Deal Pipeline
Thursday 30 June 2016
The following is a list of deals covered in detail by M and A Navigator this week:

-HECLA PLANS TAKEOVER BID FOR CANADIAN MINER DOLLY VARDEN SILVER
Idaho-based precious and base metals deposits developer Hecla Mining Company (NYSE: HL) will make a takeover bid for all of the outstanding shares of Canada-based mineral exploration company Dolly Varden Silver Corp. (TSX.V: DV) not owned by Hecla and its affiliates for USD 0.53 (CDN 0.69) cash per share, the company said.
The bid will be subject to a minimum tender condition that more than 50% of the shares are tendered, excluding shares owned by Hecla and its affiliates.
Status: Bidding

-GANNETT TO ACQUIRE US DIGITAL SERVICES FIRM REACHLOCAL FOR USD 156M
US-based multi-platform news and information company Gannett Co., Inc. (NYSE: GCI) has executed a merger agreement to acquire the outstanding shares of US-based digital services provider ReachLocal, Inc. (NASDAQ: RLOC) for USD 4.60 per share in cash, via a tender offer, the company said.
The offer represents a 188% premium to the unaffected closing price on Friday, June 24, 2016, and a total enterprise value of approximately USD 156m. The transaction has both companies' boards' approvals and is expected to be completed in 3Q16.
Status: Agreed

-E2OPEN ACQUIRES REPOSITORY, ANALYTICS PROVIDER ORCHESTRO
US-based supply chain operating network E2open has acquired repository and analytics provider Orchestro, the company said. The combination delivers a demand-driven supply chain operating network.
Orchestro's data, visibility and analytics solutions complement E2open's recent acquisition of Demand Sensing solutions from Terra Technology. By leveraging Orchestro's daily omni-channel data, Demand Sensing can provide 20-40% better forecast accuracy than traditional solutions for brand owners and their retail partners.
Status: Closed

-VIVENDI'S SEE TICKETS EXPANDS IN NORTH AMERICA WITH FLAVOURS ACQUISITION
French media Group Vivendi's See Tickets ticket selling subsidiary has completed the acquisition of US-based event ticketing provider Flavorus after its successful bid to purchase the company from US-based live events conglomerate SFX Entertainment, the group said.
Vivendi paid USD 4m for the company. Flavorus will integrate its operations with See Tickets. The new team will be led by See Tickets CEO Boris Patronoff. Vivendi Ticketing serves more than 4,500 clients globally under its See Tickets brand in the UK and North America and under the Digitick brand in France.
Status: Closed

-BEAUTYCOUNTER ACQUIRES UK SKINCARE BRAND NUDE
US-based skin and body care products maker Counter Brands, LLC, doing business as Beautycounter, has acquired the worldwide assets of UK-based skincare products supplier Nude Brands, Ltd and its affiliate Nude Skincare, Inc., the company said.
The two brands will grow Counter Brands affiliate Beautycounter and Nude skincare and cosmetics lines globally from US headquarters outside of Los Angeles, and UK headquarters near London. The deal structure establishes Counter Brands UK to lead international expansion of the two brands.
Status: Closed

-US DRUGMAKER ICAGEN ACQUIRES SANOFI'S ORO VALLEY, ARIZONA RESEARCH FACILITY
North Carolina-based biopharmaceutical company Icagen, Inc. has agreed to acquire Paris, France-based therapeutic solutions maker Sanofi's (NYSE: SNY) ultra high-throughput biology, screening and chemistry capabilities and research facility in Oro Valley, Arizona, to collaborate in a multi-year services contract for long term discovery services, the company said.
Icagen will retain the majority of the scientists working at the Tucson site in the transition. The transaction is expected to close in the near future.
Status: Closed

-UK DIGITAL CONTENT FIRM ONE MEDIA ACQUIRES TV, MUSIC PRODUCTION CATALOGUE FROM HIBROW
UK-based digital media content provider One Media iP Group Plc (AIM: OMIP) has entered into an exclusive long term digital exploitation license agreement with HiBrow Production's TV and music catalogue for an advance of USD 26,000 (GBP 21,000) recoupable against future royalties, the company said.
Film director Don Boyd founded Hibrow Productions in 2008. It has enjoyed successful associations and partnerships with broadcasters including the BBC and Sky Arts where its content was regularly broadcast.
Status: Closed

