Deal Pipeline
Monday 27 June 2016
The following is a list of deals covered in detail by M and A Navigator this week:

-QIAGEN CLOSES TENDER OFFER FOR DANISH RNA TECHNOLOGIES SPECIALIST EXIGON
Dutch life science company Qiagen N.V. (NASDAQ: QGEN) has closed its tender offer for the acquisition of shares in Danish RNA technology specialist Exiqon A/S, the company said.
Earlier this month, company reduced the tender offer threshold from 90% to 89.20%. Also, an extended offer period expired on 22 June 2016. Qiagen said it has in total received acceptances from shareholders in Exiqon A/S representing 34,852,938 shares or approximately 94.52% of the share capital and voting rights in Exiqon A/S.
Status: Closed

-TRANSDIGM CLOSES ACQUISITION OF DATABUS AND POWER SUPPLY FIRM DATA DEVICE
US-based aircraft components producer TransDigm Group Inc. (NYSE: TDG) closed an agreement to purchase databus and power supply products supplier Data Device Corp.'s parent, ILC Holdings, Inc., from Behrman Capital for a total purchase price of USD 1.0bn in cash, the company said.
The acquisition of DDC was previously announced on 24 May 2016. DDC is a supplier of databus and power supply products for the global military and commercial aerospace markets.
Status: Closed

-58.COM SWAPS STAKE IN CHINESE VACATION RENTAL PLATFORM MAYI FOR SHARES IN TUJIA
Chinese online marketplace 58.com Inc. (NYSE: WUBA) has completed a swap of its shares in Chinese short-term and vacation rental platform Mighty Talent Ltd., that was owned by Ganji, with vacation rental reservation platform Tujia.com International, the company said.
Tujia.com provides online search, inquiry and booking services of rental properties in China. As a result, 58.com has divested all its 65.7% stake in Mayi in exchange for a minority stake in Tujia. In addition to the share swap, 58.com will acquire additional Tujia shares by investing online traffic resources, as well as USD 10m in cash and a USD 2m bridge loan for Mayi.
Status: Closed

-NEVSUN RESOURCES CLOSES ACQUISITION OF CANADIAN MINER RESERVOIR MINERALS
Canada-based mining company Nevsun Resources Ltd. (TSX: NSU) (NYSE MKT: NSU) has closed its acquisition of Canada-based mineral exploration company Reservoir Minerals Inc., the company said. In April, Canada-based mining company Nevsun Resources agreed to combine with Reservoir Minerals Inc.
Under the terms of the arrangement agreement, Nevsun will acquire all of the outstanding common shares, and restricted share units of Reservoir on the basis of two common shares and USD 0.001 in cash for each Reservoir common share for a total value of approximately USD 365m.
Status: Closed

-WISCONSIN, US BANK ASSOCIATED FINANCIAL TO REBRAND SUBSIDIARY FOLLOWING ACQUISITION
Wisconsin, US-based bank holding company Associated Banc-Corp's (NYSE: ASB) Associated Bank unit will rebrand its Associated Financial Group subsidiary to Associated Benefits and Risk Consulting, the company said.
The move follows the February 2015 acquisition and subsequent integration of Ahmann and Martin Co., a risk and benefits consulting firm operating in the Midwest, into AFG. AFG is among the top 50 insurance brokers operating in the US and the 2nd largest employee benefits specialist broker, according to Business Insurance magazine.
Status: Closed

-GOLUB CAPITAL PROVIDES DEBT FACILITY FOR THOMA BRAVO'S ACQUISITION OF SOFTWARE FIRM BOMGAR
US-based credit asset manager Golub Capital acted as administrative agent, sole lead arranger and sole bookrunner in providing GOLD financing to support US-based private equity firm Thoma Bravo, LLC's acquisition of US-based security software firm Bomgar Corp, Golub said.
GOLD financings are Golub Capital One-Loan Debt facilities. Last week, Thoma Bravo completed the acquisition of secure access solutions firm Bomgar from US-based equity firm TA Associates.
Status: Closed


