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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.
27 November 2018

Koch Industries invested $500m in Getty Images.

Daily Review

Global M&A

EMEA

DNO made an offer for Faroe Petroleum worth £608m.
 
Eurobank acquired Grivalia Properties from Fairfax for €1bn.

Daikin Industries acquired AHT Group from Bridgepoint for €881m. (Financial Sponsors)

General Atlantic invested $120m in Property Finder. (FS)

Rio Tinto sold its stake in Rössing Uranium Limited to CNUC for $107m.

Värde Partners acquired Impolis. (FS)

Deutsche Telecom gets EU approval for Dutch Tele2 acquisition.

UK regulators concerned by PayPal, iZettle merger.

EU approves HSH Nordbank takeover. (FS)

Credit Agricole not interested in buying Commerzbank.

Rheinmetall looks to acquire its rival, Krauss-Maffei.

Tages is to buy Glennmont’s Italian solar power plants. (FS)

WPP Plc is merging its two ad agencies.

Bayer ponders sale of its consumer brands.

Sovereign Capital looks to sell Partnerships in Children’s Services for up to £100m. (FS)

 

AMERICAS

Paychex acquired Oasis Outsourcing for $1.2bn.
 
Hearthside Food Solutions completed the acquisition of Greencore US for $1bn. (FS)

Koch Industries invested $500m in Getty Images.

BBA Aviation completed the acquisition of Firstmark Corp for $97m.
 
OTPP acquired a stake in Fleet Complete from Madison Dearborn Partners. (FS)

Logitech will not acquire Plantronics.
 

APAC

Alps Electric shares leap thanks to Elliot support in buyback. (FS)

Latest Deals

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EMEA

 
DNO made an offer for Faroe Petroleum worth £608m.

DNO, a Norwegian oil and gas operator, made an offer for Faroe Petroleum, an independent oil and gas company, for £607.9m ($778m). DNO plans to acquire all of the shares of Faroe other than the 28.22% it already owns. The offer price represents a premium of 20.8% to Faroe's share price of 125.8 pence at the close of business on 23 November 2018, the last business day before the announcement. Faroe rejected the bid, saying it greatly undervalued the company.

Commenting on the offer, Bijan Mossavar-Rahmani, Executive Chairman of DNO, said: "We firmly believe that Faroe's assets, the substantial part of which are Norwegian, are better placed in the bosom of DNO, Norway's oldest independent oil and gas company, currently operating gross production of 125,000 barrels per day which compares with the 7,500 barrels of oil equivalent a day of gross production operated by Faroe. DNO's proven and probable reserves were nearly four times those of Faroe's as reported at 31 December 2017."

DNO was advised by Lambert Energy Advisory, Pareto Securities and Brunswick. Faroe was advised by Rothschild, BMO Capital Markets, Stifel Nicolaus and FTI Consulting.
 
Eurobank acquired Grivalia Properties from Fairfax for €1bn.

Eurobank, Greece’s third-largest lender, acquired Grivalia Properties, a publicly traded real estate company, from Fairfax Financial, a financial holding company, for €1bn ($1.1bn). The merger creates the best-capitalized bank in Greece, with a total capital ratio at 19%, ready to serve its clients, return to growth and support economic activity in Greece and southeastern Europe.

AXIA Ventures, Bank of America and Potamitis Vekris advised Grivalia. Deutsche Bank, Eurobank Equities, Euroxx Securities and Karatzas & Partners advised Eurobank.
 
Daikin Industries acquired AHT Group from Bridgepoint for €881m. (FS)

Daikin Industries, a Japanese multinational air conditioning manufacturing company, acquired AHT Group, a leading company in the commercial refrigeration market in Europe, from Bridgepoint, for €881m ($998m).

With this acquisition, Daikin is adding AHT showcases to its wide range of products, services, and solutions based on its air conditioning and refrigeration equipment. This will enable the company to become a one-stop provider offering complete coordination of air conditioning and refrigeration products. This acquisition is also expected to solidify Daikin's business foundation in Europe and promote the full-scale expansion of its refrigeration business in the United States as well as Asia.
 
