue to get revenue from its IP.
Tencent to acquire a 1.6% stake in Warner Music Group for c. $246m. (FS)
Tencent, a Chinese multinational conglomerate holding company, agreed to acquire a 1.6% stake in Warner Music Group, an American multinational entertainment and record label, for c. $246m.
Tencent purchased 10.4% of Class A Warner Music shares, representing a total of 8m shares.
Hertz wins approval to offer potentially worthless stock.
Hertz Global Holdings can go ahead with its plan to raise cash by selling new shares that the bankrupt car-rental company readily concedes could end up worthless, Bloomberg reported.
Judge Mary Walrath ruled during a bankruptcy court hearing on Friday that Hertz can move on with the offering, which the company has said could bring in $1bn. It's seeking to take advantage of the recent improbable rally in its shares, which could help Hertz resolve the massive debts that forced it into bankruptcy.
Nestle explores sale of Pure Life in an overhaul of water business.
Nestle, a Swiss multinational food and drink company, considers a potential sale of part of its North American water business, including the Pure Life brand, as the food giant shifts focus to better-performing brands, Reuters reported.
The business under review also includes regional spring water brands like Poland Spring and generated sales of $3.6bn last year, accounting for almost half of total water revenue.
"We are withdrawing from a bulk business to focus on high-value (water) specialities. We can then grow...organically and through acquisitions," Mark Schneider, Nestle CEO.
DoorDash considers selling equity for funding from T. Rowe Price, Fidelity Investments and others. (FS)
DoorDash, an American on-demand prepared food delivery company, intends to sell hundreds of millions of dollars of equity to T. Rowe Price Group, a global investment management firm, Fidelity Investments, a multinational financial services corporation, and others, which could value the meal-delivery firm at more than $15bn before the infusion, Bloomberg reported.
SoftBank's Vision Fund, an existing investor, is also considering investing in the firm. Size of the deal and the investor list are being finalized. The plans could still fall through.
Kansas regulator considers probe of Evergy's deal with Elliott. (FS)
A Kansas regulatory commission disclosed that it is considering an investigation into whether power utility Evergy's agreement with hedge fund Elliott Management could end up costing consumers, Reuters reported.
Evergy's accord with Elliott established a committee on the utility's board of directors that is exploring whether the company should be sold or implement a significant cost-cutting program. The committee is due to make a recommendation to the company's board by July 30.
"Staff is very concerned that Elliott's focus on increasing shareholder value will place Evergy's customers at a high risk of paying higher rates or receiving lower quality service in order to support an increase in shareholder value," Kansas Corporation Commission.
Sasol draws multiple bids for its US chemical business.
Sasol, an integrated chemical company, received offers from firms including Ineos Group, Chevron Phillips Chemical and LyondellBasell Industries for a large stake in a US chemical complex it is selling to shore up its finances. The stake could fetch more than $2bn.
The sale highlights South Africa-based Sasol’s need for cash as it struggles with debt taken on to develop the Lake Charles site, which is seen as an opportunity to diversity from fuel production. The cost of the plant has risen sharply from early estimates to $13bn and this, coupled with falling oil prices, has heaped pressure on Sasol’s finances.
"A package of measures have been developed that are intended to reposition the company over the following 24 months. This includes the potential for exploring partnering options at Sasol’s world-class US base chemicals business," Sasol spokesman.
Jana Partners acquires a stake in Perspecta. (FS)
Jana Partners, an activist hedge fund, disclosed a new stake in Perspecta, a provider of information technology services to government customers, and said it will speak with executives about changes that could lead to a merger or sale.
Jana owns 5.9% or 9.4m shares of Perspecta and will discuss "industry consolidation, capitalization, and operations" among other things with the company's board and management team.
Trump administration delays big Wyoming oil and gas lease sale.
The Trump administration postponed a large oil and gas lease sale in Wyoming that was scheduled for later this month, the sixth such delay in the last month, Reuters reported.
