Deal Pipeline
Tuesday 02 February 2016
The following is a list of deals covered in detail by M and A Navigator this week:

-READEN BUYS MAJORITY STAKE IN GERMAN RETAILER NECKERMAN.COM
US-based investment company Readen Holding Corp (OTC: RHCO) has closed the acquisition of German mail order company Neckermann.com and will open 13 stores in 2 countries, the company said.
Neckermann started in 1930 in Germany and grew to be one of the biggest mail order companies in Europe. In 2012 Neckermann needed to file for bankruptcy; the company was split and sold to multiple investors. Neckermann Benelux was bought by Axivate Capital Partners in 2013, and in 2015 Neckerman.com was able to obtain the approval of the AFM (Dutch Authorities financial markets) again, which gives Neckermann.com the opportunity to sell on consumer credit again.
Status: Closed

-RISING INDIA ACQUIRES US MOVIE PRODUCER SAINT JAMES FILMS
US-based hospitality and media investor Rising India, Inc. (OTC: RSII) has acquired US-based motion picture producer Saint James Films, LLC, the company said. Saint James Films, LLC and its library, licenses and receivables is being purchased by Rising India from Mike The Pike Productions, Inc. for 50m shares in restricted common stock (USD 50k). The library currently includes 'Lizzie Borden's Revenge', 'Jurassic Shark' and 'Captain Battle', among others.
Status: Closed

-TORONTO'S SCRIBBLELIVE ACQUIRES CONTENT PLATFORM VISUALLY
Canadian content marketing company ScribbleLive has acquired content creation platform Visually, the company said. According to ScribbleLive, integration of the two companies' platforms and solutions will create an all-in-one content marketing platform that marries data science with content creation. ScribbleLive's marketing solution combines data science with content planning, creation and distribution technologies to deliver optimised business results.
Status: Closed

-CHINESE AGRICULTURAL FIRM AGRIA RECEIVES BUYOUT PROPOSALE FROM CHAIRMAN-LED GROUP
Chinese agricultural company Agria Corp.'s (NYSE: GRO) board of directors has received a preliminary non-binding proposal letter from Guanglin Lai, executive chairman of the company, and Brothers Capital Ltd., a British Virgin Islands company wholly-owned by Lai, to acquire all of the outstanding ordinary shares of the company not owned by the buyer group, including ordinary shares represented by American depositary shares, for USD 0.60 in cash per ordinary share, or USD 1.20 in cash per ADS, the company said. Agria currently has a market cap of around USD 62.3m.
Status: Bidding

-ST. LOUIS-BASED REAL ESTATE FIRMS CORE PROPERTIES, J. RANKIN PROPERTIES CLOSE MERGER
St. Louis-based real estate investment company Core Properties has merged with J. Rankin Properties, a full-service real estate investment company founded in 2011 by Jonathan Rankin, the companies said.
Core founder Rob Heyder has assumed the role of president of marketing and acquisition. Jonathan Rankin, founder of J. Rankin Properties will serve as president of Construction and Property Management.
Status: Closed

-GERBER CHILDRENSWEAR ACQUIRES TRIBORO QUILT MANUFACTURING
US-based newborn, infant and children's apparel and related products company Gerber Childrenswear LLC has acquired Triboro Quilt Manufacturing Corp. a marketer of newborn and infant bedding, layette, bath and safe sleep products, the company said.
Gerber Childrenswear said the transaction positions it as a leading player in the bedding category, with opportunities to grow Triboro's existing business and also expand Gerber Childrenswear's bedding offering.
Status: Closed

-RENTPOST ACQUIRES PROPERTY MANAGEMENT SOFTWARE SPECIALIST IREALTYMANAGER
US-based online property management software company, RentPost has acquired US-based property manement solutions provider iRealtyManager, the company said. iRealtyManager serves property managers, owners, and tenants throughout the world with its property management platform.
RentPost is a software platform that allows small-to-medium sized property managers and landlords to connect with their tenants, vendors, and owners for everything from electronic tenant payments, and work orders to accounting and marketing.
Status: Closed