-BUSINESS CONTINUITY SOLUTIONS TO ACQUIRE GROW LIGHTING FIRM TALL TREES LED
Arizona-based marijuana industry learning platform developer Business Continuity Solutions, Inc. (OTC: BUCS) has signed a non-binding letter of intent to acquire US-based lighting provider Tall Trees LED Company, the company said.
Tall Trees offers a range of fixtures, varying in power and distribution, for both consumer and commercial applications. Users include indoor farmers, both small and very large operations, as well as niche markets, including orchids and carnivorous plants.
Status: Agreed

-AUSTRIAN CARRIER BILLING SPECIALIST DIMOCO ACQUIRES PAYMENT DIVISION OF HUNGARY'S TELEKOM NEW MEDIA
Austria-based carrier billing services payment company Dimoco has acquired the premium SMS business of Hungary-based telecommunications applications developer Telekom New Media Zrt., a subsidiary of Hungary-based telecommunications service provider Magyar Telekom Nyrt., the company said.
This acquisition solidifies Dimoco's position as the leading carrier billing provider in the Hungarian market.
Status: Closed

-INTL FCSTONE AGREES TO ACQUIRE TWO BUSINESSES FROM BROKERAGE STERNE AGEE
US-based financial services company INTL FCStone Inc. (NASDAQ: INTL) has signed an agreement with Missouri-based retail brokerage Stifel Financial Corp.'s (NYSE: SF) Alabama-based Sterne Agee LLC retail and institutional brokerage subsidiary to acquire its correspondent securities clearing business and independent wealth management business, the company said.
This transaction will involve the purchase of three broker dealer entities and two registered investment adviser entities. INTL FCStone said that the closing of this transaction is subject to limited conditions including regulatory approval.
Status: Agreed

-US SPECIALTY FOODS DISTRIBUTOR CHEF'S WAREHOUSE ACQUIRES CHICAGO'S MT FOOD SERVICE
US-based specialty food products distributor The Chefs' Warehouse, Inc. (NASDAQ: CHEF) has acquired substantially all of the assets of Chicago, Illinois-based M.T. Food Service, Inc., the company said.
Founded in the mid 1990's, MT is a wholesale distributor of dairy, produce, specialty and grocery items in the metro Chicago area.
Status: Closed

-FIRST TENNESEE BANK ACQUIRES USD 637M OF RESTAURANT FRANCHISE LOANS FROM GE CAPITAL
Tennessee-based bank holding company First Horizon National Corp.'s (NYSE: FHN) First Tennessee Bank banking subsidiary will expand its restaurant franchise finance business following its acquisition of approximately USD 637m in restaurant franchise loans from US-based holding company GE Capital, the company said.
First Tennessee will acquire the Southeast and Southwest regional loan portfolios from GE Capital's restaurant franchise finance business. The all-cash transaction includes loans outstanding of approximately USD 637m as of May 31.
Status: Closed

-FORMFACTOR ACQUIRES SEMICONDUCTOR TEST EQUIPMENT MAKER CASCADE MICROTECH
California-based semiconductor probe card maker FormFactor, Inc. (NASDAQ: FORM) has completed the acquisition of Beaverton, Oregon-based semiconductor test equipment maker Cascade Microtech, Inc, the company said.
FormFactor is appointing former Cascade board member Ray Link to its board of directors, effective June 27, 2016. The former shareholders of Cascade Microtech approved of the transaction on June 23, 2016.
Status: Closed

-360 WEALTH MANAGEMENT ADDS ADVISORY OF JIMM WEBB
Texas-based private investment firm 360 Wealth Management LLC of Dallas has become affiliated with Texas-based financial advisor Jim Webb, the company said.
360 Wealth Management was formed by Brandon Day, Chad Atkins, and Sean Kernan in 2012 to combine the expertise of the three partners in supporting other advisors.
Status: Closed

-FULL CIRCLE CAPITAL TO MERGE WITH CALIFORNIA INVESTMENT MANAGER GREAT ELM CAPITAL
US-based closed-end investment company Full Circle Capital Corp.(NASDAQ: FULL) has agreed to merge with California-based investment management company Great Elm Capital Corp., the company said.
The transaction is the result of the previously announced review of strategic alternatives led by a special committee of Full Circle's board of directors and has been unanimously approved by Full Circle's board of directors.
Status: Agreed

-NATIONAL GENERAL HOLDINGS AGREES TO ACQUIRE DIRECT GENERAL FOR USD 165M
New York City-based insurance holding company National General Holdings Corp. (NASDAQ: NGHC) has agreed to acquire US-based life insurance underwriter Elara Holdings, Inc., the parent company of Tennessee based P/C insurance company Direct General Corp., the company said.
The estimated purchase price for the transaction is approximately USD 165m, subject to customary post-closing adjustments. This transaction is expected to close in 4Q16.
Status: Agreed

