Deal Pipeline
Thursday 14 July 2016
The following is a list of deals covered in detail by M and A Navigator this week:

-MORTGAGE REIT ANNALY CAPITAL MANAGEMENT COMPLETES EXCHANGE OFFER FOR HATTERAS FINANCIAL SHARES
US-based mortgage REIT Annaly Capital Management, Inc. (NYSE: NLY) has completed its exchange offer for all of the outstanding shares of common stock of Hatteras Financial Corp. (NYSE: HTS), the company said.
In April, Annaly Capital Management and Hatteras Financial 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

-CIT PROVIDES USD 40.2M FINANCING TO BKM CAPITAL PARTNERS FOR ACQUISITION OF TEMPE COMMERCE PARK
US-based commercial lending and leasing services company CIT Group Inc.'s (NYSE: CIT) CIT Real Estate Finance unit provided a USD 40.2 m senior secured credit facility to US-based real estate investment firm BKM Capital Partners, the company said.
The financing will support the acquisition of Tempe Commerce Park, a 535,979 square foot office and industrial warehouse distribution property located in Tempe, Arizona. Financing was provided by CIT Bank, N.A., the principal bank subsidiary of CIT.
Status: Closed

-HELIOS AND MATHESON ANALYTICS TO MERGE WITH MAPPING, SPATIAL ANALYSIS FIRM ZONE TECHNOLOGIES
US-based Big Data technology and advanced analytics services company Helios and Matheson Analytics, Inc. (NASDAQ: HMNY) and Israeli-American mapping and spatial analysis company Zone Technologies, Inc. have signed a definitive agreement and plan of merger, the company said.
The parties expect the merger to create a fully integrated Big Data and artificial intelligence company for real-time crime data aggregation and global expansion of Zone's RedZone Maps mobile application. Under the deal, a newly-formed wholly owned subsidiary of HMNY will merge with and into Zone, with Zone surviving the merger as a wholly owned subsidiary of HMNY.
Status: Agreed

-FRENCH GAS PRODUCER LE FRANCAISE DE LENERGIE CLOSES ACQUISITION OF GAZONOR
French gas producer La Française de l'Énergie (PAR: LFDE) has closed the acquisition of Trancor Astra Luxembourg and its operational subsidiary, French gas producer Gazonor SAS (Gazonor) for a purchase price of EUR 19.87m (USD 22.07m), the company said.
This deal represents a major step in the development of LFDE and completes an acquisition process launched on 14 January 2016. Following the completion of this transaction, La Française de l'Énergie becomes the largest gas producer in France and reinforces its position as a major producer of local energy replacing imported gas in the former mining basins located in the North-East of France.
Status: Closed

-SHISEIDO AMERICAN CLOSES ACQUISITION OF REVIVE, LAURA MERCIER BRANDS
Japanese cosmetics company Shiseido Co, Ltd's Shiseido Americas Corp. subsidiary has completed its acquisition of global cosmetics and skincare brands marketer Gurwitch Products, LLC from Alticor Inc.
Terms of the deal were not disclosed. However, industry source Beauty Industry News estimates the deal at USD 260m. Annual net sales for Gurwitch totaled USD 175m in the fiscal year ending 2015.
Status: Closed

-INTERMODAL CONTAINER LESSORS TRITON, TAL INTERNATIONAL CLOSE MERGER
Bermuda-based intermodal container leasing operator Triton Container International Ltd. and US-based TAL International Group, Inc. (NYSE: TAL) have combined in an all-stock merger transaction, the companies said.
The transaction creates the world's largest lessor of intermodal freight containers with a combined container fleet of nearly five m twenty-foot equivalent units and revenue earning assets of USD 8.7bn.
Status: Closed

-SHAREHOLDERS OF US TRAVEL, LIFESTYLE PRODUCTS BRAND TUMI APPROVE USD 1.8BN SAMSONITE BUYOUT
Shareholders of US-based travel, business and lifestyle products and accessories company Tumi Holdings, Inc. (NYSE: TUMI) have voted to approve the company's merger with Luxembourg-based luggage maker Samsonite International S.A. at a special meeting, the company said.
In March, Samsonite and Tumi entered into a definitive agreement whereby Samsonite will acquire Tumi for USD 26.75 per share in an all cash transaction, valuing Tumi at an equity value of USD 1.8bn.
Status: Agreed