The US Bureau of Land Management, which oversees the federal government's leasing program, had previously delayed sales in Utah, Mississippi, Nevada and Colorado expected this month, as well as a significant sale in New Mexico in late May.
Facebook is establishing a venture capital fund to invest in startups. (FS)
Facebook has been hiring seasoned tech investors to help lead a new "multimillion-dollar" investment fund within its innovative apps team.
Starting a formal investing program aimed at startups could bolster the company's ability to spot the next big social app before it becomes big. That visibility is all the more important given that antitrust scrutiny has likely closed the door on large acquisitions by Facebook for the near future.
Azek goes public and raises $765m.
The Azek Company, a Chicago building products manufacturing company, went public Friday morning, pricing 33.25m shares of its common stock at $23 per share to raise $765m.
Underwriters have been granted a 30-day option to purchase up to an additional 4.9m shares.
EMEA
London Stock Exchange Group is expected to face in-depth scrutiny of its $27bn deal to buy data provider Refinitiv as regulators grapple with how to monitor a fast-changing market, Bloomberg reported. The companies face a June 15 deadline to offer early concessions and should get a decision from the EU on an in-depth probe a week later. Any longer review will give regulators until October to rule on the deal.
The EU’s antitrust authority is likely to rule the takeover requires a so-called Phase 2 examination that may add months to the review. The closely watched deal review could set a precedent for future mergers as exchange groups seek to diversify business models away from volatile trading revenues and into lucrative data and subscription services.
Refinitiv is advised by Canson Capital Partners, Evercore, Jefferies & Company, Corrs Chambers Westgarth, Osler Hoskin & Harcourt, Simpson Thacher & Bartlett, and Eterna Partners. LSEG is advised by RBC Capital Markets, Oliver Wyman, Barclays, Goldman Sachs, Morgan Stanley, Robey Warshaw, Blake Cassels & Graydon, Freshfields Bruckhaus Deringer, and Teneo. Financial advisors to LSEG are advised by Herbert Smith Freehills. CPPIB is advised by Weil Gotshal and Manges. Thomson Reuters is advised by Allen & Overy.
Banks are preparing to launch a highly-anticipated $11.2bn dual-currency loan and bond financing to back a buyout of Thyssenkrupp’s elevators division, pre-sounding investor appetite to optimise the structure and play the markets off each other to achieve best execution, Reuters reported.
Advent, Cinven and Germany’s RAG Foundation agreed to a $18.7bn acquisition of Thyssenkrupp’s elevators division in February, underwritten with a debt financing put together before Covid-19 disrupted markets and put sell downs and new issuance on hold.
ADAI, RAG, Cinven, and Advent are advised by Ernst & Young, Rothschild & Co, UBS, Kirkland & Ellis, NautaDutilh, and Hering Schuppener. Debt financing is provided by Goldman Sachs, Deutsche Bank, Barclays, Credit Suisse, RBC and UBS. Alfried Krupp is advised by Mutter & Kruchen. Thyssenkrupp is advised by Deutsche Bank, Goldman Sachs, JP Morgan, Macquarie Group, Nomura, and Linklaters.
Searchlight Capital Partners, a private investment firm, completed the acquisition of a majority stake in Global Risk Partners, an independent insurance intermediary, from Penta Capital, a private equity firm. Financial terms were not disclosed.
“By combining local presence with deep data-driven expertise, GRP offers a better product set and a superior service to its clients. We are confident that with our deep investment, industry and operational expertise, we can accelerate the growth of the business and reinforce its position as a leading player in a highly fragmented industry,” Andrew Frey, Searchlight Partner.
Global Risk Partners was advised by Ares Management, Evercore, Wyvern Partners, Proskauer Rose, Slaughter & May and FTI Consulting. Financial advisors were advised by Morrison & Foerster. Searchlight Capital was advised by RBC Capital Markets, Willkie Farr & Gallagher and Prosek Partners. Penta Capital was advised by Dickson Minto.
