Daily Review

Elon Musk's $44bn takeover of Twitter, an American microblogging and social networking service, is helping provide ammunition for an upcoming trial where an investor will argue the CEO's $56bn pay package from Tesla, an American automotive and clean energy company, is a waste of money that failed to secure his full-time services, Reuters reported.

The lawsuit alleges Musk created the 10-year package and Tesla's board rubber-stamped it in 2018 without requiring the celebrity CEO devote himself to the electric vehicle maker.

Twitter is advised by Allen & Company, Goldman Sachs, JP Morgan, Simpson Thacher & Bartlett and Wilson Sonsini Goodrich & Rosati. Financial advisors are advised by Sullivan & Cromwell. Elon Musk is advised by Bank of America, Barclays, Morgan Stanley, McDermott Will & Emery and Skadden Arps Slate Meagher & Flom. Debt financing is provided by BNP Paribas, Bank of America, Barclays, Mitsubishi UFJ Financial Group, Mizuho Securities, Morgan Stanley and Societe Generale. Debt providers are advised by Davis Polk & Wardwell.

VICI Properties completed the acquisition of MGM Growth Properties from MGM Resorts for $17.2bn.

VICI Properties, an experiential real estate investment trust, completed the acquisition of MGM Growth Properties, a publicly traded real estate investment trust engaged in the acquisition, ownership and leasing of large-scale destination entertainment and leisure resorts, from MGM Resorts, an S&P 500® global entertainment company, for $17.2bn.

"The team at VICI has worked collaboratively with MGM to help us unlock significant value from the underlying real estate of our assets. We look forward to continuing our long-term partnership with VICI," Bill Hornbuckle, MGM Resorts International President CEO.

MGM Growth was advised by Evercore, Baker Botts and Potter Anderson & Corroon. Evercore was advised by Fried Frank Harris Shriver & Jacobson. VICI Properties was advised by Citigroup, Morgan Stanley, Hogan Lovells and Kramer Levin Naftalis & Frankel. Financial advisors to VICi were advised by Sidley Austin. Debt financing was provided by Citigroup, JP Morgan and Morgan Stanley. MGM Resorts was advised by JP Morgan and Weil Gotshal and Manges. JP Morgan was advised by Cravath Swaine & Moore.

Spring Valley shareholders approve business combination with NuScale Power. (FS)

Spring Valley, a publicly-traded SPAC, announced that in a special meeting on April 28, 2022, its shareholders voted to approve the proposed business combination with NuScale Power, a designer and marketer of small modular reactors. 

The transaction is expected to raise approximately $380m from a combination of Spring Valley trust proceeds and PIPE commitments. PIPE investors include Samsung C&T, DS Private Equity, Segra Capital Management, Pearl Energy, Doosan Heavy Industries and Construction, JGC Holdings, IHI, Enercon Services, GS Energy, Sarens and Sargent & Lundy.

NuScale Power is advised by Guggenheim Partners, Gibson Dunn & Crutcher, Stoel Rives, Finsbury Glover Hering and Blueshirt Group. Spring Valley is advised by Cowen & Company, Guggenheim Partners, Kirkland & Ellis and White & Case.

 

GI Partners to acquire GTY Technology for $374m. (FS)

GI Partners, a private equity firm, agreed to acquire GTY Technology, a provider of cloud software solutions, for $374m.

"GI Partners has an excellent track record of supporting and adding value to leading software companies, and we are delighted to bring on a partner of GI Partners' caliber. This transaction will provide immediate and substantial value to GTY shareholders. The Company will have greater flexibility to focus on executing our strategy, and we are excited to begin our long-term partnership with GI Partners," TJ Parass, GTY CEO.

GTY is advised by Credit Suisse and Davis Graham & Stubbs. GI Partners is advised by Goldman Sachs, Ropes & Gray and Chris Tofalli Public Relations.

 

 

Linamar to acquire Salford Group from GenNx360 for $203m. (FS)

Linamar, an advanced manufacturing company, agreed to acquire Salford Group, a tillage and crop nutrition application equipment manufacturer, from GenNx360, a private equity firm, for $203m.

"We are very excited to join the Linamar family. Linamar and MacDon both have excellent reputations in the industry and we believe the combination of our resources, our respective brand strengths and distribution networks will enable Salford to compete and innovate at a higher level with greater market coverage, delivering even more value to dealers and farmers," Geof Gray, Salford Group President.

Salford is advised by Lincoln International, McCarthy Tetrault, Siskinds and Winston & Strawn.

 

 

CDPQ to acquire power transmission assets of Terna Group for $279m. (FS)

Caisse de depot et placement du Quebec, a private equity firm, agreed to acquire power transmission assets in Brazil, Peru and Uruguay of Terna Group, a transmission system operator, for $279m. 

"Terna will now refocus its international footprint in low-risk markets with attractive growth potential, as we announced in our updated 2021-2025 Industrial Plan," Giacomo Donnini, Terna Head of International Operations.