-PRO MACH ACQUIRES LABELING PRODUCT MAKER
US-based packaging solutions company Pro Mach, Inc. has acquired US-based labeling products manufacturer EPI Labelers, the company said. The addition of EPI Labelers expands Pro Mach's extensive labeling and coding product offering and complements existing capabilities in vertical form, fill, seal packaging equipment.
Pro Mach will continue to leverage the EPI brand and their current facility in New Freedom, Pennsylvania.
Status: Closed

-NATIONAL GENERAL HOLDINGS TO ACQUIRE CENTURY-NATIONAL INSURANCE IN USD 315M DEAL
US-based insurer National General Holdings Corp. (NASDAQ: NGHC) has entered into an agreement to acquire California based property and casualty underwriter Century-National Insurance Co, the company said.
The purchase price for the transaction is currently expected to be approximately USD 315m, based on September 30, 2015 results, with the actual purchase price calculated based upon financial position at closing.
Status: Agreed

-PHILBRO ANIMAL HEALTH CLOSES MVP LABORATORIES ACQUISITION
US-based animal health and mineral nutrition products producer Phibro Animal Health Corp. (NASDAQ: PAHC) has completed its purchase of the assets of MVP Laboratories, Inc. a developer, manufacturer and marketer of livestock vaccines, vaccine adjuvants and other products based in Omaha, Nebraska, the company said.
Phibro announced an agreement to purchase the assets of MVP Laboratories, Inc. on 12 January 2016.
Status: Closed

-GRIFFIN CAPITAL POSTS USD 1.7BN OF 2015 SINGLE-TENANT ASSET ACQUISITIONS
US-based REIT platform sponsor Griffin Capital Corp. acquired 37 properties totaling nearly USD 1.7bn in purchase price for 2015, including 27 office assets, nine industrial assets and one data centre property, the company said.
Diversified across 17 states with a weighted average remaining lease duration of 9.3 years, the acquisitions were consistent with the REIT's business plans of acquiring long-term leased, business essential facilities critical to the underlying tenants' business operations.
Status: Closed

-CALIFORNIA'S PBB BANCORP CLOSES USD 13.4M ACQUISITION OF FIRST MOUNTAIN BANK
US-based bank holding company PBB Bancorp (OTCQX: PBCA) has closed its acquisition of First Mountain Bank (OTCQX: FMBP), the company said.
In the merger each share of First Mountain Bank common stock was exchanged for a combination of USD 1.05 in cash, subject to reduction should the book value per share as calculated under the merger agreement fall below USD 8.15, and one share of PBB Bancorp common stock. The total value of the merger consideration is approximately USD 13.4m.
Status: Closed

-BERKSHIRE HATHAWAY CLOSES USD 32BN ACQUISITION OF PRECISION CASTPARTS
US-based conglomerate Berkshire Hathaway Inc. (NYSE: BRK.B) has closed its acquisition of US-based metal components and products manufacturer Precision Castparts Corp. (NYSE: PCP), the company said.
In August 2015, Berkshire Hathaway announced its agreed deal to buy Precision Castparts for USD 32bn in cash. Berkshire Hathaway and its subsidiaries engage in various business activities including insurance and reinsurance, utilities and energy, freight rail transportation, finance, manufacturing, retailing and services.
Status: Closed

-INTRAWEST CLOSES USD 85M SALE OF VACATION CLUB BUSINESS TO DIAMOND RESORTS
US-based mountain resort and adventure company Intrawest Resorts Holdings, Inc. (NYSE: SNOW) has closed the sale of its Intrawest Resort Club Group vacation club business to Diamond Resorts International, Inc. (NYSE: DRII) for USD 85m, the company said.
IRCG develops, sells interests in, and manages a points-based timeshare vacation club called Club Intrawest. The transaction includes the management contracts with Club Intrawest, the current balance of notes receivable, approximately four acres of undeveloped land, and the current balance of points available for sale.
Status: Closed

-GUARDIAN LIFE INSURANCE CLOSES ACQUISITION OF GOVERNMENT BENEFIT PROVIDER AVESIS
US-based dental insurer and employee benefits specialist The Guardian Life Insurance Co. of America has completed its acquisition of US-based government contract vision, dental and hearing provider Avēsis Inc. (OTC: AVSS), the company said.
Under the deal, Avēsis stockholders areentitled to an initial cash payment of USD 16.45 per share. Approximately USD 0.80 per share (an aggregate of approximately USD 9.2m) initially will be deposited into escrow accounts to be available to indemnify the buyer.
Status: Closed

