Deal Pipeline
Tuesday 12 April 2016
The following is a list of deals covered in detail by M and A Navigator this week:

-ANNALY CAPITAL MANAGEMENT TO ACQUIRE HATTERAS FINANCIAL IN USD 1.5BN, CASH AND SHARES DEAL

US-based mortgage REITs Annaly Capital Management, Inc. (NYSE: NLY) and Hatteras Financial Corp. (NYSE: HTS) have signed a definitive merger agreement under which Annaly will acquire Hatteras for consideration to be paid in cash and shares of Annaly common stock, which values Hatteras at USD 15.85 per share of Hatteras common stock based upon the closing price of Annaly common stock on 8 April 2016.
Status: Agreed


-TELIASONERA REVIEWS FUTURE OF SERGEL DEBT COLLECTION ARM

Swedish telecommunications company TeliaSonera AB (OSE: TEL) (STO: TLSN) (HEX: TLS1V) (LSE: TEE) (NASDAQ: TLSN) has initiated a strategic review of its Nordic and Baltic credit management services and debt purchase business, the Sergel Group, the company said.
Sergel has historically been the in-house collection unit of TeliaSonera but has gradually expanded its strategic focus to also provide CMS and debt purchase services to external customers. There are however no decisions made at this stage with respect to a structural solution.
Status: Talks

-BULOVA TECHNOLOGIES UNIT UPGRADES TRUCKING ASSETS FOLLOWING ACQUISITION
US-based ammunition and machinery group Bulova Technologies Group, Inc.'s (OTC: BTGI) BT-Twiss Transport LLC (BT-Twiss) transportation and logistics subsidiary has begun its upgrading of trucking assets to provide improved service to its customer base weeks after being acquired by BTGI, the group said.
Last October, BT Twiss Transport entered purchase agreements for all of the issued and outstanding stock of the Twiss family of companies. The deal closed this February. The Twiss family of companies are transportation, cold storage and logistics organisations located in the Tampa, Florida area with sales in excess of thirty m dollars annually.
Status: Closed

-SWEDISH CMO RECIPHARM CLOSES ACQUISITION OF MAJORITY STAKE IN INDIA'S NITIN LIFESCIENCES
Swedish contract development and manufacturing organisation, Recipharm AB (STO: RECI) has closed an agreement whereby it will acquire a majority stake in Nitin Lifesciences Ltd. an Indian sterile injectables CMO, from the Sobti family, the company said.
Recipharm acquired 74% of the shares for an estimated purchase consideration of INR 6,713m (USD 104.95m) on a cash and debt free basis. The implied value for 100% of Nitin equates to INR 9,071m (SEK 1,114m) and represents approximately 11.7 times 2015 EBITDA of INR 721 m (SEK 95m).
Status: Closed

-ACORDA THERAPEUTICS TENDER OFFER FOR BIOTE THERAPEUTICS EXPIRES
US-based biotechnology company Acorda Therapeutics, Inc. (NASDAQ: ACOR) has wrapped its tender offer for all of the issued and outstanding shares American Depositary Shares stock options share units and warrants in Finnish drug development company Biotie Therapies Corp (NASDAQ: BITI), the company said.
The tender offer launched on 11 March and expired on 8 April 2016. Shares and ADSs tendered in the tender offer represent approximately 92.37 % of all the shares and votes in Biotie (excluding treasury shares held by Biotie).
Status: Agreed

-FUEL SYSTEMS SOLUTIONS CO-FOUNDER DEMANDS UPDATE ON THE STATUS OF BUYOUT
Pier Antonio Costamagna, a co-founder of US-based Fuel Systems Solutions, Inc. (NASDAQ: FSYS) has sent a letter to the board of directors of FSS calling for an update on the status of FSS' proposed merger with Canadian fuel systems provider Westport Innovations, Inc. (TSX: WPT) (NASDAQ: WPRT), the company said.
Costamagna additionally reiterated his intent to vote against the proposed merger of Westport and FSS, should a special meeting of stockholders be held. He has sole voting power over 1,576,043 shares of FSS common stock, representing approximately 8.7% of outstanding shares. Last September, the companies agreed to merge to create a combined alternative fuel vehicle and engine company.
Status: Agreed

-SUN LIFE FINANCIAL UPS STAKE IN INDIAN LIFE INSURANCE JV
Canadian financial services group Sun Life Financial Inc. (TSX: SLF) (NYSE: SLF) has closed a transaction to increase its ownership in India's Birla Sun Life Insurance Co. Ltd. from 26% to 49%, the group said. Birla Sun Life Insurance Co is a joint venture between Indian conglomerate Aditya Birla Group and Sun Life Financial Inc.
It purchased the additional BSLI shares from Aditya Birla Nuvo Ltd., a part of the Aditya Birla Group. The transaction was announced on 2 December 2015.
Status: Closed

