EMEA
Visa increased an offer to acquire Earthport for £247m and outbids Mastercard.
Mike Ashley’s Sports Direct drops its Patisserie Valerie bid just after 2 days . (Financial Sponsors)
Germany and France to rewrite EU antitrust rules after failed attempt to merge rail business of Alstom-Siemens.
KKR buys a minority stake in TA Associates funded Söderberg & Partners, in a deal valuing the business at $1bn. (FS)
Carlyle explores £800m ($1bn) sale of Addison Lee. (FS)
OakNorth seeks US expansion after $440m SoftBank cash injection. (FS)
Flybe called in insolvency advisors as sale delayed.
Coty takes near $1bn write-down on P&G beauty brands.
Largest Russian mobile operator MTS to consider delisting in New York.
AMERICAS
US bankruptcy judge approves the sale of Sears to Chairman Lampert.
CCV acquires Burger King and Pizza Hut franchisee Redberry. (FS)
Arconic to split into two after declining Apollo offer. (FS)
Nielsen shortens the list of private equity bidders. (FS)
ArcLight completes buyout of Sempra Energy’s non-utility US natural gas storage facilities. (FS)
Third Point dissolves share stake in United Technologies. (FS)
Facebook bought an AI start-up.
Dell explores the sale of cybersecurity company SecureWorks.
APAC
Brookfield considers a bid for a tower business of India's Reliance Industries. (FS)
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Latest Deals
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EMEA
Visa increased an offer to acquire Earthport for £247m and outbids Mastercard.
Visa increased their offer to acquire cross-border payment firm Earthport, posting a £247m cash offer for the UK firm. Originally, Visa made a surprise £198m bid for Earthport over the festive season, an offer which was recommended by the company's Board and put to shareholders. Mastercard has opened a war with rival scheme Visa over the acquisition of cross-border payment firm Earthport, posting a £233m cash offer for the UK firm.
Visa bid comes at a 12% premium to Mastercard's valuation and 397% to the Closing Price of 7.45 pence per Earthport Share on 24 December 2018, moving Earthport to withdraw its recommendation of the Mastercard Offer.
"The Board of Earthport is pleased to recommend Bidco's cash offer for Earthport which is at a 12% premium to the Mastercard proposal. This revised cash offer provides our shareholders with even greater value in cash for their shares." Sunil Sabharwal, Earthport Interim Chairman.
Earthport is advised was advised by N+1 Singer, Rothschild & Co, Bird & Bird, and Newgate Communications. Visa is advised by Goldman Sachs and Freshfields Bruckhaus Deringer. Mastercard is advised by Bank of America Merrill Lynch and Clifford Chance.
British retail tycoon Mike Ashley’s Sports Direct has offered on to buy cafe chain owner Patisserie Holdings out of administration to enlarge an empire stretching from department stores and sofa shops to lingerie.
However, Financial Times reported that Sports Direct had pulled its offer to buy Patisserie Valerie after just two days, complaining of being shut out of the bidding process for the beleaguered café chain.
He has more recently bought stakes in, or assets from, British retail businesses that have struggled to cope with challenges ranging from the rise of internet shopping to higher business property taxes and sluggish consumer spending.
On Sunday Sports Direct wrote to the Patisserie Valerie administrators, KPMG, complaining of lacking the information required to continue bidding for the group and its subsidiaries which include the Baker & Spice and Philpott's restaurant brands.
As a result Sports Direct withdrew its interest, arguing that it needed more detailed financial information about the Patisserie Valerie businesses that was being provided. Sports Direct also suggested that other parties must have made offers for the group beyond what it was willing to pay.
Patisserie Holdings is advised by KPMG.
Germany and France to rewrite EU antitrust rules after failed attempt to merge rail business of Alstom-Siemens.
Germany and France want to overhaul EU mergers rules following the European Commission’s veto of efforts by Siemens and Alstom to create a European rail champion to compete with larger foreign rivals. All EU countries have to agree to the changes. The European Parliament also has to give its consent.
The French want a broader definition of relevant markets, a recognition that markets are not set in stone but evolve quickly, and powers for EU ministers to override a Commission decision. Finance Minister Bruno Le Maire says this broader approach would go hand-in-hand with an already planned increase in the vetting of foreign investment to protect Europe’s key industrial assets and also with more muscular trade policy.
