Deal Pipeline
Tuesday 30 May 2017
The following is a list of deals covered in detail by M and A Navigator this week:

-INTU PROPERTIES, TH REAL ESTATE AGREE TO MADRID SHOPPING CENTRE JV
UK-based shopping centre operator intu properties plc (LSE: INTU) and TH Real Estate, on behalf of its pan-European investment vehicle, the European Cities Fund, have agreed to form a joint venture to own Madrid Xanadú shopping centre in Spain, the firms said.
Madrid Xanadú shopping centre is the retail and leisure destination for the south-west of Madrid and one of the top ten shopping centres in Spain. The centre, which opened in 2003, has an annual footfall of 13m customer visits and an annual net rental income of EUR 23m.
Status: Agreed

-TATNEFT BOARD APPROVES ACQUISITION OF RUB 10BN OF AK BARS BANK SHARES
Russian oil and gas company PJSC Tatneft has agreed to acquire 5bn ordinary shares of Russian universal credit organisation PAO Ak Bars Bank at 1 Ruble per share placed in the course of additional issuance of shares by Pao AK Bars Bank with the aggregate value of RUB 10bn (USD 180m), the company said.
As a result of the proposed acquisition the financial investments of Tatneft Group into the capital of Pao Ak Bars Bank will increase and the total shareholding, inclusive of the shares currently owned, will amount to approximately 17.24%.
Status: Agreed

-ANGLO AMERICAN CLOSES SALE OF DARTBROOK COAL MINE TO AUSTRALIAN PACIFIC COAL
UK-based mining company Anglo American plc (LSE: AAL) has closed a sale and purchase agreement with Australian Pacific Coal Ltd. as guarantor and a subsidiary of AQC as purchaser to sell its 83.33% interest in the Dartbrook Coal Mine in the Hunter Valley, New South Wales, Australia, Anglo American said.
 Under the terms of the SPA and royalty deed, AQC acquired Anglo American's interest in Dartbrook for up to AUD 50m (approximately USD 36m), comprising an upfront cash payment of AUD 25m and the grant of a royalty equal to AUD 3.0 for each ton of coal produced by the operation in the future and AUD 0.25 for each ton of coal sourced from other sites and processed using Dartbrook's processing infrastructure.
Status: Closed

-US DERMATOLOGY PARTNERS ACQUIRES PRACTICE IN GREATER AUSTIN AREA
US-based physician services and management organisation US Dermatology Partners, formerly known as Dermatology Associates, has acquired Texas, US-based Georgetown Dermatology, the company said.
Georgetown Dermatology is located approximately 30 miles north of Austin, TX. US Dermatology Partners provides dermatologic care. GTD cares for patients via three board-certified dermatologists and one physician assistant. GTD's providers offer a suite of clinical, surgical and cosmetic services.
Status: Closed

-QUEST MANAGEMENT IN TALKS TO ACQUIRE TELEMEDICINE BUSINESS SANAVIDA
Latvia-based, US-focused fitness equipment distributor Quest Management Inc. (OTC: QSMG) is negotiating to acquire US telemedicine firm Sanavida, the company said. Quest said the acquisition of Sanavida will serve as a beachhead entry into the telemedicine market, as part of its diversified strategy.
Sanavida is a new entrant in the telemedicine field. Available in both Spanish and English, Sanavida is a solution to the health crisis posed by the volatility and complications of the national health insurance debate.
Status: Talks

-FB FINANCIAL AMENDS TERMS OF USD 284.2M CLAYTON BANKS ACQUISITION TO ADDRESS FED CONCERNS
Nashville-based financial services company FB Financial Corp. (NYSE: FBK) has entered into an amendment to a stock purchase agreement for its acquisition of Clayton Bank and Trust and American City Bank from Tennessee-based Clayton HC, Inc., the sole shareholder of the Clayton Banks, the company said.
The parties agreed to the amendment to address competitive concerns raised by the Federal Reserve Board with respect to Clayton HC's post-closing ownership of the company's shares and continued ownership of 50% of Apex Bancorp, Inc., the bank holding company for Apex Bank, a bank headquartered in Camden, Tennessee.
Status: Agreed

