Deal Pipeline
Monday 13 March 2017
The following is a list of deals covered in detail by M and A Navigator this week:

-TOKYO CENTURY TO TAKE SOLE OWNERSHIP OF TC-CIT AVIATION JVS

Japan-based leasing and financing company Tokyo Century Corp. has agreed to acquire the 30% stake in TC-CIT Aviation Ireland and TC-CIT Aviation US joint ventures owned by US-based financial holding company CIT Group, Inc., the company said.
The acquisition makes TC the sole owner of the entities, the company said. These TC-CIT joint ventures were established in October 2014 through a 70% equity contribution by TC and 30% equity contribution by CIT. The TC-CIT.
Status: Agreed

-BONFIRE MARKETING ACQUIRES OREGON DIGITAL AGENCY RESPONSE CAPTURE
Oregon, US-based marketing agency Bonfire Marketing has acquired Oregon, US-based digital agency Response Capture to add demand generation and marketing automation skills to its offerings, the company said.
On March 6, Response Capture moved their offices to the Bonfire office and adopted the Bonfire marketing branding.
Status: Closed

-TARGET HEALTHCARE FINALISES ACQUISITION OF 2 UK CARE HOMES
UK-based real estate investment trust Target Healthcare REIT Ltd. (LSE: THRL) has finalised the acquisition of two Dorset-based care homes, to be let for 35 years to Dorset Healthcare Ltd., a part of Care Concern Group, the company said.
The homes, located in the village of Three Legged Cross near Wimborne, were acquired for an undisclosed price. Care Concern Group operates 37 homes across the UK. The lease includes RPI-linked increases subject to a cap and collar.
Status: Closed

-NAKED BRAND GROUP, NEW ZEALAND'S BENDON AMEND DEAL TO MERGE BRANDS
New York, US-based innerwear fashion brand Naked Brand Group Inc. (NASDAQ: NAKD) and New Zealand-based intimate apparel company Bendon Ltd. have entered into amendment no. 2 to a 19 December 2016 letter of intent (LOI) in connection with the merger of the two firms into a newly formed Australian holding company (NewCo), the companies said.
Naked Brand also said the merger is expected to give Bendon immediate access to the US capital markets enabling it to continue to grow the business globally, both organically and through future strategic acquisitions.
Status: Agreed

-CE RENTAL ACQUIRES 3 CLASSIC PARTY RENTAL LOCATIONS IN 2 US STATES
North Carolina, US-based event rental services company CE Rental, Inc. has acquired three locations of California, US-based party rental firm Classic Party Rental, the company said.
These include the Raleigh, NC, Charlotte, NC and Charlottesville, Virginia locations. The company said it plans to employ equity dollars to hire additional employees, expand rental inventory and add locations.
Status: Closed

-JP MORGAN CHASE TO ACQUIRE MCX TECHNOLOGY TO EXPAND CHASE PAY MOBILE WALLET
New York-based financial services company JPMorgan Chase (NYSE: JPM) has agreed to acquire the payments technology of Massachusetts-based fin tech company Merchant Customer Exchange (MCX) to expand is mobile and digital wallet division Chase Pay, the company said.
Chase Pay is JPM's alternative in-house payment service. Apple Insider reported the now-defunct CurrentC mobile payments platform of MCX may be the technology at the core of the acquisition. The transaction is expected to close in the coming weeks.
Status: Agreed

-ASHFORD PRIME TO ACQUIRE COLORADO PARK HYATT PROPERTY FOR USD 145M
Texas, US-based REIT Ashford Hospitality Prime, Inc. (NYSE: AHP) has agreed to acquire the Park Hyatt Beaver Creek Resort and Spa in Colorado from Chicago-based lodging company Hyatt Hotels Corp. (NYSE: H) for USD 145.5m, the company said.
Ashford Hospitality said it plans to use the proceeds from its recently completed public offerings to fund the acquisition and intends to finance the property with approximately USD 68m of non-recourse mortgage debt.
The acquisition is expected to close within 30 days subject to customary closing conditions. Ashford Hospitality said the acquisition diversifies its portfolio by establishing a presence in the Vail Valley market.
Status: Agreed