Germany wants regulators to take a global view of markets, take into account rivals backed by state financial and political support and give veto power to the European Council - that is the leaders of member states.
KKR buys a minority stake in TA Associates funded Söderberg & Partners, in a deal valuing the business at $1bn. (FS)
KKR has acquired a significant minority stake in Swedish Söderberg & Partners, a leading non-bank provider of wealth management and corporate pension and insurance services in the Nordic region and the Netherlands at an enterprise value of around €1bn from former backer TA Associates.
“We are entering a new and exciting phase with our expansion into other Nordic countries. TA Associates is a stable owner who wants to grow with us in the long term. They have extensive experience investing in growth companies in the financial sector and I am confident that TA will help us achieve our ambitious visions and goals. The future for Söderberg & Partners is very exciting and the plan is to expand into new markets in new countries with our unique business model,” Gustaf Rentzhog, Söderberg & Partners CEO.
The GP is currently investing from its €3.3bn ($3.75bn) KKR European Fund IV, which was 67% invested as of June 2018, and has launched its successor with a target of €5bn ($5.76bn).
TA Associates was advised by Citigroup, Mannheimer & Swartling, and PG Magnusson Advokatbyra.
Italy’s BPER Banca has agreed to buy the banking unit of its top shareholder Unipol for €220m ($249m) in cash.
This operation will enable the BPER Group to increase its size and customer base, with the aim of creating value for stakeholders, while maintaining a solid level of regulatory capital and accelerating the process of reducing impaired loans.
The sale allows Unipol, which controls Italy’s second-biggest insurer UnipolSai, to pull out of direct management of a small bank “to take on the role of long-term stable investor” in one of the country’s main banking groups. Unipol holds a 15% stake in 258-branches strong BPER Banca.
Carlyle explores £800m sale of Addison Lee. (FS)
Carlyle Group is eyeing the possible sale of Addison Lee Group in a deal that could value the London-based taxi company around £800m ($1bn).
The buyout group has appointed bankers from Bank of America Merrill Lynch to handle the process, which is likely to start later in 2019 when there may be more clarity about the U.K.’s planned departure from the European Union.
The possible sale comes amid intensifying competition from US ride-hailing apps Uber and Lyft, which are slated in 2019 for initial public offerings that will value the companies at as much as $120bn and $15bn respectively.
Founded in 1975 by entrepreneur John Griffin, Addison Lee has a fleet of roughly 5k cars in London and serves more than 10m customers a year in that city alone.
OakNorth seeks US expansion after $440m SoftBank cash injection. (FS)
British banking start-up OakNorth is targeting international expansion after closing a $440m fundraising round led by Japan’s SoftBank Group.
The specialist business and property lender will use the cash injection to launch in the United States before considering further overseas opportunities, Rishi Khosla, the firm’s co-founder and chief executive, told Reuters on Friday.
The fundraising also represented a vote of confidence in British lending, despite mounting concerns over the potential impact of Brexit on the country’s economy, Khosla said.
Flybe called in insolvency advisors as sale delayed.
Troubled UK regional airline Flybe was saved from bankruptcy having already met insolvency advisers, while it was negotiating a deal to keep it trading.
The company warned shareholders on Thursday night that they must approve £2.2bn ($2.8bn) deal from Connect airways, a consortium that included Virgin Atlantic and Stobart Air.
The carrier's shares tumbled 20% after the stock market announcement.
Coty takes near $1bn write-down on P&G beauty brands.
Cosmetics maker Coty acknowledged difficulties in turning around the beauty brands acquired from Procter & Gamble in a blockbuster 2015 deal and was forced to take a nearly $1bn write-down on the assets.
The problems at Coty are a headache for JAB Holdings, the serial dealmaker that invests the wealth of one of Germany’s wealthiest families, the Reimanns. It is one of JAB’s oldest investments but now needs a major overhaul if its precipitous share price decline is to stop dragging down the value of JAB’s portfolio.
The $12.5bn acquisition of P&G’s beauty brands, which included CoverGirl and Clairol, doubled Coty’s size by revenues and was aimed at challenging established beauty leaders such as L’Oreal and Estée Lauder. However, integrating these assets had proven challenging and time-consuming. All this directly influenced in quarterly revenues.
Largest Russian mobile operator MTS to consider delisting in New York.
