Deal Pipeline
Monday 14 August 2017
The following is a list of deals covered in detail by M and A Navigator this week:

-DALATA HOTEL SELLS HOTEL LA TOUR IN BIRMINGHAM, UK
Irish hotel operator Dalata Hotel Group plc (LSE: DAL) has agreed and completed contracts with Deka Immobilien, on behalf of German real estate investment firm Deka Immobilien Investment GmbH, for the sale and leaseback of the Hotel La Tour in Birmingham for GBP 30m (USD 39.02m), the company said.
On July 21st 2017, Dalata announced it had acquired the entire issued share capital of Hotel La Tour (Birmingham) Ltd. for GBP 31m (EUR 34.9m). Dalata will now operate the hotel on a new FRI (fully repairing and insuring) lease for a 35 year term. The agreed initial Rent for the property is GBP 1.6m per annum and will be subject to five yearly rent reviews, index-linked to the Retail Price Index.
Status: Agreed

-KUBERA CROSS-BORDER TO SELL STAKE IN INDIAN AUTOMOTIVE SUPPLIER SYNERGIES CASTING
Cayman Islands-based closed end investment fund Kubera Cross-Border Fund Ltd.'s (LSE: KUBC) Kubera Cross-Border Fund (Mauritius) Ltd. subsidiary has entered into a binding agreement to dispose of its entire equity and debt interest in Indian automotive supplier Synergies Casting Ltd., the company said.
Synergies Castings Limited designs, manufactures, and supplies cast alloy wheels, aluminum castings, and plastic components to the automobile industry in India and internationally. A private buyer, Jamy LLC, has agreed to purchase the company's interest in Synergies Casting for a consideration net of transaction costs of USD 14.58m, in four tranches over 18 months. 
Status: Agreed

-TAVISTOCK INVESTMENT SELLS FINANCIAL ADVISER NETWORK
UK-based financial services company Tavistock Investments plc (LSE: TAVI) has entered into an agreement for the sale of the whole of the issued share capital of its Tavistock Financial Ltd. financial advisory business to Sanlam UK, part of Sanlam Ltd., the company said.
Completion is subject only to change in control approval being granted by the FCA, which is anticipated in the near future. The transaction will see Sanlam UK acquire Cheltenham-based Tavistock Financial's network of 158 financial advisers along with 25 support staff, for a total cash consideration of GBP 1m (USD 1.30m) payable in full on completion, which will be used by the group for working capital purposes.
Status: Agreed

-LONDONMETRIC ACQUIRES LOGISTICS PORTFOLIO FROM CABOT PROPERTIES FOR GBP 116.6M
UK-based retail property investor LondonMetric Property plc (LSE: LMP) has acquired 14 urban and regional logistic warehouses for GBP 116.6m (USD 151.65m) from UK-based private equity real estate investment firm Cabot Properties, the company said.
The purchase price reflects a day one yield on cost of 6.1% and a reversionary yield of 6.6%. The 1.3m sq ft of warehouses are in established distribution locations where there is excellent motorway connectivity and strong occupier demand. Eleven of the 14 buildings are "last mile"/urban logistic warehouses and over half are located in the South East and Midlands. The portfolio has a WAULT of 5.6 years and is let at a low average rent of GBP 5.50 psf (ERV of GBP 6.00 psf).
Status: Closed

-LXI REIT ACQUIRES THREE CARE HOMES IN NORTHERN IRELAND FOR GBP 14.9M
UK-based property investor LXi REIT plc (LSE: LXI) has acquired the freehold interest in two Priory Group care homes in Northern Ireland and exchanged contracts to acquire a third Priory Group care home for a total portfolio consideration of GBP 14.9m (USD 19.38m), the company said.
The price reflects a net initial yield of 6.5%. Each of the properties is fully let or pre-let to companies within the Priory Group, a provider of mental health and elderly care services. The Priory Group is ultimately owned by US-based Acadia Healthcare which has a market capitalisation of USD 4bn and operates a network of over 570 facilities with over 17,000 beds.
Status: Closed

-CHARLES TAYLOR ACQUIRES SPECIALIST CLAIMS MANAGER CRITERION ADJUSTERS
UK-based insurance management services company Charles Taylor plc's (LSE: CTR) Charles Taylor Adjusting Ltd subsidiary has acquired UK high net worth property, fine art and antiques loss adjuster, Criterion Adjusters for a maximum consideration of GBP 13.1m (USD 17.04m), the company said.

