Golub Capital was denied a court order it sought to temporarily bar its part-owner Dyal Capital Partners from merging with a rival in the direct-lending business, a deal that has spurred a legal backlash against Dyal, Bloomberg reported.
New York State Supreme Court Justice Joel Cohen made the ruling from the bench, saying Golub was unlikely to succeed on the merits of its case. He called Golub’s contention that Dyal had given up its right to make such deals when it bought a stake in Golub in 2018 “wildly implausible.”
Sixth Street Partners also sued to block the merger in February, arguing the deal would place it in competition with its part-owner, since it competes with Owl Rock, and Dyal took a stake of about 10% in Sixth Street in 2017. Days later, Golub, a $35bn credit specialist, sued on similar grounds. Dyal bought a stake in Golub in 2018 for about $1bn.
Altimar Acquisition is advised by JP Morgan, Paul Weiss Rifkind Wharton & Garrison and Prosek Partners. Newberger Berman is advised by Ardea Partners, Citigroup, UBS and Skadden Arps Slate Meagher & Flom. Dyal Capital is advised by Ardea Partners, Evercore, Fried Frank Harris Shriver & Jacobson and Prosek Partners. Owl Rock Capital is advised by Bank of America, Goldman Sachs, Perella Weinberg Partners, Kirkland & Ellis and Prosek Partners.
New Providence Acquisition announced that its stockholders approved all proposals related to the previously announced business combination with AST & Science, at a special meeting of stockholders.
The closing of the business combination is anticipated to occur on or about April 6, 2021. Following closing, the combined company will be known as AST SpaceMobile and its class A common stock and warrants will trade on Nasdaq under the ticker symbols “ASTS” and “ASTSW”, respectively. AST SpaceMobile expects to receive approximately $462m in gross proceeds at the time of the business combination, which includes $230m in expected gross proceeds from a private placement closing concurrently.
AST & Science is advised by Barclays, Foley & Lardner, Latham & Watkins and ICR. New Providence Acquisition is advised by BTIG, Deutsche Bank, I-Bankers, Kirkland & Ellis and The Plunkett Group.
Bonanza Creek Energy, an independent energy exploration and production company, completed the merger with HighPoint Resources, an energy company based in Denver, in a $376m deal.
"Today is an exciting day for Bonanza Creek. We sincerely appreciate the tireless efforts of the Bonanza Creek and HighPoint teams in getting this transaction closed. The combination creates a company of scale in the rural DJ Basin, and a business capable of delivering significant and sustainable levered free cash flow," Eric Greager, Bonanza Creek President and CEO.
HighPoint Resources was advised by AlixPartners, JP Morgan, Perella Weinberg Partners, Tudor Pickering Holt, Akin Gump Strauss Hauer & Feld and Kirkland & Ellis. Financial advisors to HighPoint were advised by Baker Botts. Bonanza Creek was advised by Evercore and Vinson & Elkins. Evercore is advised by Sidley Austin.
Veritas Capital-backed Gainwell Technologies, a provider of administration solutions, completed the acquisition of HMS, a healthcare technology, analytics and engagement solutions provider, for $3.4bn.
“HMS’ differentiated capabilities across the government and commercial healthcare spectrum will enable both Gainwell and Cotiviti to become even more strategic to their customers. We look forward to both organizations’ continued growth as they deliver transformational solutions to their respective areas of the healthcare market," Ramzi Musallam, Veritas CEO and Managing Partner.
HMS was advised by Barclays and Latham & Watkins. Barclays was advised by Sullivan & Cromwell. Gainwell was advised by Goldman Sachs, JP Morgan, Schulte Roth & Zabel and Sard Verbinnen & Co.
40 North, the investment firm linked to Standard Industries, increased its takeover offer for W.R. Grace to $4.6bn in a final push to win over the US chemical producer, Bloomberg reported.
The suitor, which is W.R. Grace’s biggest shareholder, raised its bid to $70 a share in cash. The best and final offer, up from its previous bid of $65, comes after 40 North conducted customary due diligence, and the day after a standstill agreement between the companies expired. The new offer is 17% higher than March 31’s close. It represents more than a 74% premium to Grace’s closing price on October 13, the day before news of the departure of a 40 North executive from Grace’s board stoked takeover speculation.
“We remain firm in our belief that Grace’s full potential for all stakeholders can best be achieved outside of the public markets with proactive, hands-on management. It offers shareholders the opportunity to realize immediate, certain and attractive value,” David Winter and David Millstone, 40 North Principals.
W.R. Grace is advised by Goldman Sachs, Moelis & Co, Wachtell Lipton Rosen & Katz and Joele Frank. 40 North is advised by Citigroup and Sullivan & Cromwell.
Replay Acquisition, a publicly-traded SPAC, completed the merger with Finance of America Companies, an end-to-end lending and services platform, in a $1.9bn deal. Funds managed by Blackstone and FOA’s management and founder retained c.70% equity ownership post-closing.