-INFORMATION, ANALYTICS AND SOLUTIONS FIRM HIS, MARKIT CLOSE USD 13BN MERGER
US-based defense and industry information and analysis company IHS (NYSE: IHS) and UK-based financial data specialist Markit (NASDAQ: MRKT) have combined in an all-share merger, the companies said. Based on the closing prices of IHS and Markit common stock on 18 March 2016, the implied equity value of the transaction is more than USD 13bn.
The transaction has been unanimously approved by the boards of each company. Upon completion of the merger, the combined company will be renamed IHS Markit and will be headquartered in London and have certain key operations based in Englewood, Colorado.
Status: Closed

-INDIANA'S HORIZON BANCORP TO ACQUIRE CNB IN USD 12M DEAL
Indiana, US-based bank holding companies Horizon Bancorp (NASDAQ: HBNC) and CNB Bancorp have executed a definitive merger agreement pursuant to which Horizon will acquire CNB, the companies said.
CNB is the parent company of The Central National Bank and Trust Company. Under the terms of the merger agreement, stockholders of CNB Bancorp will receive cash consideration consisting of a special dividend and an amount to be paid by Horizon equal to 120% of remaining capital. These amounts will be determined as of the end of the month prior to the closing of the merger.
Status: Agreed

-THOMA BRAVO TO ACQUIRE HEALTHCARE IT SECURITY COMPANY IMPRIVITA IN USD 544M DEAL
US-based healthcare IT security company Imprivata (NYSE: IMPR) has entered into a definitive agreement to be acquired by an affiliate of US-based private equity investment firm Thoma Bravo, LLC, the company aid.
Under the terms of the agreement, shareholders of record will receive USD 19.25 in cash per share of Imprivata common stock, which represents a 33% premium to Imprivata's last closing stock price of USD 14.50. The value of the transaction is approximately USD 544m.
Status: Agreed

-FUNCTION(X) CLOSES ACQUISITION OF SOCIAL CONTENT FIRM RANT
US-based fantasy sports and digital publishing company Function(X) Inc. (NASDAQ: FNCX), formerly DraftDay Fantasy Sports Inc. (NASDAQ: DDAY) has completed an acquisition of assets of US-based digital publishing network Rant Inc., the company said.
Function(X) said that Rant complements its existing Wetpaint social publishing business, expanding it into sports, lifestyle, and entertainment verticals. Wetpaint is an entertainment news destination for millennial women. Covering the latest in television, music, and pop culture, Wetpaint reaches over 10m enthusiasts on a monthly basis.
Status: Closed

-US UTILITY OPERATORS PEPCO, EXELON TAKE ANOTHER CRACK AT WOOING DC OFFICIALS
Executives of US-based utility operators Pepco Holdings Inc. (NYSE: POM) and Exelon Corp. (NYSE: EXC) appeared before the Council of the District of Columbia this week to update District leaders on the proposed benefits delivered to District residents in the first 100 days since the completion of their merger, the companies said.
At the hearing of the Business, Consumer and Regulatory Affairs Committee, chaired by Councilmember Vincent Orange, Exelon and Pepco Holdings executives spoke of the companies' enhanced commitment to solar and other forms of clean energy, customer bill credits, improved reliability and charitable giving.
Status: Agreed

-US SUPERMARKET OPERATOR PUBLIX EXPANDS VIRGINIA PRESENCE WITH ACQUISITIONS
US-based supermarket operator Publix Super Markets Inc. has entered into an agreement to purchase ten Virginia stores from Ahold USA Inc.'s affiliate, Giant/Martin's, the company said.
The purchase is contingent on the Federal Trade Commission's approval and clearance of the merger between Dutch grocery store operator Ahold and Belgium-based Delhaize. The ten Martin's locations will continue to operate until the Publix permitting process is completed. Grand opening dates for all locations will depend on the scope of the remodels and completion of the stores' construction. Last June, Ahold and Delhaize agreed to merge in a EUR 26.07bn deal.
Status: Agreed

