Deal Pipeline
Monday 23 May 2016
The following is a list of deals covered in detail by M and A Navigator this week:

-VIRTUS OIL AND GAS ACQUIRES COLORADO ACREAGE, NEBRASKA ROYALTY
US-based Virtus Oil and Gas Corp. (OTCBB: VOILD) and one of its subsidiaries recently completed and executed an agreement with Kansas Alliance Resources, LLC to acquire ten net mineral acres in Weld County under a producing well; and with BYA Energy, LLC to acquire a 5% working interest and 1% overriding royalty in Hitchcock County, Nebraska, the company said.
The Grant Hurt 1A-14H G268 well operated by Encana Oil and Gas Inc is located in the Wattenberg Field inside the DJ Basin in Sections 11 and 14, T2N R68E 6th PM, Weld County, Colorado. Virtus said that the main producing zone in the oil fields is the multiple Niobrara targets, Codell, Sussex, Shannon and deeper J Sand formations.
Status: Closed

-NOBEL LEARNING COMMUNITIES ACQUIRES INFANT-PRE K SCHOOL OPERATOR XPLOR
US-based private school operator Nobel Learning Communities, Inc. has acquired all 16 Xplor early learning centres, the company said.
Xplor is an infant through pre-kindergarten education provider. There are nine Xplor centres in the Dallas-Fort Worth area, five in Austin and two in Houston. Each Xplor location provides an early learning environment in approximately 15,000-square-foot buildings.
Status: Closed

-AMERICAN CAPITAL RECEIVES USD 94M FROM SALE OF ELYNX
US-based private equity firm American Capital, Ltd.'s (NASDAQ: ACAS) portfolio company, eLynx Holdings, Inc., has been sold to mortgage technology company Black Knight Financial Services (NYSE: BKFS) for USD 115m, the firm said.
American Capital received USD 94m in equity proceeds from the transaction, subject to post-closing adjustments. Over the life of the investment, American Capital realized 2.1 times its investment in the company and generated a compounded annual rate of return of 11.1%, including interest, dividends and fees.
Status: Closed

-SILVER STREET BUYS NEW JERSEY AFFORDABLE HOUSING COMPLEX
US-based affordable housing owner Silver Street Development Corp. recently acquired the 171-unit Sebastian Villa of New Jersey to its subsidised housing portfolio, the company said.
Through deal structuring, Silver Street has been able to both add 84 units of subsidized housing to the property and to embark on a series of green renovations, including the installation of large rooftop solar array. Sebastian Villa, originally built in 1982 and located in Neptune, NJ, is a high-rise building whose subsidised units cater to seniors of low income in the Jersey Shore area.
Status: Closed

-VANTAGE ENERGY WINS BIDDING FOR PENNSYLVANIA LAND RESOURCES' NG ASSETS
US-based natural gas exploration, acquisition, and development company Vantage Energy Appalachia II, LLC has been named the successful bidder for certain oil and natural gas assets in Southwest Pennsylvania owned by bankrupt US coal supplier Alpha Natural Resources, Inc.'s (ANRZQ) Pennsylvania Land Resources, LLC subsidiary, the companies said.
Vantage's winning cash bid of USD 339.5m far exceeded the previously announced stalking horse bid of USD 200m for those same assets. On 8 February 2016, Alpha filed a motion with the US Bankruptcy Court requesting approval of procedures to govern a marketing and sale process for Alpha's core assets.
Status: Agreed

-WHITEFORD DARLINGTON ACQUIRES WHITFORD PHARMACY, DARLINGTON PHARMACY
US-based mergers and acquisitions advisor Generational Equity's client, Whiteford Pharmacy, Inc. and Darlington Pharmacy, have been acquired by Whiteford Darlington, LLC, the firm said.
All of the firms are headquartered in Maryland, USA. Whiteford Pharmacy and Darlington Pharmacy are independent retail community pharmacies offering retail prescriptions of brand name and generic drugs.
Status: Closed