-APAX FUNDS COMPLETE SALE OF STAKE IN GARDA WORLD SECURITY
A subsidiary of funds advised by US-based private equity advisory firm Apax Partners LLP has completed the sale of its remaining shares of the parent company of Canadian security and cash services provider Garda World Security Corp., Apax said.
The stake has been acquired by Stephan Crétier, founder, chairman and chief executive officer of GardaWorld, along with certain members of management and an entity held by investment funds affiliated with Rhône Capital. In November 2012, a consortium formed by Crétier and a subsidiary of funds advised by Apax Partners acquired publicly listed GardaWorld for CDN 1.1bn in cash, including assumed debt.
Status: Closed

-COATINGS MAKERS SHERWIN-WILLIAMS RECEIVES REMAINING REGULATORY CLEARANCES FOR VALSPAR ACQUISITION
US-based paint and coatings company The Sherwin-Williams Co. (NYSE: SHW) has received regulatory approval from the United States Federal Trade Commission and the Canadian Competition Bureau to complete its acquisition of The Valspar Corp. (NYSE: VAL), the company said.
The FTC and CCB were the only remaining regulatory approvals required to close the acquisition. Sherwin-Williams expects to close the acquisition on 1 June 2017, subject to customary closing conditions. Under the deal, Sherwin-Williams will acquire Valspar for USD 113 per share in an all-cash transaction. The transaction was announced on 20 March 2016.
Status: Agreed

-FANEUIL CLOSES ACQUISITION OF BPO, CONTACT CENTRE OPERATIONS FROM VERTEX BUSINESS SERVICES
US-based outsourced customer care services provider Faneuil has closed the acquisition of BPO and contact centre operations from Vertex Business Services, LLC, the firm said.
More than 500 employees who service Vertex's current client programmes and operations in Scottsbluff, Nebraska and Kennesaw, Georgia will be transitioned to Faneuil employment. For more than 23 years, Faneuil has designed, implemented and operated contact centres on behalf of highly regulated government and commercial clients.
Status: Closed

-IRISH CONTINENTAL CLOSES EUR 45M SALE OF PASSENGER FERRY
Dublin-based shipping and transport group Irish Continental Group plc (LSE: ICGC) has closed the sale of the passenger ferry Kaitaki (Ex Isle of Innisfree) to buyers KiwiRail of New Zealand, the company said.
This deal was announced earlier in May. The group said the agreed consideration of EUR 45m (USD 50.18m), payable in cash, has been received in full and will be utilised for general corporate purposes. Irish Continental Group is a shipping and transport group principally engaged in the transport of passengers, cars and freight on routes between Ireland, the United Kingdom and Continental Europe.
Status: Closed

-CISCO CLOSES USD 125M ACQUISITION OF ARTIFICIAL INTELLIGENCE FIRM MINDMELD
US-based technology company Cisco (NASDAQ: CSCO) has completed the acquisition of US-based artificial intelligence firm MindMeld Inc., the company said.
Cisco acquired MindMeld for USD 125m in cash and assumed equity awards. MindMeld has developed an AI platform that enables customers to build intelligent and human-like conversational interfaces for any application or device. Through its proprietary machine learning technology, MindMeld delivers high levels of accuracy to help users interact with voice and chat assistants in a more natural way.
Status: Closed

-MAMMOTH ENERGY SERVICE ACQUIRES CHIEFTAIN SAND AND PROPPANT FOR USD 36M
US-based oilfield service company Mammoth Energy Service, Inc. (NASDAQ: TUSK) has closed the acquisition of substantially all of the assets of US-based proppant, industrial silica and construction aggregate supplier Chieftain Sand and Proppant, LLC for USD 36m in cash, the company said.
The assets acquired from Chieftain included a wet and dry plant located on approximately 600 acres in New Auburn, Wisconsin. JT Boyd, a mining and geologic consultant, recently completed an analysis of the reserves in place which found an estimated 38m tons of useable frac sands present on the parcels acquired from Chieftain, up from a previously estimated 30 m tons.
Status: Closed

-CHINA LODGING CLOSES RMB 3.65BN ACQUISITION OF BOUTIQUE HOTEL OPERATOR CRYSTAL ORANGE
Chinese hotel chain operator China Lodging Group, Ltd.'s (NASDAQ: HTHT) China Lodging Holdings Ltd. subsidiary has closed the acquisition of Chinese boutique hotel operator Crystal Orange Hotel Holdings Ltd. for an initial aggregate consideration in cash of approximately RMB 3.65bn (USD 530m), the company said.
China Lodging Group is a hotel operator and franchisor in China under 12 brand names. As of 31 December 2016, the company had 3,269 hotels or 331,347 rooms in operation in 367 cities. With a primary focus on economy and midscale hotel segments, China Lodging Group's brands include Hi Inn, HanTing Hotel, Elan Hotel, JI Hotel, Starway Hotel, Joya Hotel, and Manxin Hotels and Resorts.
Status: Closed