The deal includes Criterion Adjusters Ltd., Criterion Surveyors Ltd. and Criterion Claims Management Ltd. a group of specialist loss adjusting, surveying and claims management businesses.
Criterion is focused on the UK high net worth property, fine art and antiques insurance sectors. Charles Taylor paid GBP 5.3m in cash on completion to acquire 100% of the equity of the three Criterion businesses. A further payment of GBP 1m has been made to the shareholders to reflect the net cash position of the company and to enable them to settle directors' loans owing to Criterion.
Status: Closed

-ORIGIN ENTERPRISES CLOSES GBP 14.2M ACQUISITION OF BUNN FERTILISER ASSETS
Irish agri-services group Origin Enterprises plc (OTC: ORENF) has closed the acquisition of the fertiliser activities and certain assets of UK-based Bunn Fertiliser Ltd., the company said.
This deal was announced in March. Based in the UK, Bunn is a provider of prescription fertiliser blends and nutrition management systems servicing the arable, grassland and horticultural sectors. The business, which enjoys a brand heritage of over 200 years, markets an extensive range of technically based nutrition applications and has an established business-to-business and retail customer franchise. Origin said the transaction extends its existing fertiliser blending activities, as well as its customer service capabilities, and will enable the Group to optimise operation and logistical efficiencies.
Status: Closed

-CIVITAS SOCIAL HOUSING ACQUIRES SUPPORTED LIVING PROPERTIES IN YORKSHIRE
UK-based real estate investment trust Civitas Social Housing plc (LSE: CSH) has completed the purchase of a portfolio of regulated social housing for a total consideration of GBP 4m (USD 5.20m), the company said. The deal comprises the freehold interest in seven supported living properties, with 24 tenancies, in Yorkshire and the Humber.
According to Civitas, this portfolio is immediately income generating with an initial net yield in line with the company's expectations and was sourced off-market by Civitas Housing Advisors Ltd., the company's Investment manager.
Status: Closed

-NORTH AMERICAN MERGERS AND ACQUISITIONS ACTIVITY FALLS TO NEW 12-MONTH LOW IN JULY, ZEPHYR FINDS
There were a total of 1,303 mergers and acquisitions worth a combined USD 82,105m targeting North American companies announced in July 2017, according to information collected by M/A database Zephyr collected by Dutch business intelligence provider Bureau van Dijk.
Value for the period fell from USD 110,109m in June against a decline in volume from 2,179 deals. Year-on-year, volume was down by a third from 1,934, while value fell 39% from USD 134,855m in July 2016. Zephyr shows that US companies dominated the top 20 deals by value once again, with Berkshire Hathaway Energy's acquisition of Energy Future Holdings for 9,000m accounting for the month's largest M/A deal by value. It is worth noting Canadian companies signed off on three high-value deals, the largest of which was a secondary offering of an 8% stake in Canadian Natural Resources by Shell worth roughly USD 3,157m.
Status: Agreed

-EDITSHARE CLOSES ACQUISITION OF QC SPECIALIST QUALES
UK-based shared storage and media management solutions provider EditShare has completed the acquisition of QC specialist Quales, the company said. Known for its intuitive visual inspection interface and automated QC accuracy, Quales QC solutions are now an integral part of the EditShare product portfolio with advanced integration planned for the company's Flow media asset management platform.
According to EditShare, the ever-growing list of file formats, codecs, color spaces and other variables that affect content quality and distribution has positioned automated QC as a critical must-have component for just about every production.
Status: Closed

-HPS INVESTMENT PARTNERS, TENNENBAUM CAPITAL PARTNERS TO ACQUIRE GLOBECOMM SYSTEMS
An investor group led by New York, US-based global investment firm HPS Investment Partners, LLC and funds managed by California, US-based alternative investment management firm Tennenbaum Capital Partners, LLC New York, have agreed to acquire US-based communications solutions provider Globecomm Systems Inc. from an undisclosed New York-based private equity firm, the company said.
Globecomm is dedicated to improving communications and leverages its global teleport and fibre network and data centres to offer end-to-end, managed service communication solutions worldwide, supported by a 24/7 network operations centre.
Status: Agreed