-SUPERVALU TO ACQUIRE 22 FOOD LION STORES IN WEST VIRGINIA, PENNSYLVANIA AND VIRGINIA
US-based supermarket operator Supervalu Inc. (NYSE: SVU) has entered into a definitive agreement to acquire 22 Food Lion grocery stores that are being sold in connection with the merger between Dutch grocery store operator Ahold and Belgium-based Delhaize, the company said.
Last June, Ahold and Delhaize agreed to merge in a EUR 26.07bn deal. Regulatory approvals in Europe and the US are conditional upon the divestment of a number of stores to address competition concerns raised by the regulator.
Status: Agreed

-HEALTH CARE CONSULTANT EVOLENT HEALTH TO ACQUIRE COMPETITOR VALENCE FOR USD 145M
US-based health care consultancies Evolent Health, Inc. (NYSE: EVH) and Valence Health, Inc. have entered into a definitive agreement for Evolent to acquire the majority of Valence Health's business for approximately USD 145m, the companies said.
Evolent was founded in 2011 to support providers in moving to a population health model of care delivery and to successfully manage performance-based payment arrangements. Valence Health, based in Chicago, IL, was founded in 1996 and provides value-based administration, population health and advisory services.
Status: Agreed

-ZIMMER BIOMET COMPLETES TENDER OFFER FOR MEDICAL DEVICE COMPANY LDR
US-based medical device maker Zimmer Biomet Holdings, Inc. (NYSE: ZBH) (SIX: ZBH) has completed its tender offer for shares of US-based medical device maker LDR Holding Corp. (NASDAQ: LDRH), the company said.
As of the expiration of the tender offer, 24,278,729 shares of LDR common stock had been validly tendered and not properly withdrawn, representing approximately 82.7% of the outstanding shares of LDR common stock. LDR is focused on designing and commercialising novel and proprietary surgical technologies for the treatment of patients suffering from spine disorders.
Status: Agreed

-FINN PARTNERS ACQUIRES US BRANDING FIRM GREENFIELD BELSER
US-based public relations firm, Finn Partners has acquired has acquired brand strategy and creative services firm Greenfield Belser, Ltd., Finn said. Greenfield Belser is based in Washington, DC with clients located across the US.
The move bolsters the scope of services offered by New York-based Finn and expands its reach into key B2B sectors. Burkey Belser, co-founder of Greenfield Belser, will become managing partner of the Greenfield Belser division of Finn Partners' digital/creative practice.
Status: Closed

-ARCIS RESOURCES ACQUIRES VAPING PRODUCTS E-COMMERCE WEBSITE
US-based vaporizers, E-juice, oils and accessories company Arcis Resources Corp. (OTC: ARCS) has acquired US-based vaping products e-commerce site www.vapestandard.com, the company said.
It sells premium portable and desktop vaporizers, E-juice, oils and accessories. Since 2008, the number of US vape shops has grown to about 8,500, and the sale of electronic cigarettes and supplies climbed to USD 3.5bn.
Status: Closed

-TRICO CAPITAL INVESTMENTS ACQUIRES CALIFORNIA INDUSTRIAL BUILDING
US-based real estate company Trico Capital Investments, Inc. recently closed on a 64,705 square foot industrial building in Garden Grove, California, the company said.
Trico was represented by Progressive Realty Partners, Inc. and will hire Hard Hat, Inc. as a general contractor. Together Trico and Hard Hat will construct a second floor within the existing 21 foot high industrial building, effectively creating 94,000 net rentable square feet of Self-Storage space.
Status: Closed

-THE GUESS CORP EYES TIMBER MARKET ACQUISITION
US-based luxury goods holding company The Guess Corp. is pursuing the timber market thorough a subsidiary, the company said. The Guess Corp said it has a team reviewing several large tracts for acquisition throughout the nation.
It is focusing on tracts that are at least 100,000 acres and include softwood and hardwood. In 2015, a lumber brokerage unit was launched, The Guess Lumber company.
Status: Speculation

-REALD ACQUIRES MOTION IMAGE PROCESSING SPECIALIST TESSIVE
US-based 3D/visual technologies licensor RealD has acquired the technology and assets of motion image processing specialist Tessive, the company said.
RealD said it will use Tessive's proprietary software to launch RealD TrueMotion, a new production tool with the unparalleled ability to correct imperfections in motion capture, including the "wagon wheel effect" and motion choppiness known as "judder." RealD TrueMotion is used by directors and cinematographers on various films.
Status: Closed

