Deal Pipeline
Monday 22 August 2016
The following is a list of deals covered in detail by M and A Navigator this week:

-AFFILITATES OF APOLLO GLOBAL MANAGEMENT, NIKE FORGE AMERICAS APPAREL MANUFACTURING PACT
Funds affiliated with US-based alternative investment manager Apollo Global Management, LLC (NYSE: APO) and US-based shoe and apparel company Nike, Inc. (NYSE: NKE) have entered into a strategic partnership regarding the apparel supply chain in the Americas, the companies said.
This strategic partnership aims to increase regional manufacturing capabilities, enable quicker delivery of more customized product to consumers, and drive investment in sustainability. To establish the strategic partnership, a new apparel supply chain company has acquired existing apparel suppliers in North and Central America and plans to invest in advancing their manufacturing operations and expertise to produce innovative, technical and customized apparel.
Status: Agreed

-ELEKTA, ALGERIAN PARTNER FORM NORTH AFRICA JV
Swedish radiation therapy and radiosurgery company Elekta (STO: EKTAB) has agreed to open a new facility in Algiers to serve as a training site for local engineers from public hospitals, as well as service centre for Elekta's installed base in Algeria, the company said.
This Elekta office will be established through a recently signed joint venture in Algeria with its commercial partner, General Medical Provider. In 2013, Algeria's Ministry of Health, Population and Hospital Reform (MoHPHR) launched a five-year cancer plan, with the ambition of equipping or building 13 new cancer centers.
Status: Agreed

-YOUR COMMUNITY BANKSHARES WINS SHAREHOLDER NOD FOR USD 221M WESBANCO BUYOUT
Shareholders of US-based bank holding company Your Community Bankshares, Inc. (NASDAQ: YCB) have voted to approve the company's deal to be acquired by West Virginia, US-based bank holding company WesBanco, Inc. (NASDAQ: WSBC), the company said.
98.75% of votes cast at a special meeting of YCB shareholders voted in favour of the merger, representing 69.97% of all outstanding YCB shares as of the record date. Subject to satisfaction of all remaining closing conditions for the transaction, which is expected to be completed before the end of 3Q16, YCB will be merged with and into WesBanco, and Your Community Bank will be merged with and into WesBanco Bank.
Status: Agreed

-CANADA'S ESPIAL CLOSES ACQUISITION OF WHOLE HOME IP VIDEO SOLUTION FROM ARRIS
Canadian multiscreen and "smart TV' solutions company Espial has closed the acquisition of entertainment and communications technology firm Arris's Whole Home Solution platform, the company said.
The Whole Home Solution is an end-to-end, turn-key IP Video solution. WHS enables service providers to deliver feature-rich video and telephony services, multi-room advanced DVR services, Wi-Fi, DOCSIS, and other services. Subscribers can access an extended range of content and TV everywhere options, as well as rich personalised experience.
Status: Closed

-AMADEO AIR FOUR PLUS ACQUIRES 777-300ER
Guernsey-based aircraft leasing and sales company Amedeo Air Four Plus Ltd (LSE: AA4) has purchased directly from The Boeing Co one 777-300ER aircraft via Amedeo's AA4P Theta Ltd subsidiary, the company said.
This deal was anticipated in the company's prospectus 28 dated June 2016. Upon delivery of the Aircraft, AA4PT also entered into an aircraft operating lease arrangement with Emirates Airline pursuant to which the Aircraft has been leased to Emirates for a term of 12 years, with fixed lease rentals for the duration.
Status: Closed

-MIRLAND DEVELOPMENT GETS USD 1.17M IN FUNDING FOR CENTURY PROJECT STAKE
Cyprus-based real estate developer Mirland Development Corp. plc (LSE: MLD) has received funding commitments in connection with its agreement with TMJK Holdings Ltd. and Fadida Holdings Ltd. to acquire their minority interest in the Century Project, the company said.
This deal was announced on 22 June. In accordance with a bonds restructuring plan that was approved by the bondholders of the company on 10 August 2016 the company said last week that that Industrial Buildings Corp. Ltd, Jerusalem Economy Ltd. and Darban Investments Ltd. have transferred USD 1.17m to the company.
Status: Agreed

