Deal Pipeline
Wednesday 06 July 2016
The following is a list of deals covered in detail by M and A Navigator this week:

-INTERNTIONAL PAPER CLOSES USD 150M SALE OF ASIAN CORRUGATED PACKAGING BUSINESS
US-based packaging and paper company International Paper (NYSE: IP) has completed two previously disclosed transactions the sale of its corrugated packaging business in China and Southeast Asia to Xiamen Bridge Hexing Equity Investment Partnership Enterprise, the company said.
The sale price was USD 150m. International Paper also acquired the Holmen Paper Madrid Mill in Spain. The company plans to convert the newsprint machine to produce recycled containerboard during the second half of 2017.
Status: Closed

-TRANSCANADA CLOSES USD 13BN ACQUISITION OF COLUMBIA PIPELINE
Canadian pipeline company TransCanada Corp. (TSX: TRP) (NYSE: TRP) has closed its acquisition of US-based midstream energy company Columbia Pipeline Group, Inc. for USD 25.50 per share in cash, the company said.
Including the assumption of CPG debt, the total enterprise value of the transaction is approximately USD 13bn. This deal represents a premium of approximately 32% to the volume weighted average price over the last 30 days.
Status: Closed

-LUMINEX CLOSES USD 58M ACQUISITION OF MOLECULAR DIAGNOSTICS FIRM NANOSPHERE
US-based biotechnology company Luminex Corp. (NASDAQ: LMNX) has closed its acquisition of US-based molecular microbiology and molecular diagnostic firm Nanosphere, Inc. (NASDAQ: NSPH) for USD 1.35 per share in an all cash transaction valued at approximately USD 58m, the company said.
Nanosphere offers proprietary diagnostic tools that enable rapid and accurate detection of respiratory, gastroenteric and bloodstream infections. Luminex said that Nanosphere's Verigene platform, broad menu, and strong presence in the molecular microbiology market with over 240 customers complement its customer base.
Status: Closed

-CENTURY CASINOS BUYS CANADA-BASED APEX CASINO, LAND IN USD 25.2M DEAL
US-based casino operator Century Casinos, Inc. (NASDAQ: has signed a purchase agreement to acquire the Apex Casino located in the Edmonton, Alberta suburb of St. Albert, the company said.
The company will purchase the Apex Casino operations for a net amount of CDN 15.9m (USD 12.22m); which equals approximately four times the Apex Casino's trailing twelve month EBITDA. In addition, the company will acquire the real estate assets of the Apex Casino at the appraised value of CDN 12m (USD 9.22m).
Status: Closed

-HEALTHRIGHT TO ACQUIRE WORKFORCE HEALTH MANAGEMENT SPECIALIST HEALTHNEXT
US-based ehealth services provider HealthRight has agreed to terms for the acquisition of workforce population health strategies health strategies developer HealthNext, the company said.
HealthNext offers evidence-based employer roadmaps for achieving benchmark cultures of health and well-being based on its proprietary research of organisations. The combined company will deliver on the promise of population health management by delivering a continuum of integrated care coordination to health consumers and patients.
Status: Agreed

-AVEERNA ACQUIRES US TEST SYSTEMS INTEGRATOR NEXJEN
Canadian electronic device test solutions and services company Averna has acquired 100% of US-based Nexjen Systems for an undisclosed amount, the company said.
Nexjen Systems is a full-service integrator with expertise in mechanical test systems, RF automated test equipment, industrial control, measurement and monitoring systems, and automation control panels. The company, a division of Jenkins Electric Co, was created in 2005 to service Jenkins test and measurement customers in the southeast region.
Status: Closed

-TURKEY'S ARCELIK TO BUY PAKISTANI WHITE GOODS MANUFACTURER DAWLANCE FOR USD 258M
Turkish home appliances company Arçelik has signed an agreement to acquire Pakistani white goods manufacturer Dawlance for USD 258m, the company said.
Arçelik said that the acquisition will help drive Arçelik's growth strategy in emerging markets and its goal to create strong presence in the Asia Pacific region, following a recent investment in Thailand. The transaction will give Arçelik, which is owned by Koç Group (KCHOL: IST), Turkey's largest industrial conglomerate, a significant presence in the world's sixth most populous country at a time of increased economic growth.
Status: Agreed

