Deal Pipeline
Monday 17 April 2017
The following is a list of deals covered in detail by M and A Navigator this week:

-ZOETIS TO ACQUIRE IRISH ANIMAL DRUG DEVELOPER NEXVET BIOPHARMA FOR USD 85M
US-based veterinary pharmaceutical company Zoetis Inc. (NYSE: ZTS) and Irish drug developer Nexvet Biopharma plc (NASDAQ: NVET) have inked an agreement in which Zoetis, through a wholly owned subsidiary, will purchase Nexvet for a purchase price of USD 6.72 per share, representing an aggregate equity valuation of approximately USD 85m.
Nexvet is an innovator in monoclonal antibody therapies for companion animals. The acquisition will strengthen Zoetis' pipeline of solutions for chronic pain management in dogs and cats, which represents an area of high-need in companion animal health. This per share consideration represents a 66% premium over Nexvet's closing price on 12 April 2017.
Status: Agreed

-STARWOOD CAPITAL TO BUY MIXED-USE REAL ESTATE DEVELOPER FORESTAR GROUP IN USD 605M DEAL
US-based real estate development company Forestar Group Inc. (NYSE: FOR) has entered into a definitive merger agreement with affiliates of US-based alternative investment firm Starwood Capital Group under which Starwood will acquire all of the outstanding shares of common stock of the company for USD 14.25 per share in cash, the firm said.
The total transaction equity value is approximately USD 605m. The transaction price of USD 14.25 per share represents an 8.2% premium to the 90-day volume weighted average price of common stock of the company. Forestar's board has unanimously approved the merger agreement and has recommended approval of the merger by Forestar's stockholders.
Status: Agreed

-THE BEEKMAN GROUP FORMS NEW VISION THEATRES, ACQUIRES ASSETS FROM MERGED CINEMA OWNERS AMC, CARMIKE
An affiliate US-based private equity firm Beekman Investment Partners III, LP has acquired select assets from recently-merged US-based cinema operators AMC Entertainment Holdings, Inc. (NYSE: AMC) and Carmike Cinemas and certain of their subsidiaries to create a movie theatre circuit of 16 locations across the US, the firm said.
Last December, Carmike closed its merger with AMC for approximately USD 1.1bn, including the assumption of Carmike indebtedness. This deal with Beekman fulfills terms that AMC and Carmike agreed the US Justice Dept in order to obtain clearance for the merger. Beekman Investment's newly-acquired circuit has 184 screens and more than 500 employees.
Status: Closed

-USD 1.6BN IXIA, KEYSIGHT TECHNOLOGIES TIE-UP TO CLOSE ON 18 APRIL
California, US-based software and equipment provider to the electronics industry Keysight Technologies, Inc. (NYSE: KEYS) has received clearance under the antitrust laws of Russia for the acquisition of California, US-based data technology company Ixia (NASDAQ: XXIA) in a USD 1.6bn all-cash transaction, the company said.
This follows the early termination of the waiting period under the US Hart-Scott-Rodino Antitrust Improvements Act of 1976, clearance under the antitrust laws of Germany and Israel and approval of the acquisition by Ixia's shareholders.
Status: Agreed

-WARREN EQUITY PARTNERS ACQUIRES GEOGRAPHIC INFORMATION SYSTEMS INTEGRATOR SSP INNOVATIONS
US-based middle market private equity firm Warren Equity Partners has acquired a majority stake in US-based geographic information systems integrator SSP Innovations, LLC, the company said.
SSP provides geographic information systems implementation, customisation and integration services, as well as proprietary software supporting customers' GIS and workforce management systems. Warren Equity said that SSP will serve as a platform investment in the firm's strategy to build an industry leading GIS integration company.
Status: Closed

-TSG CONSUMER PARTNERS BUYS MINORITY STAKE IN SCOTTISH CRAFT BREWER BREWDOG
US-based private equity firm TSG Consumer Partners LLC has acquired a minority stake in Scottish craft brewer BrewDog plc, the firm said. Headquartered in Ellon, Scotland, and in business for around ten years, BrewDog has built a portfolio of craft brews, including flagship beer Punk IPA, alongside Dead Pony Club, Elvis Juice, 5AM Saint, Nanny State, and many more.
A significant portion of TSG's investment will be used to fund BrewDog's continued global expansion. The balance of the TSG investment will provide liquidity for early BrewDog shareholders, including its 'Equity for Punks' crowdfunding investors. Founders James Watt and Martin Dickie will continue to own a controlling stake in the company following the transaction.
Status: Closed