-CITRON HYGRIENE ACQUIRES PRODUCTS FROM WORKPLACE ESSENTIALS
Canadian hygiene services provider Citron Hygiene has acquired Massachusetts, US-based hygiene company Workplace Essentials to accelerate North American and global build, the company said.
The company said this is its second acquisition since its ownership change last April when it was acquired by Birch Hill Equity Partners in partnership with president and CEO, Peter Farrell.
Status: Closed

-DUCHESNAY ACQUIRES OSPHENA DRUG FROM JAPAN'S SHIONOGI
Canadian pharma company Duchesnay has acquired exclusive Canadian and US rights to market and distribute prescription medication Osphena from Japan-based pharmaceutical company Shionogi, Inc. (TYO: 4507), the company said.
Under the terms of the transaction, Shionogi Inc. will receive certain minimum payments quarterly over a period of eight years. Under certain conditions dependent upon annual Osphena performance, Shionogi Inc. may also be eligible to receive additional payments. Additional terms of the transaction were not disclosed.
Status: Closed

-TOPPAN VITE ACQUIRES REGULATORY COMPLIANCE SPECIALIST VINTAGE FROM PR NEWSWIRE
US-based financial printing company Toppan Vite has acquired US-based regulatory compliance services provider Vintage from press release distributor PR Newswire, the company said.
Toppan Vite said the acquisition expands the Toppan Vite global footprint and doubles its size. Toppan Vite said it plans to make extensive investments into the business following the merger, focusing on enhanced technology. Vintage, formerly Vintage Filings, was founded in 2002 and acquired by PR Newswire in 2007.
Status: Closed

-HAWKWOOD ENERGY CLOSES USD 500M ACQUISITION OF HALCON RESOURCES EAST TEXAS ASSETS
Denver, Colorado-based independent upstream oil and gas company Hawkwood Energy, LLC has closed its previously announced acquisition of producing and non-producing assets from subsidiaries of Halcon Resources for USD 500m less customary purchase price adjustments.
The acquired assets include approximately 81,000 net acres primarily located in Burleson and Brazos counties, with current gross production of 9,200 Boe/d (80% oil) from 170 wells producing primarily from the Eagle Ford formation. Hawkwood said the leasehold position is approximately 80% held by production and 90% operated.
Status: Closed

-ORIGIN ENTERPRISES ACQUIRES DIGITAL AGRICULTURAL SERVICES GROUP RESTERRA
Irish agri-services group Origin Enterprises plc (OTC: ORENF) has acquired a 100% interest in UK-based digital agricultural services group the Resterra Group, the group said.
Origin said that Resterra provides enhancement to its digital technology capabilities with a particular emphasis on expanding the Group's data driven crop management solutions framework for he benefit of existing and potential new customers and agronomists. Based in the UK, Resterra operates under the Ag Space and IPF (Intelligent Precision Farming) service brands. 
Status: Closed

-DOMINO'S PIZZA ACQUIRES PIZZA OPERATOR DOLLY DIMPLE'S
UK-based leading pizza company Domino's Pizza Group plc (LSE: DOM) and Nordic partner Pizza Pizza Norway have acquired Norwegian pizza operator Dolly Dimple's, the company said. Dolly Dimple's is the third largest pizza company in Norway, with 42 stores across the country and a well-established and strong heritage of customer service.
It is being acquired from Norges Gruppen for an enterprise value of GBP 4m (USD 4.87m). Domino's plans to integrate the Dolly Dimple's business into the start-up Domino's operation within Norway, which currently has 12 operating stores.
Status: Closed