-SYNOPSIS CLOSES ACQUISITION OF UK PRODUCT DESIGN SOFTWARE FIRM SIMPLEWARE
US-based electronic design automation software company Synopsys, Inc. (NASDAQ: SNPS) has completed its acquisition of UK software firm Simpleware Ltd., the company said.
Simpleware provides software products for the conversion of 3D scan data into computer models used for engineering design and simulation. The Simpleware products address a range of product design and data analysis applications in the life sciences, consumer products, aerospace, automotive, defense, oil and gas industries.
Status: Closed

-MONSANTO SELLS ALFALFA RESEARCH PRODUCT TO PARTNER FARAGE GENETICS
US-based agricultural seeds companies Forage Genetics International and Monsanto (NYSE: MON) said that FGI has acquired all of the commercial rights from the parties' existing alfalfa research collaboration and that Monsanto has licensed to FGI certain intellectual property relating to its alfalfa traits and technology.
Monsanto received a one-time upfront licensing fee of USD 210m for these rights. The deal is expected to support the ongoing discovery and commercial delivery of alfalfa seed products through FGI's and Monsanto's own seed brands, as well as licensed partners.
Status: Closed

-ISGN CLOSES SALE OF BUSINESS PROCESS OUTSOURCING UNIT
US-based mortgage technology firm ISGN Corp. has completed the sale of its ISGN Solutions business process outsourcing services unit to Firstsource Group USA, Inc., the company said.
Firstsource Group USA is a wholly owned subsidiary of India-based Firstsource Solutions Ltd., a RP-Sanjiv Goenka Group company and a global provider of customised business process outsourcing services. On January 28, Firstsource entered into a definitive agreement to acquire ISGN's BPO services subsidiary company. As part of the transaction, Firstsource has acquired the outsourced mortgage origination and mortgage servicing, title and settlement services and the valuation business of ISGN.
Status: Closed

-DENMARK'S DONG ENERGY CLOSES ACQUISITION OF US OFFSHORE WIND DEVELOPMENT PROJECT
Danish energy group Dong Energy has taken over RES Americas Developments Inc.'s more than 1000mw development project rights off the coast of the US state of New Jersey, the company said.
The New Jersey lease area, which was acquired by RES during the offshore wind auction held by BOEM on 9 November 2015, was legally taken over by DONG Energy on 11 May 2016. RES Americas will continue to support the development of the lease area as agreed with Dong Energy.
Status: Closed

-HFF REPRESENTS BUYER IN ACQUISITION OF OLD POST OFFICE REDEVELOPMENT IN CHICAGO
US-based commercial real estate and capital markets services firm Holliday Fenoglio Fowler, L.P. has closed the sale of the Old Post Office in Chicago, the firm said. The Old Post Office is a 2.7m-square-foot, riverfront development site on the southwest side of downtown Chicago.
New York-based investment group 601W Companies purchased the site and was represented by HFF senior managing directors Jaime Fink and Jeffrey Bramson in the transaction. The seller, International Property Developers North America (IPDNA), was represented by Richard Sykes of Savills UK and Lisa Davidson and Tiffany Winne of Savills Studley.
Status: Closed

-PVH, GRUPO AXO FORM MEXICAN JV TO MANAGE CLOTHING BRANDS
US-based apparel company PVH Corp. (NYSE: PVH) and Mexico-based apparel, accessories and home brands company Grupo Axo have entered into an agreement to form a joint venture that will license from wholly owned subsidiaries of PVH the rights to operate and manage the distribution of Calvin Klein, Tommy Hilfiger, Warner's, Olga and Speedo brand products in Mexico, the companies said.
The joint venture will be formed by merging PVH México, S.A. de C.V., a wholly owned subsidiary of PVH and the operator of its Calvin Klein and Heritage Brands businesses in Mexico, with Baseco, S.A. de C.V., a wholly owned subsidiary of Axo and a distributor in Mexico of PVH's Tommy Hilfiger brand products.
Status: Agreed