-COMTECH TELECOMMUNICATIONS UPDATES INVESTORS ON TELECOMMUNICATION SYSTEMS ACQUISITION
US-based telecommunications provider Comtech Telecommunications Corp. (NASDAQ: CMTL) has posted an updated investor presentation related to its pending acquisition of TeleCommunication Systems, Inc. (NASDAQ: TSYS), the company said.
In November of last year, Comtech agreed to buy TeleCommunication Systems in a cash transaction for USD 5.00 per TCS share, or approximately a USD 430.8m enterprise value.
Status: Closed

-THE COCA-COLA CO TO BUY MINORITY STAKE IN NIGERIAN DAIRY AND JUICE COMPAN CHI LTD.
US-based soft drink maker The Coca-Cola Co (NYSE: KO) and Tropical General Investments Group (TGI Group) the holding company of Nigerian dairy and juice company Chi Ltd, have inked a binding agreement for Coca-Cola to acquire an initial minority equity shareholding in Chi Ltd., the companies said.
Under the deal, Coke will pay USD 240m for a 40% stake in Chi.
Status: Agreed

-KIDD AND CO RECAPITALISES COLERAIN RV ACQUIRES KENTUCKY RV DEALERSHIP
US-based investment firm Kidd and Co, LLC has recapitalised recreational vehicles retailer Colerain RV and has acquired Northside RVs, the largest RV dealership in Kentucky, Kidd said. Colerain RV is a specialty retailer of recreational vehicles with four dealership and service locations in Ohio and Indiana. The company owners retained a significant equity position and will continue to manage the company.
Status: Closed

-WESTLAKE CHEMICAL MAKES USD 1.4BN BID FOR AXIALL, GETS REBUFFED
US-based petrochemicals and building products maker Westlake Chemical Corp. (NYSE: WLK) last month submitted a proposal to acquire all of the outstanding shares of US-based chemical and building products maker Axiall Corp. (NYSE: AXLL) for USD 20.00 per share (comprised of USD 11.00 in cash and 0.1967 of a Westlake share, the company has disclosed.
This offer represented a value of USD 9.00 based on Westlake's closing price on 22 January 2016, the last trading day before Westlake made its proposal). Westlake said that the proposal, which has been summarily rejected by the Axiall Board, represented a premium of 108% to Axiall's closing price of USD 9.60 on 22 January 2016.
Status: Bidding

-FEDERAL SIGNAL CLOSES USD 88M SALE OF FIRE RESCUE EQUIPMENT MAKER BRONTO SKYLIFT
US-based safety equipment maker Federal Signal Corp. (NYSE: FSS) has closed the sale of its Bronto Skylift business to Morita Holdings Corp. (TYO: 6455) for USD 88m in cash, the company said.
Bronto is currently the only remaining operation in Federal Signal's Fire Rescue Group. Upon completion of the transaction, Federal Signal will no longer operate the Fire Rescue Group. The company is a manufacturer and supplier of vehicle-mounted, aerial platforms for fire fighting, rescue and industrial applications.
Status: Closed

-2015 M/A DOLLAR VALUE SETS RECORD, ACCORDING TO THE DEAL
Last year set records in terms of dollar value, at USD 1.9tn, in announced mergers and acquisitions deals, with the majority of transactions coming from pharmaceutical and semiconductor sectors, according to a new report from financial news and services company TheStreet, Inc.'s (NASDAQ: TST)
The Deal unit.
The company has ranked the top firms involved in mergers and acquisitions for the full year 2015 for deal assignments of USD 100m or more that involved a US company.
Status: Closed

-HAWAII BUSINESS ROUNDTABLE BACKS NEXTERA ENERGY, HAWAIIAN ELECTRIC TIE-UP
The Hawaii Business Roundtable, a statewide public policy organization made up of CEOs and senior executives of companies headquartered or maintaining significant operations in Hawaii, has expressed its support for the merger between US-based utility operators NextEra Energy, Inc. (NYSE: NEE) and Hawaiian Electric Industries, Inc. (NYSE: HE), the companies said.
In December 2014, NextEra Energy and the companies have agreed to combine. The transaction, which is valued at approximately 4.3bn, includes the assumption of 1.7bn in HEI debt and excludes HEI's banking subsidiary.
Status: Agreed