“Our value proposition is truly unique given our proven ability to innovate and deliver complementary financial solutions that consumers want and investors value. These attributes should continue to provide us with a sustainable competitive advantage. Today’s milestone would not be possible without the support of everyone on our team who has worked diligently and passionately to advance our mission,“ Patricia L. Cook, FOA CEO.
Finance of America Companies was advised by Simpson Thacher & Bartlett. Replay Acquisition was advised by Credit Suisse, Goldman Sachs, Morgan Stanley and Greenberg Traurig.
Energy Capital Partners, an investor in the environmental and sustainable solutions sectors. agreed to acquire Liberty Tire Recycling from The Carlyle Group. Financial terms were not disclosed.
"Under Carlyle's leadership, Liberty transformed into a national company with strong assets, broad capabilities, and innovative products. We are excited to partner with ECP as we continue our growth trajectory and increase our capacity to recycle tires into a wide range of beneficial, eco-friendly products," Thomas Womble, Liberty Tire Recycling CEO.
Liberty Tire Recycling is advised by BMO Capital Markets and Latham & Watkins. ECP is advised by Kirkland & Ellis and Joele Frank. Carlyle is advised by Westfourth Communications.
Peloton, an interactive fitness platform, completed the acquisition of Precor, a commercial fitness equipment provider, from FountainVest Partners-backed Amer Sports, a Finnish sporting goods company, for $420m.
"We have spent the last few months learning more about Precor's relentless focus on the customer experience and we're now even more enthusiastic about welcoming this talented team to Peloton. Now with Peloton and Precor, we believe we are even better positioned to achieve our goal of bringing the best experience in connected health and fitness to more people around the world," William Lynch, Peloton President.
Peloton was advised by Allen & Overy, Fenwick & West. Amer Sports was advised by Citigroup and Kirkland & Ellis.
Surge Energy US Holdings, an oil and gas company, completed the acquisition of a majority stake in midland basin assets of Grenadier Energy Partners, a private equity firm, for $420m.
"This acquisition is consistent with our strategy of building a long-term, sustainable oil and gas company. The combination of both production and high-quality inventory support both near-term cash flow and strong economic returns for years to come," Linhua Guan, Surge Energy CEO.
Surge Energy was advised by Citigroup and Thompson & Knight. Grenadier Energy Partners was advised by Jefferies & Company and Vinson & Elkins.
High Point Financial Services, a parent company of Solutions Bank, agreed to merge with Durand Bancorp, a parent company of Durand State Bank. Financial terms were not disclosed.
"We believe this combination will better align our resources, enhance our financial strength, and expand our product offerings and technology solutions, all of which will allow us to even better-serve our customers and communities," Kathy Sutherland, Durand President & CEO.
Durand is advised by Godfrey Kahn and Olsen Palmer. High Point is advised by Wipfli Corporate Finance Advisors and Howard & Howard.
One Rock Capital Partners-backed GPD Companies, a holding company, completed the acquisition of Distrupol, a subsidiary of Univar Solutions, an European distributor of thermoplastics to the polymer processing industry. Financial terms were not disclosed.
“Our acquisition of Distrupol adds to One Rock’s existing holdings in the plastics industry, increases our scale and continues the execution of our strategy to build a leading group of global distributors. Distrupol has established a reputation for product and technical expertise, innovation and reliability among its deep network of European suppliers and customers, and we look forward to stewarding the continued success of the company and its valued partners,” Tony W. Lee, One Rock Managing Partner.
One Rock Capital was advised by Latham & Watkins and Gasthalter & Co. Univar was advised by Rothschild & Co.
Ethos Capital, a private equity firm that invests in middle-market companies, completed the acquisition of a majority stake in Donuts, a domain name registry, from Abry Partners, a private equity firm. Financial terms were not disclosed.
“With extensive operational expertise and significant experience in domain name and related industries, Ethos Capital is the perfect partner to support our mission of reliability, security, and stability, as well as position us for continued success. We look forward to working with the Ethos Capital team and leveraging their expertise as we enter this next phase of growth,” Akram Atallah, Donuts CEO.
Ethos Capital was advised by Morrison & Foerster and Edelman. Donuts was advised by Kirkland & Ellis.
Pioneer Natural Resources, an independent oil operator, agreed to acquire DoublePoint Energy, an oil and gas explorer, for $6.4bn. Pioneer will issue approximately 27.2m shares of common stock in the transaction with an additional $1bn of cash. After closing, existing Pioneer shareholders will own approximately 89% of the combined company and existing DoublePoint owners will own approximately 11% of the combined company.