General Atlantic invested $120m in Property Finder. (FS)

Property Finder is a leading real estate classifieds portal in the Middle East, North Africa and Turkey. The company will use part of the funds to deliver on its strategy to build innovative products which provide greater transparency, effective data and an overall better experience for property seekers along their real estate journey.

“Property Finder’s focus on building a world-class product for property seekers is generating fantastic momentum across the region,” said Chris Caulkin, Principal and Head of Technology for EMEA at General Atlantic. “We are thrilled to partner with the Property Finder team during this exciting growth phase of the business.”

TAP Advisors advised Property Finder.
 
Rio Tinto sold its stake in Rössing Uranium Limited to CNUC for $107m.

Rio Tinto, an Anglo-Australian multinational and one of the world's largest metals and mining corporations, sold its stake in Rössing Uranium Limited, owner of a uranium mine in Namibia, to CNUC, a Chinese Government-owned corporation involved in prospecting, and eventually mining, overseas sources of uranium, for $106.5m. The total consideration comprises an initial cash payment of $6.5m, payable at completion, and a contingent payment of up to $100m.

Rio Tinto chief executive J-S Jacques said: "The sale of our interest in Rössing once again demonstrates our commitment to strengthening our portfolio and focussing on our core assets, which deliver sector-leading returns in the short, medium and long-term."
 
Värde Partners acquired Impolis. (FS)

Impolis - Sociedade Gestora de Fundos de Investimento Imobiliário is a Portuguese regulated real estate asset manager. Financial terms were not disclosed.

Värde plans to use the platform to invest in Portugal and build its position in the local real estate market. Rental growth combined with low vacancy rates and a shortage of supply, especially for quality office space, has led to a supply-demand imbalance in the Lisbon office space market and contributed to a favorable investment environment.
 
The acquired real estate portfolio includes business parks, office space and commercial land plot assets in greater Lisbon, and has a gross asset value of €186.6m ($210m).
 
Deutsche Telecom gets EU approval for Dutch Tele2 acquisition.

Deutsche Telecom is rumoured to have obtained unconditional approval for its acquisition of Tele2’s Dutch business. The EU opened a full-scale investigation into the Deutsche Telekom bid five months ago, concerned that a deal, which reduces the Dutch market to three players from four, would hurt competition and lead to price increases for consumers.

The Commission, which is scheduled to rule on the deal by Nov. 30, and Deutsche Telekom declined to comment.
 
UK regulators concerned by PayPal, iZettle merger.

The Competition and Markets Authority is currently investigating the $2.2bn takeover of Swedish mobile payments company iZettle. After completing its Phase 1 investigation, the CMA has found that PayPal could face insufficient competition in the UK after acquiring its market-leading rival. The finding raises concerns that the merger could result in customers, which include small and medium-sized businesses, paying higher prices or receiving a lower quality service.

Andrea Gomes da Silva, CMA Executive Director, said: “Payment services markets are evolving so it’s particularly important to look to the future when we assess competition and the effects of mergers on customers. While iZettle is a relatively recent entrant to payment services, it has already established a market-leading position in mobile point of sale devices and was well-placed to compete against PayPal in other emerging markets. That’s why we are concerned that PayPal’s takeover could lead to higher prices or reduce the quality of the services available to customers."
 
EU approves HSH Nordbank takeover. (FS)

EU state aid regulators approved the sale of German lender HSH Nordbank to J.C. Flowers, BAWAG, Cerberus, Goldentree and Centaurus Capital, saying the sale did not involve public support.

“On the basis of the new private owner’s business plan, HSH can become a viable market player, continuing to support economic development in Germany,” European Competition Commissioner Margrethe Vestager said in a statement.
 
Credit Agricole not interested in buying Commerzbank.

Credit Agricole is not planning to acquire German peer Commerzbank, the chief executive of the French bank told daily Frankfurter Allgemeine Zeitung.

“We are not targeting Commerzbank. Our set-up is large and complete enough to grow organically and above all with partners,” Philippe Brassac told the paper’s Monday edition. “We want to become a real European bank. In Italy and France we are already a universal bank, but not yet in Germany, the largest economy in the European Union.”

Mr. Brassac added that the bank is currently fully focused on organic growth.
 