-IBM CLOSES ACQUISITION OF THE WEATHER CO'S MOBILE, CLOUD PROPERTIES
US-based IT company IBM (NYSE: IBM) has closed its deal to acquire The Weather Co's B2B, mobile and cloud-based web properties, including WSI, weather.com, Weather Underground and The Weather Company brand, the company said. The Wall Street Journal reported that the deal would be valued at more than USD 2bn.
The TV segment The Weather Channel will not be acquired by IBM, but will license weather forecast data and analytics from IBM under a long-term contract.
Status: Closed

-US-BASED SOUTHERN BANK, HERITAGE BANK CLOSE MERGER
US-based financial services firms Southern BancShares, Inc. and Heritage Bankshares, Inc. (OTCQX: HBKS) have closed a deal under which Heritage and its bank subsidiary, Heritage Bank, merged into Southern and its bank subsidiary, Southern Bank and Trust Co., the firms said. Under the terms of the agreement, Southern paid USD 21.05 in cash for each of the outstanding shares of Heritage's common stock.
Heritage Bankshares is the holding company for Heritage Bank, which was founded in 1977 and operates five banking offices in the Hampton Roads region. Headquartered in Norfolk, Virginia, Heritage Bank has approximately USD 340m in total assets.
Status: Closed

-MATTEL ADDS TO DIGITAL, SMART TECHNOLOGY CAPABILITIES WITH ACQUISITIONS OF FUHU, SPROUTING
US-based toymaker Mattel, Inc. (NYSE: MAT) has acquired substantially all the assets of Fuhu, Inc., a developer of technology products for children and families, the company said. In addition, the company has completed the acquisition of Sproutling, Inc., a maker of smart technology products for parents and families.
Status: Closed

-UK MINING FIRM RED ROCK RESOURCES SELLS REMAINING INVESTMENT IN AUSTRALIA'S STAR STRIKER
UK-based mining and exploration company Red Rock Resources plc (LSE: RRR) has disposed of its remaining investment in Australian exploration company Star Striker Ltd. (ASX: SRT), the company said. A total of 13,035,134 shares in SRT have been sold for net proceeds of AUD 286,027, at an average price per share of c. AUD 2.194 cents.
In addition 500,000 SRT options exercisable up to 31st March 2016 at a price of AUD 0.004 per SRT share were sold for a consideration of AUD 9,405. The total consideration for the sales is AUD 295,432 (USD 207,724).
Status: Closed

-AVINGTRANS TO BUY PIPE MANUFACTURING BUSINESS FROM ROLLS-ROYCE
UK-based engineered components, modules and services producer Avingtrans plc's (AIM: AVG) Sigma Components aerospace division has agreed to acquire Rolls-Royce's internal pipe manufacturing businesses in Nuneaton, UK and Xi'an, China for GBP 3.5m, the company said.
The price is being funded by the company's existing debt facilities. Avingtrans designs, manufactures and supplies critical components, modules and associated services to the aerospace, energy and medical sectors.
Status: Agreed

-MD MEDICAL CLOSES ACQUISITION OF RUSSIAN REPRODUCTIVE SERVICES GROUP ARTMEDGROUP
Russian private healthcare service provider MD Medical Group Investments Plc (LSE: MDMG) has closed its acquisition of 100% of the shares of the ARTMedGroup chain of reproductive technology centres, the company said.
The AMG chain comprises five centres in Siberia's largest cities, including Krasnoyarsk (two clinics), Omsk, Novosibirsk and Barnaul. AMG's primary areas of focus - IVF, as well as women's and children's healthcare services - are fully complementary to MDMG's core specialisms. The value of the transaction was RUB 485m (USD 6.40m).
Status: Closed