-CERTENT ACQUIRES REPORTING SOFTWARE FIRM DISCLOSURENET
US-based web-based financial reporting service company Certent, Inc. has signed an agreement to acquire reporting software firm DisclosureNet, the company said.
DisclosureNet provides software-as-a-service solutions designed to improve the quality of external and internal reporting by enabling peer comparisons and analysis, access to accounting standards, and quantitative benchmarking. The company's CEO, Paul Hill, will serve as chief revenue officer at Certent.
Status: Closed

-MONMOUTH REAL ESTATE INVESTMENT ACQUIRES LOUISVILLE INDUSTRIAL BUILDING FOR USD 11.304M
US-based REIT Monmouth Real Estate Investment Corp. (NYSE: MNR) has acquired a new 137,500 square foot industrial building located at 2311 South Park Road, Louisville, KY at a purchase price of USD 11.304m.
This property is net-leased for 10 years to Challenger Lifts, Inc. a subsidiary of Snap-on, Inc. The lease is guaranteed by Snap-on. The building is situated on approximately 10.2 acres. Monmouth Real Estate Investment specialises in single-tenant, net-leased industrial properties, subject to long-term leases, primarily to investment grade tenants.
Status: Closed

-STEEL DYNAMICS TO ACQUIRE ALABAMA, US-BASED THREADED PRODUCTS SUPPLIER FOR USD 126M
US-based steel producer and metals recycler Steel Dynamics, Inc. (NASDAQ-GS: STLD) has entered into a definitive agreement to acquire 100% of US-based threaded rod products supplier Vulcan Threaded Products, Inc., the company said.
Established in 1978, Vulcan is based outside of Birmingham, Alabama and is the nation's largest manufacturer and supplier of threaded rod products, and also produces cold drawn and heat treated bar. Steel Dynamics plans to purchase Vulcan for USD 126m, inclusive of USD 42m in working capital, which is subject to typical post-closing adjustments. 
Status: Agreed

-BALL CLOSES USD 6.1M ACQUISITION OF UK DRINKS CAN MAKER REXAM, SALE OF DIVESTMENT BUSINESS
US-based packaging company Ball Corp. (NYSE: BLL) has completed its acquisition of UK-based drinks can maker Rexam plc for approximately USD 6.1bn of cash and equity, plus the assumption of approximately USD 2.4bn of net debt, the company said.
Ball said that the deal makes it the largest manufacturer of beverage cans in the world. The company also completed the required sale of the divestment business to Ardagh Group, receiving cash proceeds of approximately USD 3.1bn at closing.
Status: Closed

-SALESFORCE CLEARS REMAINING REGULATORY HURDLES IN DEMANDWARE ACQUISITION
The deal under which US-based customer relationship platform Salesforce (NYSE: CRM) will acquire enterprise cloud commerce solutions provider Demandware (NYSE: DWRE) has now all required regulatory approvals needed to complete the tender offer, Salesforce said.
Salesforce said German Federal Cartel Office has granted clearance for the proposed transaction, under which Salesforce intends to acquire Demandware at a price of USD 75.00 per share. Early in June, the companies entered into a definitive agreement under which Salesforce will acquire Demandware in a transaction worth approximately USD 2.8bn, the company said.
Status: Agreed

-PATTERN ENERGY TO ACQUIRE NEW MEXICO WIND POWER FACILITY FOR USD 269M
US-based power company Pattern Energy Group Inc. (NASDAQ: PEGI) (TSX: PEG) has committed to acquire interests in the 324mw Broadview Wind power facility and associated independent 35-mile 345 kV Western Interconnect transmission line from Pattern Energy Group LP for USD 269m at commencement of commercial operations, the company said.
Pattern Development has closed financing and is beginning construction on Broadview, which is located 30 miles north of Clovis, New Mexico. Pattern Energy said it has all the capital required to fund the transaction with currently available liquidity and new project holding company commitments from debt financing facilities.
Status: Agreed