Rheinmetall looks to acquire its rival, Krauss-Maffei.

Rheinmetall, the tenth-largest European defence contractor, is looking to buy its rival, Krauss-Maffei, a manufacturer of injection molding machines. “Rheinmetall AG confirms talks with Wegmann Unternehmens-Holding GmbH & Co. KG regarding the possible acquisition of its stake in KMW + Nexter Defense Systems N.V., and therefore an indirect acquisition of Krauss-Maffei Wegmann GmbH & Co. KG,” the company said.
 
Rheinmetall will analyze and review the possibility of such a transaction, the company said, adding that the transaction depends on a variety of political, economic and regulatory factors.

Shares in Rheinmetall rose up to 6.5% following the announcement.
 
Tages is to buy Glennmont’s Italian solar power plants. (FS)

Tages is in exclusive talks to buy the Italian solar power plants put on sale by clean energy investor Glennmont Partners. The talks are to last up to 15 days. The Glennmont portfolio comprises three plants with a capacity of 85 MW. A2A and Erg Group are also bidding for the portfolio, which could be worth around €350m ($397m).

Glennmont, which has 285 MW of wind farms in Italy, is being advised by Rothschild and Orrick.
 
WPP Plc is merging its two ad agencies.

WPP is merging its famous JWT agency with its digital outfit Wunderman in the most high-profile move by the world’s biggest advertising group to simplify its business, according to a Reuters report. 

“Wunderman Thompson is a formidable combination, bringing together the capabilities our clients are demanding – award-winning creativity alongside deep expertise in technology, data and commerce,” WPP CEO Mark Read said.

The new agency, with 20k staff in 90 markets, will be run by Mel Edwards, CEO of Wunderman, while Tamara Ingram, head of JWT, will become chairman.
 
Bayer ponders sale of its consumer brands.

Bayer will discuss selling certain consumer health brands at a supervisory board meeting this week and will also review options for its animal health division. The company is looking to bolster its financial resources after the $63bn takeover of Monsanto. Standard & Poor’s cut Bayer’s credit rating to triple-B in the wake of the Monsanto deal and Bayer said it would reduce debt to return to a single A rating over the long term.
 
The company has not yet hired any investment banks to explore options for the animal health business. Bayer’s in-house M&A specialists are looking into the sale of the consumer health assets. Analysts at Jefferies and Bernstein have said the animal health business could fetch €6-7bn ($7.9bn).

Bayer declined to comment.
 
Sovereign Capital looks to sell Partnerships in Children’s Services for up to £100m. (FS)

Potential buyers of Partnerships in Children’s Services, which provides foster care for about 1,100 children, include Stirling Square Capital Partners, which owns the largest independent provider, the National Fostering Agency; Graphite Capital, which owns foster agency Compass Community, and the Priory, owned by the US healthcare company Acadia. The sale would follow that of the UK’s second-largest independent provider of foster care, Foster Care Associates, which houses 2,400 children and was bought by private equity group CapVest for an undisclosed sum this month.

Sovereign Capital Partners hired Clearwater International to assist with the sale.
 
 

AMERICAS

 
Paychex acquired Oasis Outsourcing for $1.2bn.
 
Paychex, a leading provider of integrated human capital management solutions for payroll, benefits, human resources, and insurance services, acquired Oasis Outsourcing, the nation’s largest privately owned professional employer organization, for $1.2bn.
 
“This acquisition reinforces Paychex's commitment to meet the HR technology and advisory needs of our clients and their employees in ways that are transforming their experience, and accelerates top-line growth,” says Martin Mucci, president and CEO of Paychex. “This acquisition will strengthen our PEO growth strategy, gain scale for new products with our insurance carrier partners, provide a new client base to offer Paychex retirement and time and attendance products, and augment our experienced management team.”
 
Hearthside Food Solutions completed the acquisition of Greencore US for $1bn. (FS)

Hearthside Food Solutions, a food contract manufacturer and a portfolio company of Charlesbank Capital Partners and Partners Group, completed the acquisition of the US business of Greencore Group Plc, an Ireland-based food company, for $1bn on a cash and debt-free basis. The deal was initially announced on October 15, 2018.