-IRET ACQUIRES OXBO APARTMENTS IN MINNESOTA FOR USD 61.5M
North Dakota, US-based Midwest-focused real estate investment trust IRET (NYSE: IRET) has acquired Minnesota, US-based multifamily property Oxbō Apartments to expand existing portfolio, the company said.
The newly constructed property was acquired for USD 61.5m and is currently 42% leased. The company said the property in St. Paul, Minnesota improves the company's prospect of sustainable cash flow growth for investors.
Status: Closed

-500.COM TO ACQUIRE LOTTERY BETTING, CASINO PLATFORM PROVIDER MULTI GROUP FOR EUR 49.8M
China-based sports online sports lottery service 500.com Ltd. (NYSE: WBAI) has agreed to purchase 93% of Malta-based online lottery betting and casino platform provider Multi Group Ltd. in a share purchase agreement, the company said.
500.com is acquiring the outstanding shares of Multi Group for approximately EUR 49.8m (USD 56m) in cash. Closing of the acquisition is subject to approval by relevant regulatory authorities and conditions established in the share purchase agreement.
Status: Agreed

-BLUE STAR SPORTS ACQUIRES SPORTS FILM ANALYSIS AND STATISTICS FIRM KROSSOVER INTELLIGENCE
Texas, US-based sports management software provider Blue Star Sports has acquired New York, US-based sports film analysis and statistics firm Krossover Intelligence to accelerate growth in the sports community, the company said.
This acquisition of Krossover Blue Star said the acquisition of Krossover's technology builds upon the suite of sports tech companies Blue Star Sports has been corralling over the past nine months, including Bonzi, Captain U and most recently GroupNet Solutions. The acquisition continues Blue Star Sport's growth pace and aligns with its goal to advance technology in amateur and professional sports.
Status: Closed

-INTERFACE PERFORMANCE MATERIALS ACQUIRES INDIA MANUFACTURING PLANT
Pennsylvania, US-based sealing solutions provider Interface Performance Materials (IPM) has agreed to acquire an India-based materials manufacturing facility to expand reach in Indian, Middle Eastern and Southeast Asian transportation markets, the company said.
Interface Performance Materials said it plans to begin upgrades to the facility. By applying its manufacturing process to the India-based production of the gasket material product line, IPM said it is positioned to formulate and develop new products, using locally sourced materials to meet market demand.
Status: Closed

-MEMBERCLICKS ACQUIRES CANADIAN ONLINE EVENT REGISTRATION SOFTWARE FIRM EPLY
Georgia, US-based membership management software provider MemberClicks has acquired Canada-based online event registration software company ePly to expand services to small-staff associations, the company said.
The company said by bringing ePly into the MemberClicks family, it would create value for the nonprofit community, empowering organisations to thrive through technology and service. ePly said the acquisition creates new opportunities for growth for the ePly team internally and over time will deliver more functionality to our customers.
Status: Closed

-FIRST INTERSTATE BANCSYSTEM CLOSES USD 589M ACQUISITION OF CASCADE BANCORP
Montana, US-based bank holding company First Interstate BancSystem, Inc. (NASDAQ: FIBK) has closed its acquisition of Oregon, US-based bank holding company Cascade Bancorp (NASDAQ: CACB), the company said.
Last November, the companies entered into a definitive agreement under which First Interstate, parent company of First Interstate Bank, will acquire Cascade, parent company of Bank of the Cascades, in a cash and stock transaction for total consideration valued at approximately USD 589m in aggregate, or USD 7.60 per share based on the First Interstate closing price of USD 38.30 per share on 16 November 2016.
Status: Closed

-SUPERIOR INDUSTRIES WRAPS TENDER OFFER FOR GERMAN ALUMINIUM WHEEL SUPPLIER UNIWHEELS
US-based aluminium wheel supplier Superior Industries International, Inc. (NYSE: SUP) has concluded its tender offer for shares of German aluminium wheel maker Uniwheels AG, the company said. In the offer, Superior paid an aggregate consideration of USD 714.7m, financed through approximately USD 670m of newly funded debt, as well as USD 150m of Preferred Equity.
The subscription period for the tender offer expired on 22 May 2017. As of expiration, 11,445,080 shares had been validly tendered, representing approximately 92.3% of Uniwheels shares of common stock, that were acquired by Superior for an average price of 233.67zl per share, or USD 714.7m.
Status: Agreed