-QA MENTOR ACQUIRES INFIAN TEST AUTOMATION SOFTWARE SPECIALIST ZADO INFOTECH
New York, US-based software quality assurance and testing services provider QA Mentor, Inc. has acquired India-based test automation solutions provider Zado Infotech Solutions India Pvt Ltd, the company said.
Zado said this acquisition will allow for rapid implementation and provide new, innovative automation solutions for clients. QA Mentor, Inc. serves Fortune 500 clients in nine different industries, providing subscription-based and customisable QA testing services for all businesses by following their own proprietary testing methodologies.
Status: Closed

-AVITUS GROUP ACQUIRES TECHNICAL EDGE CONSULTING TO EXPAND IT SERVICES
Montana, US-based International business administration provider Avitus Group has acquired Montana-based information technology firm Technical Edge Consulting to add information technology expertise and innovation to its suite of professional business services, the company said.
Avitus Group said it chose to acquire Tech Edge Consulting to further strengthen the parent company's IT offerings. Avitus Group provides back office support to businesses in the US, Europe, Canada, China, England, India, Japan and Singapore.
Status: Closed

-SPORTS SUPPORT FIRMS HOCKEY PRO, PRO HOCKEY TO MERGE
Indiana, US-based advisor support services company Ice Hockey, d/b/a/ Hockey Advisor Pro, and Pennsylvania, US-based player evaluation provider Pro Hockey Launch have agreed to merge to serve both the male and female amateur ice hockey market, the company said.
The companies said the merger will make it easier for parents to get quality evaluations and mentorship from former NHL players and elite former players for their child, as well as help ice hockey family advisors, evaluators and trainers match players with teams at best fit. Ice Hockey, LLC is a wholly owned subsidiary of Placement Loop, Inc. formed to increase the probability of identifying best-fit between players and teams.
Status: Agreed

-HARRIS SCHOOL SOLUTIONS ACQUIRES JR3 TO EXPAND SIS SOFTWARE SOLUTIONS
Pennsylvania, US-based technology solutions for schools Harris School Solutions (HSS) has acquired Texas, US-based school hybrid software provider JR3 WebSmart, LLC, to add to separate rosters of SIS software and enterprise resource planners, the company said.
JR3's software combines a school business management system and a student information system (SIS) into a single software solution, with an option to add simplified digital document storage to the mix. Founded by retired superintendents and educators, JR3 has infused its team's perspectives and hands-on experiences into its product line, highlighted by the WebSmart and JDox software solutions.
Status: Closed

-OPSARC ACQUIRES US STAFFING FIRM BUSINESSWARE SERVICES TO GROW TECHNOLOGY SERVICE OFFERING
New Jersey, US-based human capital management platform OpsArc Solutions Inc. has acquired Arizona, US-based staffing company BusinessWare Services Inc., to expand technology service offering for a smarter workforce, the company said.
With this acquisition, OpsArc will acquire all rights, title and interest to the BWSI's software staffing software, TempWizard. OpsArc will integrate TempWizard into its solution modules to drive end-to-end value in human capital management. OpsArc said with this acquisition it is positioned to connect companies to one platform with the applications and vendors needed to connect and collaborate across teams. OpsArc will provide solutions to BWSI's clients to jump start operations and increase profitability.
Status: Closed

-ADERANT ACQUIRES HANDSHAKE SOFTWARE TO EXPAND PRODUCT SUITE
Georgia, US-based professional services management software provider Aderant has acquired Georgia, US-based software product supplier Handshake Software, Inc., the company said.
The deal provides Aderant with legal vertical, including portals, knowledge management, enterprise search and mobility solutions. The acquisition will expand the Aderant suite of products. Aderant said the acquisition is promising for Handshake's future as Aderant's resources will help build and accelerate product development, as well as expand the support and services capabilities to build on existing relationships with clients and partners.
Status: Closed