-GARNERO EXTENDS CLOSING DEADLINE OF GRUPO COLOMBO DEAL UNTIL 22 JULY
Shareholders of US-based investment vehicle Garnero Group Acquisition Co. (NASDAQ: GGAC) have approved an extension of time for GGAC to complete its initial business combination with Brazilian apparel retailer Q1 Comercial de Roupas S.A. (Grupo Colombo, or GC) to 22 July 22, the company said.
The purpose of the extension is to allow GGAC additional time to complete its business combination with Grupo Colombo. GGAC has called an extraordinary general meeting to consider the proposed business combination with Grupo Colombo and certain related proposals.
Status: Agreed

-SUNOCO TO BUY US WHOLESALE FUEL DISTRIBUTIO BUSINESS FROM EMERGE ENERGY FOR USD 178.5M
US-based fuel distributor Sunoco LP (NYSE: SUN) has inked a definitive agreement to purchase the fuels business from Emerge Energy Services LP (NYSE: EMES) for USD 178.5m, subject to working capital adjustments, the company said.
The Fuels Business comprises Dallas-based Direct Fuels LLC and Birmingham-based Allied Energy Co. LLC, both wholly owned subsidiaries of Emerge, and engages in the processing of transmix and the distribution of refined fuels. This includes two transmix processing plants with attached refined product terminals located in the Birmingham, Alabama and greater Dallas, Texas metro areas.
Status: Agreed

-FIBRA PROLOGIS ACQUIRES MEXICAN CLASS-A BUILDING FOR USD 16.6M
Mexican industrial real estate company FIBRA Prologis (BMV: FIBRAPL14) has acquired a 231,500 square foot fully occupied Class-A building for a total investment of USD 16.6m including closing costs, the company said.
The property was developed by sponsor Prologis and is in the El Salto submarket of Guadalajara. As of March 31, 2016, FIBRA Prologis owned 5.6 m square feet of logistics and distribution space in the Guadalajara market and 32.6 m square feet throughout Mexico.
Status: Closed

-TELESTRA CLOSES USD 1.6BN SALE OF STAKE IN CHINESE ONLINE BUSINESS AUTOHOME
Australian telecommunications and technology company Telstra (ASX: TLS) has closed the sale of 47.4% of the total issued shares in Chinese online business Autohome to Ping An Insurance Group for USD 1.6bn (AUD 2.1bn), the company said.
Telstra CEO, Andrew Penn, said Telstra would book an accounting gain of AUD 1.8bn on the sale, the final amount being subject to a number of completion adjustments including foreign exchange rates. With the transaction now complete, Telstra retains a 6.5% in Autohome.
Status: Closed

-BGEO GROUP TO ACQUIRE REMAINING 75% STAKE IN GEORGIAN GLOBAL UTILITIES
UK-based bank holding company BGEO Group plc's (LSE: BGEO) that JSC BGEO Investments subsidiary has signed a share purchase agreement, to acquire a 75% equity stake in Georgia-based utility operator Georgian Global Utilities Ltd. for cash, the company said.
As a result of this buy-out, the group will own 100% of GGU. The transaction values GGU's enterprise value at GEL 287.5m, or 4.2x EV / EBITDA 2016E. BGEO said that the transaction is expected to be both earnings and book value accretive from day one.
Status: Agreed

-FUTURE TO ACQUIRE UK MAGAZINE, BOOKAZINE PUBLISHER IMAGINE FOR GBP 14.2M
UK-based media group and digital business Future plc (LSE: FUTR) has agreed terms to acquire Imagine Publishing Ltd's holding company and parent, Miura (Holdings) Ltd, for a total consideration of 179,567,841 new Future shares, which at Future's closing share price on 22 June 2016 represents a consideration of GBP 14.2m (USD: 19.43m), the company said.
The acquisition of Imagine is a further substantial step in Future's strategy of creating content that connects, increasing scale and improving operational efficiency. Imagine's portfolio includes 19 periodical magazines and significant presence in bookazines as well as a growing complementary web presence.
Status: Agreed