A consortium of investors consisting of BlackRock, Aberdeen Standard, Neuberger Berman, Investment Corporation of Dubai and RSIC, agreed to acquire a minority stake in Trustly, an online payments provider, from Nordic Capital, a private equity firm. Financial terms were not disclosed.
"At Trustly, we're leveraging local bank-to-bank payment rails to build a global online banking payments network that enables people to pay directly from their bank accounts in a safe and convenient manner. We welcome BlackRock and the other investors as minority shareholders in Trustly. With their support, we will double-down on developing the online banking payments solution that our merchants and billers and their customers love," Oscar Berglund, Trustly CEO.
Trustly is advised by Citigroup.
SEB, a Swedish financial group, AMF, a pension fund, and FAM, an asset manager, agreed to form Sindre Invest, a private equity company aimed at supporting distressed Swedish companies, in a $375m deal.
"I am very happy that we together with like-minded partners can gear up in an impactful way and broaden our work with investing in vital Swedish companies that are in need of capital to make it through the economic crisis we are currently in. We believe it is good for our savers, good for the companies, and also good for Sweden as a whole," Johan Sidenmark, AMF CEO.
Royal DSM, a global science-based company in nutrition, health and sustainable living, agreed to acquire Erber Group, an animal nutrition and health businesses services provider, for $1.1bn.
“In DSM, I recognize the mutual values of sustainable stewardship that are so important to us. DSM is the perfect home for our businesses, as Biomin and Romer Labs will be able to use their new scale to intensify our joint contribution to a more sustainable world’s food supply," Erich Erber, Erber Group Founder and President.
Frasers Group, a British retailing group, completed the acquisition of a 5.1% stake in Hugo Boss, a clothing and accessories manufacturer for $109m.
“Frasers Group intends to be a supportive stakeholder and create value in the interests of both Frasers Group’s and Hugo Boss’ shareholders,” Frasers Group.
JLL Partners, an American private equity firm, and Water Street Healthcare Partners, a private equity firm, completed the acquisition of Solvias, a provider of commercial physical and biological research and development. Financial terms were not disclosed.
"We're thrilled to be growing Solvias in partnership with our new investors and board. Since Solvias' founding, we have continuously innovated and expanded our platform of testing, specialized pharmaceutical manufacturing products, analytical kits and services to offer our customers the highest level of scientific expertise and technical capabilities. These newest initiatives support our goal of bringing greater value to our customers and positioning Solvias at the forefront of our industry," Karen J. Huebscher, Solvias CEO and Director.
Coupa Software, a provider of business spend management, completed the acquisition of BELLIN Group, a provider of treasury management software. Financial terms were not disclosed.
"Treasury can no longer operate as a siloed function as it is an integral part of a company's spend management strategy. The acquisition of BELLIN extends the strategy we've already embarked on, to provide financial leaders with a comprehensive view of company spend, company liquidity, and the risks associated with both. I am pleased to welcome Martin Bellin and the BELLIN team to Coupa and look forward to furthering our joint mission of empowering businesses with the visibility and control they need to spend smarter," Rob Bernshteyn, Coupa Chairman and CEO.
Czech defence and security group Omnipol along with Hungarian businessman and former chief security adviser Andras Tombor, completed the acquisition of Aero Vodochody Aerospace, an aircraft manufacturer, from Penta Investments, a European investment group. Financial terms were not disclosed.
"AERO is one of the strongest Czech brands and a concept that rightly inspires national pride in many people. AERO not only has a great past, but above all also huge potential for the future. We want to build on the tradition of the company and restore its reputation on the Czech and world market. We will develop all three pillars of AERO's existing activities, namely, support for users of aircraft produced by the company, cooperation with the world's major aerospace manufacturers and, of course, the L-39NG project," Richard Háva, Richard Háva Owner.
Bulgarian Development Bank agreed to acquire a 19% stake in First Investment Bank, a Bulgarian bank. Financial terms were not disclosed.
The deal comes after a capital shortfall of First Investment Bank which the bank is trying to cover by issuing 40m of new shares.