Terna is advised by Santander and Curtis Mallet-Prevost Colt & Mosle. CDPQ is advised by Pinheiro Neto.

Planet Home Lending to acquire certain assets of the delegated correspondent channel of Home Point Financial.

Planet Home Lending, a privately held national residential mortgage lender, agreed to acquire certain assets of the delegated correspondent channel of Home Point Financial, a mortgage originator and servicer. Financial terms are not disclosed.

"This transaction demonstrates Planet's unwavering commitment to correspondent lending. In a rising rate environment where other correspondent lenders are pulling back, we're reinvesting our funds to seize opportunities during market disruptions to quickly scale up. Intelligent acquisitions like this one bolster our balance sheet and create a growth path going forward," Michael Dubeck, Planet President and CEO.

Home Point is advised by Stratmor Group and Jones Day. Planet Home is advised by McGuireWoods. 

 

 

 

BRP Group completed the acquisition of Westwood Insurance Agency from QBE Insurance.

BRP Group, an independent insurance distribution firm, completed the acquisition of Westwood Insurance Agency, a personal lines agency specializing in builder-sourced homeowners insurance, from QBE Insurance, a general insurance and reinsurance firm. Financial terms were not disclosed.

"Alan and his team at Westwood have built a world-class organization, and we could not be more excited to be Partnering together. Representing the largest Partnership to date in BRP Group's history, Westwood's embedded business model and proprietary technology add invaluable expertise to the BRP Group family. We welcome Alan and the entire Westwood team to BRP Group," Trevor Baldwin, BRP Group CEO.

QBE was advised by Morgan Stanley and Willkie Farr & Gallagher.

Industrial Opportunity Partners completed the acquisition of Raven Engineered Films from CNH Industrial. (FS)

Industrial Opportunity Partners, a private equity firm, completed the acquisition of Raven Engineered Films, a flexible films maker, from CNH Industrial, an American-Italian multinational corporation. Financial terms were not disclosed.

"The acquisition by IOP represents a new chapter for Raven Engineered Films that will benefit our team members and our communities. We believe IOP will enable us to unlock the next levels of growth by innovating new products and creating value for our customers," Scott Wickersham, Raven Engineered Films CEO.

Raven was advised by Wachtell Lipton Rosen & Katz.

 

Archaea Energy to acquire NextGen Power Holdings from Castleton Commodities International for $215m.

Archaea Energy, a RNG producers, agreed to acquire NextGen Power Holdings from Castleton Commodities International, a privately held global merchant firm, for $215m.

"Today's announcement marks a significant achievement in executing on our strategy of securing as many economically attractive RNG development opportunities as possible, building the biggest and highest quality RNG development backlog in the industry, and growing the long-term earnings power of our business. The INGENCO platform provides an opportunity set of high-quality projects for our in-house technical and project development professionals to develop and generate compelling returns by building high margin RNG facilities using our Archaea V1 plant design while also exploring opportunities to optimize the existing electricity generation infrastructure," Nick Stork, Archaea Co-Founder and CEO.

Somatus completed the acquisition of Lumiata.

Somatus, a kidney care company, completed the acquisition of Lumiata, a healthcare-specific AI platform. Financial terms were not disclosed.

"We built our RenalIQ® technology platform to help providers, health plans, and our community-based care teams reach patients most in need of personalized, whole-person care. With the addition of Lumiata's predictive analytics tools, and the talent behind it, we can deliver enhanced care and improved outcomes for patients sooner," Satish Cheema, Somatus Chief Product and Strategy Officer.

Swire Shipping to acquire Westwood Shipping Lines from Sumitomo Warehouse.

Swire Shipping, a high frequency liner shipping services provider, agreed to acquire Westwood Shipping Lines, an independent vessel operator, from Sumitomo Warehouse, a warehousing and freight transportation businesses operator. Financial terms are not disclosed.

"This is a win-win for everyone. We are excited about joining the Swire Group because Westwood will now be a shipping company owned by a shipping company, one with a long history and wide Pacific presence. It will allow us to share synergies and tap new resources, expertise, and capabilities to serve our customers," Jack Mahoney, Westwood President and CEO.

Brazilian chemical maker Unigel is interested in purchasing a fertilizer project from Brazilian state-run oil company Petrobras in the state of Mato Grosso do Sul, its chief executive told. Unigel's interest has increased after talks between Petrobras and Russia's Akron Group.

The operation of the unit, whose capacity as designed by Petrobras was 3.6k tn per day of urea and 2.2k tn per day of ammonia, could help Brazil reduce its dependence on imported fertilizers while the country deals with difficulties arising from the war between Ukraine and Russia, Reuters reported.

 

Bausch + Lomb, the contact lens maker, has filed to raise as much as $840m in an initial public offering, a long-awaited deal that may show green shoots in US capital markets. 

The company being spun out of Bausch Health Companies Inc. plans to sell 35m shares for $21 to $24 apiece, according to a filing Thursday with the US Securities and Exchange Commission. All of the proceeds from the IPO will go to Bausch Health as the selling shareholder.