-NOOR STAFFING ACQUIRES FLORIDA SPECIALIST THE LEGAL GROUP
US-based staffing company Noor Staffing Group, LLC's SearchPointNY subsidiary has acquired specialist staffing firm The Legal Group, Inc., the company said. Noor Staffing Group is a NY based owned by Habib Noor, a staffing industry veteran.
The Legal Group, Inc. is a Florida based recruiting and staffing firm specialised in the legal and professional services industries.
Status: Closed

-CAVIUM LAUNCHES USD 1.36BN EXCHANGE OFFER FOR SHARES OF NETWORKING INFRASTRUCTURE SOLUTIONS FIRM QLOGIC
US-based semiconductor products company Cavium, Inc. (NASDAQ: CAVM) has launched an exchange offer for all of the outstanding shares of networking infrastructure solutions provider QLogic Corp. (NASDAQ: QLGC), the company said.
In June, Cavium entered into a definitive agreement to acquire networking infrastructure solutions provider QLogic Corp. (NASDAQ: QLGC) for approximately USD 15.50 per share. The exchange offer is scheduled to expire on midnight at the end of 9 August.
Status: Agreed

-RENEWABLES INFRASTRUCTURE BUYS 51% STAKE IN FRENCH SOLAR PROJECT
UK-based investment company The Renewables Infrastructure Group Ltd. has agreed to acquire a 51% interest in a French solar project, the group said.
Under the deal, TRIG has entered into a binding sale and purchase agreement to acquire a 51.0% interest in a 12mw ground-mounted solar photovoltaic plant, in the South of France. The transaction increases the aggregate net generating capacity of TRIG's portfolio to 686mw.
Status: Closed


-ROLLS ROYCE HOLDING TO BUY MAJORITY STAKE IN SPANISH ENGINEERING GROUP SENER'S ITP UNIT
UK-based power systems manufacturer Rolls-Royce Holdings plc will purchase the outstanding 53.1% shareholding in Spanish engineering and construction group Sener Grupo de Ingeniería SA's Industria de Turbo Propulsores SA unit, the company said.
Rolls-Royce will pay Sener a total consideration of EUR 720m (USD 799.70m), subject to due diligence, for the outstanding 53.1% of ITP. ITP is a global company which designs and manufactures aero engine components for a range of customers. It has partnered with Rolls-Royce on all Trent programmes, manufacturing Low Pressure turbines, and is currently researching alongside Rolls-Royce new intermediate pressure turbine technology for the next generation UltraFan engine.
Status: Agreed

-LACTALIS TO BUY 25.4% OF RECONSTRUCTION CAPITAL II STAKE IN ROMANIAN DAILY FIRM ALBALACT
French dairy manufacturing company Lactalis is acquiring 25.4% of shares held by Cayman Islands-based closed-end investment company Reconstruction Capital II Ltd in Romanian dairy company Albalact SA, the company said.
Lactalis is a dairy manufacturing company owning international brands such as "president," "Parmalat," and "Galbani." The Lactalis Group now employs 75,000 people, and owns more than 200 plants, located in 43 countries around the world. In 2015 the Lactalis Group made a turnover of EUR 17bn.
Status: Agreed

-RUSSIAN DEVELOPER ETALON ACQUIRES NEW PROJECT IN ST PETERSBURG
Russian development and construction company Etalon Group Ltd. has acquired a two-hectare land plot in the Kalininskiy district of St. Petersburg for a new residential development project, the company said.
The expected NSA of the new project is 42 ths sqm, with a 20-storey residential building containing 765 flats, a parking garage, and a pre-school for 80 children. This plot is located on Obruchevykh street, within walking distance of the Polytekhnicheskaya and Akademicheskaya metro stations.
Status: Closed

-CLS HOLDINGS TO BUY TWO GERMAN PROPERTIES FOR EUR 49.5M
UK-based commercial property investment business CLS Holdings plc (LSE: CLI) has exchanged contracts to acquire two properties, one in Düsseldorf and one in Hamburg, for a total of EUR 49.5m (USD 54.99m), the company said.
Parsevalstrasse 11, Düsseldorf, which comprises 239,496 sq ft (22,701 sqm) of mixed-use space, including 184,182 sq ft (17,458 sqm) of offices, is to be acquired for EUR 43.6m including costs, and generates net rental income of EUR 3.1m, reflecting a net initial yield of 7.1%. The property benefits from a high occupancy rate and presents significant scope for future rental uplifts and other asset management opportunities.
Status: Agreed