-CANADIAN PACIFIC JUMPS OFF THE NORFOLK SOUTHERN
Canadian railroad operator Canadian Pacific Railway Ltd. (TSX: CP) (NYSE: CP) has terminated efforts to merge with US-based Norfolk Southern Corp., including the withdrawal of a resolution asking NS shareholders to vote in favour of good-faith negotiations between the two companies, CP said.
The company added that no further financial offers or overtures to meet with the NS board of directors are planned at this time. This move delighted Norfolk Southern's board, who had repeatedly rejected the Canadian railroad's advances. Last December, Norfolk Southern's board first rejected unsolicited interest from Canadian Pacific toward buying the US railroad.
Status: Terminated

-CADENCE TO ACQUIRE MULTIPROCESSING TECHNOLOGY DEVELOPER ROCKETICK
US-based electronic design automation software and services company Cadence Design Systems, Inc. (NASDAQ: CDNS) has entered into a definitive agreement to acquire Israeli multicore parallel simulation pioneer Rocketick Technologies Ltd., the company said.
Rocketick's technology accelerates Cadence Incisive Enterprise Simulator to provide up to 6X speed-up for register-transfer-level, up to 10X speed-up for gate-level functional and up to 30X speed-up for gate-level DFT simulations using standard x86-based servers. The Rocketick solution is proven and is in use by numerous systems and semiconductor companies in the mobile, server, and graphics domains.
Status: Agreed

-Z CAPITAL PARTNERS TO ACQUIRE US MEXICAN RESTAURANT BRAND
An affiliate of US-based alternative investment manager Z Capital Group, L.L.C.'s Z Capital Partners private equity management arm has agreed to acquire the "original Rock 'n Roll Mexican" restaurant brand Pink Taco, the company said.
Z Capital Partners, the largest shareholder of Real Mex Restaurants plans to leverage the Real Mex expertise across restaurant operations, marketing and branding to expand the Pink Taco brand, including the addition of new locations, and provide a strong platform for growth.
Status: Agreed

-ATC GROUP SERVICES ACQUIRES SAGE ENVIRONMENTAL CONSULTING
US-based environmental consulting and industrial hygiene firm ATC Group Services LLC has acquired US-based environmental engineering and technical consulting services Sage Environmental Consulting, the firm said.
Sage Environmental is focused primarily on providing air quality, due diligence and emission reduction credit consulting.
Status: Closed

-CHINESE BROKER HUTAI SECURITIES TO BUY ASSETMARK
Chinese securities group Huatai Securities has agreed to purchase US-based platform, investment and consulting solutions provider AssetMark, Inc. from private equity firms Aquiline Capital Partners and Genstar Capital, the group said.
The transaction is expected to close before the end of 2016. Terms of the deal were not disclosed. Huatai Securities is an integrated securities group, with a digital platform and service capabilities.
Status: Agreed

-HALYARD HEALTH TO ACQUIRE MEDICAL DEVICE MAKER CORPAK MEDSYSTEMS FOR USD 174M
US-based medical device company Halyard Health, Inc. (NYSE: HYH) has agreed to acquire privately held US-based medical device maker Corpak MedSystems, the company said.
The acquisition is an all-cash transaction for a total consideration of USD 174m, funded with a combination of current cash and Halyard's revolving credit facility and is expected to close in 2Q16. Corpak, a portfolio company of Linden Capital Partners, develops, manufactures and markets a portfolio of branded enteral access devices.
Status: Agreed

-BOARD PLANS SALE OF ENVIRONMENTAL DATA SPECIALIST TRUCOST
The directors of UK-based environmental data specialist Trucost believe that it may be in the best interests of the stakeholders in the company that the company is put up for sale, the company said.
Trucost is a provider of data to help companies, investors, governments, academics and thought leaders to understand the economic consequences of natural capital dependency.
Status: Talks

-UK LAW FIRM GATELY BUYS TAX INCENTIVES ADVISORY CAPITUS FOR GBP 2.72M
UK-based commercial law firm Gateley (Holdings) Plc (AIM: GTLY) has acquired UK specialist tax incentives advisory business Capitus, the firm said. Capitus, to be renamed Gateley Capitus, is the first acquisition that Gateley has made since its admission to AIM in June 2015.
Consideration payable comprises GBP 1.59m (USD 2.25m)in cash, funded out of the group's existing cash resources and the issue of 1,122,753 ordinary shares in Gateley, which, based on Gateley's closing share price on 8 April 2016, gives a total consideration of GBP 2.72m.
Status: Closed