-WEIR GROUP SELLS AMERICAN HYDRO, YNFINITI ENGINEERING SERVICES OPERATIONS FOR GBP 34.4M
UK-based engineering company The Weir Group plc (LSE: WEIR) has sold two renewables focused operations, American Hydro Corp. and Ynfiniti Engineering Services, for a combined initial consideration of GBP 34.4m (USD 45.32m), the company said.
This would increase to GBP 36.7m subject to certain conditions being satisfied. Both disposals are expected to complete by 30 June 2016. These businesses, which were part of the company's Flow Control division, generated combined revenues of GBP 38m and GBP 1.4m of operating profit in 20152.
Status: Closed

-ASEANA PROPERTIES CLOSES RM 418.7M SALE OF ALOFT KUALA LUMPUR SENTRA HOTEL
Jersey-based, Malaysia and Vietnam-focused property developer Aseana Properties Ltd. (LSE: ASPL) has agreed to dispose of the Aloft Kuala Lumpur Sentral Hotel to Prosper Group Holdings Ltd., the company said on Wednesday.
The gross transaction value is approximately RM 418.7m (USD 104.6m), which includes the purchase of the entire issued share capital of ASPL M3B Ltd. and Iringan Flora Sdn Bhd, and assumption of certain debts, assets and liabilities of the Aloft Companies.
Status: Closed

-TRAVEL TECHNOLOGY FIRM FAREPORTAL ACQUIRES METASEARCH ENGINE TRIPCOMBI
US-based travel technology company Fareportal has acquired German metasearch website tripcombi, the company said. Tripcombi specialises in sourcing affordable flights.
The acquisition of tripcombi, formerly known as tripdelta, expands Fareportal's global portfolio of travel brands. Tripcombi is a travel technology company offering travelers the ability to find unique flight itineraries at affordable rates, which are in many cases, cheaper than what is found on competitor metasearch engines.
Status: Closed

-MASSACHUSETTS OPTICS FIRM HGH INFRARED SYSTEMS BECOMES ELECTRO OPTICAL INDUSTRIES
Massachusetts, US-based optics company HGH Infrared Systems has merged with California, US-based Electro Optical Industries, the company said. The combined company will offer range of products and services for photonics testing and instrumentation with a combined 86 years of experience in the industry.
Electro Optical Industries, based in Santa Barbara, CA and HGH infrared systems, is based in Boston, MA. The new entity will be named Electro Optical Industries Inc.
Status: Closed

-AMERICAN SCIENCE AND ENGINEERING AGREES TO USD 269M OSI SYSTEMS BUYOUT
US-based X-ray inspection solutions company American Science and Engineering, Inc. (NASDAQ: ASEI) has entered into a definitive agreement to be acquired by US-based inspection systems provider OSI Systems, Inc. (NASDAQ: OSIS) for USD 37.00 per share of AS/E common stock in an all-cash transaction, for a total transaction value of approximately USD 269m, the company said.
The transaction consideration represents a premium of approximately 25% based on the volume-weighted average closing stock price for the 90 days up to and including 20 June 2016. This deal was unanimously approved by AS/E's board of directors.  
Status: Closed

-CANADIAN MINER SEABRIDGE GOLD CLOSES ACQUISITION OF SNIPGOLD
Canadian gold miner Seabridge Gold (TSX: SEA) (NYSE: SA) has completed its acquisition of all of the outstanding shares of SnipGold Corp. under a plan of arrangement originally announced on 19 April 2016, the company said.
SnipGold (formerly Skyline Gold Corp) is a Canadian exploration company focused on exploration in the Golden Triangle Area of northwestern B.C. The company's primary asset is a contiguous block of ground in excess of 286 sq km in size which has been consolidated through a series of transactions that began in 2005. 
Status: Closed

-UNIVERSAL FOREST PRODUCTS TO ACQUIRE IDAHO DISTRIBUTOR FOR USD 11.5M
A subsidiary of US-based holding company Universal Forest Products, Inc. (NASDAQ: UFPI) has inked an agreement to acquire Nampa, Idaho-based building materials distributor Idaho Western, Inc., the company said.
Idaho Western offers products for building materials retailers and the manufactured housing and recreational vehicle industries. Founded in 1978, Idaho Western supplies customers in the Northwest with products ranging from lumber and plywood to siding and doors. Its annual net sales are approximately USD 21m.
Status: Agreed