-CONFORMIS ACQUIRES MACHINING/POLISHING ASSETS OF BROAD PEAK MANUFACTURING FOR USD 6.5M
Massachusetts, US-based medical technology company ConforMIS, Inc. (NASDAQ: CFMS) has acquired the machining and polishing assets of Connecticut-based surface preparation and finishing facility Broad Peak Manufacturing, LLC, the company said.
The purchase price for the machining and polishing assets is approximately USD 6.5m consisting of USD 5.75m in cash and approximately USD 0.75m in common stock. Under the terms of the deal, ConforMIS will integrate most of the Broad Peak employees, acquire supplies and equipment, and lease a fully operational manufacturing facility and office space in Wallingford, Connecticut, US.
Status: Closed

-ADT FINALISES ACQUISITION OF ASSETS OF US ELECTRONICS SECURITY FIRM PROTEC
Florida, US-based security and automation solutions provider ADT, has completed the purchase of substantially all the assets and business of Oregon, US-based electronic security company Protec, Inc., the company said.
The company said the acquisition strengthens ADT's core commercial footprint and infrastructure, and reinforces ADT's commitment to continued growth within the commercial and national accounts security sectors. This business will continue to operate under the Protec brand for the foreseeable future, and will retain operations in Oregon. ADT is a provider of security and automation solutions for homes and businesses in the United States and Canada.
Status: Closed

-TEXAS DESIGN, INTERIORS FIRMS DLR, STAFFELBACH MERGE
Texas, US-based integrated design firm DLR Group and Texas, US-based based interiors firm Staffelbach have merged to form DLR Group|Staffelbach to serve public and private sector clients throughout Texas, US, the company said.
The addition of Staffelbach adds to the depth of DLR Group's interior design capabilities and elevates the scale of interiors expertise available to clients in each of the firm's 29 global locations. In Dallas, Staffelbach provides DLR Group with an established location to better serve existing Texas clientele, and reach new clients for its courts, education, healthcare, hospitality, performing arts, retail, sports, and workplace studios.
Status: Closed

-MCEWEN MININNG TO ACQUIRE PRIMERO MINING'S BLACK FOX GOLD MINING CAMP
Canada-based McEwen Mining Inc. (NYSE: MUX) (TSX: MUX) has agreed to purchase the Black Fox Complex and associated assets and liabilities of Canada-based gold mining camp Primero Mining Corp., the company said.
The agreed purchase price is USD 35m, subject to closing adjustments. Definitive documentation is expected to be completed before the end of August, 2017. Junior Mining Network reported McEwen Mining said Black Fox includes an operating team, an underground mine producing 50-60,000 ounces of gold in 2017, a processing facility, two future development opportunities and exploration potential.
Status: Agreed

-WORKMARKET ACQUIRES ONFORCE FREELANCER MANAGEMENT SYSTEM FROM SWITZERLAND-BASED ACECCO GROUP
New York, US-based workforce management software supplier WorkMarket has acquired Massachusetts, US-based freelancer management system for field services OnForce from Switzerland-based workforce solutions provider Adecco Group, the company said.
WorkMarket said the move solidifies its standing as a work automation software provider as it expands its portfolio of enterprise and technology service customers. The acquisition of OnForce allows WorkMarket to incorporate the company's data repository into its core platform to help deliver richer insights to its customers. The Adecco Group will also form a partnership with WorkMarket, allowing customers and partners access to WorkMarket's work automation platform. The platform gives businesses the flexibility to manage all aspects of their agile workforce, from freelancers to traditional employees.
Status: Closed

-NOVO ACQUIRES INTEREST IN WESTERN AUSTRALIA PIPELINE PROJECT
Canada-based gold explorer Novo Resources Corp. (TSX Venture: NVO) (OTCQX: NSRPF) and one of its Australian subsidiaries have entered into an option agreement to acquire interest in certain tenements in the Western Australia region of Karratha (pipeline project) from an arm's length party, aka the optioner, the company said.
An option fee payment of 500,000 Novo common shares will be made upon receipt of TSX Venture Exchange approval. At any time within 12 months of signing of the agreement, the company has the right to exercise its option and purchase the pipeline project outright by issuing 2.5m Novo common shares to the optionor. The option exercise shares will be subject to a statutory hold period expiring four months from the date of issuance.
Status: Closed