Bain makes a bid for a stake in top Italy soccer league. (FS)
Bain Capital made a $3.4bn introductory offer for a stake in Italy's top soccer league, putting it into competition with rival private equity firm CVC Capital Partners, Bloomberg reported.
The Boston-based firm expressed interest in buying about 25% of Serie A, home to players including Cristiano Ronaldo and Zlatan Ibrahimovic.
Warburg and Bain line up Telepass bids ahead of the deadline. (FS)
Four private equity groups including Warburg Pincus and Bain Capital are lining up bids for a piece of Telepass, an Italian toll-road payment business, ahead of a June 30 deadline, Reuters reported.
Warburg Pincus teamed up with Neuberger Berman while Bain is making a joint bid with Advent International. Apax and Partners Group are also in the race for Telepass and have been working on the dossier for several months.
Admiral considers divestment of Penguin Portals.
Admiral Group, a UK car and home insurer, is weighing a potential sale of Penguin Portals, a price comparison platform, Bloomberg reported. No final decision has been made, and Admiral could decide not to pursue the sale.
The company is working with Houlihan Lokey as it evaluates options for the business. A sale of Penguin Portals could fetch as much as $500m and may draw interest from private equity firms and strategic investors.
Liverpool Victoria draws interest from Phoenix and Cinven. (FS)
Liverpool Victoria, a UK insurance company, attracted interest from rivals including Phoenix Group Holdings and private equity firm Cinven. Fellow mutual insurer Royal London, Utmost Life and Pensions and European Insurance Consolidation Group are also among potential suitors, Bloomberg reported.
The company could be valued at $631m to $1.2bn. Liverpool Victoria may also decide against selling and opt to redistribute capital and pursue organic growth.
Severstal not interested in Thyssenkrupp's steel unit.
Severstal, a Russian steelmaker, has no plans to get involved in industry consolidation in Europe, its finance chief said, narrowing a list of potential partners for Germany's Thyssenkrupp, Reuters reported.
Thyssenkrupp stated last month it could put its steel unit, Europe's second-largest, up for sale, prompting investment banks and law firms to press for a role in the expected deal.
APAC
TPG Capital, an American investment company, and L Catterton, a private equity firm, agreed to acquire 0.93% and 0.39% stakes in Jio Platform, for $598m and c. $249m respectively. The transaction is subject to customary conditions precedent.
"Today, I am happy to welcome TPG as valued investors in our continued efforts towards digitally empowering the lives of Indians through the creation of a digital ecosystem. I am delighted to welcome L Catterton as a partner in our journey to unleash the power of digital for India while providing a consumer experience that is among the best in the world.," Mukesh Ambani, Reliance Industries Chairman and Managing Director.
Reliance is advised by Morgan Stanley, AZB & Partners and Davis Polk & Wardwell. Mubadala is advised by Skadden Arps Slate Meagher & Flom. Silver Lake is advised by Latham & Watkins, Shardul Amarchand Mangaldas & Co and Simpson Thacher & Bartlett. KKR is advised by Deloitte, Shardul Amarchand Mangaldas & Co and Simpson Thacher & Bartlett. General Atlantic is advised by Paul Weiss Rifkind Wharton & Garrison and Shardul Amarchand Mangaldas & Co. Vista Equity Partners is advised by Kirkland & Ellis and Shardul Amarchand Mangaldas & Co. TPG Capital is advised by Shardul Amarchand Mangaldas & Co.
Hammer Capital and Tencent Holdings agreed to acquire Bitauto Holdings, a provider of internet content and marketing services, and Yixin Group, a subsidiary of Bitauto and an online automobile finance transaction platform in China, for $1.1bn in cash.
The buyout offer is the latest sign of the Chinese tech giant's determination to plough ahead with further expansion at a time when the Chinese economy is slowing and it is rich with the profits of a decade-long economic boom. The transaction is currently expected to close in the second half of 2020 and is subject to customary closing conditions.