-CHIPMAKER BAYSAND TO ACQUIRE DIGITAL SIGNAL PROCESSING IP SPECIALIST FALCONX ACCELERATOR
US-based fabless semiconductor company BaySand has completed the acquisition of digital signal processing IP provider FalconX Accelerator, the company said.
BaySand said that addition of FalconX will be enhancing its IP portfolio and Application Configurable ASIC solution offering. FalconX has been developing low power parallel processing technology that provides significant cost reduction and increased performance over the classic multi-core CPUs, DSP, or GPU parallel processing technologies.
Status: Agreed

-TOWNEBANK, MONARCH FINANCIAL WIN SHAREHOLDER NODS FOR USD 229M MERGER
Shareholders of Virginia, US-based bank holding company TowneBank (NASDAQ: TOWN) and Monarch Financial Holdings, Inc. (NASDAQ: MNRK) have approved a deal under which TowneBank will acquire Monarch, the companies said.
Last December, the companies signed a definitive merger agreement under which TowneBank will acquire Monarch creating a USD 7.3bn bank serving Hampton Roads, Richmond and Northeastern North Carolina, the companies said.
Status: Agreed

-QEP RESOURCES TO ACQUIRE ADDITIONAL PERMIAN BASIN OIL PROPERTIES
US-based natural gas and crude oil exploration and production company QEP Resources, Inc.'s (NYSE: QEP) QEP Energy Co subsidiary has entered into a definitive agreement with certain individuals and entities to acquire oil and gas properties in the Permian Basin  for an aggregate purchase price of approximately USD 600m, subject to customary purchase price adjustments.
QEP Energy will buy the properties from the initial sellers and other associated individuals and entities. The acquisition properties, which are located in Martin County, TX, will further broaden the company's exploration and production footprint in the core of the northern Midland Basin.
Status: Agreed

-EPAM ACQUIRES CHINESE SOFTWARE ENGINEERING FIRM DEXTRYS
US-based product development and software engineering solutions company EPAM Systems, Inc. (NYSE: EPAM) has acquired software engineering and application services firm Dextrys, the company said.
In addition to EPAM's existing locations in Shenzhen and Hong Kong, the acquisition adds delivery centers in Suzhou, Shanghai and Guangzhou, strengthening EPAM's existing presence in China.
Status: Closed

-NORWOOD FINANCIAL TO ACQUIRE DELAWARE BANCSHARES FOR USD 15.4M IN CASH AND SHARES
US-based bank holding company Norwood Financial Corp. (NASDAQ: NWFL) received final regulatory approvals for its proposed acquisition of Delaware Bancshares, Inc. (OTCPK: DBAI) and its The National Bank of Delaware County subsidiary in a stock and cash transaction, the company said.
Subject to the satisfaction of various closing conditions including the approval of the merger by Delaware's shareholders at a special meeting to be held on 24 June 2016, the closing for the acquisition remains on track for 3Q16.
Status: Agreed

-SUNDANCE ENERGY AUSTRALIA TO BUY US EAGLE FORD ASSETS FOR USD 16M
Australia-based, US-focused energy exploration company Sundance Energy Australia Ltd. (ASX: SEA) has entered into a purchase and sale agreement for the acquisition of approximately 5,050 net acres targeting the Eagle Ford in McMullen County, Texas for USD 16m, the company said.
The acquisition includes 27 gross (9.6 net) wells, primarily operated by Sundance, that are expected to produce 600-700 boepd during the remainder of 2016. It also includes total proved reserves of approximately 3.0 mmboe, 1.4 mmboe of which are attributed to producing wells.
Status: Agreed

-OPTICAL TECHNOLOGY SPECIALIST POET CLOSES USD 1.7M ACQUISITION OF BB PHOTONICS
Canadian semiconductor device and process developer POET Technologies Inc. (OTCQX: POETF) (TSX Venture: PTK) has closed the acquisition of all the shares of BB Photonics Inc., the company said.
BB Photonics a private designer of integrated photonic solutions for the data communications market. The all-stock deal is worth around USD 1.7m. Upon completion of this transaction which is subject to applicable regulatory reviews and approvals, including approval of the TSX Venture Exchange, POET will own 100% of BB Photonics and its assets, including intellectual property and technologies, and there will be no liabilities assumed on closing.
Status: Closed