-EGDON RESOURCES UPS STAKE IN UK GAS PLAY
UK-based exploration and production company Egdon Resources plc (AIM: EDR) has reached agreement to acquire an additional 20% interest in Petroleum Exploration and Production Licence PEDL068 from DESS Energy Ltd. bringing the company's total interest to 68%, the company said on Monday.
Egdon is operator of PEDL068 which is located in the Cleveland Basin of North Yorkshire. This transaction follows DESS' acquisition of Sterling Resources Ltd.'s 47% interest in the licence.
Status: Agreed

-BAYER, CRISPOR THERAPEUTICS JV STARTS US OPERATIONS
Casebia Therapeutics, the joint venture founded by German healthcare company Bayer and Swiss gene editing company Crispr Therapeutics, has started operations in Cambridge, Massachusetts, the companies said on Monday.
In December, 2015 Bayer and Crispr Therapeutics agreed to create a joint venture to discover, develop and commercialise new breakthrough therapeutics to cure blood disorders, blindness, and congenital heart disease. The two parties formally closed the transaction in 1Q16. This JV has recently been incorporated as Casebia Therapeutics, a UK entity with its primary base of research operations in Cambridge, MA, US.
Status: Closed

-SINGAPOREAN AIRCRAFT LESSOR AVATION BUYS A321-200
Singapore-based commercial passenger aircraft leasing company Avation plc (LSE: AVAP) has purchased and completion of the delivery of the third factory new Airbus A321-200 aircraft to Vietnamese carrier Vietjet, the company said. This aircraft is an additional new aircraft delivery direct from the Airbus production facility in Hamburg, Germany.
The Airbus is equipped with CFM International CFM56-5B3/3 engines and seating for 230 passengers, the highest seat density of an Airbus A321-200.
Status: Closed

-UK EXAM ALLIANCEAQA EDUCATION GRABS 90.58% OF DRS DATA AND RESEARCH shares
UK-based educational awarding body AQA Education has accepted shares in UK-based automatic data capture technology and solutions firm DRS Data and Research Services plc representing approximately 90.58% of the issued share capital of DRS as of 19 August, the company said on Monday.
On 28 July 2016, the boards of AQA Education and DRS Data and Research Services plc announced that they had reached agreement on the terms of a recommended cash offer pursuant to which AQA would acquire the entire issued and to be issued share capital of DRS. The deal is worth GBP 6.5m (USD 8.50m).
Status: Agreed

-NEKTAN TO SELL THREE GAMING BRANDS FOR UP TO GBP 1.95M IN CASH
Gibraltar-based mobile gaming provider Nektan plc (AIM: NKTN) has entered into an asset transfer and simultaneous licensing agreement with Buckingham HMB Ltd for three of the company's wholly-owned gaming brands, the company said on Monday.
Buckingham will pay the company a cash consideration of GBP 1.75m (USD 2.29m), with a further GBP 200,000 expected to follow shortly, for the assets. The company has simultaneously entered in to a five-year licensing agreement with the group for the continuing operation of the brands under Nektan's white label Evolve platform for a monthly royalty on terms consistent with other white label agreements the company has entered into.
Status: Agreed

-ENDONOVO THERAPEUTICS WILL NOT PROCEED WITH ACQUISITION OF ELECTROCEUTICLS DEVELOPER RIO GRANDE NEUROSCIENCES
A binding letter agreement for US-based bioelectronic device and medicine developer Endonovo Therapeutics, Inc. (OTCQB: ENDV) to acquire Santa Fe, New Mexico-based electroceuticals developeRio Grande Neurosciences has been dissolved effective, the company said.
The company will not be proceeding with the acquisition. On 11 July, the company said it had executed a binding letter of intent to acquire r Rio Grande Neurosciences, Inc. The LOI was binding, but subject to the execution of a definitive purchase agreement, shareholder approvals from both companies and Endonovo raising additional capital.
Status: Terminated

-TCM BANK ACQUIRES AGENT BANK PORTFOLIO FROM FIFTH THIRD
US-based financial services firm Community Bankers of America's ICBA Bancard payments services subsidiary's credit card bank, TCM Bank, N.A., has acquired the agent bank portfolio of US-based Fifth Third Bank, the company said.
The purchase marks the largest credit card acquisition in TCM's history, bringing its total assets to USD 292m. The newly acquired portfolio adds approximately USD 97.9m in credit card receivables and 90,000 small business and consumer credit card accounts from 115 financial institutions.
Status: Closed