Bitauto and Yixin are advised by Duff & Phelps, Skadden Arps Slate Meagher & Flom, and Foote Group. Tencent is advised by Bank of America Merrill Lynch and Latham & Watkins. Hammer Capital is advised by Kirkland & Ellis.
Cerestra Advisors, a private equity firm, and Oxfordcaps, a student housing service provider, agreed to form a $125m joint venture.
"We have entered into a joint venture with Cerestra to focus on on-campus and near-campus student housing centres. The off-campus centres will be underwritten by educational institutions. The $125m fund would be infused by Cerestra to acquire beds, while Oxfordcaps will manage these properties," Priyanka Gera, Oxfordcaps COO and Co-Founder.
Mitsubishi in talks to acquire Mitsui E&S ship business.
Mitsubishi Heavy Industries, an engineering, electrical equipment and electronics company, began talks with Mitsui E&S Holdings, a provider of investment holdings in engineering, construction, and shipbuilding services, to acquire its shipbuilding business, Reuters reported.
A deal to acquire Mitsui E&S's shipbuilding unit could help Mitsubishi Heavy better compete for maritime contracts. It could also mark a tentative step towards consolidation among Japan's numerous military equipment makers.
"Mitsui E&S has strengths in shipbuilding and repair for the Ministry of Defense including supply vessels and observation ships," Mitsubishi Heavy.
Ovo is close to a merger with Dana to challenge Gojek. (FS)
Two of Indonesia's top fintech startups Ovo and Dana, agreed in principle to merge to create a stronger challenger to Gojek's GoPay, Bloomberg reported. A merger between the first two would tighten the alliance between SoftBank, a backer of Ovo, and Alibaba, a backer of Dana, and consolidate the Indonesia digital payments market to fewer major players.
The signing of the deal was delayed because of the coronavirus outbreak and could happen soon after finalizing details. The terms and timing could change, or the agreement may still fall apart.
Mahindra seeks to give up control of struggling unit SsangYong.
Mahindra & Mahindra, an Indian multinational car manufacturing corporation, intends to give up control of its struggling South Korean unit SsangYong Motor, as it looks to exit loss-making ventures amid the coronavirus pandemic, Reuters reported.
"SsangYong needs a new investor. We are working with the company to see if we can secure investment," Pawan Goenka, Mahindra & Mahindra Managing Director.
China to ease rules on listings for Nasdaq-like board this year.
The regulator will unveil rules to adopt so-called registration-based IPOs on the ChiNext by the end of June, and implement them this year. The proposal could cut the review period for listing to months from years and would scrap limits on price moves for the first five trading days, Bloomberg reported.
China's securities regulator had been considering making such reforms to the world's second-largest stock market since at least 2013 when it pledged to move toward a US-style IPO registration system. Last year, the country rolled out a stock board in Shanghai, which was seen as a testing ground for relaxed listing and trading rules.
The move comes at a time when increasing numbers of US-listed Chinese firms are seeking to sell shares in Hong Kong amid growing tensions between Beijing and Washington.
China Pacific Insurance launches up to $2.15bn London listing.
China Pacific Insurance, an insurance company, launched a London listing to raise up to $2.15bn, reviving a scheme to build investment links between the two countries after a series of delays, Reuters reported.
CPIC will look to sell just over 113m global depositary receipts, including the greenshoe over-allotment, and has set a price range of $17.6-$19 per GDR. This represents about 9% of the company's share capital in Shanghai.
Indonesia targets IPOs of Pertamina sub-holdings within two years.
Indonesia's State-Owned Enterprise Minister Erick Thohir told he aimed to group units of state oil and gas company PT Pertamina into "sub-holdings" and launch initial public offerings within two years, Reuters reported.
Thohir is trying to revamp hundreds of Indonesian state companies to boost profitability, as well as improve transparency and public trust.
In the case of Pertamina, he wants to create more sub-holdings to group upstream units, as well as downstream and trading units, and prepare them to be publicly listed companies.
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