"DoublePoint has amassed an impressive, high quality footprint in the Midland Basin, comprised of tier one acreage adjacent to Pioneer’s leading position. We are pleased with their decision to become long-term partners with Pioneer in a transaction that will complement our unmatched position in the core of the Permian Basin. Pioneer will incorporate these assets into our investment model, migrating the assets from significant production growth to a free cash flow model, moderating growth for the US shale industry and generating significant value for our shareholders," Scott D. Sheffield, Pioneer CEO.
DoublePoint Energy is advised by JP Morgan and Vinson & Elkins.
Spectris, a provider of insight through precision measurement, agreed to acquire Concurrent Real-Time, a software firm, from Battery Ventures, a private equity firm, for $166m.
"Simulation is a key strategic growth area for HBK and Concurrent-RT brings complementary technology to strengthen and expand our virtual testing solutions. Concurrent-RT has demonstrated superior technical performance, strong revenue growth and consistent profitability that will serve us well in building a market-leading position in simulation software and simulator solutions," Andrew Heath, Spectris CEO.
Concurrent Real-Time is advised by Barclays. Spectris is advised by FTI Consulting.
Hemisphere Media Group, a media company, completed the acquisition of the remaining 75% stake in Pantaya, a Hispanic subscription video-on-demand service provider, from Lionsgate, an American-Canadian entertainment company, for $124m.
"Pantaya's success to date affirms the tremendous appetite of our audience for our unique content offering. Hemisphere plans to increase investment in content, expanding the output of series and movies, with the goal of accelerating subscriber growth and becoming a 'must have' entertainment option for the large and growing US Hispanic audience," Alan Sokol, Hemisphere CEO.
Hemisphere Media Group was advised by Edelman and Paul Weiss Rifkind Wharton & Garrison.
Amwins, an independent wholesale distributor of specialty insurance products in the United State, completed the acquisition of Worldwide Facilities, a national wholesale insurance brokerage, managing general agency and program manager, from private equity firm Genstar Capital. Financial terms were not disclosed.
"We are adding a talented group of brokers and underwriters that further strengthens our specialty capabilities. We are thrilled to welcome the entire Worldwide team to the Amwins family and leverage the strength of both teams to benefit retailers and markets nationwide," Scott M. Purviance, Amwins CEO.
Worldwide Facilities was advised by Waller Helms Advisors and Ropes & Gray.
HYBE, a manager of BTS boy band, agreed to acquire Ithaca, an integrated holding company with interests across music, tech, film, television, brands and culture, for $1.05bn.
"The inevitable joining of HYBE and Ithaca Holdings marks the start of a new adventure no one could have possibly imagined. The two companies will work closely together leveraging our proven track records of success, know-how, and expertise to create synergy, transcend borders and break down cultural barriers. Please look forward to the endless possibilities of HYBE and Ithaca Holdings, and the new paradigm the partnership will establish in the music industry," Bang Si-Hyuk, HYBE Chairman & CEO.
Ithaca is advised by Paul Hastings. The Carlyle Group is advised by Skadden Arps Slate Meagher & Flom.
Air Canada agreed to terminate the $144m acquisition of Transat AT and combine it with Air Canada. The proposed transaction would have created a Montreal-based global travel services company in leisure, tourism, and travel distribution operating across Canada and internationally.
Air Canada said that after recent discussions with the European Commission, it had become evident the EC will not approve the acquisition based on the offered remedy package the carrier made earlier this year.
"This transaction, first contemplated more than two years ago, was complicated by the pandemic, and, ultimately, Air Canada reached its limit in terms of concessions it was willing to provide the European Commission to satisfy their competition law concerns. Transat and Air Canada therefore mutually agreed that terminating the arrangement agreement was in our respective best interests," Jean-Marc Eustache, Transat President and CEO.
Sammons Financial Group, an insurance holding company whose member companies offer financial service and retirement products, completed the acquisition of Beacon Capital Management, a registered investment advisory firm. Financial terms were not disclosed.
"We welcome Beacon president Chris Cook and the entire Beacon team to Sammons Financial Group. Throughout 2020, we have concentrated efforts in building relationships with partner firms, developing products, and defining investment options for today's agent, advisor, and their clients," Esfand Dinshaw, Sammons Financial Group CEO.
Sammons Financial Group was advised by Berkshire Global Advisors.
Quisitive Technology Solutions, a Microsoft solutions provider that helps enterprises move, operate, and innovate in the Microsoft cloud,completed the acquisition of Mazik Global, an IT solution development and implementation company. Financial terms were not disclosed.
“The integration of Mazik Global into Quisitive Cloud Solutions is going to be extremely impactful because they bring a seasoned leadership team, extensive technical expertise, Microsoft experience that parallels our own, and a team in constant pursuit of excellence for their customers. Secondly, layered on top of those synergies is Mazik’s massively valuable IP, including MazikCare, MazikThings, and MazikCity, which expands Quisitive’s portfolio of technology solutions and addresses business-critical industry needs,” Mike Reinhart, Quisitive CEO.
Quisitive was advised by Gateway Investor Relations.