-ALARM.COM TO ACQUIRE CONNECT AND PIPER UNITS FROM INCONTROL NETWORKS
US-based connected home and business platform solution Alarm.com Holdings, Inc. (NASDAQ: ALRM) has entered into a definitive agreement to acquire Icontrol Networks' Connect and Piper business units, from, the company said.
The transaction purchase price is approximately USD 140m. Connect, based in Redwood City, California, provides an interactive security and home automation platform that powers several service providers' solutions including ADT Pulse with over 1.6m subscribers.
Status: Agreed

-GRIFFIN-AMERICAN HEALTHCARE REIT IV TO ACQUIRE DETROIT-AREA MEDICAL OFFICE BUILDING
US-based investment management firm American Healthcare Investors and US-based Griffin Capital Corp., the co-sponsors of Griffin-American Healthcare REIT IV, Inc., have entered into an agreement to acquire Rochester Hills Medical Office Building, an approximately 30,000-square-foot medical office building in the Detroit suburb of Rochester Hills, Michigan, from an unaffiliated third party, the REIT said.
The acquisition is subject to customary closing conditions and the satisfaction of other requirements as detailed in the agreement.
Status: Agreed

-UK MEDICAL DIAGNOSTICS FIRM OXFORD IMMUNOTEC TO ACQUIRE IMUGEN FOR USD 22.2M
US-based diagnostics company Oxford Immunotec Global plc (NASDAQ: OXFD) has entered into a definitive agreement to acquire substantially all of the assets of US-based clinical laboratory Imugen, Inc. for USD 22.2m in an all cash transaction expected to close on 1 July 2016, the company said.
Imugen is a clinical and research laboratory located in Norwood, Massachusetts with over 25 years' experience in the development and performance of specialised assays for tick-borne infections. Oxford Immunotec said that the deal fits well with its strategy to focus on immune-regulated conditions.
Status: Agreed

-WESTERN REFINING CLOSES USD 2.43BN ACQUISITION OF DOWNSTREAM ENERGY COMPANY NORTHERN TIER
US-based oil refiner Western Refining, Inc. (NYSE: WNR) has closed its acquisition of Northern Tier Energy LP's (NYSE: NTI) outstanding common units not already owned by Western, the company said.
Under the terms of the merger agreement, NTI unitholders received USD 15.00 in cash and 0.2986 of a share of WNR common stock for each NTI common unit held. Using the WNR 20-day volume weighted average price as of 23 October 2015 (the last trading day before WNR made its initial offer to acquire all of NTI's outstanding common units) results in an implied consideration of USD 28.34 for each NTI unit.
Status: Closed

-VESTAR CAPITAL PARTNERS TO SELL UD DISH CARE FIRM SUN PRODUCTS FOR USD 3.6BN
US-based middle market private equity firm Vestar Capital Partners V portfolio company Connecticut-based laundry and dish care products company The Sun Products Corp. is to be acquired by US-based laundry, beauty, and adhesives company Henkel Consumer Goods Inc., a subsidiary of Germany-based health and beauty company Henkel AG and Co. KGaA, in a transaction valued at USD 3.6bn, the company said.
The closing of the transaction is subject to customary regulatory approvals and other customary closing conditions. Sun Products has a portfolio of iconic laundry and household brands, such as all, Sun, Wisk, Snuggle and Sunlight. The company also develops and manufactures laundry and dish care brands for leading retailers in North America.
Status: Agreed

-GREENOAK REAL ESTATE ACQUIRES MADRID OFFICE COMPLEX
US-based real estate investment firm GreenOak Real Estate has acquired the 78,500 square meters (845,000 square feet) office complex Las Mercedes from UK-based investment manager Standard Life Investments, the company said.
The office complex was opened in 2004. Set on four hectares (9.88 acres), the asset offers tenants a broad range of amenities and services, including two cafeterias, a restaurant, a supermarket, a delivery and postal service, a gym, public transport links and its own shuttle bus service connecting the complex directly to Madrid.
Status: Closed