-SOUTHEAST INVESTMENT FIRM BIP CAPITAL MERGES WITH ACCELERANT VENTURE CAPITAL
Atlanta, US-based investment firm BIP Capital has merged with US-based Accelerant Venture Capital, the firm said. Paul Iaffaldano, founder and managing partner of Accelerant, will join BIP Capital as managing director and will help lead the growth of the firm's venture technology companies. 
Mark Buffington, who previously held the managing director title, has been promoted to CEO. BIP Capital has raised four funds and invested nearly USD 200m since its founding a decade ago, with almost 80% of its current investments based in Georgia and the metro Atlanta area.
Status: Closed

-PRIVATE EQUITY FUND SICAV ACQUIRES BLOCKCHAIN DEVELOPER NCHAIN
UK-based blockchain technologies developer nChain and a group of affiliated companies have been acquired by UK-based private equity fund SICAV plc, an EU regulated investment fund managed by Accuro Fund Solutions, the company said.
A blockchain is a distributed database that maintains a continuously growing list of ordered  records called blocks. Each block contains a timestamp and a link to a previous block. By design, blockchains are inherently resistant to modification of the data -- once recorded, the data in a block cannot be altered retroactively. Blockchains are secure by design and are a core component of the digital currency bitcoin. where it serves as the public  ledger for all transactions.
Status: Closed

-ACESSA HEALTH TO ACQUIRE BANKRUPT DEVICE MAKER HALT MEDICAL
US-based medical device company Halt Medical, Inc has filed for voluntary Chapter 11 bankruptcy protection and entered into an asset purchase agreement with an affiliate of US-based fibroid-treatments provider Acessa Health, Inc., the company said. Privately-held Halt Medical develops minimally invasive, uterine-sparing solutions for women who suffer from symptomatic fibroids.
Halt said it has secured a new, USD 4m debtor-in-possession credit facility from an affiliate of Acessa Health that will allow the company to continue operating as normal during the sale process, without interruption to its day-to-day operations.
Status: Agreed

-HULL STREET ENERGY CLOSES ACQUISITION OF MAXIM POWER ELECTRIC GENERATION
US-based private equity firm Hull Street Energy, LLC  has completed the acquisition of 100% of the ownership interest in Maxim Power Inc. from Canadian electric generating facilities operator Maxim Power Corp. (TSX: MXG), the company said.
The acquisition was made by a recently-formed Hull Street Energy affiliate, Milepost Power Holdings at a purchase price of approximately USD 106m. These assets acquired by Milepost consist of Maxim Power's five natural gas-fired electric generation facilities in the United States.
Status: Closed

-RECORDATI RARE DISEASE BUYS NORTH AMERICAN MARKETING RIGHTS TO GENETIC DISORDER TREATMENT
US-based drugmaker Recordati Rare Diseases Inc has acquired North American marketing rights to Cystadane (betaine anhydrous for oral solution), the company said.
Cystadane, the only betaine anhydrous prescription medication approved by the US Food and Drug Administration, is indicated for the treatment of homocystinuria to decrease elevated homocysteine blood levels. Homocystinuria is the term used for several rare genetic disorders (diseases passed down through families) that cause levels of homocysteine to build up in blood and urine.
Status: Closed

-DIGI-KEY INTEGRATES AFTER ANALOG DEVICES AND LINEAR TECHNOLOGY ACQUISITION
US-based drugmaker Recordati Rare Diseases Inc has acquired North American marketing rights to Cystadane (betaine anhydrous for oral solution), the company said.