Russia’s top mobile phone operator MTS said it will consider delisting in the United States.
MTS, which is listed in both Moscow and New York, plans to evaluate whether its U.S. listing is in the best interests of shareholders and whether other exchanges may be preferable.
MTS said it will also assess whether the Moscow Exchange could become the main trading platform for its stock, and will consider increasing trading volumes there.
AMERICAS
An investor group led by CC Capital, Cannae Holdings, Bilcar, Black Knight and Thomas H. Lee Partners has closed its previously announced take-private buyout of Dun & Bradstreet, the global leader in commercial data, analytics and insights for businesses. The deal was reported to be $6.9bn, according to a source familiar with the transaction.
“We are pleased to have completed this momentous transaction for the benefit of all stakeholders and look forward to the next chapter in Dun & Bradstreet’s storied, 177-year history,” CC Capital, Chinh Chu, Senior Managing Director, and Founder.
Investor group was advised by Bank of America Merrill Lynch, Citigroup RBC Capital Markets, Kirkland & Ellis, and Joele Frank. Dun & Bradstreet was advised by JP Morgan, Cleary Gottlieb Steen & Hamilton, and Joele Frank.
Scotiabank reached an agreement to sell its banking and insurance operations in El Salvador, including Scotiabank El Salvador, its subsidiaries and Scotia Seguros, to Imperia Intercontinental for $170m after-tax. This deal is a subject to regulatory approval and customary closing conditions.
Imperia is the main shareholder of Banco Cuscatlán and Seguros e Inversiones in El Salvador. The decision of Scotiabank is driven by the bank's strategy to focus on key markets which can generate a greater scale for Scotiabank.
"This transaction with Imperia is in the best interest of our customers, employees, and shareholders. We are confident that Imperia, with the support of a talented team, will be well positioned to continue to grow the businesses and provide a high level of service to customers in El Salvador," Ignacio (Nacho) Deschamps, Scotiabank Group Head of International Banking and Digital Transformation.
CCV acquires Burger King and Pizza Hut franchisee Redberry. (FS)
City Capital Ventures acquired Redberry Group. Financial terms were not disclosed.
Redberry is one of the largest quick-service restaurant franchisees in North America with 134 total restaurants consisting of 111 Burger King restaurants and 23 Pizza Hut restaurants, all located in Canada. Redberry is the largest Burger King franchisee in Canada with roughly 40% of the brand’s footprint in Canada.
“We are thrilled to be acquiring two iconic restaurant brands in the highly attractive Canadian QSR market. The Burger King brand is underpenetrated in Canada relative to other QSR burger brands, and we see a compelling opportunity for expansion. Similarly, Redberry has a strong Pizza Hut presence in Alberta with a base of nicely profitable units. The opportunity to continue to develop new units in the market is quite attractive to us.” Dan Kipp, CCV Co-Founder and Managing Partner.
Redberry Group was advised by Metronome Partners. CCV was advised by CIBC, Scotiabank, McCarthy Tetrault and Perkins Coie.
US bankruptcy judge approves the sale of Sears to Chairman Lampert.
US bankruptcy judge approved Sears Chairman Edward Lampert’s $5.2bn takeover of the beleaguered retailer, allowing the department store chain to avert liquidation and preserve tens of thousands of jobs.
Judge Robert Drain approved the sale after a hearing spanning several days in a federal bankruptcy court. He overruled objections, including from an unsecured creditors committee, which said the process for selling Sears was unfair to them and argued for a liquidation.
Lampert, who arranged an $11bn merger between Sears and discounter Kmart in 2005 and tried for years to boost business, wins another chance to try to revive what once was the most prominent U.S. retailer.
Lampert, the only bidder, offering to keep Sears alive through his hedge fund, ESL Investments, agreed to a deal for 425 stores after round-the-clock negotiations in January. The take-over aims to preserve about 45k jobs.
Sears was advised by Weil Gotshal and Manges. ESL Investments was advised by Cleary Gottlieb Steen & Hamilton. Transform Holdco was advised by Bank of America Merrill Lynch, RBC Capital Markets, and Citigroup.
Arconic to split into two after declining Apollo offer. (FS)
Arconic said it would split into two companies and slashed its quarterly dividend by two-thirds, just weeks after the U.S. aluminum products maker spurned a buyout offer from Apollo Global Management.