-VIMPELCOM, GLOBAL TELECOM AND WARID CLOSE MERGER OF PAKISTON TELECOM BUSINESS
Dutch telecommunications company VimpelCom Ltd. and its majority-owned Global Telecom Holding S.A.E. subsidiary, together with Warid Telecom Pakistan LLC and Bank Alfalah Ltd., have closed an agreement to merge their Pakistan telecom businesses, the companies said. 
The merger of Pakistan Mobile Communications Ltd. and Warid Telecom (Private) Ltd. will see the combined entity serving 45m customers. The transaction is the first merger in the mobile telecommunications sector in Pakistan.
Status: Closed

-US REIT COUSINS SCHEDULES 23 AUGUST SHAREHOLDER VOTE ON PARKWAY PROPERTIES MERGER
Shareholders of US-based office REITs Cousins Properties Inc. (NYSE: CUZ) will vote on 23 August to approve the companies deal with Parkway Properties, Inc. (NYSE: PKY) for the merger of the two REITs in a stock-for-stock transadtion, and the simultaneous spin-off of the Houston-based assets of both companies into a new publicly-traded REIT, the company said.
The transactions will result in two independent and internally-managed office REITs. Under the terms of the agreement, Parkway shareholders will receive 1.63 shares of Cousins stock for each share of Parkway stock they own. This is worth USD 1.95bn.
Status: Agreed

-PBF ENERGY CLOSES ACQUISITION OF CALIFORNIA REFINERY, RELATED LOGISTICS ASSETS FROM EXXONMOBIL
A subsidiary of US-based refiner PBF Energy Inc. (NYSE: PBF) has closed an agreement to purchase the 155,000 barrel-per-day Torrance refinery in Southern California, and related logistics assets, from ExxonMobil (NYSE: XOM), the company said.
With the acquisition, PBF will increase its total throughput capacity to approximately 900,000 barrels per day. The purchase price for the assets is USD 537.5m, plus working capital to be valued at closing. PBF expects to finance the transaction with a combination of cash, debt and equity.
Status: Closed

-MARYLAND'S SHORE BANCSHARES CLOSES MERGER OF SUBSIDIARIES
Maryland, US-based community bank holding company Shore Bancshares, Inc. (NASDAQ: SHBI) has closed the merger its two subsidiary banks, The Talbot Bank of Easton Maryland and CNB, headquartered in Centreville, Maryland, into one bank that will be known as Shore United Bank, the company said.
Signs at all branches were changed beginning 1 July 2016 to reflect the new name, Shore United Bank. As a USD 1.1bn bank, Shore United Bank will continue to operate all 18 existing branches, a loan production office, and wealth management office throughout the Eastern Shore of Maryland, and Delaware.
Status: Closed

-CALIBER HOME LOANS CLOSES ACQUISITION OF MORTGAGE LENDER FIRST PRIORITY FINANCIAL
Texas-based residential mortgage origination and servicing company Caliber Home Loans, Inc. has closed the acquisition of substantially all of the assets of Fairfield, California-based regional residential mortgage lender First Priority Financial, the company said.
Following the acquisition, Caliber will have a servicing portfolio of approximately USD90bn, licenses in 50 states, and a salesforce of more than 1,000 across more than 250 retail locations throughout the United States.
Status: Closed

-B RILEY CAPITAL MANAGEMENT CLOSES USD 185M ACQUISITION OF E-COMMERCE FIRM UNITED ONLINE
US-based investment bank B. Riley Financial, Inc. (NASDAQ: RILY) B. Riley Capital Management, LLC unit has closed the acquisition of US-based e-commerce firm United Online, Inc. (NASDAQ: UNTD) for USD 12.50 per share, B. Riley said.
United Online is a provider of consumer services and products over the Internet. As of November 17, 2015, B. Riley Capital Management and its affiliates beneficially owned approximately 7.9% of the outstanding shares of United Online.
Status: Closed