-INCIPIO GROUP TO ACQUIRE AUDIO DEVICE MAKER SKULLCANDY FOR USD 177M
US-based audio device maker Skullcandy, Inc. (NASDAQ: SKUL) and US-based consumer technology solutions platform provider Incipio LLC have entered into a merger agreement for Incipio to acquire Skullcandy, the companies said.
Under the terms of the definitive merger agreement, Incipio will pay USD 5.75 per share in cash, or a total of approximately USD 177m.
Status: Agreed

-SANOFI TO SWAP ANIMAL HEALTH BUSINESS FOR BOEHRINGER INGELHEIM UNITS
French drugmaker Sanofi and German drugmaker Boehringer Ingelheim have signed contracts to secure the strategic transaction initiated in December 2015 which consists of an exchange of Sanofi's animal health business and Boehringer Ingelheim's consumer healthcare business, the companies said.
This step marks a major milestone before closing of the transaction which is expected by year-end 2016 and remains subject to approval by all regulatory authorities in different territories.
Status: Agreed

-TERN CLOSES ACQUISITION OF UK CLOUD ORCHESTRATION SOFTWARE FIRM FLEXIANT
UK-based investment company Tern Plc's (AIM: TERN) has closed completed the acquisition of the assets and businesses of the Research and Multi Cloud Management divisions of Flexiant Ltd., the company said.
The businesses and assets were acquired from Administrators appointed to sell Flexiant when the acquisition previously announced on 26 May 2016 failed to proceed, for GBP 75,000 payable in cash.
Status: Closed

-REVOLUTION BARS IN TALKS TO ACQUIRE FOUR BARS IN EDINBURGH IN GBP 16M DEAL
UK-based bar operator Revolution Bars Group plc (LSE: RBG) is in discussions regarding a proposed acquisition of four bars in Edinburgh for an expected consideration of approximately GBP 16m (USD 21.51m), the group said.
In the financial year ended 26 April 2015, the target assets reported an aggregate site EBITDA of GBP 3.3m.
Status: Talks

-FIVE STAR INKS USD 112.4M SALE/LEASEBACK DEAL WITH SENIOR HOUSING PROPERTIES
US-based senior living and healthcare services company Five Star Quality Care, Inc. (NYSE: FVE) has entered a USD 112.4m sale and leaseback transaction with Senior Housing Properties Trust (NYSE: SNH) for seven assisted living communities, the company said.
Simultaneously with the sale of these communities, Five Star entered a combination lease for these communities for 12.5 years plus renewal options thereafter. The initial rent payable by Five Star will be USD 8.4 m/year.
Status: Agreed

-ECOLAB MAKES BINDING OFFER FOR EUROPEAN HEALTHCARE, HYGIENE BUSINESS ANIOS
US-based water, hygiene and energy technologies and services company Ecolab Inc. has made a binding offer to acquire French disinfection products producer Laboratoires Anios from co-owners Bertrand and Thierry Letartre and private investment company Ardian, the company said.
Anios is a manufacturer and marketer of hygiene and disinfection products for the healthcare, food service, and food and beverage processing industries.
Status: Bidding

-GLOBAL HEALTHCARE EXCHANGE ACQUIRES PAYMENT MANAGEMENT SOFTWARE FIRM HAP-X
US-based healthcare supply chain management solutions company Global Healthcare Exchange has acquired US-based automated payment management solutions provider H-Card, LLC (Hap-X), the company said.
The acquisition, GHX's second in 19 months, expands the company's financial products portfolio to deliver even greater payment choice and value. Hap-X will operate as a wholly owned subsidiary.
Status: Closed

-VILLAGEMD FORMS JV WITH TWO NEW HAMPSHIRE PHYSICIAN PRACTICES
Chicago, US-based primary care-focused management services organisation VillageMD has partnered with the two largest independent physician groups in New Hampshire, Derry Medical Center and Southern New Hampshire Internal Medicine Associates (SNHIMA), to form VillageMD-New Hampshire, the company said.
According to VillageMD, VillageMD-New Hampshire will create greater clinical value for residents across the state. This new joint venture will provide services to New Hampshire primary care physicians to improve patient outcomes and patient satisfaction, while lowering the total cost of care.
Status: Closed

-SELLING OPPORTUNITIES ABOUT IN MID-MARKET M/A DESPITE DIP IN NORTH AMERICAN DEAL ACTIVITY, REPORT FINDS
Business owners can best position themselves for sale in the current environment by performing rigorous sell-side due diligence, knowing how to handle activists, and exploring the advantages of strategic versus private equity buyers, according to Mid-Market M/A: Deal Environment for Sellers, presented by Firmex and Mergermarket.
As global volatility continues, North American mid-market M/A has hit a downturn. In the first five months, the value of mid-market deals in the region sunk 10% year-over- year to USD 56.9bn, while volume fell even more sharply, to 655 deals from 896.
Status: Speculation