-GOLDMINING CLOSES USD 13.5M ACQUISITION OF BELLHAVEN AND ITS COLOMBIAN GOLD-COPPER PROJECT
Canadian gold producer GoldMining Inc. (TSX Venture: GOLD) (OTCQX: GLDLF) and Canadian gold and copper explorer Bellhaven Copper and Gold Inc. have closed an agreement under which GoldMining acquired all of the outstanding common shares of Bellhaven in a deal worth USD 13.5m, the company said.
With completion of the arrangement, GoldMining owns 100% of Bellhaven and its La Mina Gold Project, which includes the La Mina concession (1,794 Ha) and the contiguous La Garrucha concession (1,416 Ha) in Colombia. Under the arrangement, Bellhaven shareholders received 0.25 common shares of GoldMining for each Bellhaven Share held. Existing warrants and options of Bellhaven were similarly become exercisable into GoldMining common shares based on the Exchange Ratio in accordance with their existing terms.
Status: Closed

-MINNESOTA, VIRGINIA REGULATORS CLEAR USD 34BN CENTURYLINK, LEVEL 3 TIE-UP
US regulators in the states of Minnesota and Virginia have approved the merger of Monroe, Louisiana-based communications company CenturyLink, Inc. (NYSE: CTL) and Broomfield, Colorado-based integrated communications services company Level 3 Communications, Inc. (NYSE: LVLT), the companies said.
More than 15 states and territories have now approved or cleared the deal. Announced 31 October 2016, the merger is on track to complete by 30 September 2017. In December 2016, CenturyLink began filing applications with the appropriate federal and state regulatory agencies.
Status: Agreed

-10 FEDERAL LAUNCHES SELF-STORAGE FUND, ACQUIRES NORTH CAROLINA FACILITY
US-based real estate company 10 Federal has launched fundraising for a USD 10m fund to acquire self-storage facilities and convert them from manned to fully-automated, unmanned operations, the firm said.
10 Federal has developed a system using various hardware and software applications that allow for the leasing and operational functions often performed by a property manager to be replaced by these technologies. The firm's fund has acquired its first facility for conversion. It is the South Point self-storage property located in Belmont, North Carolina which is near Charlotte, NC.
Status: Closed

-BRITISH AMERICAN TOBACCO, REYNOLDS AMERICAN NAMES POST-MERGER LEADERSHIP TEAM
US-based tobacco company Reynolds American Inc. (NYSE: RAI) has named its proposed leadership team after the anticipated 3Q17 acquisition of RAI by UK-based cigarette maker British American Tobacco plc (NYSE MKT: BTI), the company said.
Debra A. Crew will remain as president and CEO of RAI. Should the acquisition be successfully completed, she will report to Nicandro Durante, president and CEO of BAT. Andrew D. Gilchrist, currently executive vice president and chief financial officer of RAI, has indicated that, in the event of the completion of the proposed acquisition, he intends to resign from the company shortly thereafter.
Status: Agreed

-GTCR'S OPTIMAL BLUE NETWORK ACQUIRES MORTGAGE TECHNOLOGY FIRM COMERGENCE
US-based private equity firm GTCR's portfolio company, US-based managed-content, enterprise lending services provider Optimal Blue, has closed the acquisition of US-based SaaS mortgage technology business Comergence Compliance Monitoring, the firm said.
Comergence's network-based solutions allow mortgage investors to perform due diligence and ongoing monitoring of their third party originators. The company's software enables mortgage investors to review and monitor the licensing, compliance and risk profile of virtually all 18,500 third party originators operating in the market.
Status: Closed

-US PARKING FACILITIES INVESTORS MVP REIT, MVP REIT II TO MERGE
US-based real estate investment trusts MVP REIT, Inc. and MVP REIT II, Inc. have entered into a definitive merger agreement, pursuant to which MVP I will merge with and into a wholly-owned merger subsidiary of MVP II with the merger subsidiary continuing as the surviving entity, the REITs said.
MVP REIT is a publicly registered, non-listed hybrid real estate investment trust, which completed its initial public offering in September 2015. It primarily invests in parking facilities throughout the United States, secured by long term leases with national and regional operators. MVP REIT II is a publicly registered, non-listed REIT formed to invest primarily in parking lots and facilities in the United States and Canada. Both MVP I and MVP II are managed by MVP Realty Advisors, LLC.
Status: Agreed