-BEHAVIOURAL HEALTH SOFTWARE FIRM SONDERMIND ACQUIRES MENTORING PLATFORM UVIZE
US-based behavioural health software company SonderMind has acquired cloud-based mentorship software Uvize, Inc for an undisclosed sum, the company said.
SonderMind enables independent mental health therapists, such as psychologists, psychiatrists, marriage and family therapists, and licensed professional counselors, to start and grow their private practice with a variety of software and services. Uvize provides cloud-based mentorship software for organizations to accelerate and improve connections between mentors and proteges.
Status: Closed

-GERMANY'S SPORT GROUP CLOSES ACQUISITION OF ASTROTURF
The sale of US-based outdoor sports surfacing company AstroTurf to German artificial turf systems and running tracks provider Sport Group Holdings has closed, the companies said.
AstroTurf products and services will be marketed by the newly formed company AstroTurf Corp. In June, AstroTurf filed for bankruptcy protection after losing a USD 30m patent suit against competitor FieldTurf USA. By adding AstroTurf, SYNlawn, and the related manufacturing operations to its portfolio of companies and brands (which includes Polytan, APT, Melos, Rekortan, Laykold and Poligras), SportGroup is well positioned to continue its leadership of the sports surfacing industry.
Status: Closed

-ADVANCED DERMATOLOGY AND COSMETIC SURGERY ACQUIRES FLORIDA PRACTICE
Florida, US-based dermatology practice Advanced Dermatology and Cosmetic Surgery has acquired Colorado, US-based Dermatology Clinic, P.C., a dermatology practice owned by Larry W. Cole, M.D., the company said.
Cole has been a member of the medical community in Colorado Springs since 1972. He is board certified in dermatology and a Fellow of the American Academy of Dermatology. Together with his physician assistant, Patrick Galaska, PA-C he continues to offer patients dermatologic care.
Status: Closed

-PAMLICO CAPITAL SELLS SURGERY CENTRE MANAGER PHYSICIANS ENDOSCOPY
Charlotte, North Carolina-based private equity firm Pamlico Capital has sold its US-based endoscopic surgery center manager Physicians Endoscopy, LLC (PE) to US-based private equity investor Kelso and Company in a recapitalisation transaction with management, the company said.
Pamlico acquired PE in August 2013. Under this new partnership with Kelso, Pamlico will be exiting its investment in PE. US-based private equity firm Guidon Partners made a minority investment alongside Kelso in the acquisition.
Status: Closed

-SUNLINK HEALTH SELLS CHESTATEEE REGIONAL HOSPITAL IN GEORGIA, USA FOR USD 15M
A subsidiary of Georgia-based healthcare provider SunLink Health Systems, Inc. (NYSE MKT: SSY) has sold its Dahlonega, Georgia-based Chestatee Regional Hospital for approximately USD 15m, the company said.
The company expects to recognize an after tax gain of approximately USD 7m on the transaction, which closed on 19 August 2016. A portion of the proceeds will be allotted for the payment of debt and the balance will be retained for working capital and general corporate purposes.
Status: Closed

-INFOVISTA AGREES TO ACQUIRE TEMS BUSINESS FROM ASCOM
France-based network solutions provider InfoVista has agreed to acquire European network testing company Ascom's TEMS business, the company said.
The TEMS Portfolio is a network testing, monitoring and optimisation platform. InfoVista's acquisition of TEMS will strengthen its ability to offer solutions for mobile network performance analytics, indoor network design and optimisation, and active service testing.
Status: Agreed

-ADDNODE GROUP ACQUIRES REAL ESTATE SOFTWARE SPECIALIST STAMFORD
Nordic information technology company Addnode Group (STO: ANODB) has acquired the Swedish real estate industry software suppliers Stamford and Stamford Hero in Karlstad AB, the company said.
Completion takes place on 1 September 2016, and the company will be a part of Addnode Group's business area process management. The acquisition is paid in cash and promissory notes issued to the sellers. The acquisition is expected to have a marginally positive impact on Addnode Group's earnings per share.
Status: Closed