-LILIS ENERGY CLOSES ACQUISITION OF BRUSHY RESOURCES IN PERMIAN BASIN EXPANSION
US-based oil and gas company Lilis Energy, Inc. (NASDAQ: LLEX) has closed its acquisition of Brushy Resources, Inc., a San Antonio-based oil and gas company with primary operations in the Permian Basin in West Texas, the company said.
The total consideration paid in the transaction is comprised of the issuance of Lilis shares of common stock representing approximately 50% of the post-closing, common stock outstanding, and assuming and refinancing USD 13.55m in debt.
Status: Closed

-CARLYLE BUYS MINORITY STAKE IN US TV PRODUCTION COMPANY NEP GROUP
US-based investment company The Carlyle Group's Carlyle Global Partners long-duration private equity fund has made a significant minority investment in US-based television production company NEP Group Inc. alongside existing shareholders Crestview Partners and NEP management, the company said.
NEP serves content producers and owners, providing services used in the broadcast of live sports and entertainment events.
Status: Closed

-DELAWARE BANCSHARES WINS SHAREHOLDER NOD FOR USD 15.4M NORWOOD FINANCIAL BUYOUT
Shareholders of US-based bank holding company Delaware Bancshares, Inc. (OTCPK: DBAI) have approved the company's agreed deal to be acquired by US-based bank holding company Norwood Financial Corp. (NASDAQ: NWFL), the company said.
Earlier in the week, Norwood Financial announced that it had received final regulatory approvals for the acquisition. The closing for the acquisition remains on track for 3Q16.
Status: Agreed

-NATIONAL STORAGE AFFILIATES TRUST TO BUY 29 SELF STORAGE PROPERTIES IN USD 190M DEAL
Maryland-based real estate investment trust National Storage Affiliates Trust (NYSE: NSA) has inked contracts to acquire 29 self storage properties located across six states, comprising approximately 2.1 million rentable square feet, configured in about 18,000 storage units for USD 190m, the company said.
This includes a 22-property portfolio in California for USD 154m. These acquisitions are expected to be funded by a combination of USD 187m of cash and USD 3m of operating partnership equity.
Status: Agreed

-PRISM PLASTICS ACQUIRES US INJECTION MOULDED PLASTICS FIRM
Chesterfield, Michigan-based high-precision plastic product company Prism Plastics has acquired Meadville, Pennsylvania-based injection moulded plastics company Tech Molded Plastics, Inc., the company said.
Founded in 1973, Tech Molded Plastics focuses on precision injection molding to the automotive, medical, consumer, electronics and aeronautics industries. Tech Molded Plastics runs 37 injection-molding machines, with clamping forces from 33 to 440 tons.
Status: Closed

-TEN CAPITAL MANAGEMENT ACQUIRES OFFICE BUILDING COMPLEX IN US FOR USD 19.75M
Cleveland, Ohio-based privately held real estate investment management firm Ten Capital Management has acquired Warrington (Bucks County), Pennsylvania-based Stone Manor Corporate Center from Hartford, Connecticut-based investment manager company Cornerstone Real Estate Advisors for USD 19.75m, the company said.
Stone Manor is currently 100% occupied and is comprised of two, three-story, class A office buildings with a combined net rentable area of 121,535 square feet.
Status: Closed

-GARTNER ACQUIRES UK RESEARCH FIRM SCM WORLD
Connecticut-based supply chain research provider Gartner, Inc. (NYSE: IT) has acquired London, UK-based cross-industry research company SCM World, the company said.
Gartner said it plans to fund the acquisition of SCM World primarily through the use of its existing foreign cash balances. Terms were not disclosed. The firm will introduce SCM World's complementary supply chain services to Gartner's clients and Gartner's supply chain-focused research and advisory services to SCM World clients.
Status: Closed

-MCKESSON, CHANGE HEALTHCARE TO FORM HEALTHCARE SOFTWARE FIRM
US-based healthcare services and information technology company McKesson Corp. (NYSE: MCK) plans to create a new healthcare information technology company with US-based healthcare-related software and analytics provider Change Healthcare Holdings, Inc., the company said.
The transaction is subject to closing conditions. McKesson will contribute the majority of its McKesson Technology Solutions businesses to the new company, with the exception of RelayHealth Pharmacy and Enterprise Information Solutions division.
Status: Agreed