-ACCENTURE TO BUY GERMAN CONSULTANCY DGROUP
Ireland-based management consultancy Accenture (NYSE: ACN) has entered into an agreement to acquire German-based consultancy dgroup, the company said.
The acquisition will increase Accenture's digital consulting capabilities in the German market and strengthen the broad range of services Accenture provides to support digital transformation, primarily for retail and consumer goods companies.
Status: Agreed

-ARLINGTON CAPITAL PARTNERS ACQUIRES EOIR TECHNOLOGIES
Washington, DC-area private equity firm Arlington Capital Partners has acquired Fredericksburg, Virginia-based technology solutions company EOIR Technologies, Inc., the company said.
EOIR has 35 years of experience providing solutions in cloud computing, big data analytics, advanced visualisation, C4ISR, spectrum-related information dominance, smart sensing, training and simulation, and rapid prototyping.
Status: Closed

-NORMA GROUP SE TO ACQUIRE PARKER AUTOLINE'S FLUID CONNECTORS BUSINESS
Germany-based engineered joining technology company Norma Group SE has agreed to acquire all assets of the Autoline business from France-based Parker Autoline's Fluid Systems Connectors Division, the company said.
Completion of the transaction is subject to customary closing conditions, including the Works Councils´ consultation processes in France, and is expected in the second half of 2016.
Status: Agreed

-VISTRA GROUP ACQUIRES INDIAN BUSINESS SERVICES FIRM UJWAL
Swiss-based business consultancy solutions firm Vistra Group has acquired Bangalore, India-based business services provider Ujwal Management Services Private Ltd., the company said.
Incorporated in 1995, Ujwal has been assisting clients across the world in expanding their businesses into India. The majority of Ujwal's clients are Indian subsidiaries of foreign multinationals, predominantly in the information technology sector. Its core business is to provide assistance with setup of entities in India, along with ongoing administration services including payroll, accounting, finance and statutory compliance.
Status: Closed

-BROWN GIBBONS LANG SELLS FLORIDA INTERVENTIONAL PAIN PRACTICE
US-based middle market investment bank Brown Gibbons Lang and Company has sold Jacksonville, Florida-based interventional pain practice Riverside Pain Physicians, and certain affiliates, to Nashville, Tennessee-based surgical facilities operator Surgery Partners (NASDAQ: SGRY), the company said.
Founded in 2002, Riverside is the largest interventional pain practice in Northeast Florida, with 9 pain physicians and 80 support clinicians.
Status: Closed

-CHINA'S TANTECH HOLDINGS ACQUIRES 5% STAKE IN BAMBOO TECH
China-based bamboo-based charcoal products maker Tantech Holdings Ltd. (NASDAQ: TANH), through its wholly owned subsidiary in China, Lishui Tantech Energy Tech Co., Ltd., has entered into an equity purchase agreement with the holders of the remaining 5% interest of Zhejiang Tantech Bamboo Technology Co., Ltd., a China subsidiary of Lishui Tantech, to purchase the 5% interest of Bamboo Tech for 1,018,935 shares of the company's common stock, the company said.
Status: Agreed

-DONUTS OFFERS USD 70M FOR RIGHTSIDE GROUP'S GENERIC TOP LEVEL DOMAIN REGISTRY
US-based new domain extensions operator Donuts Inc. has declared its interest in acquiring US-based domain name registration company Rightside Group, Ltd.'s entire registry of generic top-level domains (gTLDs, also known as domain extensions) and related assets for USD 70m in an all-cash deal, the company said.
Donuts believes that this potential transaction presents a strong strategic opportunity to bolster its gTLD portfolio. However, Rightside has previously disregarded Donuts' offer.
Status: Bidding

-CALLIDUSCLOUD ACQUIRES MOTIVATION TECHNOLOGY FIRM BADGEVILLE FOR USD 7.5M CASH
California-based cloud-based sales, marketing, learning and customer experience solutions provider Callidus Software Inc. (NASDAQ: CALD) has acquired certain assets of gamification and digital motivation technology provider Badgeville, the company said.
The asset acquisition was an all-cash transaction for USD 7.5m. Badgeville digitally motivates all types of people to achieve their business goals in systems across the enterprise. With hundreds of deployments, Badgeville empowers customer and employee journeys, by increasing audience engagement and personal reputation for industry leaders.
Status: Closed