Sentinel Capital Partners, a private equity firm, agreed to acquire a minority stake in TranSystems, a provider of engineering, architectural, and design consulting solutions for United States transportation end markets. Financial terms were not disclosed.
"Our partnership with Sentinel comes at an exciting time for our employees and for our company. We are looking forward to leveraging the many actionable infrastructure services opportunities ahead of us to drive organic and acquisitive growth in our business to better serve our clients," Richard Morsches, TranSystems CEO.
Sentinel Capital is advised by Broadgate Consultants.
WEX, a financial services provider, completed the acquisition of the health savings account assets of HealthcareBank, the custodian bank for customers of WEX’s Health division, for $250m.
“This asset purchase expands WEX’s role in the attractive consumer-directed healthcare ecosystem and aligns with our growth strategy. We are excited to provide a more streamlined relationship experience, one that positions us to better leverage our investments to provide market-leading HSA solutions," Robert Deshaies, WEX President.
Bank of America completed the acquisition of Axia Technologies, a health care payment and technology company. Financial terms were not disclosed.
The acquisition will deepen and expand Bank of America’s payment offerings for healthcare clients and will further accelerate the bank’s ability to serve this key vertical. It is part of a broader initiative to integrate merchant services onto its proprietary platform following the dissolution of its merchant services joint venture last year.
“We have a shared vision of providing clients with the best technology to meet their payment needs. Working together, we can leverage our joint expertise and capabilities to deliver a comprehensive range of payment and settlement solutions to our healthcare clients and their patients," Mark Monaco, BoA Head of Enterprise Payments.
Pinnacle Asset Management-backed Viserion Grain, a global agricultural merchant based in Boulder, Colorado, agreed to acquire 11 grain elevator facilities from Zen-Noh Grain, which trades and exports corn, soybeans, sorghum, wheat, and byproducts. The transaction is subject to regulatory approval and is contingent upon the closing of the ZGC's previously announced acquisition of Bunge's facilities. Both transactions are expected to close in late-Spring 2021.
"These facilities located across major inland US waterways are integral to expanding our agricultural trading platform and grain handling capabilities. We believe that the addition of these assets will accelerate our growth and provide a strong foundation to market grain and oilseeds directly to domestic customers and exporters," Aaron Wiegand, Viserion International CEO.
Meredith explores a sale of local television stations.
Meredith is considering selling its television stations, a move that would focus the media conglomerate on its magazine division, Bloombergreported.
Meredith is working with a financial adviser on the potential divestiture. The move could help Meredith with its goal of paying down debt, which the company has said is its top priority. It had about $3bn of long-term debt at year-end.
Pinterest in talks to acquire Visual Supply.
Pinterest has held talks to buy Visual Suply, maker of the VSCO photo-editing app, Bloombergreported.
The 10-year-old VSCO platform shares some of the early appeal of Instagram, offering a distinctive set of film-like photo filters along with an image editor. The company, still focused on its titular product, has added video-editing tools and raised $90m in funding. It was last valued at $550m.
Ackman stays mum on $4bn SPAC target. (FS)
Billionaire investor William Ackman said that there was nothing to report yet on finding a target for his $4bn blank-check investment vehicle, Reutersreported.
Ackman made headlines last year when he raised Pershing Square Tontine, making it the biggest blank check company ever. It now has between $5bn and $7bn of equity capital for its initial business combination. Speculation grew about Ackman’s potential target - with talk about Airbnb, Stripe, and Bloomberg being on his list. Late last year, he said he hoped to be able to break the news on a target by the end of the first quarter of 2021.
“Eight months since PSTH’s launch, we remain convinced that an investment in PSTH will generate highly attractive long-term returns, even from PSTH’s current stock price,” Ackman.
Toronto-Dominion is open to major bank deal in the US.
Toronto-Dominion Bank CEO Bharat Masrani said he is still interested in a major acquisition to add to the firm’s US retail operations, and that he’s unfazed by the recent valuation surge for the regional lenders that would be his most likely targets, Bloombergreported.
“With respect to major mergers and acquisitions in the United States, we’re very open. If we can find some opportunity that fits all our criteria, we will look at it very seriously, and our capital gives us that flexibility,” Bharat Masrani.
Toronto-Dominion stockpiled capital at the onset of the Covid-19 pandemic in North America, but government stimulus programs in the US and Canada have prevented the expected wave of consumer defaults. That has left the bank with about C$12bn ($9.6bn) in capital beyond what it would need to maintain the 11% common equity tier 1 ratio that banks typically target. That gives Toronto-Dominion the financial capacity for a significant acquisition.
Hertz selects the Chapter 11 exit plan backed by Centerbridge, Warburg, Dundon. (FS)
Hertz Global said it has selected an enhanced proposal from Centerbridge Partners, Warburg Pincus and Dundon Capital Partners to provide the equity capital required to fund the car rental company’s exit from Chapter 11, Reutersreported.