-I2 PHARMACEUTICALS ACQUIRES ANTIBODY AND PROTEIN ENGINEERING TECHNOLOGY PORTFOLIO
US-based drugmaker i2 Pharmaceuticals, Inc has acquired all of the antibody and engineered protein technology of US-based Sea Lane Biotechnologies, LLC, including several potential product candidates, the company said.
The acquisition consists of three distinct classes of protein therapeutics, including world-class human antibody libraries, human b-cell derived antibodies, and a new class of engineered protein therapeutics called Surrobodies. Surrobodies allow for the facile creation of bispecific therapeutic agents from vast arrays of monospecific agents.
Status: Closed

-FERRERO INTERNATIONAL CLOSES ACQUISITION OF US CHOCOLATE CONFECTIONERY MANUFACTURER FANNIE MAY
Italian confectionery group Ferrero International S.A has closed the acquisition of US premium chocolate confectionery manufacturer Fannie May confections brands from 1-800-Flowers.com, Inc. (NASDAQ: FLWS), the group said.
Under the deal, which was announced in March, Ferrero paid USD 115m for the company. Fannie May Confections is the manufacturer of the Fannie May and Harry London brands. Additionally, Ferrero will enter into a strategic commercial partnership agreement, to be signed on or before the transaction close, to include selected Ferrero and Fannie May products in 1-800-Flowers gift baskets, towers and on e-commerce sites.
Status: Closed

-EASTGROUP PROPERTIES ACQUIRES SOUTHPARK CORPORATE CENTER 5-7 IN TEXAS
US-based industrial properties REIT EastGroup Properties (NYSE: EGP) closed the acquisition of a property in Austin, Texas during the month of May, the firm said.
Under the deal, EastGroup acquired Southpark Corporate Center 5-7 in Austin for USD 10.2m. The three buildings, which the company purchased from the buyer of its Stemmons Circle property, contain a total of 99,000 square feet and are 100% leased to four customers. These buildings are located adjacent to EastGroup's 100% leased Southpark 3 and 4 buildings in Austin's Southeast/Airport submarket.
Status: Closed

-EASTGROUP PROPERTIES SELLS STEMMONS CIRCLE IN DALLAS FOR USD 5.1M
US-based industrial properties REIT EastGroup Properties (NYSE: EGP) closed the sale of Stemmons Circle in Dallas during the month of May, the firm said.
EastGroup sold Stemmons Circle, a 99,000 square foot building in Dallas, to the seller of Southpark Corporate Center 5-7 for USD 5.1m. The firm bought Southpark Corporate Center 5-7 in Austin for USD 10.2m. EastGroup plans to record a gain on the sale which will not be included in funds from operations.
Status: Closed

-UK COMPETITION AND MARKETS AUTHORITY TO PROBE TESCO'S ACQUISITION OF BOOKER
The Competition and Markets Authority is considering whether it is or may be the case that UK-based grocer Tesco Group plc's (LSE: TSCO) pending acquisition of UK-based food wholesaler Booker Group plc (LSE: BOK) may be expected to result in a substantial lessening of competition within any market or markets in the United Kingdom for goods or services, the CMA said.
In January, Tesco announced a GBP 3.7bn (USD 4.66bn) deal to buy Booker Group in a shares deal. At the time, the companies forecast pretax profit synergies of at least GBP 200m a year by the third year of completion. They also saw revenue synergies of at least GBP 25m a year. On completion of the merger, Charles Wilson, Booker's chief executive officer and Stewart Gilliland, Booker's chairman, will join the combined group's board.
Status: Agreed

-UK CMA WILL NOT REFER FAYAT'S ACQUISITION OF DYNAPAC COMPACTION EQUIPMENT TO FURTHER PROBE
The UK Competition and Markets Authority has decided not to refer French industrial and construction company Fayat SAS' pending acquisition of Dynapac Compaction Equipment AB to a Phase 2 investigation, the CMA said.
In January, Swedish industrial group Atlas Copco (STO: ATCOA) announced an agreement to sell its Road Construction Equipment division to Fayat Group. The deal includes sales and service operations in 37 countries and production units in five countries; Sweden, Germany, Brazil, India and China. The business has 1,265 employees and revenues of approximately SEK 2.9bn (EUR 309m) in 2016.
Status: Agreed