-NATURALLY SPLENDID TO ACQUIRE CANADA'S PROSNACK NATURAL FOODS
Canada-based biotech and consumer products company Naturally Splendid Enterprises Ltd.  (FRANKFURT: 50N) (TSX Venture: NSP) (OTC: NSPDF) has agreed to acquire all outstanding shares of Canada-based healthy lifestyle brand Prosnack Natural Foods, Inc. in an agreement executed with Prosnack and iCream Capital, Inc., the company said.
Under the terms of its agreement with Prosnack and iCream, Naturally Splendid has agreed to pay to iCream CDN 200,000 (USD 157,240) in cash and to issue to iCream on closing 1,098,901 (USD 155,511) Naturally Splendid common shares. CDN 69,000 of the cash consideration will be paid to iCream on closing and the CDN 131,000 balance will be paid on or before December 29, 2017.
Status: Agreed

-KONEKT ACQUIRES AUSTRALIAN EMPLOYMENT SERVICES FIRM MISSION PROVIDENCE FOR USD 23M
Australia-based occupational health and safety services provider Konekt Ltd. has acquired Australia-based employment services supplier Mission Providence Pty Ltd. from Connecticut, US-based holding company in healthcare and workforce development The Providence Service Corp. (NASDAQ: PRSC), the company said.
Konekt will acquire 100% of Mission Providence for total consideration of approximately USD 23m. Of this total consideration, Providence is expected to receive approximately USD 17m for its 75% interest in the joint venture formed between Providence and Mission Australia. The transaction is subject to obtaining formal approval by the Australian government department of employment and is expected to close in 4Q17.
Status: Agreed

-VALET LIVING ACQUIRES MULTIFAMILY AMENITY SERVICES PROVIDER CHOREMATE
Florida, US-based provider of residential doorstep collection services Valet Living has acquired Georgia, US-based amenity services provider for multifamily communities ChoreMate to operate under the Valet Living umbrella, the company said.
The strategic acquisition further increases Valet Living's presence in the Southeast, US market and extends its mission to enhance property value by setting the standard in residential services. Both companies will continue to operate normally while implementing a plan for ChoreMate's clients and residents to undergo a seamless transition.
Status: Closed

-AEREUS TECHNOLOGIES TO ACQUIRE ASSETS OF WALL UNIT MANUFACTURERS INTERSPEC, ALSPEC
Canada-based copper alloy manufacturer Aereus Technologies has agreed to acquire wall unit manufacturers Interspec Systems and Alspec Industries, to access the continental US and international markets, the company said.
This acquisition allows Aereus Technologies to coat all high-touch surfaces manufactured by Interspec Systems/Alspec Industries with its copper alloy process, and will aid in establishing buying practices for antimicrobial copper in provincial infrastructure RFP's. Aereus Technologies will also acquire the five acres of property on which both facilities exist, and all assets of Interspec Systems/Alspec Industries.
Status: Agreed

-SERVICE MANAGEMENT GROUP ACQUIRES CATALYST HEALTHCARE RESEARCH TO BOLSTER EXPERTISE AND GROWTH
Missouri, US-based customer experience measurement firm Service Management Group has acquired Nashville, US-based Catalyst Healthcare Research to accelerate growth expansion within the category of healthcare, the company said.
SMG entered the healthcare space in 2011 with a ratings and review site that helps people make informed decisions about care providers based on patient surveys for hundreds of surgeons. The company said it expects to expand within the healthcare space, offering more patients and employees the opportunity to guide the future of healthcare.
Status: Closed

-ALAMO GROUP BUYS OUTSTANDING SHARES OF CANADIAN SNOW REMOVAL EQUIPMENT MAKER RPM TECH FOR CDN 16.7M
Texas-based equipment manufacturer Alamo Group Inc. (NYSE: ALG) has acquired Canada-based snow removal equipment manufacturer R.P.M. Tech Inc. from Fiducie Familiale Piamvic, Fiducie Familiale Pouanneli and Gestion Iamvic Inc., the company said.
The purchase price for all outstanding shares of stock was approximately CDN 16.7m (USD 13m), subject to adjustment in accordance with terms of the share purchase agreement. R.P.M. will become part of Alamo's Industrial Division, the company said. The company said that R.P.M.'s range of snow throwers will be a nice complement to the company's existing range of snow removal products.
Status: Closed