-F.A.B. PARTNERS TO BUY PRIVATE DEBT INVESTMENT MANAGER CIFC FOR USD 333M IN CASH
New York-based private debt investment manager CIFC LLC (NASDAQ: CIFC) will be acquired by Jersey-based alternative investment platform F.A.B. Partners through a merge with a F.A.B. affiliate for USD 333m in cash, the firm said.
The transaction, which is subject to approval by CIFC's shareholders, the satisfaction of certain regulatory approvals and other customary closing conditions, is expected to close this calendar year. Under the terms of the merger agreement, CIFC shareholders will be entitled to receive USD 11.46 in cash per share USD 11.36 per share as consideration in the merger, plus a USD 0.10 per share distribution.
Status: Agreed

-IDOX ACQUIRES UK DIGITAL AGENCY RIPPLEFFECT STUDIO FOR USD 2.62M
UK-based information management solutions supplier Idox plc (AIM: IDOX) has acquired the entire issued share capital of UK-based digital agency Rippleffect Studio Ltd. for USD 2.62m (GB P2m), after working capital adjustments, the company said.
The maximum total consideration for the acquisition, including deferred consideration, is approximately USD 2.69m (GBP 2.05m), including costs, payable in cash from the company's existing debt facilities. The acquisition is expected to be earnings enhancing in the first full year of ownership.
Status: Closed

-LOOKERS ACQUIRES UK AUTO RETAILER KNIGHTS NORTH WEST FOR GBP 27.2M
UK-based motor retail service group Lookers plc (LSE: LOOK) has acquired UK-based auto retailer Knights North West Ltd., for USD 35.62m (GBP 27.2m) in cash, the company said. The acquisition introduces BMW and MINI to the company's portfolio of prestige brands, and further expands its motor division in the West Midlands.
This acquisition is being funded from the company's existing bank facilities. Knights Group is an experienced retailer of BMW and MINI models across the West Midlands, with six dealerships in Stafford, Stoke-on-Trent and Crewe.
Status: Closed

-TERRYBERRY ACQUIRES INCENTIVE COMPANY KELLEHER ENTERPRISES
Michigan-based employee recognition company Terryberry has acquired Ann Arbor, Michigan-based specialty recognition incentive company Kelleher Enterprises, the company said.
Terryberry and Kelleher have been working together on various projects over the past 12 months. Founded in 1918, Terryberry's focus has largely been in the employee recognition space with strong HR relationships.
Status: Closed

-MIDWEST RUBBER TO ACQUIRE MEDICAID AND INDUSTRIAL DIVISION FROM XCCENT
Michigan-based rubber and plastic products maker Midwest Rubber Co will acquire Wyoming, Minnesota, USA-based medical industry rubber and flexible products maker Xccent's Medical and Industrial Division, the company said.
Agreements to this effect were signed on 8 August 2016. Xccent M/I's operation will transfer to Midwest Rubber's headquarters in Sanilac County, Michigan. The acquisition will allow Xccent to continue to focus on its core business of fitness and playground equipment.
Status: Agreed

-DERMATOLOGY ASSOCIATES ACQUIRES FIVE PRACTICES IN TEXAS, USA
Texas-based medical practice management provider Dermatology Associates has acquired five Texas practices, the company said.
Acquired were Dallas, Texas-based Highland Dermatology, Fort Worth, Texas-based Southwest Cosmetic Dermatology Associates, Pasadena, Texas-based Skin and Laser Surgery Associates, Waxahachie, Texas-based Medical Arts Dermatology, and Sugar Land, Texas-based Powell Dermatology.
Status: Closed

-PFIZER TO ACQUIRE DRUGMAKER MEDIVATION IN USD 14BN DEAL
New York-based biopharmaceutical company Pfizer Inc. (NYSE: PFE) has agreed to acquire small molecule biopharmaceutical company Medivation, Inc. (NASDAQ: MDVN) in a merger valued at for USD 81.50 a share in cash for a total enterprise value of approximately USD 14bn, the company said.
The boards of directors of both companies have unanimously approved the merger, which is expected to be immediately accretive to Pfizer's adjusted diluted EPS upon closing. Pfizer does not expect the transaction to impact its current 2016 financial guidance. Pfizer expects to finance the transaction with existing cash.
Status: Agreed