Cystadane, the only betaine anhydrous prescription medication approved by the US Food and Drug Administration, is indicated for the treatment of homocystinuria to decrease elevated homocysteine blood levels.
Homocystinuria is the term used for several rare genetic disorders (diseases passed down through families) that cause levels of homocysteine to build up in blood and urine.
Status: Closed

-KLR ENERGY ACQUISITION SETS SPECIAL MEETING DATE FOR SHAREHOLDER VOTE ON TEMA OIL AND GAS MERGER
US-based purpose acquisition company KLR Energy Acquisition Corp. (NASDAQ: KLRE) has scheduled a special meeting of stockholders to approve its pending combination with US-based exploration and production company Tema Oil and Gas Co for 26 April 2017, the company said.
Last December, KLR Energy Acquisition and Tema Oil and Gas agreed to combine to form Rosehill Resources, a pure-play Delaware Basin company. The anticipated pro forma enterprise value of the combined company is approximately USD 445m, implying a projected adjusted EBITDA multiple of 9.8x and 5.8x for calendar 2017 and 2018, respectively, and post-closing equity and preferred capitalisation of USD 507m at $10.40 per share (the foregoing assuming no stockholder redemptions).
Status: Agreed

-MARKETING AUTOMATION WEBSITE FUNNEL ENGINE ACQUIRED BY BLACKSTONE VALLEY GROUP
US-based technology investor Blackstone Valley Group has acquired US-based marketing automation Funnel Engine from web properties developer Profit Is Good Ltd, M/A advisor FE International said.
Profit Is Good builds and sells web properties and Blackstone Valley Group is an angel investment firm which invests with early stage entrepreneurs along with its consulting arm, Callidus Ventures. Richard Patey, the owner of Profit Is Good, built Funnel Engine into an authority website on marketing automation and scaled it to achieve fast user growth and increasing monthly recurring revenue, making it an attractive acquisition target.
Status: Closed

-KARMA AUTOMATION ACQUIRES NEW GLOBAL HEADQUARTERS IN CALIFORNIA FOR USD 56.25M
US-based luxury plug-in hybrid vehicle manufacturer Karma Automotive has acquired a new global headquarters in Irvine, California, the company said.
The 260,000-square-foot building will initially house 600 employees. Karma Automotive purchased the 17.5 acre property for USD 56.25m from Bixby Land Co with a planned initial occupancy of 1 July 2017. The facility will house the company's executive offices, design center, engineering team, research and development, test laboratories, operations and administrative staff.
Status: Closed

-CONSUMER WARRANTY SPECIALIST MCCUSKER COMPLETES REVERSE MERGER WITH OCEANIC RESEARCH AND RECOVERY
US-based warranty and help desk administration company McCusker Holding Corp (OTC: ORRV) has closed a reverse merger with publicly-traded Oceanic Research and Recovery, Inc, the company said.
As previously reported, on 8 January 2017, McCusker Holding Corp and Oceanic Research entered a binding letter of intent, which called for Oceanic Research to acquire McCusker Holding Corp in a statutory merger with McCusker becoming a wholly owned subsidiary of Oceanic Research.
Status: Closed

-CLAYTON, DUBILLIER AND RICE AND HILLHOUSE/CARECAPITAL PARTNER TO ACQUIRE CARESTREAM DENTAL DIGITAL BUSINESS
US-based private investment firm Clayton, Dubilier and Rice and US-based investment manager Hillhouse Capital Management's CareCapital Advisors Ltd. specialist investment platform have agreed to acquire US-based medical and dental imaging company Carestream's dental digital business, the firms said.
Carestream Dental is a leading developer, manufacturer and marketer of imaging systems and practice management software for general and specialist dental offices globally. CD/R-managed funds will invest 75% of the equity in the transaction, while Hillhouse/CareCapital affiliates will provide 25%.
Status: Agreed

-NANTOMICS ACQUIRES PERSONAL GENETIC DISCOVERY SPECIALIST GENOS
US-based molecular diagnostics company NantOmics has acquired US-based sequencing, personal genetic discovery and research community Genos, the company said.
Genos was spun out of Complete Genomics in 2016 and has become a specialist in making next-generation sequencing more accessible and giving individuals access to 50 times more data than current popular sequencing options as well as opportunities to participate in research projects.
Status: Closed

-BROADVOICE ACQUIRES COMMUNICATIONS SOFTWARE FIRM XBP
US-based hosted voice, unified communications and SIP trunking services provider Broadvoice has acquired California, US-based telephony and contact centre software firm XBP Inc., the company said.
Broadvoice said the move that will enhance the its portfolio of technology and complement its commitment to providing an amazing customer experience. XBP is a focused, development-oriented company with unique telephony and contact center offerings, offering proprietary communications software.
Status: Closed