-CANTERBURY PARK HOLDING CLOSES TWO US REAL ESTATE TRANSACTIONS
US-based racetrack owner Canterbury Park Holding Corp. (NASDAQ: CPHC) has completed two real estate transactions, the company said. On 13 May 2016 the company sold 23.8 acres of land on the north side of its Racetrack property to United Properties for approximately USD 4.3m.
Approximately USD 1.1m of the purchase price was paid in cash, and the remaining approximately USD 3.2m will be paid by United Properties to the company under the terms of two promissory notes.
Status: Closed

-FEDERAL, STATE REGULATORS CLEAR PINNACLE FINANCIAL TO ACQUIRE AVENUE FINANCIAL IN USD 201.4M DEAL
US-based bank holding company Pinnacle Financial Partners, Inc. (NASDAQ: PNFP) has received approvals of its applications to merge with Avenue Financial Holdings, Inc. (NASDAQ: AVNU) from both the Tennessee Department of Financial Institutions and the Federal Deposit Insurance Corp., the company said.
The TDFI and FDIC have also approved the proposed merger of Pinnacle Bank and Avenue Bank. With receipt of these approvals, all regulatory approvals required for consummation of the proposed mergers have been received.
Status: Agreed

-AEGIS IDENTITY SOFTWARE TERMINATES PROPOSED MERGER WITH CODE REBEL
US-based education technology provider Aegis Identity Software, Inc. has terminated the definitive merger agreement that it had entered into with US-based enterprise software development firm Code Rebel Corp., the company said.
Aegis Identity said that the decision to terminate the proposed merger was related to, among other things, the suspension of the trading of Code Rebel common stock following an order issued by the US Securities and Exchange Commission on 6 May questioning the accuracy of certain information that Code Rebel has filed with the commission regarding its assets and financial condition.
Status: Terminated

-CANADIAN MINER GARIBALDI INCREASES LAND PACKAGE IN BRITISH COLUMBIA'S GOLDEN TRIANGLE
Canadian mining company Garibaldi Resources (TSX.V: GGI) has increased its landholdings in British Columbia's Golden Triangle, which hosts the high-grade Valley of the Kings mine slated for production in 2017, the company said.
Garibaldi has executed an option to acquire up to a 95% interest in the 8,070-hectare Palm Springs Property, a high-grade gold and Eskay Creek-type target located 5 km northwest of the past producing world class Eskay Creek mine and contiguous to Tudor Gold's Eskay North Property (see attached map). The company has staked an additional 1,770 hectares of claims adjoining the northeast boundary ofBarrick Gold's historic Eskay Creek mine.
Status: Agreed

-THE ANDERSONS REJECTS HC2 BUYOUT BID
US-based agriculture company The Andersons, Inc.'s (NASDAQ: ANDE) board of directors has rejected two non-binding, highly conditional, unsolicited proposals from HC2 Holdings, Inc. (NYSE MKT: HCHC) to acquire all outstanding shares of The Andersons, the company said. The Andersons' announcement is in response to HC2's public disclosure of its offer last Tuesday.
On 29 January 2016, The Andersons received a private, unsolicited proposal from HC2 to acquire the company for USD 35 per share in cash.
Status: Bidding

-GLOBAL SPORTS ENTERTAINMENT CLOSES REVERSE MERGER
US-based Global Sports Entertainment Inc. (renaming from Satya Worldwide, Inc) (OTCQB: STYA) has completed a reverse merger in which US-based Global Fantasy Sports Inc became a wholly owned subsidiary of the company, the company said.
Shares of the company's common stock are currently quoted on the OTC Markets under the symbol "GSEG."
Status: Closed