The company, formed following a split of Aloca in 2016, plans to spin off one of its core divisions later.
Arconic has been under pressure from its biggest shareholder Elliott Management to sell itself and Apollo’s offer last month could have valued the company at about $17bn (incl. debt). However, potential legal liabilities from its smaller building and construction systems unit likely put a question mark on the valuation.
“After a rigorous and comprehensive process...the board sees more shareholder value creation through a restructuring of the company,” John Plant, Arconic Chairman.
Nielsen shortens the list of private equity bidders. (FS)
A private equity consortium led by Blackstone Group and Hellman & Friedman and a group that includes Advent International and Goldman Sachs buyout arm has advanced to the second round of bidding for Nielsen Holdings.
Nielsen said in September it would expand a review of strategic alternatives to include a sale of the entire television rating company after coming under pressure to do so from hedge fund Elliott Management, which in August reported it owned up to 8.4% of the company’s shares.
Private equity firms Apollo Global Management and Bain Capital also went to the next round of bidding in the Nielsen auction, which is expected to be completed by March.
ArcLight completes buyout of Sempra Energy’s non-utility US natural gas storage facilities. (FS)
ArcLight Capital Partners has closed its previously announced acquisition of Sempra Energy‘s non-utility US natural gas storage facilities. The transaction was for $328m in cash.
“With the sale of these assets, we can reallocate capital toward growing our core electric and natural gas infrastructure businesses. We are focused on expanding our leadership position in the most attractive markets as we strive to become North America’s premier energy infrastructure company,” Joseph A. Householder, Sempra Energy president, and chief operating officer.
Sempra Energy’s was advised by Wells Fargo Securities and Jones Day.
Third Point dissolves share stake in United Technologies. (FS)
Billionaire investor Daniel Loeb’s Third Point filed with the US Securities and Exchange Commission showing it had dissolved its share stake in United Technologies, though it was not immediately apparent whether the hedge fund may own the same position in the company through derivatives.
Loeb has been active in calling for change at United Technologies. Third Point owned about 8.4m shares in the company at the end of the third quarter.
Facebook bought an AI start-up.
Facebook announced its acquisition of GrokStyle, a San Francisco start-up that uses artificial intelligence technology to help users shop for furniture.
"We are excited to welcome GrokStyle to Facebook," Facebook spokeswoman Vanessa Chan. The company did not disclose a purchase price. "Their team and technology will contribute to our AI capabilities."
GrokStyle published a goodbye post for its customers, users, and investors, saying the company would be winding down business. On the Ikea mobile app, users can snap a photo of a piece of furniture and use GrokStyle's technology to receive matches for similar products.
Dell explores the sale of cybersecurity company SecureWorks.
Computer maker Dell Technologies is exploring a sale of SecureWorks, a US provider of cybersecurity services with a market value of close to $2bn. A sale of SecureWorks, in which Dell holds an 85% stake, would allow the latter to trim its $50bn debt pile after it decided to become a publicly traded company last year through a complex deal involving its software subsidiary VMware.
SecureWorks is working with investment bank Morgan Stanley on a sale process for the entire company that is in its early stages, the sources said.
APAC
Nordzucker will acquire a 70% majority stake in Australia's second-largest sugar producer Mackay Sugar for A$60m ($43m). The transaction is subject to the approval of Mackay Sugar's shareholders and other conditions precedent such as the sale of one of the four sugar factories.
Nordzucker is thus building up production capacities outside Europe and consistently pursuing its strategy of focusing on sugar production from sugar beet and sugar cane.
"The growth in sugar is taking place in regions outside the EU. By acquiring a stake in Mackay Sugar, we can secure a substantial share of the Australian market and gain access to the Southeast Asian market," Dr. Lars Gorissen, Nordzucker Chairman.
Brookfield considers a bid for a tower business of India's Reliance Industries. (FS)
Canadian private equity firm Brookfield Asset Management is in preliminary talks with India’s Reliance Industries to buy a stake in its optical fiber and telecom tower assets, The Times of India reported.
Reliance Industries said in December it planned to separate its fiber and tower business from its telecom arm Reliance Jio Infocomm, commonly known as Jio.
“The end objective of that is to find a different set of investors who would be wanting to run these kinds of assets,” V Srikanth, Reliance Industries joint chief financial officer.
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