Deal Pipeline
Monday 03 July 2017
The following is a list of deals covered in detail by M and A Navigator this week:

-CHINESE ADVERTISING PLATFORM AIRMEDIA AMENDS 'GOING PRIVATE' TRANSACTION ONCE AGAIN
A special committee of the board of directors of Chinese out-of-home advertising platform operator AirMedia Group Inc. (NASDAQ: AMCN) received a proposed amendment to the merger agreement from Herman Guo Man, Dan Shao and Qing Xu on 23 May 2017 to acquire all of the outstanding shares of the company not already owned by the buyer group for USD 4.00 per American Depositary Share or USD 2.00 per ordinary share in cash, and extend the termination Date to 31 December 2017.

The special committee is evaluating the revised proposal with the assistance of its financial and legal advisors. Under the terms of the deal, either the company or parent could terminate the merger agreement if the merger contemplated by the deal has not been completed by 30 June 2017. The merger agreement amendment No. 3 extends the termination cate to 31 July 2017 so as to give the Special Committee sufficient time to consider the revised proposal.

Status: Agreed



-SPORTS BUSINESS ACQUISITIONS TO ACQUIRE ELECTRIC WORD FOR GBP 16.58M

The boards of UK-based specialist media group Electric Word and special purpose bidco Sport Business Acquisitions Ltd. have reached agreement regarding the terms of a recommended cash offer pursuant to which Bidco intends to acquire the entire issued and to be issued share capital of Electric Word, the companies said.
Sport Business Acquisitions is a newly incorporated company, owned and controlled by Riccardo Silva and Marco Auletta. The acquisition is intended to be effected by means of a scheme of arrangement under Part 26 of the Companies Act (or if Bidco elects, with the consent of the Panel, by way of a takeover offer). Under the terms of the acquisition, Electric Word Shareholders will be entitled to receive3.93 pence in cash for each Electric Word share.
Status: Agreed

-BAIN CAPITAL, CINVEN FAIL TO REACH MINIMUM ACCEPTANCE THRESHOLD IN EUR 4.1BN STADA TAKEOVER BID
A takeover bid by investors Bain Capital and Cinven for German drugmaker Stada fell apart last week after the effort failed to reach the minimum acceptance threshold needed to become unconditional, the firms said.
This happened despite Bain Capital and Cinven lowering the minimum acceptance threshold from 75% to 67.5% and extending the offer acceptance period from 8 June to 22 June. Stada's executive board and supervisory board continued to recommend to the shareholders of Stada Arzneimittel AG to accept the offer right to the end, to no avail.
Status: Terminated

-VELTYCO GROUP CLOSES ACQUISITION OF BET90 GAMING BRAND
Isle of Man-based gaming-focused marketing company Veltyco Group plc (LSE: VLTY) has closed its acquisition of Bet 90 Sports Ltd., the company said.
 
The deal was announced on 13 April 2017 and updated 2 June 2017. Under the deal, Veltyco acquired 51% of Quasar Holdings, which held the assets of the Bet 90 brand, the bet90.com domain and the names bet90.com and bet90sports.com. The deal also included a Malta Class 2 gaming license. Veltyco paid EUR 2m (USD 2.27m) for the assets.

Status: Closed



-INTERNATIONAL PERSONAL FINANCE CLOSES SALE OF HOME CREDIT BUSINESS IN BULGARIA

UK-based consumer credit provider International Personal Finance plc (LSE: IPF) has completed the sale of its home credit business in Bulgaria to home credit operator Easy Asset Management AD, the company said. IPF said the sale allows IPF to focus its resources on its larger home credit and digital businesses where there is a strong demand for unsecured consumer lending.

The transaction is expected to result in an exceptional charge to the profit and loss account of around GBP 5 (USD 6.48m). International Personal Finance is a provider of consumer credit in Central and Eastern Europe and Mexico.

Status: Closed




-NETS CLOSES ACQUISITION OF OP FINANCIAL'S FINLAND MERCHANT ACQUIRING BUSINESS

Danish digital payment services company Nets A/S has closed the acquisition of the merchant acquiring business from OP Financial Group in Finland, the company said. The business consists of approximately 15,000 merchant contracts with an underlying annual card turnover of around DKK 37bn from Visa and MasterCard transactions in Finland.