-US CABLE OPERATORS CHARTER, TIME WARNER CABLE AND BRIGHT HOUSE CLOSE TRANSACTIONS
US-based cable system operator Charter Communications, Inc. (NASDAQ: CHTR) has closed transactions whereby legacy Charter, the previous public company has combined with Time Warner Cable Inc., the company said.
TWC and Charter entered into an agreement on 23 May 2015, providing for TWC to merge with Charter. The closing of the transaction is subject to regulatory review and other customary conditions. The deal values Time Warner Cable at USD 78.7bn.
Status: Closed

-PROXY ADVISORS ISS, GLASS LEWIS RECOMMEND "FOR" VOTE FROM BANKERS SHAREHOLDERS ON GEO-JADE BUYOUT
US-based proxy advisors Institutional Shareholder Services Inc. and Glass, Lewis and Co. are recommending that shareholders of Canadian oil and gas company Bankers Petroleum Ltd. (TSX: BNK) (AIM: BNK) vote in favour of the company's agreed buyout transaction with affiliates of Geo-Jade Petroleum Corp., Bankers said.
Bankers will host its special meeting of shareholders on 31 May 2016, seeking shareholder approval for the arrangement. On 20 March, Bankers entered into a definitive agreement with 1958082 Alberta Ltd. and Charter Power Investment Ltd. for the purchase of all the issued and outstanding common shares of Bankers at a cash price of CDN 2.20 per bankers share. This deal values Bankers at approximately CDN 575m (USD 439.50m) before the assumption of the outstanding indebtedness of Bankers.
Status: Agreed

-FORMER FED GOVERNOR LARRY MEYER TEAMS WITH ECONOMIC, FINANCIAL ANALYTICS FIRM PRATTLE
US-based LH Meyer, Inc., a research firm founded and led by former Federal Reserve Board Governor Larry Meyer, has partnered with US-based tradable textual analytics provider Prattle as two business lines under the new parent company, Quiet Signal, the firms said. 
Larry Meyer remains president of LH Meyer, and Ken Meyer transitions to Quiet Signal COO. Former Prattle CEO Evan Schnidman and former Prattle CTO Bill MacMillan take on the roles of Quiet Signal CEO and CTO, respectively. Prattle, a text analytics company, evaluates global central bank communications using a domain-specific linguistic algorithm and machine learning.
Status: Closed

-XPRESSDOCS ACQUIRES REAL ESTATE AND FRANCHISE BUSINESS
US-based on-demand marketing solutions provider Xpressdocs Holdings, Inc. has acquired US-based content sharing platform provider Merrill Corp.'s residential real estate, related professional services and franchise/direct seller businesses, for an undisclosed sum, the company said.
Xpressdocs owns and operates a proprietary marketing platform that features efficient ways to produce integrated marketing campaigns, including print, email, social, and mobile marketing. This is a strategic acquisition for Xpressdocs, who has more than tripled in size over the last six years and previously acquired Global Group Inc. in 2012.
Status: Closed

-GLISPA ACQUIRES BRAZILIAN MOBILE ADVERTISING FIRM MOBILS
Germany-based mobile marketing company Glispa has acquired Brazil-based mobile marketing firm Mobils, the company said.
The Mobils team has established client relationships with top LATAM companies including Webmotors, Netshoes, and iFood, as well as with brands via agency partnerships including Samsung, McDonalds, GM, and Coca-Cola Mexico. In acquiring Mobils, Glispa continues its global and localised team expansion within Brazil's mobile commerce market, which grew 83% between 2013 and 2014.
Status: Closed

-ROSS COMPANIES ADDS MARYLAND APARTMENT COMPLEX TO PORTFOLIO
US-based multifamily property management company Ross Companies has assumed property management of Baltimore, Maryland-based Towson Woods on behalf of a recent purchaser, the company said. Towson Woods is a commuter-friendly apartment community located 13 miles north of downtown Baltimore.
Ross will continue a renovation plan already underway at the community, which features 168 apartment homes, with a revised scope to incorporate a more contemporary feel.
Status: Closed