-WHITE STAR PETROLEUM CLOSES USD 200M ACQUISITION OF MISSISSIPPI LIME, WOODFORD SHALE ASSETS FROM DEVON
US-based oil and natural gas company White Star Petroleum, LLC has closed the purchase of certain Mississippi Lime and Woodford Shale assets from Devon Energy Corp. (NYSE: DVN) for USD 200m, the company said.
The transaction is subject to customary purchase price adjustments, terms and conditions, and is expected to close in 2Q16. These assets include approximately 210,000 largely contiguous net acres which immediately offset White Star's acreage in Central Northern Oklahoma.
Status: Closed

-AMG/PARADE FORMS NEW DIVISION TO PROVIDE NEWSPAPER CONTENT; ACQUIRES COMPANY
US-based content developer AMG/Parade has formed a new division to provide premium content to brands, including its 1,400+ newspaper partners across the US in print, mobile and digital platforms, the company said.
The initiative, PEP (Partner Enhancement Program), will leverage AMG/Parade's content in food, sports, pop culture and entertainment to enhance newspaper partners' coverage in those areas and provide them with new vertical revenue streams.
Status: Closed

-US REIT AMERICAN CAPITAL AGENCY CLOSES ACQUISITION OF ITS EXTERNAL MANAGER
US-based REIT American Capital Agency Corp. (NASDAQ: AGNC) has completed the internalisation of its management function through the acquisition of American Capital Mortgage Management, LLC and its subsidiaries, the company said.
AGNC acquired ACMM from a portfolio company of American Capital, Ltd. (NASDAQ: ACAS) for a purchase price of USD 562m in cash at closing, and no termination fee was paid by AGNC under its management agreement in connection with the internalisation.
Status: Closed

-OKLAHOMA'S MIDFIRST BANK CLOSES ACQUISITION OF LOS ANGELES-BASED 1ST CENTURY BANK
Oklahoma City, US-based bank holding company Midland Financial Co. has closed its acquisition of Los Angeles, US-based 1st Century Bancshares, Inc. (NASDAQ: FCTY), the company said.
Simultaneously with the closing of the acquisition, 1st Century Bank will be merged into MidFirst Bank. Following these transactions, the business of 1st Century Bank will continue to operate under the 1st Century brand as a division of MidFirst Bank.
Status: Closed

-US BATTERY MAKER ENRGIZER CLOSES ACQUISITION OF HANDSTANDS CAR AIR FRESHENER
US-based automobile air freshener company HandStands has agreed to be acquired by US-based battery maker Energizer Holdings, Inc. (NYSE: ENR), the company said.
Founded in 1983, and headquartered in Draper, Utah, HandStands designs and markets automotive fragrance and appearance products. Energizer Holdings, Inc. (NYSE: ENR), headquartered in St. Louis, Missouri, makes primary batteries and portable lighting products and is anchored by its two globally recognized brands Energizer and Eveready.
Status: Closed

-US PACKAGING FIRM KAPSTONE ACQUIRES CENTRAL FLORIDA BOX
US-based packaging company KapStone Paper and Packaging Corp. (NYSE: KS) has closed the acquisition of Central Florida Box Corp. located in Lake Mary, Florida, the company said.
CFB provides design, graphics, manufacturing, assembly, fulfillment, warehousing and distribution services to over 400 customers ranging from small, family-owned companies to large, national corporations.
Status: Closed

-CRESTWOOD ASSOCIATES TO MERGE WITH CONSULTING FIRM STANLEY STUART YOFFEE AND HENDRIX
US-based CRM solutions company Crestwood Associates LLC has entered into a merger agreement with the Florida-based Microsoft Dynamics and Acumatica consulting firm Stanley Stuart Yoffee and Hendrix, Inc., the company said.
SSYH will operate under the Crestwood Associates name, keeping offices in Maitland and Ft. Lauderdale. Crestwood Associates and SSYH both provide Microsoft Dynamics and Acumatica accounting and business management solutions to mid-sized companies, which makes this a great opportunity for both organizations and their customers.
Status: Agreed