-KENNEDY WILSON ACQUIRES CALIFORNIA MULTIFAMILY COMMUNITY FIR USD 81M
California-based real estate investment company Kennedy Wilson (NYSE: KW) has acquired a 100% interest in a 386-unit multifamily community in coastal Camarillo, California for USD 81m, the company said.
The company invested USD 18m of equity (inclusive of closing costs) and secured a seven-year loan of USD 65m through Freddie Mac at a rate of LIBOR plus 2.48% to acquire this wholly owned property. University Glen was built in phases between 2002 and 2006, and consists of 386 apartments and approximately 30,000 sq. ft. of retail.
Status: Closed

-TEXAS FUELS, CONVENIENCE RETAILER CST BRANDS AGREES TO USD 4.4BN COUCHE-TARD BUYOUT
San Antonio, Texas-based motor fuels and convenience store operator CST Brands, Inc. (NYSE: CST) has received board of director approval to a merger agreement with Canada-based convenience and fuel retail industry owner Alimentation Couche-Tard Inc. (TSX: ATD.B), the company said on Monday.
Under the deal, Couche-Tard will acquire all of the shares of CST for USD 48.53 per share in cash, representing a total enterprise value of approximately USD 4.4bn, including the assumption of net debt, the company said. The transaction value represents a premium of approximately 42% to CST's closing stock price on 3 March 2016, the last date prior to CST announcing that its board commenced an exploration of strategic alternatives to further enhance stockholder value.
Status: Agreed

-PRESBIA ACQUIRES ASSETS, PATENT PORTFOLIO OF NEOPTICS
Ireland-based ophthalmic device company Presbia plc (NASDAQ: LENS) subsidiary Presbia Ireland, Ltd. has completed the purchase of the assets of Neoptics AG, including its intellectual property portfolio, the company said.
The company bought the assets for USD 2m. Presbia is an ophthalmic device company that has developed and is currently marketing the presbyopia-correcting Presbia Flexivue Microlens, a miniature lens that is implanted in a corneal pocket created by a femtosecond laser.
Status: Closed

-TELEPERFORMANCE TO ACQUIRE TRANSLATION SERVICES FIRM LANGUAGELINE SOLUTIONS FOR USD 1.522M
France-based outsourced omnichannel customer experience management firm Teleperformance (PAR: RCF) has agreed to acquire California-based language interpretation and translation services provider LanguageLine Solutions LLC from Massachusetts-based investment firm Abry Partners and minority equity owners, the company said.
The consideration for the transaction will be USD 1.522m at closing, to be financed through a debt financing provided by Crédit Agricole, HSBC and Société Générale. This transaction is expected to close before year end, subject to receipt of certain regulatory approvals and other customary closing conditions.
Status: Agreed

-MANAGED ADMIN BUYS MICRO-MODULAR DATA CENTRE DEVELOPER ELLIPTICAL MOBILE SOLUTIONS
The founders of Arizona-based Internet marketing firm Managed Admin, LLC have bought micro-modular data centre developer Elliptical Mobile Solutions, the company said.
Managed Admin was founded in October 2012. It is focused on ROI for small businesses they offer SEO services without a contract. Their offerings include: Google Apps for Work, SEO Domains, SEO Admin, and SEO Hosting.
Status: Closed

-WELLER EQUITY PARTNERS ACQUIRES US FURNITURE SUPPLIER KFI SEATING
Louisville, Kentucky-based private equity firm Weller Equity Partners has acquired Louisville, Kentucky-based business and institutional furniture supplier KFI Seating, the firm said on Monday.
The acquisition closed on 29 July 2016. Weller Equity Partners invests in lower middle-market companies throughout the Mid-South region of the US. It focuses on companies that have talented and committed management teams and significant growth opportunities.
Status: Closed

-PALACE CAPITAL BUYS MANCHESTER, UK OFFICE PROPERTY FOR USD 13.9M
UK-based property investment company Palace Capital plc has completed the acquisition of Boulton House, Chorlton Street, Manchester, the company said on Monday. Boulton House is a 75,000 sq ft multi-let 1970s office building, the acquisition of which was first announced by the company on 14 June 2016.
The net price paid by the company was USD 13.9m (GBP 10.575m) and a new debt facility of GBP 6.022m has been secured with Santander. Maturing in June 2020, this debt facility represents a 55% loan to value and has been concluded at a margin of 2.25% over LIBOR.
Status: Closed