The proposed deal, which is subject to approval by the US bankruptcy court for the district of Delaware, is supported by holders of over 85% of the company’s unsecured notes.
Under the deal, the supporting noteholders have given the green signal to support the exchange of the unsecured funded debt claims against the company for approximately 48.2% of the equity in the reorganized company, and the right to purchase an additional $1.6bn of equity.
Argo AI, the self-driving startup backed by Ford Motor and Volkswagen, is considering going public as soon as this year, Bloombergreported.
Bryan Salesky, Argo’s co-founder, told employees in an all-hands meeting April 1 the company is looking to boost its funding as it comes closer to commercializing its self-driving technology. Ford, which invested $1bn in Argo in 2017, plans to roll out robo-taxis and driverless delivery pods in 2022.
Argo had a market value of more than $7bn when Volkswagen completed its $2.6bn investment in the company last July. VW, the world’s top-selling automaker, plans to put self-driving vehicles on the road later this decade.
Coinbase sets direct listing for April 14.
Coinbase Global, the largest US cryptocurrency exchange, said it is planning to make its trading debut on April 14, Bloombergreported.
The company’s registration statement for the listing has been declared effective by the US SEC. The direct listing on the Nasdaq Stock Market had earlier been pushed back from March. As with other direct listings, a reference price to help guide investors and to allow the shares to begin trading will be disclosed the night before the company goes public.
Bright Health plans IPO to raise $1bn or more.
Bright Health Group, a digital health platform, is planning an initial public offering in the US this year, Bloombergreported.
The Minneapolis-based company plans to raise at least $1bn in an IPO as soon as late in the second quarter. Bright Health could be valued at well above $10b. Underwriters are targeting a valuation as high as $20bn.
Bright Health is working with JP Morgan, Morgan Stanley and Barclays to advise its share sale.
NPC-backed MDA raises $320m in a Canadian IPO. (FS)
Canadian space technology firm MDA, backed by Northern Private Capital, raised C$400m ($320m) in its IPO, falling about 20% below its targeted amount after selling shares for less than expected, Bloombergreported.
The company, best known for developing a giant robotic arm used in space, sold about 28.6m shares for C$14 ($11) each, below its marketed range. MDA had sought to raise about C$500m ($397m) by selling shares for C$16 ($12.7) to C$20 ($16) apiece.
MDA will list on the Toronto Stock Exchange under the ticker symbol MDA, marking a return for an iconic Canadian company once known as MacDonald, Dettwiler and Associates. The IPO values the Brampton, Ontario-based company at C$1.6bn ($1.27bn) when the sale closes around April 7, based on about 115m shares outstanding.
SoftBank-backed Compass rises in debut after slashing IPO size. (FS)
Real estate brokerage Compass, backed by SoftBank Group’s Vision Fund, rose in its trading debut after pricing a $450m initial public offering at the bottom of a reduced range, Bloombergreported.
The company’s shares opened at $21.25 after it sold 25m for $18 each in the IPO. The shares were selling for $20.6 in New York trading, giving Compass a diluted valuation of about $10.3bn including restricted stock units and options.
The IPO market has been hit directly by the market volatility after two record quarters for listings, thanks largely to the boom in blank-check companies. Intermedia Cloud Communications, which had set to debut on Thursday, delayed its listing, citing unfavorable market conditions. Budget carrier Frontier Group Holdings, also listing Thursday.
Frontier debut collapses in the second US airline IPO in a month.
Frontier Group struggled to gain traction in its trading debut after selling shares at the bottom of a marketed range, Bloombergreported.
The stock slipped less than 1% to close at $18.85 in New York after an initial public offering late Wednesday at $19 a share. By contrast, rival discounter Sun Country Airlines opened with a pop after an IPO in mid-March and was up 43% from the offering price through Wednesday.
Frontier is betting that accelerating vaccination efforts and pent-up travel demand will buoy US airline traffic this summer, after last year’s unprecedented collapse in flying because of the coronavirus pandemic. But carriers from giants such as United Airlines to a pair of startups will be competing fiercely for the leisure travelers that are Frontier’s lifeblood.
Vision Ridge Partners closes the third sustainable asset fund at $1.25bn. (FS)
Vision Ridge Partners, an alternative asset manager focused on sustainable real assets, has closed its $1.25bn sustainable asset fund III. The Fund held its final close just four-and-a-half months after commencing fundraising. Fund III initially targeted $1bn of commitments and drew interest beyond the $1.25bn hard cap.
“Sustainable investing is no longer a niche strategy that investors want to add to their portfolio because of its ethical benefits or as a diversification strategy. The shift around the globe to sustainability is inevitable and we believe the economics of the underlying investments work. These investments can provide the types of returns investors previously sought through more traditional private market asset classes,”Reuben Munger, Vision Ridge Managing Partner.