Nets said the agreement includes a ten-year strategic partnership with a referral arrangement for merchant acquiring and point-of-sale services covering Finland and the Baltic region. The partnership will provide OP's customers with a wider range of merchant payment solutions, while Nets will benefit from OP's strong brand recognition and distribution to merchants in Finland.

Status: Closed

-BLOCK ENERGY ACQUIRES OIL AND GAS ASSETS IN GEORGIA
UK-based oil and based company Block Energy plc (NEX: BLOK) has closed the acquisition of up to a 75% working interest in Permit XIf (West Rustavi) in the Republic of Georgia from Georgia Oil and Gas Ltd who recently won the permit in May's open tender process administered by the Ministry of Energy of Georgia, State Agency of Oil and Gas, the company said.

The permit is located 12km from the capital city of Tbilisi and grants the successful bidder the right to explore and produce oil and gas for a 25 year period with the right to extend the permit for an additional five years. This deal, which is to be satisfied in cash and shares in the company, marks yet another transformational step in the company's genesis and provides access to increased production potential in a field which directly neighbours the largest discovery in Georgia - Block XIb (Schlumberger 100% working interest).

Status: Closed

-DNA BRANDS TO ACQUIRE ONLINE MEDICAL RESOURCE
US-based medical marijuana, cannabinoid and industrial hemp company DNA Brands, Inc. (OTC: DNAX) has signed a letter of intent to acquire the majority ownership of an online medical resource firm, the company said.

Its founder, a Medical Doctor of 25 years, will also be joining the DNA Brands management team. The acquisition candidate's current website offers medical consumers to take control of their own healthcare. It is a resource that provides over 17,000 pages of content, which include medical health articles, blogs, videos, lab testing and natural remedies.

Status: Agreed



-JELD-WEN ENHANCES PAN-EUROPEAN STRATEGY WITH MATTIOVE OY ACQUISITION

US-based window and door manufacturer Jeld-Wen Holding, Inc. (NYSE: JELD) has acquired Finland-based door manufacturer Mattiovi Oy, to combine joint product offerings and operational capabilities to enhance its pan-European strategy, the company said.
Jeld-Wen said the acquisition of Mattiovi strengthens its market position in the Nordic region. Mattiovi is Jeld-Wen's seventh acquisition in the last two years, and the second in Europe during that period. Mattiovi was privately held by Taaleri Ovitehdas Ky, Taaleri Sijoitus Oy, and management. The company supplies interior doors and door frames to dealers and homebuilders.
Status: Closed



-KKR ACQUIRES MAJORITY STAKE IN AUSTRALIAN HOTEL, LEISURE GROUP DIXON HOSPITALITY

New York, US-based investment firm KKR has acquired a majority stake in Australia-based hospitality and leisure group Dixon Hospitality Ltd. in a partnership that is expected to strengthen Dixon's position in Australia's food, beverage and hospitality sector, the company said.
KKR will make the proposed investment from its recently closed USD 9.3bn Asian Fund III. The transaction is subject to customary approvals. KKR said the partnership with Dixon exemplifies its focus on partnering with proven entrepreneurs to help create an exciting future for the business.
Status: Closed



-UPSTATE NIAGARA TO PURCHASE KRAFT HEINZ DAIRY PLANT IN NEW YORK

New York, US-based Upstate Niagara Cooperative, Inc. has agreed to acquire the New York, US-based dairy plant owned by Pennsylvania, US-based food and beverage group Kraft Heinz Company (NASDAQ: KHC) the company said.
Closing of the deal is expected to be completed within the next 30 to 60 days. Kraft Heinz said Upstate has signed a long-term co-packing agreement with Kraft Heinz, guaranteeing at least 125 jobs will remain in Campbell with anticipated growth to 150 within a year.
Status: Agreed



-BPM EXPANDS INTO PACIFIC NORTHWEST US THROUGH MERGER WITH INFORISK

San Francisco, US-based public accounting and advisory firm BPM LLP has expanded its presence in the Pacific Northwest through a merger with Oregon, US-based information security firm Info@Risk, Inc., the company said.
Info@Risk said the merger with BPM allows it to serve clients with a full scope of IT assurance services, backed by resources to provide services in tax and advisory. BPM said Info@Risk's service offering is a natural fit into BPM's information technology audit and compliance practice, allowing us to better serve both current and future clients that need to comply with cyber security standards or are concerned about cyber security.
Status: Closed