-US INSURER HERITAGE TO ACQUIRE NARRAGANSETT BAY INSURANCE FOR USD 250M
Florida, US-based property and casualty insurance holding company Heritage Insurance Holdings, Inc. (NYSE: HRTG) has agreed to acquire Rhode Island, US-based residential insurance underwriter Narragansett Bay Insurance Company (NBIC) from NBIC Holdings, Inc., the parent company of NBIC, the company said.
The purchase price for the acquisition will be USD 250m, subject to post-closing adjustments. The acquisition will be financed with USD 210m in cash and USD 40m of the company's common stock. According to Heritage Insurance, the combined entity will be a super regional personal lines carrier, with a presence in 12 states and over USD 900m of gross premiums written. The transaction is expected to be immediately accretive to earnings per share and ROE.
Status: Agreed

-NABORS TO ACQUIRE OILFIELD SERVICES FIRM TESCO IN ALL-STOCK DEAL
Bermuda-based drilling rig fleet operator Nabors Industries Ltd. (NYSE: NBR) has signed an arrangement agreement to acquire all of the issued and outstanding common shares of US-based oilfield services firm Tesco Corp. (NASDAQ: TESO), with each outstanding share of common stock of Tesco being exchanged for 0.68 common shares of Nabors, the company said on Monday.
This transaction will create a leading rig equipment and drilling automation provider by combining Canrig, Nabors rig equipment subsidiary, with Tesco's rig equipment manufacturing, rental and aftermarket service business. Additionally, Tesco operates a tubular services business in numerous key regions globally, which will immediately benefit Nabors Drilling Solutions' operation.
Status: Agreed

-PATTERN ENERGY ACQUIRES 51% OF 179MW CANADIAN WIND POWER FACILITY FOR USD 68M
California, US-based energy company Pattern Energy Group Inc. (NASDAQ: PEGI) (TSX: PEGI) has completed the acquisition of a 51% interest in the 179mw Meikle Wind facility from Pattern Energy Group LP for USD 68m, the company said on Monday. This represents a 10x multiple of the five-year average cash available for distribution. The Public Sector Pension Investment Board acquired the remaining 49%.
Pattern Energy said the purchase price of the Meikle Wind acquisition was funded from available cash and draws under the company's revolving credit facility. Meikle Wind commenced commercial operations in 1Q17 and operates under a 25-year power purchase agreement with BC Hydro, which has a AAA/Aaa credit rating.
Status: Closed

-CHINESE ANTITRUST REGULATOR CLEARS RAYONIER-TEMBEC TIE-UP
US-based high purity cellulose supplier Rayonier Advanced Materials Inc. (NYSE: RYAM) and Canada-based forest products manufacturer Tembec Inc. (TSX: TMB) received notification from the Anti-Monopoly Bureau of the Ministry of Commerce of the People's Republic of China (often referred to as MOFCOM) that it has cleared, without condition, the pending merger of the two companies, the companies said on Monday.
The transaction has already received antitrust clearance from Germany's Federal Cartel Office, and the United States Department of Justice and the Federal Trade Commission have notified Rayonier Advanced Materials and Tembec that the Hart-Scott-Rodino premerger notification waiting period was terminated.
Status: Agreed

-VF TO ACQUIRE WORKGEAR COMPANY WILLIAMSON-DICKIE MFG FOR USD 820M
US-based lifestyle apparel, footwear and accessories company VF Corp. (NYSE: VFC) and US-based private global workwear company Williamson-Dickie Mfg. Co. have signed a definitive merger agreement, the company said on Monday.
The transaction is expected to be completed early in 4Q17 and VF will pay Williamson-Dickie shareholders approximately USD 820m in cash. On a trailing 12-month basis, Williamson-Dickie generated approximately USD 875m of revenue. Williamson-Dickie brands include Dickies, Workrite, Kodiak, Terra, and Walls.
Status: Agreed