-CRANSWICK TO BUY UK POULTRY COMPANY CROWN CHICKEN FOR GBP 40M
UK food producer Cranswick plc (LSE: CWK) has acquired the whole of the issued share capital of UK-based poultry company CCL Holdings Ltd. and its Crown Chicken Ltd. subsidiary from the Thacker family and management, the company said.
The cash consideration was GBP 40m (USD 56.49m), funded from existing bank facilities. Crown is an integrated poultry producer based in East Anglia.
Status: Agreed

-JOHNSTON PRESS CLOSES GBP 24M ACQUISITION OF UK DAILY NEWSPAPER
UK-based multimedia company Johnston Press plc has closed the acquisition of the business and certain assets of UK-based daily newspaper i from Independent Print Ltd. for a total consideration of GBP 24m (USD 34.67m), the company said.
The consideration was satisfied as to GBP 22m in cash on completion and a further GBP 2m in cash on 20 April 2017. I is a UK national daily newspaper providing editorial content, priced at 40 pence per issue Monday to Friday and 50 pence per issue on Saturday. It has a 20% market share of the newspaper "quality market," or 8% of the combined newspaper "quality" and "mid-market".
Status: Closed

-TELIT COMMUNICATIONS TO ACQUIRE CELLULAR MODULE PRODUCT LINES FROM NOVATEL WIRELESS
Italian wireless machine-to-machine technology company Telit Communications plc (AIM: TCM) has agreed to acquire several cellular module product lines, related IP and related assets from US-based Novatel Wireless, Inc. (NASDAQ: MIFI), for an initial cash purchase price of USD 11m and conditional earn-out consideration, Telit said.
As part of the acquisition, Telit acquired specific IP and was granted an exclusive license to other Novatel IP related to the acquired cellular module lines, including subsequent versions currently in development.
Status: Agreed

-FASTFORWARD INNOVATIONS TO BUY 41.15% STAKE IN VIRTUAL SPORTS BRAND LEAP GAMING
UK-based investment FastForward Innovations Ltd. (AIM: FFWD) has subscribed for 29.4% of Nevis-based virtual sports and virtual casino specialist Frails LLC, the company said. Frails gaming products and technology trade under the "Leap Gaming" brand. Leap partners with online and land-based gaming companies to provide advanced gaming products for end-users.
FastForwardexpects to complete a transaction for the additional acquisition of 11.75% of the fully diluted sharesof Leap within thirty days of the initial subscription bringing its total stake in Leap to 41.15% (on a fully diluted basis), for a total consideration of USD 3.5m.
Status: Agreed

-ORSU METALS TO SELL KARCHIGA, KOGODAI PROJECTS
UK-based mining group Orsu Metals Corp. (AIM: OSU) (TSX: OSU) has conditionally agreed to sell its 94.75% interest in its Karchiga project an initial consideration of USD 7.75m, plus deferred consideration of up to USD 2m, the company said.
The deferred consideration is based on recovery of VAT and relief obtained from accumulated tax losses. Orsu's sale of Karchiga will be conditional upon, among other things, approval of a resolution to dispose of the Karchiga project by shareholders at an annual and special meeting and obtaining the formal consent from the Kazakh authorities for the change in ownership.
Status: Agreed

-KIMCO REALTY ACQUIRES TWO FLORIDA ASSETS FOR USD 299.2M
US-based real estate investment trust Kimco Realty Corp. (NYSE: KIM) has acquired from Canada Pension Plan Investment Board the remaining 45% ownership interest in Hollywood, Florida-based Oakwood Plaza shopping centre and the Dania Pointe development project for a gross price of USD 299.2m, including the assumption of USD 100.0m of mortgage debt, the company said.
Oakwood Plaza and Dania Pointe are adjacent properties situated along a heavily traveled section of I-95, with approximately two miles of freeway frontage.
Status: Closed

-BLACK BOX ACQUIRES TECHNOLOGY, DEVELOPMENT TEAM FROM IRISH VISUALISATION SOFTWARE FIRM CLOUDIUM
US-based technology solutions provider Black Box Corp. (NASDAQ: BBOX) has acquired technology and intellectual property from Limerick, Ireland-based virtualization software developer Cloudium Systems Ltd., the company said.
The Cloudium development team also will join Black Box. Black Box will use these assets to strengthen its position in the High-Performance KVM and KVM-over-IP market place.
Status: Closed