-ASHFORD BUYS CONTROLLING STAKE IN US PROVIDER OF HYPO-ALLERGENIC HOTEL ROOMS
US-based real estate and hospitality sector asset manager Ashford Inc. (NYSE MKT: AINC) has acquired a controlling interest in a privately held company that conducts the business of Pure Rooms for approximately USD 97,000 in cash, the firm said.
Pure Rooms utilises purification technology to create allergy-friendly guestrooms. Pure Rooms currently has contracts in place with approximately 160 hotels (approximately 2,400 rooms) throughout the United States. The company's hypo-allergenic rooms are designed to provide a better night's sleep for all guests, especially allergy sufferers.
Status: Closed

-7DIGITAL GROUP ACQUIRES INTERNET RADIO AGGREGATION SERVICE FLOWRADIO
UK-based digital music solutions company 7digital (AIM: 7DIG) has agreed to acquire the FlowRadio technology, platform and customers from UK-based technology research and development firm Imagination Technologies Group plc (LSE: IMG), the company said.
FlowRadio is an internet radio aggregation service which offers instant access to over 25,000 stations worldwide. 7digital signed an agreement in 2015 to license the FlowRadio technology and platform internationally on behalf of Imagination.
Status: Closed

-TARGET HEALTHCARE ACQUIRES THREE NEW UK CARE HOMES FOR GBP 20.9M
UK-based specialist care homes investor Target Healthcare REIT Ltd. (LSE: THRL) has acquisition of three new care homes in Kent, Essex and Nottinghamshire for a price of GBP 20.9m (USD 26.17m), the company said.
Under the deal, the company acquired Willow Park Lodge, which is situated next to the main hospital in Dover, Kent. It was acquired for a total consideration of GBP 6.1m including costs. Upon acquisition, the home was leased back to Athena Healthcare who developed the property, and is subject to a 35-year lease with RPI-linked uplifts with a cap and collar.
Status: Closed

-ONZIMA VENTURES TO ACQUIRE REMAINING 51% OF N4 PHARMA
UK-based investment holding company Onzima Ventures Plc (LSE: ONZ) has agreed in principle to acquire the remaining 51% of the issued shares of UK-based specialist pharmaceutical company N4 Pharma Ltd. which it does not already own, the company said.
Consideration for the acquisition will be satisfied by the issue of 4,510,800 new ordinary shares and 4,591,400 deferred consideration shares (post-share re-organisation). N4 Pharma, founded in 2014, is a specialist pharmaceutical company which reformulates existing drugs and vaccines to improve their performance.
Status: Agreed

-DORCASTER TO ACQUIRE ESCAPE HUNT GROUP FOR GBP 12M
UK-based investment company Dorcaster plc (LSE: DAR) has conditionally agreed to purchase the entire issued share capital of Experiential Ventures Ltd for a consideration of GBP 12m (USD 15.03m) on a cash free and debt free basis, with a normalised level of working capital, the company said.
Experiential Ventures Ltd is the holding company of the Escape Hunt Group, which offers live escape games for public and corporate clients from branches around the world. The company offers a mini theme park, role playing indoor entertainment experience based on classic "escape the room" games.
Status: Agreed

-AEW UK REIT ACQUIRES INDUSTRIAL PROPERTY IN BASILDON, UK
UK-based property investor AEW UK REIT plc (LSE: AEWU) has acquired a c. 69,000 sq ft multi-let industrial building in Basildon, Essex, for GBP 4.55m (USD 5.73m), the company said. This reflects a high net initial yield of 7.8% and a capital value of GBP 66 per sq ft.
The warehouse, which is located within the established Cranes Farm Industrial area, is fully let to four tenants', providing a WAULT of just under 4 years to lease breaks and 6 years to expiry. AEW UK REIT said the current lettings show an average passing rent of GBP 5.50 per sq ft which is significantly below the local market average and as such, the building presents an opportunity for near-term rental income uplift through asset management.
Status: Closed

-KELLER GROUP ACQUIRES NORTH AMERICAN INSTRUMENTATION, MONITORING FIRM
UK-based ground engineering specialist Keller Group plc (LON: KLR) has acquired US-based instrumentation and monitoring firm GEO-Instruments, the company said.
Instrumentation and monitoring is increasingly sought by clients to control construction quality or monitor structural, ground or environmental properties such as vibration or noise during project execution. GEO-Instruments supply, manufacture, install, and integrate monitoring systems for buildings, excavations, bridges, railways, roads, tunnels, dams, embankments, and slopes.
Status: Closed