-JD SPORTS FASHION TO MERGE SPAIN, PORTUGAL BUSINESSES WITH SPORT ZONE
UK-based sports, fashion and outdoor brands retailer JD Sports Fashion Plc (LSE: JD) has agreed a memorandum of understanding with Spanish retail group Sonae - SGPS, SA, the company said.
This sets out the basis for a combination of the JD Group's existing businesses in Spain and Portugal, JD Sprinter Holdings, with the Sport Zone business of Sonae which is one of the largest sports retailers in the region. This MoU establishes the key parameters for the creation of an Iberian Sports Retail Group that will have as shareholders the JD Group, Sonae and the family shareholders of JD Sprinter, with shareholdings of approximately 50%, 30% and 20%, respectively.
Status: Agreed

-NORTHLEAF CLOSES ACQUISITION OF STAKE IN COLORADO TOLL ROAD NORTHWEST PARKWAY
Canada-based investment firm Northleaf Capital Partners has agreed to acquire a 33.3% equity interest in Denver, Colorado-based toll road Northwest Parkway, the company said.
Northleaf is part of a consortium alongside DIF Infrastructure IV and HICL Infrastructure Co Ltd. which has conditionally acquired a 100% equity interest in Northwest Parkway from Brisa, a Portuguese toll-road operator. Northwest Parkway has 90 years left on its 99-year concession to operate and maintain a 14km section of the beltway system extending around Denver. Completion is subject to a limited number of conditions and is expected in the first half of 2017.
Status: Closed

-CHIPMAKER ANALOG DEVICES CLOSES USD 30BN ACQUISITION OF LINEAR TECHNOLOGY
US-based chipmaker Analog Devices, Inc. (NASDAQ: ADI) has closed the acquisition of chipmaker Linear Technology Corp. (NASDAQ: LLTC) in a cash and stock transaction that values the combined enterprise at approximately USD 30bn, the company said.
The combined company will use the name Analog Devices, Inc. and continue to trade on the NASDAQ under the symbol ADI. The transaction values Linear Technology at approximately USD60.00 per share, representing an equity value for Linear Technology of approximately USD 14.8bn.
Status: Closed

-AMC ENTERTAINMENT SETTLES WITH NATIONAL CINEMEDIA
US-based cinema operator AMC Entertainment Holdings, Inc. (NYSE: AMC) and National CineMedia Inc. have reached an agreement that enables AMC to comply with the Department of Justice's Final Order on AMC's acquisition of Carmike Cinemas, Inc. and reaffirms the two companies' commitment to their continued partnership, AMC said.
Under the deal, AMC and NCM would have a strong marketing relationship for the next twenty years through at least 2037.
Status: Agreed

-SAMSUNG ELECTRONICS CLOSES USD 8BN ACQUISITION OF AUTOMOBILE SYSTEMS MAKER HARMAN
South Korea-based consumer electronics maker Samsung Electronics (KRX:005930) has closed the acquisition of Connecticut-based automobile connected products maker Harman International Industries, Inc. (NYSE: HAR) for USD 112.00 per share in cash, or total equity value of approximately USD 8.0bn, the company said.
With the closing, Harman will operate as a standalone Samsung subsidiary. The purchase price represents a premium of 28% based on Harman's closing stock price on November 11, 2016 and a 37% premium to Harman's 30-calendar day volume weighted average price ending November 11, 2016.
Status: Closed

-ACCENTURE CLOSES ACQUISITION OF AVIATION-FOCUSED CORPORATE ADVISORY SEABURY GROUP
New York-based professional services company Accenture (NYSE: ACN) has closed the acquisition of New York-based corporate advisory firm Seabury Group, the company said. Seabury's corporate advisory and aviation consulting business will become part of Accenture's global aviation practice.
Approximately 120 employees will be joining Accenture. StreetInsider.com reported terms of the transaction were not disclosed. Seabury's advisory practice focuses on restructuring distressed aviation companies through planning and cost reduction. 
Status: Closed