-AEGON DIVESTS MAJORITY OF UK ANNUITY PORTFOLIO TO ROTHESAY LIFE
Netherlands-based insurance, pensions, and asset management service provider Aegon N.V. (NYSE: AEG) has sold two-thirds of its UK annuity portfolio to UK-based insurance services provider Rothesay Life, the company said.
The transaction is consistent with the company's ambition to free up capital from non-core businesses. Under the terms of the agreement, Aegon will reinsure USD 8.56bn (GBP 6bn) of liabilities to Rothesay Life, followed by a Part VII transfer.
Status: Closed

-ALTAIR ACQUIRES GERMAN SOFTWARE TOOLS DEVELOPER AWE COMMUNICATIONS
Netherlands-based insurance, pensions, and asset management service provider Aegon N.V. (NYSE: AEG) has sold two-thirds of its UK annuity portfolio to UK-based insurance services provider Rothesay Life, the company said.
The transaction is consistent with the company's ambition to free up capital from non-core businesses. Under the terms of the agreement, Aegon will reinsure USD 8.56bn (GBP 6bn) of liabilities to Rothesay Life, followed by a Part VII transfer.
Status: Closed

-ANKURA CONSULTING GROUP ACQUIRES RESTRUCTURING ADVISOR MAROTTA GUND BUDD AND DZERA
US-based business advisory firm Ankura Consulting Group has acquired US-based restructuring advisor firm Marotta Gund Budd and Dzera, LLC, (MGBD) the company said.
With the MGBD acquisition, Ankura now has over 100 professionals with offices in Atlanta, Dallas, New Jersey, New York, Los Angeles and Washington DC Ankura's New York office will now be located at 747 3rd Avenue. Ankura Consulting Group is a business advisory and expert services firm.
Status: Closed

-ARTHUR J GALLAGHER ACQUIRES MINNESOTA'S CHARLES ALLEN AGENCY
US-based international insurance brokerage Arthur J. Gallagher and Co. (NYSE: AJG) has acquired Waite Park, Minnesota-based insurance broker Charles Allen Agency, Inc., the company said.
Founded in 2010, the Charles Allen Agency, Inc. provides commercial surety bonding and insurance services to clients throughout the Midwest. It specialises in coverage for the construction industry.
Status: Closed

-NATIONAL RESPONSE ACQUIRES EMERGENCY RESPONSE SOLUTIONS FIRM ENPRO
US-based environmental, industrial, and emergency response solutions provider National Response Corp. (NRC) has completed the acquisition of US-based emergency response solutions provider Enpro Holdings Group, Inc., the company said.
Enpro is a provider of environmental and emergency response solutions in the Northeast US. The company is headquartered in Newburyport, Massachusetts and employees over 250 personnel in nine offices as well as two waste treatment, storage, and disposal facilities.
Status: Closed

-SYMPHONY EYC ACQUIRES UK BUSINESS SPACE MANAGEMENT FIRM FIFTH DIMENSION
UK-based consumer insights provider Symphony EYC has acquired UK-based business space management firm Fifth Dimension, the company said.
Headquartered in Milton Keynes, UK, and with an office in Jacksonville, Florida, Fifth Dimension helps retailers and CPG manufacturers optimise space and assortment planning decisions through the use of advanced store planning, 3D store and product visualisation solutions. The company's optimisation solutions and virtual environments simulate and evaluate assortment and space alternatives based on shopping behavior, market trends and product performance.
Status: Closed

-US PRIVATE PRISON OPERATOR CCA ACQUIRES CORRECTIONAL MANAGEMENT FOR USD 35M
US-based correction, detention, and reentry facilities owner Corrections Corp. of America (NYSE: CXW) has closed on the acquisition of 100% of the stock of US-based corrections company Correctional Management, Inc., along with the real estate used in the operation of CMI's business from two entities affiliated with CMI, for approximately USD 35m, excluding transaction related expenses, the company said.
The all-cash transaction has closed and was funded utilising the company's revolving credit facility. CMI has provided community corrections and non-residential day reporting services since 1984. It currently operates seven facilities, including six owned and one leased, constituting a total of 605 beds in Colorado.
Status: Closed

-AQUILINE CAPITAL PARTNERS TO BUY UK INSURANCE BROKER SIMPLY BUSINESS
New York-based private equity firm Aquiline Capital Partners LLC has agreed to acquire UK-based online provider of small business insurance Simply Business, the company said.
The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to be completed in 3Q16. Simply Business provides an online brokerage service delivering policies tailored to individual business requirements.
Status: Agreed