-BT CLOSES ACQUISITION OF EE MOBILE JV
UK-based telecommunications company BT has closed its acquisition of mobile JV EE, the company said. EE is a mobile joint venture between Germany-based Deutsche Telekom and France-based Orange S.A.. The purchase price is GBP 12.5bn (USD 17.74bn).
BT entered exclusive negotiations with the two companies in December of 2014. The UK CMA had conditionally approved the deal in October 2015, and definitively cleared it last month.
Status: Closed

-UK CONSTRUCTION FIRM ISG MULLS REVISED CATHEXIS BUYOUT OFFER
The board of UK-based construction services group ISG is considering a revised unsolicited offer from investment firm Cathexis UK Holdings Ltd. to buy the company 171p per share, ISG said. This offer follows an earlier very low level of shareholder acceptance (1.70%) of Cathexis' unsolicited offer of 143p per share, valuing the company at GBP 70.8m). Cathexis' revised offer values the company at GBP 84.6m (USD 120.50m).
Status: Bidding

-COHORT "ON TRACK" TO CLOSE ACQUISITION OF PORTUGUESE DEFENCE CONTRACTOR BY END OF FEBRUARY
UK-based technology group Cohort plc announces that the acquisition of Portuguese defence contractor Empresa de Investigação e Desenvolvimento de Electrónica, S.A.remains on course and, following notification from the Portuguese competition authority that they are reviewing the transaction, the company said.
Cohort said it expects to receive competition approval and complete the acquisition of 57% of EID by the end of February 2016. Last August, Cohort agreed to buy the company.Under the deal, Cohort will pay a cash consideration of EUR 19m (USD 20.62m).
Status: Agreed

-ESSENTRA CLOSES ACQUISITION OF KAMSRI PRINTING AND PACKAGING'S PHARMACEUTICAL ASSET
UK-based components and solutions provider Essentra plc has closed its acquisition of the pharmaceutical packaging assets of Indian packaging firm Kamsri Printing and Packaging Pvt. Ltd., the company said.
The acquisition was funded from the company's existing facilities. Based in Bangalore, Kamsri is a manufacturer of premium packaging solutions for the pharmaceutical and healthcare end-markets in India.
Status: Closed

-RSA INSURANCE CLOSES GBP 5M SALE OF RUSSIA OPERATION
UK-based insurer RSA Insurance Group plc has closed the sale of its entire shareholding (c.75%) of Russian Joint Stock company "Intouch Insurance" (RSA Russia) to Blagosostoyanie, the group said. The group announced the deal on 9 December 2015. The sale price was GBP 5m (USD 7.12m), payable in cash.
RSA Russia accounted for net written premiums of £27m and an underwriting loss of GBP 5m within RSA's 2014 group results (before deduction of non-controlling interest). With a 300 year heritage, RSA is a multinational quoted insurance group. RSA has core operations in the UK and Ireland, Scandinavia, and Canada, and has the capability to write business in around 140 countries.
Status: Closed

-SEGRO CLOSES USD 479M SALE OF SLOUGH PORTFOLIO
UK-based REIT Segro plc closed the sale of its portfolio of offices on the Bath Road in Slough for USD 479m (GBP 325m) to clients of AEW Europe, the company said. The sale price represents a net initial yield of 5.6%, a topped-up net initial yield of 6.3 percent and a small premium to book value at 30 June 2015.
Segro sadi that the portfolio, which fronts the Slough Trading Estate, contains 972,300 sq ft of office properties leased to companies spanning blue-chip, national and international businesses, and one office building currently being developed on a speculative basis.
Status: Closed

-FRUTAROM CLOSES EUR 119M ACQUISITION OF SAVOURY FLAVOUR PRODUCER WIBERG
Israeli flavours and fragrances company Frutarom Industries Ltd. has completed the purchase of 100% of the shares of worldwide Wiberg GmbH (formerly known as Sagema GmbH) of Austria and Wiberg GmbH of Germany (including Wiberg's 50% ownership share in a Canadian subsidiary and 51% ownership share in a Turkish company) for approx. USD 130.4m, the company said.
As reported, Wiberg sales for 20151 are expected to stand at approx. USD 172m (EUR 155m), achieving impressive rates of growth beyond the growth rates of markets in which it operates, with adjusted EBITDA1 of approx. USD 19m.
Status: Closed