-CALIFORNIA'S CVB FINANCIAL CLOSES USD 80.9M ACQUISITION OF VALLEY COMMERCE BANCORP
California, US-based bank holding companies CVB Financial Corp. (NASDAQ: CVBF) has closed its acquisition of Valley Commerce Bancorp (OTC: VCBP) and its Valley Business Bank subsidiary, the companies said.
Valley Business Bank had USD 416m in assets as of 30 June, and has four locations in Visalia, Tulare, Fresno, and Woodlake, California.
Status: Closed

-BRYNWOOD PARTNERS VI CLOSES USD 140M SALE OF ALTERNATIVE PROTEIN SPECIALIST LIGHTLIFE FOODS
US-based private equity firm Brynwood Partners VI L.P. has closed the sale of US-based Lightlife Foods, Inc. to Maple Leaf Foods Inc. for USD 140m, the firm said. The transaction was announced in February.
Headquartered in Braintree, Massachusetts with a manufacturing facility in Turners Falls, MA, Lightlife was founded in 1979 and is a manufacturer and marketer in the alternative protein category. Lightlife is a brand in the plant-based protein space and is distributed predominantly in the refrigerated space in US retail stores.
Status: Closed

-CANADA'S AIMCO TO BUY 10% STAKE IN ALLIED WORLD IN CONNECTION WITH FAIRFAX FINANCIAL MERGER
Canadian institutional investment manager Alberta Investment Management Corp (AIMCo) has signed a letter of commitment with Fairfax Financial Holdings Ltd. (TSX: FFH) (TSX: FFH.U) to invest USD 500m in order to indirectly acquire just over 10% of the issued and outstanding shares of Allied World Assurance Co Holdings, AG, simultaneously with the previously announced acquisition of Allied World by Fairfax and subject to certain approvals.
The transaction is anticipated to close by the end of 2Q17. On 18 December 2016, Allied World announced a definitive agreement to be acquired by Fairfax Financial in a cash and stock deal worth USD 4.9bn.
Status: Agreed

-LXI REIT TO ACQUIRE MANUFACTURING, OFFICE FACILITY
UK-based property company LXi REIT plc (LSE: LXI) has exchanged contracts on the pre-let forward funding acquisition of a new manufacturing and head office facility for the GE Oil and Gas group in Cramlington, Northumberland, UK, the company said.
The total funding commitment is GBP 11.09m (USD 13.49m), reflecting a net initial yield of 5.75% on the asset acquisition. This property has been fully pre-let to GE's Oil and Gas subsidiary, PII Ltd, whose lease obligations are guaranteed by its parent, GE UK Group.
Status: Agreed

-SEGRO ACQUIRES FULL OWNERSHIP OF AIRPORT PROPERTY PARTNERSHIP JV
UK-based real estate investment trust Segro plc (LSE: SGRO) has acquired the 50% interest in the Airport Property Partnership joint venture it does not already own from the Aviva Group Entities, the company said.
Segro has acquired the 50% interest for GBP 365m (USD 444.13m), which has been funded with a combination of GBP 216m of cash and the disposal of GBP 149m of assets to the Aviva Group Entities. The company acquired its original stake in APP in June 2010, and was asset manager for the joint venture, with Aviva Investors acting as fund manager.
Status: Closed

-EFG-HERMES CLOSES ACQUISITION OF 51% STAKE IN PAKISTAN'S INVEST AND FINANCE
Egyptian investment bank EFG Hermes' EFG Hermes Frontier Holding business has closed the acquisition of 51% of Pakistani financial services firm Invest and Finance Securities Ltd., the bank said.
Under the deal, EFG Hermes Frontier Holding acquired 10,207,981 shares, representing 51% of Invest and Finance Securities Ltd. "IFSL" total outstanding shares at a price of PKR 15 per share (USD 1.46m).
Status: Closed

-HICL INFRASTRUCTURE CLOSES ACQUISITION OF 33.3% STAKE IN COLORADO TOLL ROAD
UK-based infrastructure investment company HICL Infrastructure Co Ltd. (LSE: HICL) has completed the acquisition of a 33.3% equity interest in Denver, Colorado-based toll road Northwest Parkway, the company said.
HICL is part of a consortium alongside DIF Infrastructure IV and Northleaf Capital Partners, which acquired a 100% equity interest in the project from Portuguese toll-road operator Brisa. The company previously communicated to investors that it had entered into an agreement with the vendor to purchase the interest, subject to limited conditions to completion.
Status: Closed