-SARTORIUS ACQUIRES CELL SCREENING SPECIALIST INTELLICYT FOR USD 90M
Germany-based pharmaceutical and laboratory equipment provider Sartorius Group has acquired Albuquerque, New Mexico-based cell screening platforms maker IntelliCyt Corp. for USD 90m in cash, the company said.
The purchase prices included USD 5m in future tax savings. The company focuses on pharma, biotech and academic customers, and achieved strong double-digit annual growth during the past few years. IntelliCyt currently employs 55 people.
Status: Closed

-CAPIO SPECIALIST CLINICS ACQUIRES SWEDISH ULTRASOUND FIRM
Göteborg, Sweden-based healthcare services provider Capio AB's (STO: CAPIO) Capio Specialistkliniker AB affiliate has agreed to acquire 70% of the shares in Sweden-based ultrasound diagnostics company Ultraljudsbarnmorskorna i Stockholm AB as of September 1, 2016, the company said.
The acquisition, which is subject to approval by the authorities, is not expected to impact the group's earnings in 2016. In 2015, Ultraljudsbarnmorskorna, which operates from two locations in Stockholm and provides ultrasound diagnostics for pregnant women, had annual net sales of about SEK 13m and ten employees.
Status: Closed

-GLOBAL SCANNING BUYS ASSETS FROM 3D FILE SHARING FIRM REAL AWESOMESAUCE FOR USD 3M
Stockholm, Sweden-based Global Scanning A/S (STO: GLS) has agreed to acquire assets from 3D file sharing company Real Awesomesauce S.A. to explore opportunities within 3D file sharing and other collaboration services, the company said.
The transaction is valued at USD 3m, comprising 50% in cash and 50% in new share issues. This acquisition includes P3D.in, a cloud-based solution for sharing and editing 3D files over the Internet.
Status: Closed

-MOTOR1 ACQUIRES AUTOMOTIVE DIGITAL MEDIA PLATFORM BOLDRIDE
Miami, Florida-based technology and multimedia company Motor1.com has acquired Chicago, Illinois-based automotive digital media platform BoldRide.com, the company said.
BoldRide.com will join Motorsport Network's multinational and multimedia presence, including sales and marketing operations in 21 regions and 14 native languages around the world. Founded in 2011, BoldRide.com is an active auto community hub featuring a library of car images, videos, and editorial content.
Status: Closed

-MEDSPHERE SYSTEMS MERGES WITH MEDICAL BILLING FIRM CHARTLOGIC
Carlsbad, California-based healthcare technology solutions company Medsphere Systems Corp. has agreed to merge with Salt Lake City, Utah-based medical billing and management company ChartLogic, Inc., the company said.
ChartLogic will retain its name and operate as a division of Medsphere; the expanded company will offer integrated delivery networks and physician practices an affordable and interoperable choice that meets the clinical needs of providers across the spectrum of care.
Status: Closed

-IP MANAGEMENT SOFTWARE SPECIALIST ANAQUA ACQUIRES PATENT RIVER
Massachusetts-based intellectual property management software provider Anaqua, Inc. has acquired US-based patent prosecution data source Patent River, the company said.
Going forward, Patent River data will be combined with analytics from recently acquired AcclaimIP to deliver truly differentiated intelligence, critical for competitive response and portfolio valuation.
Status: Closed

-SWACHA TO MERGE WITH SOUTH AFRICAN PAYMENT CHANNEL SOLUTIONS FIRM EASTPAY
The boards of directors for Texas-based online payment solutions advisory services provider SWACHA and South Africa-based payment channel solutions provider EastPay have approved a merger agreement that combines the two Regional Payments Associations into ePayResources, effective August 1, 2016, the companies said.
Additionally, SWACHA Services Corp. and EastPay Advisory Services, their wholly owned subsidiaries, will also merge under the name ePayAdvisors.
Status: Agreed

-UNIVERSAL DISPLAY BUYS OLED IP ASSETS FROM GERMANY'S BASF IN USD 96.6M DEAL
Ewing, New Jersey-based organic light emitting diode (OLED) technology developer Universal Display Corp. (NASDAQ: OLED), through its UDC Ireland Ltd. subsidiary, has acquired the OLED intellectual property assets of Germany-based chemical company BASF SE (XETRA: BAS) for USD 96.6m (EUR 87m), the company said.
Representing 15 years of research and development, the assets include over 500 issued and pending patents around the world, in 86 patent families. Largely consisting of phosphorescent materials and technologies, BASF's OLED portfolio has an average lifetime of ten years.
Status: Closed