Vision Ridge Partners was advised by Cooley.
ECP announces closing of $1.2bn continuation fund. (FS)
ECP announced the completion of its first Continuation Fund with $1.2bn in capital commitments, and the closing of the fund's subsequent acquisition of the remaining 50% interest held by ECP's third fund, ECP III, in Terra-Gen, a renewable energy developer and operator. ECP previously sold a 50% stake in the company to First Sentier Investors. The transaction will provide additional capital to support Terra-Gen's next phase of growth, while allowing ECP III to fully exit its original investment in the company.
"As one of the largest owners of renewable assets in the US, ECP is excited to continue its partnership with Terra-Gen as it moves into its next phase of growth and executes on a robust pipeline of advanced near-term development opportunities," Schuyler Coppedge, ECP Partner.
PJT Partners served as financial advisor on the Continuation Fund transaction. Latham & Watkins served as legal counsel to ECP on the sale of Terra-Gen and the formation of the Continuation Fund. Citi served as lead financial advisor on the sale of Terra-Gen.
KKR buys Seattle building leased to Amazon for $580m. (FS, RE)
KKR is buying a redeveloped former department store in downtown Seattle that’s been converted to offices for Amazon. The New York-based investment firm paid $580m for the building at 300 Pine Street, Bloombergreported.
KKR’s purchase signals conviction that office demand will return in Seattle, which like other high-cost coastal cities has suffered from soaring vacancy rates as workers stayed home in the pandemic.
French financial markets watchdog AMF said that water and waste company Suez’s attempts to fight Veolia’s offer breach takeover rules. In an effort to force Veolia to negotiate, the Suez board has set up a Dutch foundation to prevent the sale of French water assets that its rival would need to divest to win antitrust approval to buy Suez, Reutersreported.
Suez also proposed last month to negotiate a takeover if the two companies agreed on the sale of most of Suez’s French assets to investment funds Ardian and Global Infrastructure Partners. Veolia had rejected the proposal.
“The search for a negotiated resolution between the parties is entirely legitimate, but it must respect the principles of transparency and integrity of the market, fairness in transactions and competition, and the free play of offers and higher bids,” AMF.
Suez Group is advised by Goldman Sachs, JP Morgan, Rothschild & Co, Societe Generale, Bredin Prat, Darrois Villey Maillot Brochier, Sullivan & Cromwell and Brunswick Group. Ardian is advised by Linklaters and Headland Consultancy. Veolia is advised by Bank of America Merrill Lynch, Citigroup, Credit Agricole, HSBC, Messier Maris & Associes, Morgan Stanley, Perella Weinberg Partners, Cleary Gottlieb Steen & Hamilton, Flichy Grange Avocats, Gide Loyrette Nouel, Hogan Lovells, Patrice Gassenbach, Peltier Juvigny Marpeau & Associes, Xavier Boucobza and Image Sept. Engie is advised by BNP Paribas, Centerview Partners, Credit Suisse, Lazard, d'Angelin & Co, Weil Gotshal and Manges, Estudio de Comunicacion and Havas Paris.
UBI Banca, an Italian banking group, completed the acquisition of an 80% stake in Aviva Vita, a life insurance joint venture, from Aviva, a British multinational insurance company, for $533m.
"Our strategy is about focus and delivery. The sale of Aviva Vita is another important step forward as we reshape our portfolio and follows the recent announcement of the majority sale of our Singaporean business. We will continue to be decisive as we seek to transform Aviva for the benefit of our shareholders," Amanda Blanc, Aviva CEO.
UBI Banca was advised by Pedersoli Studio Legale and Community Group. Aviva was advised by Allen & Overy.
Sensata Technologies, a industrial technology company, completed the acquisition of Xirgo Technologies, a telematics and data insight provider, for $400m. The transaction is expected to be accretive to Sensata’s adjusted net income per share in 2021.
“This acquisition meaningfully advances Sensata’s Smart & Connected megatrend-focused growth initiative for transportation and logistics end-markets. We are excited to welcome our new Xirgo colleagues to Team Sensata as we work together to deliver a broader value proposition to address fleet managers’ needs and create new growth opportunities for our employees and our shareholders," Jeff Cote, Sensata Technologies CEO and President.
Sensata was advised by Harris Williams & Co and Latham & Watkins.
Technology Crossover Ventures, a provider of capital to growth-stage private and public companies, led a $130m series C round in Hotmart, a global cloud-based platform. Alkeon Capital and existing shareholders, including Koolen & Partners, General Atlantic, GIC and Accomplice also participated in the round.
“Hotmart is at the forefront of the passion economy, helping creators go beyond content monetization and actually building an online business. By providing the tools for creators to leverage their knowledge, we are fueling a new model of internet-powered entrepreneurship," João Pedro Resende, Hotmart CEO and Co-founder.
TCV was advised by Financial Technology Partners.