-IG DESIGN GROUP ACQUIRES US DÉCOR, LIFESTYLE PRODUCTS FIRM LANG FOR USD 3.6M
UK-based greeting card company IG Design Group plc (formerly International Greetings plc) has acquired 100% of the share capital of US-based branded consumer indoor and outdoor home décor and lifestyle products producer Lang Companies Inc., the company said.
 IG Design said that acquisition, made through Design Group's US subsidiary, was satisfied by a net cash consideration of USD 3.6m. The consideration represents a multiple of estimated EBITDA to 31 March 2016 (USD 1.25m) of just over four times less a working capital adjustment of USD 1.7m.
Status: Closed

-ARDIDEN EXERCISES OPTION TO BUY ROOT LAKE LITHIUM PROPERTY FROM LANDORE RESOURCES
Australian mineral exploration company Ardiden Ltd. has exercised its option to purchase 100% of UK Guernsey miner Landore Resources Ltd.'s (AIM: LND) Root Lake Lithium Property in north western Ontario, Canada, Landore said.
On 7 February 2016, as announced by the company on 10 February 2016, Landore entered into an option agreement with Ardiden, pursuant to which Ardiden had the right to purchase Landore's 100% interest in Root Lake.
Status: Agreed

-CENTRAL NATIONAL GOTTESMAN DIVISION TO BUY NEW YORK WHOLESALE PAPER
US-based pulp, paper and forest products sales and marketing company Central National Gottesman Inc.'s Lindenmeyr Munroe division will acquire the business of New York-based paper and converted products distributor Graphic Paper, the company said.
Headquartered on Long Island, Graphic Paper is a family-owned business that has served the Northeast and Mid-Atlantic regions since 1989, specialising in fine paper, coated and uncoated, digital, private label and specialty products.
Status: Agreed

-MELODY WIRELESS INFRASTRUCTURE BUYS UNISON SITE MANAGEMENT ASSETS
US-based wireless cellular site owner Melody Wireless Infrastructure has acquired over 760 wireless infrastructure assets from Unison Site Management, the company said.
The deal increases the size of Melody's portfolio to approximately 3,000 assets. Melody Wireless Infrastructure is an affiliate of private investment firm Melody Capital Partners, LP. Melody Wireless Infrastructure is one of the largest independent owners of wireless cellular sites in the United States.
Status: Closed

-MI9 RETAIL ACQUIRES E-COMMERCE, ORDER MANAGEMENT SOLUTIONS FIRM UPSHOT
US-based unified commerce solutions provider Mi9 Retail has acquired omni-channel e-commerce and order management solutions firm Upshot Commerce, the company said.
The acquisition of Upshot Commerce adds proven order management and e-commerce solutions to the Mi9 Retail platform, providing a one-stop shop for retailers who want to deliver a fully integrated, omni-channel shopping experience to their customers.
Status: Closed

-CAPITAL ALLIANCE ADVISES HR SERVICES FIRM LYONS ON AABAKUS ACQUISITION
US-based human resources services firm Lyons HR has acquired professional employer organisation Aabakus Inc., the firm said.
Capital Alliance Corp. of Dallas counseled Lyons on the acquisition. Brad Buttermore, Capital Alliance managing partner and CFO, sourced and directed the acquisition. Lyons now provides services for more than 610 clients in 40 states, totaling more than 12,000 worksite employees.
Status: Closed

-KEYBANK TO ADD 304 BRANCHES WITH FIRST NIAGARA ACQUISITION
US-based bank holding company KeyCorp (NYSE: KEY) will add 304 First Niagara (NASDAQ: FNFG) branches to its new network after the companies' planned merger is complete, KeyCorp said.
Last November, KeyCorp and First Niagara Financial entered into a definitive agreement under which KeyCorp will acquire First Niagara in a cash and stock transaction for total consideration valued at approximately USD 4.1bn.
Status: Agreed