-GTCR, SCOTT HAPP FORM BUSINESS, ACQUIRE OPTIMAL BLUE HOLDING
Chicago, Illinois-based private equity firm GTCR, in a partnership with mortgage technology executive Scott Happ, has closed the acquisition of US-based, cloud-based software as a service provider Optimal Blue Holdings, the firm said.
GTCR has committed up to USD 350m of equity capital to the investment to pursue growth initiatives at Optimal Blue as well as complementary acquisitions to provide information and other digital services to the mortgage marketplace. Optimal Blue provides a pricing engine for the mortgage industry.
Status: Closed

-INWIDO CLOSES ACQUISITION OF DANISH WINDOW COMPANY OUTRUP VINDUER
Swedish window and door supplier Inwido AB (STO: INWI) has closed the acquisition of 25% of the shares in Danish window company Outrup Vinduer and Døre, the company said. The parties have also agreed that the remaining shares will be acquired in early 2018 and 2019.
Inwido said that the acquisition strengthens its position in the Danish market and is expected to generate significant opportunities for expansion and synergies with Inwido's existing operations.
Status: Closed

-SES EXERCISES CALL OPTION; BUYS 100% OF 03B NETWORKS
Swedish window and door supplier Inwido AB (STO: INWI) has closed the acquisition of 25% of the shares in Danish window company Outrup Vinduer and Døre, the company said.
The parties have also agreed that the remaining shares will be acquired in early 2018 and 2019. Inwido said that the acquisition strengthens its position in the Danish market and is expected to generate significant opportunities for expansion and synergies with Inwido's existing operations.
Status: Closed

-TRANSPORT HOLDINGS COMPLETES ACQUISITION OF PENNSYLVANIA TRANSPORT, LOGISTICS FIRM JONES
An affiliate of US-based private equity firm Revelstoke Capital Partners LLC's Transport Holdings, LLC portfolio company has completed the acquisition of Jones Motor Group, Inc. and its affiliated companies, the company said.
Based in Limerick, Pennsylvania, Jones is an asset-light transportation and logistics company with a freight profile that includes flatbed, heavy-haul, dry van, refrigerated, as well as LTL. Jones is the oldest common carrier in the US, with operations dating back to 1894.
Status: Closed

-ARBOR PHARMACEUTICALS COMPLETES USD 467M TENDER OFFER FOR XENOPORT SHARES
US-based drugmakers Arbor Pharmaceuticals, LLC has completed a tender offer to purchase all issued and outstanding shares of XenoPort, Inc. (NASDAQ: XNPT), the company said.
In May, the company agreed to buy XenoPort for USD 7.03 per share in cash, or a total equity value of approximately USD 467m. The purchase price per share represents a 60% premium to the closing price of XenoPort shares on 20 May 2016.
Status: Closed

-MEDNAX CLOSES ACQUISITION OF US HOSPITAL REVENUE CYCLE MANAGEMENT SERVICES PROVIDER
US-based physician network Mednax, Inc. (NYSE: MD) has closed the acquisition of US-based hospital revenue cycle management services provider Cardon Outreach, for USD 400m, the company said.
Cardon Outreach will become a wholly owned subsidiary of MedData, a Mednax company. Including the addition of Cardon, MedData's operations will consist of approximately 2,000 employees.
Status: Closed

-MEGELLAN HEALTH CLOSES USD 117.5M ACQUISITION OF ARMED FORCES SERVICES
US-based health care and special population management company Magellan Health, Inc. (NASDAQ: MGLN) has closed the acquisition of US-based managing behavioural health and specialty services provider Armed Forces Services Corp., the company said.
The base purchase price of the acquisition will be USD 117.5m, with an additional earn-out opportunity up to USD 10m based on the retention of certain core business of AFSC. Certain key members of AFSC's management, who are also shareholders, will reinvest a portion of their proceeds in Magellan restricted common stock. The stock is subject to vesting over a two-year period.
Status: Closed