-ARTILLIUM ACQUIRES BELGIAN WEB DEVELOPMENT AGENCY WBASE
UK-based telecommunication software and solutions provider Artilium plc (LSE: ARTA) has acquired the entire issued share capital of Belgian web development agency Wbase CV for a maximum consideration of EUR 410,000 (USD 435,150), the company said.
Wbase specialises in the development of Drupal websites, digital communication and e-commerce platforms. According to Artilium, the company has built a strong position in the Belgian market with an extensive client list including Green IT Globe, a growing strategic partner of Artilium.
Status: Closed

-TURBO GLOBAL PARTNERS TO ACQUIRE MEDICAL MARIJUANA, HEMP-INFUSED VODKA PRODUCER
US-based investment management company Turbo Global Partners, trading as DIBZ International, Inc. (OTC: DIBZ) has signed a letter of intent to acquire 100% of US-based medical marijuana, cannabinoid products and hemp-infused vodka producer Indica Islands Co, the company said.
Indica Islands are growers-producers and processors of medical marijuana "MMJ," cannabinoid products "CBD," and hemp-infused vodka. Indica is an operating division of Island Capital, Inc.
Status: Agreed

-FORTEM RESOURCES ACQUIRES 20 SECTIONS OF OIL AND GAS LEASES IN NORTHERN ALBERTA, CANADA
US-based oil and gas production, development and exploration company Fortem Resources Inc. (OTCQB: FTMR) has entered into and closed two membership interest purchase agreements with three arm's length vendors to acquire all the membership interests of Canadian oil and gas rights owner Colony Energy, LLC, a Nevada LLC, the company said.
Colony Energy holds a 100% interest in and to certain petroleum, natural gas and general rights, including Alberta Crown Petroleum and Oil Leases, in 20 contiguous sections totalling 12,960 acres located in the Godin area of Northern Alberta.
Status: Closed

-GREY CLOAK TECH CLOSES ACQUISITION OF 020 E-COMMERCE SERVICES PLATFORM SHARERAILS
US-based Grey Cloak Tech, Inc. (OTC: GRCK) has completed its acquisition of US-based online-to-offline e-commerce services firm ShareRails, the company said.
Grey Cloak Tech said that ShareRails is valued at more than USD 6.4m by Excel Management Systems. ShareRails provides an interactive mobile platform that connects shoppers and retailers by transforming local retailers' inventory data into rich digital content indexed by Google and other search engines.
Status: Closed

-CHINESE SEARCH FIRM BAIDU ACQUIRES US VISUAL PERCEPTION TECHNOLOGY SPECIALIST XPERCEPTION
Chinese language Internet search provider Baidu, Inc. (NASDAQ: BIDU) has acquired US technology startup xPerception, Baidu said.
xPerception provides visual perception software and hardware solutions for a range of applications, including robotics, virtual reality, and devices for people who are visually impaired. Baidu said the acquisition further strengthens the use of its visual perception technology in key projects like augmented reality and autonomous driving, accelerating the development of artificial intelligence-based products.
Status: Closed

-AMOBEE CLOSES USD 310M ACQUISITION OF US MARKETING TECHNOLOGY PLATFORM TURN
Singapore-based telecommunications company Singtel Telecommunications ltd's Amobee digital marketing technology subsidiary has closed the acquisition of US-based marketing technology platform provider Turn at an enterprise value of USD 310m, the company said.
Turn offers data and analytics solutions through a data management platform, allowing marketers to better understand customer interactions across ad formats and devices. The platform further operates a demand-side platform which provides programmatic buying capabilities that automate the process of buying digital ads in real time across video, mobile and display for major brands including KraftHeinz, Toyota and L'Oréal USA.
Status: Closed