Bertelsmann and Television Francaise plan to merge to fight US rivals.
A push for mergers that would help European TV networks compete with fast-growing US streaming platforms is putting the region’s strict media ownership rules under strain, Bloombergreported.
Bertelsmann’s 48% stake in the owner of French channel M6 is up for sale and the German media company is leaning toward a tie-up with rival Television Francaise 1. It would be the most dramatic shake-up of France’s audiovisual landscape in decades and is likely to draw intense scrutiny from the country’s competition and media watchdogs.
“A merger with TF1 would fit with our strategy of actively pursuing market consolidation,” Thomas Rabe, Bertelsmann CEO.
Deutsche Bank’s DWS signals a green light to pursue the big merger.
Deutsche Bank’s asset management business is considering transformational takeovers with the confidence that it has a green light from CEO Christian Sewing to pursue major acquisitions, Bloombergreported.
Asoka Woehrmann, head of asset manager DWS Group, is scanning for large-scale deals as well as bolt-on acquisitions, people with knowledge of the matter said. He’s confident that Sewing, who had previously been reluctant to see Deutsche Bank’s stake diluted, would allow DWS to sell fresh equity to finance the right deal.
Deutsche Bank, halfway through an ambitious cost-cutting plan, is turning to growth after volatile global markets during the pandemic boosted its investment bank. The boom in trading is reassuring Sewing that he will hit the 2022 profitability target, on which he has staked his credibility, allowing him to relax the tight control he has sought to exercise over the bank.
Buyout firms swoop to buy BlueMountain Capital's stake in Co-operative Bank. (FS)
The private equity group which led the demutualization of one of Britain’s biggest building societies is close to buying a stake in the Co-operative Bank in the most significant shake-up of its ownership since it was rescued in 2017, Sky News reported.
JC Flowers and Bain Capital Credit are in advanced talks to acquire the roughly 10% shareholding in the embattled lender held by BlueMountain Capital, a US-based hedge fund.
It nevertheless heralds a potentially important moment for the ownership of the self-styled ethical lender, which has endured a torrid decade during which it twice had to be bailed out from the brink of collapse.
FITD hires Deutsche Bank to advise on Carige sale. (FS)
Italy’s interbank fund hired Deutsche Bank as financial adviser to manage the sale of Banca Carige, after Cassa Centrale Banca backed out of the purchase on concerns about the profitability outlook amid the pandemic, Bloombergreported.
The banking fund, dubbed FITD, owns 80% of Carige after it rescued the troubled Italian lender in 2019, injecting about €600m ($706m) of fresh funds. As part of the bailout, unlisted CCB bought an 8.3% stake, with an option to buy FITD’s remaining holding by the end of this year. Last month CCB decided to not exercise the option, leaving the stake with the banking fund.
While seeking to dispose of the controlling stake, FITD will continue its commitment to support Banca Carige.
Liverpool FC owner FSG seeks new teams and possible listing. (FS)
Fenway Sports Group, the owner of Liverpool football club and baseball’s Boston Red Sox, will seek to acquire more professional sports teams and potentially a future stock market listing after securing a new investment that values the US group at $7.35bn,FTreported.
FSG chairman Tom Werner and RedBird founder Gerry Cardinale committed to using the new capital to buy teams in other leagues, such as North America’s National Basketball Association and National Hockey League, as well as elsewhere in European football.
Darktrace board to launch £3bn London float.
The British cybersecurity company Darktrace is this weekend finalising plans for a £3bn ($4.1bn) stock market listing, despite the shadow cast over technology unicorn floats in London by this week’s Deliveroo’s disastrous debut, Sky News reported.
Darktrace's board - led by new chairman Gordon Hurst - wants to issue an expected intention to float announcement as soon as next week. The date could yet slip, but insisted the company was confident that its shares would begin conditional trading around the end of this month.
Darktrace's IPO was already set to be one of the most prominent to emerge from the UK's cluster of tech unicorns - companies with a valuation of at least $1bn - but this week's calamitous Deliveroo float will intensify scrutiny of its peers.
HSBC is said to work on an IPO of Saudi Arabian Logistics.
Saudi Arabian Logistics, spun off after more than seven decades as the cargo arm of the kingdom’s flagship airline, is working with HSBC’s local unit on a potential share sale that could come as soon as this year, Bloombergreported.
The MENA region saw a 40% drop in listings and a 96% decline in IPO proceeds last year, with just $1.86 bn raised. However, Saudi Arabia’s Tadawul was the region’s top listing venue in 2020 with four sales totaling $1.45b.
Hillebrand is being prepared for sale.
German liquor logistics group Hillebrand is being prepared for sale by its private equity owner in a deal that could value it at more than €1.5bn ($1.76bn) in a sector that has seen valuations rise in the pandemic, Reutersreported.