At the top of the price range, Bausch + Lomb would have a market value of $8.4bn based on the outstanding shares listed in its filing. Bausch + Lomb’s listing is being led by Morgan Stanley and Goldman Sachs. The company plans to list on the New York and Toronto stock exchange under the symbol BLCO.

 

A blank-check firm whose board counted rock star Sammy Hagar and Hall of Fame quarterback Roger Staubach among its directors is the latest to cancel its debut as investors flee the sector.

Special-purpose acquisition company Victory Acquisition won’t proceed with efforts to raise $250m, regulatory filings show. The shelved SPAC had James Lites, the chairman of the National Hockey League’s Dallas Stars, as chief executive. It’s the 22nd blank-check firm to abort its public offering this month.

Bloomberg reported that investors have soured on SPACs as they confront a disrupted economy, plunging stock prices and a US regulatory crackdown on the industry.

Leonard Green nears a $18.3bn close across two funds. (FS)

Private equity firm Leonard Green & Partners is nearing a final close for two funds for which it has amassed $18.3bn. 

 The Los Angeles-based buyout specialist raised $14.7bn for its ninth flagship fund, Green Equity Investors IX, and $3.6bn for Jade Equity Investors II, which is earmarked for smaller transactions. Investors in the funds include the New York State Common Retirement Fund and the Los Angeles County Employees Retirement Association.

Including the two new vehicles, Leonard Green’s assets under management now exceed $75bn. Founded in 1989, the firm, led by managing partners Jon Sokoloff and John Danhakl, has made a name for itself betting on consumer, health-care and business-services companies, Bloomberg reported.

Qatar Investment Authority, a sovereign wealth fund, agreed to acquire Coima Res, a real estate investment fund, for $380m.

The strategic objective of the proposal is to accelerate the growth of the Coima Res real estate portfolio in the office and commercial real estate segment, capitalizing on the growing demand for high-quality sustainable buildings located in interconnected, sustainable areas with an increasing degree of flexibility. Looking ahead, Evergreen aims to implement an investment and growth strategy, at least initially, in line with the current strategic structure adopted by Coima Res, focusing on properties located in the main Italian cities and primarily for rental. . The focus will continue to be on top quality primary properties, especially in Milan for tertiary use, with a particular focus on the Porta Nuova area.

QIA is advised by Citigroup, Gianni Origoni Grippo Cappelli & Partners, Shearman & Sterling, Brunswick Group, Maisto e Associati and Tremonti & Associati. 

Bosch agreed to acquire Arioso Systems, a semiconductor developer. Financial terms were not disclosed.

“The whole Arioso Systems team is excited to become part of the most powerful global provider of sensing solutions and to take the next step in expanding our leading-edge technology. Joining our forces means we can leverage the full potential of our MEMS micro-speaker technology," Hermann Schenk, Arioso CEO.

Bosch is advised by Hengeler Mueller. 

A consortium led by former Guggenheim Partners President Todd Boehly is poised to enter exclusive talks to buy Chelsea Football Club, even as one of Britain’s richest men launched a last-gasp bid for the London team.
 

Boehly, one of the owners of the Los Angeles Dodgers baseball team, beat off competition from rival consortiums including British businessman Martin Broughton and Bain Capital co-chairman Steve Pagliuca.

The sale of Chelsea Football Club has been one of the most closely-watched and politically-charged deals in world sports. A late twist emerged on Friday when British billionaire Jim Ratcliffe made a late $5.3bn bid for the west London club, Bloomberg reported.

HSBC Holdings' largest active investor would support a breakup of the lender on the basis that a separate Asia-listed unit would create shareholder value.

Ping An Insurance has held discussions with the bank on the idea of spinning off HSBC’s Asian operations and listing them separately in Hong Kong. The shareholder believes a spinoff would win broad investor support.

China’s largest insurer owned 8% of London-headquartered HSBC at the end of 2021. Ping An supports all reform proposals from investors that can help with HSBC’s operations and long-term value growth. HSBC is in the midst of a global reorganization intended to focus its resources on growing its core Asian markets, which are seen as providing the lender with the best growth opportunities, Bloomberg reported.

 

 

The Nigerian banking group, Africa Finance, has revealed that it plans to sell shares of its project, which is involved in renewables, ports, and industrial parks, on stock exchanges in the United Arab Emirates and London.

The company has stated that it plans to raise capital from would-be investors and invest in already identified infrastructure development projects across the African continent, Bloomberg reported.

“We have developed what we call a platform strategy, which is something that allows us to pull assets that are similar in scale and then raise capital on their own balance sheet. We are looking at how we can get additional sources of funding," Samaila Zubairu, Africa Finance CEO.

 

SwanCap, a private equity firm, has held the final close of its latest private equity opportunities Fund (Swan V), which was oversubscribed with aggregated commitments in excess of $421m.

The fund received strong support from a large number of existing investors as well as a wide range of new investors internationally. The LP base of Swan V includes many institutional investors, public and corporate pension funds, insurance companies, endowments, foundations as well as HNWs and large family offices.