-INGRAM ACQUIRES BOOK NETWORK INTERNATIONAL TO EXPAND PRESENCE IN UK

Tennessee, US-based Ingram Content Group's operating unit Ingram Publisher Services LLC, has acquired UK-based book distributor Book Network Int'l Ltd. (NBNi), a company of Rowman and Littlefield Publishing Group, Inc., the company said.
The company said to expand NBNi's client service business, it will stand alongside Ingram's digital, physical and print-on-demand solutions to create a premier global services offering. Ingram Content Group said the acquisition gives it a distribution centre in the UK that complements its services to publishers in the United Kingdom market.
Status: Closed



-DEX MEDIA CREATES DEXYP WITH ACQUISITION OF YP HOLDINGS

Dallas, US-based Dex Media, Inc. has acquired Georgia US-based market solutions provider, YP Holdings, publisher of Real Yellow Pages and YP.com to form DexYP, expanding Thryv software to serve local SMBs, the company said.
The transaction has received the necessary regulatory and other customary approvals for closing. Financial terms were not disclosed. The combined company provides local business automation software and digital and print marketing products, offering its Thryv business automation software and marketing solutions suite to more than 700,000 small- to medium-sized business clients with a footprint across the 48 continental United States.
Status: Closed



-EQUITY GROUP INVESTMENTS BUYS STAKE IN PULSE PRODUCT PROCESSOR ILTA GRAIN

Chicago, US-based investment firm Equity Group Investments (EGI) has purchased an equity stake in Canada-based pulse crops processor and exporter ILTA Grain, the company said.
In conjunction with EGI's investment, Joe McIntosh, a managing director at the firm, will assume a seat on ILTA's board of directors. Certain investment funds affiliated with NGP Energy Capital Management, LLC are the majority shareholders in ILTA. ILTA processes and distributes pulses (e.g. peas, lentils, chickpeas, and beans), and exports them to customers in over 40 countries. ILTA owns and operates seven processing plants in Western Canada.
Status: Closed



-MIDDLEBY ACQUIRES CVP SYSTEMS TO STRENGTHEN PORTFOLIO OF SERVICES TO FOOD PROCESSING INDUSTRY

Illinois, US-based foodservice equipment manufacturer Middleby Corp. (NASDAQ: MIDD) has acquired Illinois, US-based modified atmosphere packaging supplier CVP Systems to strengthen its portfolio of services to the food processing industry, the company said.
Middleby said the addition of CVP further deepens the capabilities of its food processing group with complementary technology to its product portfolio. The Middleby Corp. develops, manufactures, markets and services equipment used in the commercial foodservice, food processing, and residential kitchen equipment industries.
Status: Closed

-KEEN GROWTH CAPITAL ACQUIRES HUMMUS SUPPLIER O'DANG
Florida, US-based investing fund Keen Growth Capital has acquired material interest ownership in hummus supplier O'Dang, making O'Dang a portfolio company of Keen, the company said. This acquisition is part of Keen Growth Capital's focus on greater social impact in the areas of nutritional well-being and disease mitigating and life-enhancing science and technology.
O'Dang was acknowledged by Walmart US as one of the top three brands of the 500 presented at this year's 4th annual US manufacturing open call event. O'Dang received a commitment to bring in multiple SKUs of hummus to a yet-to-be disclosed number of Walmart stores.
Status: Closed

-SEMITECH TO EXPAND BROADCAST VIDEO PORTFOLIO WITH ACQUISITION OF VOIP SOLUTIONS PROVIDER APTOVISION
California, US-based analog and mixed-signal semiconductors supplier Semtech Corp. (NASDAQ: SMTC) has agreed to acquire VOIP solutions provider AptoVision Technologies, Inc. for USD 28m and contingent consideration of an additional USD 19m based on performance, the company said.
Under the terms of the purchase agreement, Semtech will acquire the outstanding equity interests of AptoVision for a cash purchase price, and expects to fund the purchase price using its current cash assets. The deal expected to be neutral to Semtech's FY2018 non-GAAP earnings and accretive to FY2019 non-GAAP earnings.
Status: Agreed