-GIMMAL ACQUIRES INFORMATION GOVERNANCE SOFTWARE FIRM RECORDLION
US-based information governance and compliance software company Gimmal LLC has acquired US-based information governance and records management software provider RecordLion, Inc., the company said.
With the acquisition of RecordLion, Gimmal extends its offering to the application of policy outside its SharePoint and Office 365 specialities. This approach eliminates the cost and the time traditionally needed to migrate content from unmanaged network file shares or legacy systems into a modern digital workplace strategy.
Status: Closed

-HOUSTON ENTREPRENEURS BUY LOCAL HEALTH FOOD COMPANY
Houston, Texas-area business partners Aman Dhuka, Roger Janik and Mark Martin have purchased a whole foods distributor, the principals said.
Dhuka, Janik and Martin are the owners of BeefJerky.com. They purchased Dixie Diners Club earlier this month and are working on re-launching the brand as Dixie Foods, LTD. The trio hope to market their beef products in local grocery stores, while diversifying their snack food distribution portfolio
Status: Closed

-VIRTUS OIL TO ACQUIRE UTAH OIL AND GAS ASSETS
US-based oil and gas exploration and production company Virtus Oil and Gas Corp. (OTCBB: VOIL) has signed asset purchase agreements to acquire the Squaw Canyon and Tin Cup Mesa Unit from private sellers, the company said.
Tin Cup Mesa Unit and Squaw Canyon are both in San Juan County, Utah. Tin Cup Mesa Unit and Squaw Canyon are in the Paradox Basin producing in the Upper Ismay formation. According to Virtus, the combined proved reserves are greater than 2m barrels of oil.
Status: Agreed

-FIRSTSERVICE ACQUIRES CALIFORNIA CLOSETS FRANCHISE
Canadian property services company FirstService Corp. (TSX: FSV) (NASDAQ: FSV)  has acquired one of the largest franchised operations within its California Closets franchise system, encompassing the southern California areas in Orange County, Long Beach and Palm Desert, the company said.
Leslie, CEO, and Scott Seigel, president, co-founders and owners of California Closets Orange County, will continue to lead its day-to-day operations. Following this acquisition, California Closets now has 14 company-owned operations among its 80 total franchised territories.
Status: Closed

-NEXEO SOLUTIONS TO BUY SPECIALTY CHEMICALS DISTRIBUTION BUSINESS OF MEXICO'S ULTRA CHEM
US-based chemicals and plastics distribution company Nexeo Solutions, Inc. (NASDAQ: NXEO) has entered into an agreement to acquire the Mexico based specialty chemicals distribution business of Ultra Chem, S. de R.L. de C.V., the company said.
Facilitated through a proprietary deal process, this acquisition reflects Nexeo Solutions' continued focus on expanding its presence in specialty chemicals. Ultra Chem represents global producers in Mexico and Latin America, with a position in specialty chemicals in the region.
Status: Agreed

-EQUITY BANCSHARES CLOSES USD 24.5M ACQUISITION OF PRAIRIE STATE BANCSHARES
Kansas, US-based bank holding company Equity Bancshares, Inc. (NASDAQ: EQBK) and its Equity Bank subsidiary have closes a merger with Kansas, US-based Prairie State Bancshares, Inc. and its State Bank subsidiary, the company said. This deal was announced 20 October 2016. The cash and stock deal is worth USD 24.5m.
The merger with Prairie is Equity's second completed merger in four months, and the company's third in the last 17 months. Equity announced completion of its merger with Community First Bancshares, Inc. of Harrison, Arkansas on 10 November 2016, and completed its merger with First Independence Corp. of Independence, Kansas, on 9 October 2015.
Status: Closed