-THOMA BRAVO CLOSES ACQUISITION OF DATA DISCOVERY SPECIALIST QLIK
Shareholders of US-based data discovery specialist Qlik (NASDAQ: QLIK) have voted to approve the adoption of the agreement pursuant to which leading private equity investment firm Thoma Bravo, LLC will acquire Qlik, the company said.
With the shareholder vote complete, all approvals required to complete the transaction have been received and the transaction is expected to close on 22 August 2016. Upon closing, Qlik shareholders received USD 30.50 in cash for each share of Qlik common stock they hold.
Status: Closed

-FOUR SPRINGS CAPITAL TRUST ACQUIRES INDIANA BIOLIFE FACILITY FOR USD 8.03M
US-based REIT Four Springs Capital Trust has acquired a single tenant medical building in Greenwood, Indiana for USD 8.03m, he firm said.
The 16,694 square-foot building operates as a plasma collection facility for BioLife Plasma Services, an industry leader in the collection of high-quality plasma that is processed into life-saving plasma therapies. FSCT's portfolio now contains 45 properties which are leased to 23 tenants, located in 20 states.
Status: Closed

-GRANGES CLOSES ACQUISITION OF NORANDA ALUMINIUM BUSINESS
Swedish aluminium products supplier Gränges AB has closed its acquisition of Noranda Aluminum Holding Corp.'s downstream aluminium rolling business in the United States, the company said.
Last month, the company emerged as the winner in the court supervised auction to acquire the Noranda Aluminum business. The final bid values the business and related assets to USD 324.2m on a cash and debt free basis (Enterprise Value). This transaction is anticipated to be accretive to Gränges earnings per share in 2016.
Status: Closed

-COMCAST'S NBCUNIVERSAL CLOSES USD 3.8BN ACQUISITION OF DREAMWORKS
US-based cable and media company Comcast Corp.'s (NASDAQ: CMCSA) NBCUniversal division has closed the acquisition of US-based animation studio DreamWorks Animation (NASDAQ: DWA), the company said.
DreamWorks Animation creates animated feature films, television series and specials, live entertainment and related consumer products. The studio will become part of the Universal Filmed Entertainment Group, which includes Universal Pictures, Fandango, and NBCUniversal Brand Development.
Status: Closed

-ACCENTURE TO ACQUIRE AUSTRALIAN CYBER SECURITY FIRM REDCORE
Irish professional services firm Accenture (NYSE: ACN) has entered into an agreement to acquire Australia-based consulting company Redcore, the firm said.
Redcore specialises in providing identity and access management services, as well as security services for Cloud, network management, public key infrastructure, cyber defense, applications and the Internet of Things. The acquisition is subject to customary closing conditions.
Status: Agreed

-ASIAN GROWTH PROPERTIES SELLS HEALTHY TIME FOR USD 114.79M
A subsidiary of Hong Kong-based investment company Asian Growth Properties Ltd. has agreed to sell investment holding company Healthy Time International Ltd and its subsidiaries to British Virgin Islands-registered Creative Charm Investments Ltd for USD 114.79m (HKD 890m) in cash, the company said.
Completion of the sale is subject to various conditions. Upon completion, the AGP group will receive a total gross cash consideration for the sale share and the assignment of the shareholder's loan of USD 114.79m (HKD 890m), equating to a net cash amount of USD 114.36m (HKD 886.7m), before deducting transaction costs and expenses.
Status: Agreed

-CHINESE CONSORTIUM ACQUIRES DUBAI ADVERTISING TECHNOLOGY FIRM MEDIA.NET FOR USD 900M
Dubai-based advertising technology company Media.net has been acquired by a Chinese consortium from Starbuster TMT Investments in an all-cash transaction valued at approximately USD 900m, the company said.
The consortium is led by Zhiyong Zhang, the chairman of Beijing Miteno Communication Technology Co. Ltd. (SZ:300038), a technology, media and telecom business listed on the GEM board of the Shenzhen Stock Exchange. This completes the first step toward Media.net being acquired by, and integrated into, Beijing-based Miteno.
Status: Closed