-WOODCRAFT SUPPLY ACQUIRES NEBRASKA, US WOODWORKING EQUIPMEN, SUPPLIES RETAIL STORE
US-based woodworking supplies retail chain Woodcraft Supply, LLC, has purchased Nebraska, US-based woodworking equipment and supplies seller Midwest Woodworkers, the company said.
The 38-year-old Omaha store will transition into a Woodcraft retail store, the first one in the state of Nebraska. Owner Gerry Phelan will remain as general manager, along with the current staff. Once the transition to a Woodcraft store is complete, customers will be able to purchase an expanded assortment of products and have access to the Woodcraft Customer Service and Technical Departments for assistance.
Status: Closed

-BEECH TREE PRIVATE EQUITY INVESTS IN UK LANGUAGE AND SKILLS TRAINING FIRM LEARNLIGHT
Spanish blended language and skills training provider Learnlight has been acquired by UK-based private equity fund Beech Tree Private Equity, the company said.
Beech Tree Private Equity has formed Learnlight Holdings Ltd to create a leading international virtual training business specialising in language and soft skills courses. The initial transactions include the acquisition of Learnlight Group SL, an international virtual training business specialising in languages and skills training for employees of large blue-chip multi-national companies.
Status: Closed

-ACCENTCARE ACQUIRES MISSISSIPPI, US PROVIDER STA-HOME HOME HEALTH AND HOSPICE PROVIDER
Sta-Home Home Health and Hospice, the largest home health provider in Mississippi, has been acquired by AccentCare, Inc., a Dallas-based, post-acute healthcare company.
This is the first time AccentCare has entered Mississippi. Founded in 1976, Sta-Home provides care to over 19,000 home health and hospice patients annually. Sta-Home's home health services include specialty programs such as certified diabetes educators, wound-certified nurses, foot care specialists, fall prevention and low vision rehabilitation.
Status: Closed

-ALPHA SOURCE ACQUIRES MEDICAL EQUIPMENT REPAIR SERVICE PROVIDER MEDICAL OPTICS
US-based medical equipment repair and restoration specialist Alpha Source has acquired US-based medical equipment repair service Medical Optics, the company said.
Medical Optics, a leader of endoscope and surgical instrument repair, will operate as a business unit of Alpha Source. Founded by Frank Malvasio in 1997, Medical Optics has grown into an international and ISO certified endoscope repair company.
Status: Closed

-SIMPLUS TO ACQUIRE SALESFORCE CONSULTING PARTNER EDL
US-based consultant and Salesforce Quote-to-Cash implementations specialist Simplus has signed a definitive agreement to acquire US-based Salesforce consulting partner EDL Consulting, the company said.
Headquartered in Chicago, Illinois, EDL Consulting was founded in 2001 and focuses on helping enterprise customers improve profitability by utilising cloud computing. EDL Consulting has gained recognition within the Salesforce ecosystem for its holistic approach to combining CRM, CPQ and e-commerce, Simplus said.
Status: Agreed

-EARTHBEND ACQUIRES VIDEO SURVEILLANCE SPECIALIST CLEAR2THERE
US-based business telecommunications and IT solutions distributor EarthBend has acquired US-based video surveillance, smart home/business/farm applications solutions provider Clear2there, the company said.
Clear2there serves broadband operators, regional telephone, data and mobile communications providers, cable operators and electric utilities. Clear2there's platform, which has been adopted by nearly 150 service providers in the US, enables the simple design and deployment of locally relevant smart-premises services and solutions.
Status: Closed

-GLOBAL M/A VOLUME AND VALUE DOWN IN 1Q17, ZEPHYR DATA SHOWS
Both the volume and value of global mergers and acquisitions declined in 1Q17, compared to both 4Q16 and 1Q16, according to information collected by the M/A database Zephyr from UK-based business publisher Bureau van Dijk.
In all there were 20,515 deals worth 993,398m announced during the quarter. This marks a 32% drop in both volume and value on the 25,100 deals worth 1,464,386 m announced in 4Q16.
Status: Closed

-LEGALPARTNERS ACQUIRES CHICAGO LEGAL STAFFING SERVICES FIRM PLANTE MORAN
US-based legal placement and staffing company LegalPartners, LLC has acquired Chicago, US-based legal staffing services firm Plante Moran Staffing, the company said.
PM's document review business and employees (including group head Jill Rorem) will join LegalPartners' Legalpeople operating unit. Its direct hire and substantive contract attorney business and employees will join The Partners Group headquartered in Atlanta, Georgia.
Status: Closed