Belgian investor Cobepa is expected to mandate a sellside advisor in the coming months to organise the divestiture of the alcoholic beverage freight forwarder, and is expected to start shopping it to prospective buyers later this year.
Deliveroo’s IPO flop casts doubt on London as listings hub.
Shares of British food delivery app Deliveroo slumped by 30% in its stock market debut, a blow to the ambitions of the City to attract more high-growth technology company listings during a boom period for IPOs, FNreported.
The IPO of the London-headquartered firm, which was seen as a test to the City's ambitions to attract more high-profile firms, has been beset with problems after numerous large investors shunned the firm because of concerns over workers’ rights.
Apax Partners, a private equity firm, completed the acquisition of the software products business of 3i Infotech, a provider of IP-based software solutions and a wide range of IT services for $136m.
“Both businesses will have the resources to capitalise on market opportunities and build long term value for employees, customers and shareholders. I want to thank the entire 3i Infotech team for their commitment and contribution towards the successful journey of the company and I am sure that the teams will be infused with renewed vigour going forward,” Padmanabhan Iyer, 3i Infotech Managing Director & Global CEO.
Apax Partners was advised by AZB & Partners, Greenbrook and Kekst CNC. 3i Infotech was advised by Ogilvy.
Knauf, a provider of building materials, completed the acquisition of a 50% stake in USG Boral, a manufacturer and supplier of gypsum board-based wall and ceiling lining systems, from Boral, a multinational company manufacturing and supplying building and construction materials, for $1bn.
In line with Boral’s financial framework, the final sale proceeds will be used to reduce Boral’s net debt position.
Knauf was advised by Bank of America and King & Wood Mallesons. Boral was advised by Herbert Smith Freehills.
Investment firms CDC, NIIF, EverSource Capital, completed the $390m investment in Ayana Renewable Power, an Indian renewable energy platform. NIIF became the majority shareholder in Ayana. CDC, NIIF, EverSource invested $70m, $284m, $36m respectively.
“With committed like-minded shareholders and a strong management team, we are confident that Ayana will become a leading player in this space, over the next few years,” Sujoy Bose, NIIF Managing Director and CEO.
CDC was advised by AZB & Partners. NIIF is advised by Adfactors PR.
National Investment and Infrastructure Fund, a sovereign wealth fund of India, completed a $287m investment in Manipal Hospitals, a healthcare chain.
“We are delighted to partner with Manipal Hospitals in their next phase of growth. Through this investment, NIIF looks forward to playing a role in serving the healthcare needs of India. The strong governance, processes and track record of Manipal Hospitals resonate well with NIIF’s investment philosophy. It is exciting to partner with a highly capable management team that has created one of the most efficient healthcare delivery platforms in the country," Sujoy Bose, NIIF MD & CEO.
Interups, a New York-based investor, agreed to acquire a 49% stake in Trujet. a domestic airline company. Financial terms were not disclosed.
“The funds raised through 49% FDI in the company, will be utilised to expand its operations pan India and explore the newer opportunities in the civil aviation sector. We will finalise the exact final amount at a later stage," Palepu Lakshmi Prasad, Interups Chairman.
Bain Capital in talks to invest c.$200m in JM Baxi Group. (FS)
Global private equity fund Bain Capital is in advanced talks with JM Baxi Group to invest as much as $200m for a 30% stake in stepdown subsidiary International Cargo Terminals & Rail Infrastructure, The Economic Times reported.
Part of the proceeds may be used to reduce debt and fund expansion. The Mumbai-based JM Baxi Group had raised promoter-level debt of c.$66m from Piramal Finance in 2017 and it falls due in FY23.
A bunch of private equity and pension money managers had also been interested in investing in ICTRIPL. In February, the CPPIB was negotiating the acquisition of stake in ICTRIPL. However, the deal did not materialise following the Covid-19 outbreak and the promoters launched the process again.
Bain Capital is advised AZB & Partners on the potential investment.
Swan revives US IPO at $3bn value.
Swan Daojia, the maid and home-maintenance service provider formerly known as 58 com, has revived its planned US IPO as soon as this year, Bloombergreported.
The startup backed by China’s Craigslist-equivalent 58 com could seek a valuation from the listing of about $3bn. Following a round of investment last year in which Sequoia Capital China participated, 58 com is no longer Swan’s largest shareholder.
The company delayed its planned first-time share sale early last year as the coronavirus outbreak crippled customer demand.
Warburg Pincus applies to set up a China brokerage venture. (FS)
US private equity giant Warburg Pincus has applied to set up a securities joint venture in China, Reutersreported. Warburg Pincus submitted an application for a brokerage joint venture, the China Securities Regulatory Commission said.
China fully opened its securities sector a year ago and global investment banks including UBS, Morgan Stanley, and Goldman Sachs have all moved to increase their stakes in Chinese ventures towards full control.
Connect the World of Dealmakers
Expand your network of fellow Dealmakers by inviting your colleagues and coworkers.