-COVENTBRIDGE GROUP ACQUIRES UK CLAIMS INVESTIGATOR BDL
US-based CoventBridge Group Ltd has acquired UK-based BDL Investigations, the company said. Founded by Brian Davies in 2005, BDLI conducts claims investigations.
The BDLI team of accredited claims investigators will join the CoventBridge Investigation Division, where Davies will have executive responsibilities. CoventBridge's services include insurance claims investigations, surveillance services, in-house counter fraud investigations and complex international investigations.
Status: Closed

-CHINA'S ALPHA GROUP BUYS US JUVENILE PRODUCTS FIRM BABY TREND FOR USD 94M
China-based entertainment platform Alpha Group Co. Ltd. has invested USD 94m to acquire US-based juvenile products manufacturer Baby Trend Inc., the company said. The acquisition marks Alpha's entry into the infant category in North America, catalyzing the global development plan forAlpha's juvenile business.
Following the acquisition, Baby Trend will complete its first major brand redesign in its 28-year history by adopting a new logo and brand identity, which is part of a bigger plan aimed at updating its product offerings and making them more appealing to the modern family.
Status: Closed

-DIRECT EATS ACQUIRES ONLINE FOOD MARKETPLACE ABE'S MARKET
Wilton, Connecticut-based organic, natural, and specialty foods provider Direct Eats has acquired the business and brands of online food industry provider Abe's Market, the company said. The combination will add a number of new products to Direct Eats' inventory of more than 20,000 natural food and beauty items.
It also will also open the newer Direct Eats to a wider audience - one that has grown on Abe's Market since 2009. Direct Eats' business model is designed to help consumers get the lowest available price per product, a value that will only be enhanced by this deal.
Status: Closed

-MILESTONE BRANDS ACQUIRES TEXAS TEQUILA MAKER DULCE VIDA SPIRITS
US-based alcoholic beverage company Milestone Brands LLC has re-formed itself as a beverage alcohol supplier and investor with the acquisition of Texas-based Dulce Vida Spirits, the parent company of Dulce Vida Tequila, as its first acquisition, the company said.
Milestone Brands was formed in February 2016 by Eric Dopkins, former CEO of Deep Eddy Vodka. Dopkins will lead the organisation as CEO and chairman, and Chad Auler, co-founder of Deep Eddy Vodka, will be president and co-founder of Milestone Brands.
Status: Closed

-BANK OF THE SIERRA CLOSES ACQUISITION OF PORTERVILLE CITIZEN BANK BRANCH DEPOSITS
California-based bank holding company Sierra Bancorp (NASDAQ: BSRR) Bank of the Sierra banking subsidiary has completed the assumption of deposits and certain loan assets of a Porterville branch of California-based community bank Citizens Business Bank located in Porterville, California, the company said.
This finalises an agreement with Citizens Business Bank, the banking subsidiary of California-based holding company CVB Financial Corp. (NASDAQ: CVBF), the company said.
Status: Closed

-US TELECOMMUNICATIONS GROUP CIMA CLOSES ACQUISITION OF KNETIK
US-based telecommunications and digital conglomerate Cima Group has finalised the acquisition of platform-as-a-service intelligent revenue-optimisation company Knetik Inc, the company said.
Knetik is involved in the training, education, media, IoT, and gaming sectors. With the deal, the company will provide key time-to-market advantages coupled with rapid monetisation of key components of the Cima 2.0 vision that enables key unique selling points, which includes contextual data analytics and reporting.
Status: Closed

-FRENCH SECURITY SOLUTIONS FIRM INSIDE SECURE NEARING FINAL DEAL TO SELL SEMICONDUCTOR UNIT
France-based mobile and connected devices embedded security solutions provider Inside Secure (PAR: INSD) is near to reaching an agreement to sell its semiconductor business to Swiss-based cybersecurity company WISeKey International Holding Ltd, (SIX: WIHN) for an enterprise value of USD 13.2m (CHF13m), net of transferred cash, the company said.
The execution of the share and asset purchase agreement is expected to take place upon the completion of an information and consultation process with Inside Secure's works councils in France.
Status: Talks