Commenting on the transaction, Greencore's CEO, Patrick Coveney, said: "The transaction would enhance our strategic and financial flexibility, which would allow us to build on our industry-leading position in our core UK market whilst also taking advantage of emerging organic and inorganic growth opportunities."

Charlesbank and Partners Group were advised by Ropes & Gray. Hearthside was advised by HSBC, Barclays and Ropes & Gray. Greencore Group was advised by Goldman Sachs, Greenhill & Co, Ashurst, Drury Porter Novelli and Powerscourt.
 
Koch Industries invested $500m in Getty Images.

Koch Industries, an American multinational corporation, invested $500m in Getty Images, a world leader in visual communications. Under the terms of the transaction, the Getty family continues to retain control over Getty Images following its acquisition of controlling interest from the Carlyle Group earlier this year.

Brett Watson, KED Senior Managing Director and Head of Principal Investments said: “There are limited opportunities to invest in proven market leaders with durable differentiation and attractive business models. Getty Images is one of those rare opportunities and we look forward to participating in the company’s sustained growth.”

Getty Images was advised by Berenson & Company, JP Morgan and Weil Gotshal and Manges. Koch Industries was advised by PJT Partners and Jones Day.
 
BBA Aviation completed the acquisition of Firstmark Corp for $97m.

BBA Aviation, a market-leading provider of global aviation support and aftermarket services, announced that it has completed the acquisition of Firstmark Corp, an aerospace-focused aftermarket service provider. This business will be part of Ontic, the company's Aftermarket Services business.
 
The deal was initially announced on September 18, 2018. The $97m consideration represents an expected year one EBITDA multiple of 11.1x before acquisition-related expenses of $1.6m. Firstmark is expected to contribute revenue of around $27m in its first full year of ownership.

"We are pleased to have reached an agreement to acquire Firstmark. This acquisition fully supports the strategic growth of Ontic by expanding the portfolio of proprietary products on established civil and military aircraft platforms and adding footprint on the US East Coast." Mark Johnstone, BBA Aviation Chief Executive.
 
OTPP acquired a stake in Fleet Complete from Madison Dearborn Partners. (FS)

Ontario Teachers' Pension Plan acquired a stake in Fleet Complete, one of the fastest growing tech companies in the connected vehicle space, from Madison Dearborn Partners. Financial terms were not disclosed.

“I am thrilled to partner with Ontario Teachers’ and it’s a bonus that we both share Toronto as our respective headquarters,” said Tony Lourakis, founder and CEO of Fleet Complete. “Ontario Teachers’ provides Fleet Complete with access to significant long-term capital. This, coupled with our ongoing partnership with MDP, will enable us to continue our fast growth and focus on being the world’s leading provider of mission-critical connected technologies for fleets, assets and mobile workforce-based businesses.”

Fleet Complete was advised by Lazard, Barclays, Dentons and Kirkland & Ellis. Madison Dearborn Partners was advised by Dentons and Kirkland & Ellis. OTPP was advised by Torys.

Logitech will not acquire Plantronics.

Logitech International SA, a Swiss manufacturer of keyboards and webcams, ended discussions to acquire Plantronics Inc, a US maker of Bluetooth earpieces and gaming headsets, the companies said on Sunday. Last Friday Reuters reported on the negotiations between the companies. Logitech and Plantronics confirmed the talks but said they had now been terminated.

Plantronics added in its statement that Logitech approached it regarding a potential acquisition and that it engaged in discussions in line with its fiduciary duties. It said it would deliver on its strategy as a stand-alone company.
 
 

APAC

 
Alps Electric shares leap thanks to Elliot support in buyback. (FS)

According to a Reuters report, Alps Electric Co stock jumped 8% on Monday after the firm promised a share buyback of about JPY40bn ($353m) to win support for the acquisition of Alpine Electronics - a pledge backed by Elliott Management, a stakeholder in both suitor and target. The Japanese components maker offered the buyback along with a pledge to give shareholders 50% of group net profit for three business years beginning April, and 30% thereafter.

Oasis Management, Alpine’s second-largest shareholder with a 9.9% stake, has called on other shareholders to reject the deal, arguing the price offered for their shares was too low.

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