Weekly wrap: Amgen, Pernod Ricard, Temenos

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Target Acquirer Value ($millions) Synopsis
Celgene Corp-Otezla Product Line Amgen Inc 13400.0 Amgen Inc agreed to acquire the Otezla product line of Celgene Corp (Celgene) , a Summit-based biopharmaceutical company, for a total value of $13.4 billion in cash. Originally, in June 2019, Celgene, announced that it was seeking a buyer for its OTEZLA Business. Concurrently, the transaction was a condition to the completion of the merger between Bristol-Myers Squibb Co and Celgene.
BP PLC-Alaska Business Hilcorp Alaska LLC 5600.0 Hilcorp Alaska LLC (Hilcorp), a unit of Hilcorp Energy Co (Hilcorp), agreed to acquire the Alaska business of BP PLC (BP), a London-based oil and gas company, for a total value of $5.6 billion. The consideration was to consist of $4 billion and up to $1. 6 billion in profit-related payments. Originally, in August 2019, BP was rumored to be seeking a buyer for its Alaska Business. ConocoPhillips Co and Hilcorp were named as rumored bidders.
Tallgrass Energy LP Investor Group 3065.8 An investor group, comprised of Blackstone Infrastructure Partners LP, a unit of Blackstone Group Inc, Enagas SA and GIC Pte Ltd, planned to acquire the remaining 157.026 million common shares, or 55.815% interest, which it did not already own, in Tallgrass Energy LP, a Leawood-based provider of pipeline transportation services of natural gas, for an estimated $19.5 in cash per share, or a total $3. 066 bil, via an unsolicited offer.
WageWorks Inc Mansa Parent Corp 2389.7 Mansa Parent Corp planned to launch a competing tender offer to acquire the entire share capital of WageWorks Inc (WageWorks), a San Mateo-based provider of Consumer-Directed Benefits services, from VantagePoint Capital Partners and other shareholders, for $58.58 in cash per share or a total value of $2.39 bil, via an unsolicited offer. Originally, HealthEquity Inc definitively agreed to merge with WageWorks.
SRC Energy Inc PDC Energy Inc 1682.8 PDC Energy Inc (PDCE) definitively agreed to merge with SRC Energy Inc (SRC), a Denver-based independent exploration and production company, in a stock swap transaction valued at $1. 683 bil, including the assumption of $685 million in liabilities. PDCE offered 0. 158 common share per SRC share. Based on PDC's closing stock price of $25.25 on 23 August 2019, the last full trading day prior to the announcement each SRC share was valued at $3.99. Upon completion, PDCE and SRC shareholders were to own 62% interest and 38% stake in the merged entity, respectively. Originally, in August 2019, PDCE was rumored to be planning to acquire the entire share capital of SRC.
Pitney Bowes Inc-Software Solutions Business Syncsort Inc 700.0 Syncsort Inc, a unit of Centerbridge Partners LP, definitively agreed to acquire software solutions business of Pitney Bowes Inc, a Stamford-based manufacturer of office machinery, for an estimated $700 mil.
Blue Valor Ltd-Blue Impact business portfolio Legacy Acquisition Corp 615.1 Legacy Acquisition Corp (Legacy) definitively agreed to acquire the entire share capital of Blue Impact business portfolio of Blue Valor Ltd, provider of marketing consulting services, ultimately owned by Bluefocus Intelligent Communications Group Co Ltd, for a total $615.1 million. The consideration was to consist of the issuance of 30 million Class A common shares valued at $305.1 mil, the assumption of $40 million in liabilities, $48 million in deferred acquisition purchase price obligations, and up to $222 million in profit-related payments. The shares were valued based on Legacy's closing stock price of $10. 17 on 22 Aug 2019, the last full trading day prior to the announcement.
Kony Inc Temenos AG 580.0 Temenos AG of Switzerland agreed to acquire Kony Inc, an Austin-based provider of custom computer programming services, for a total $580 million. The transaction was to consist of $559 million in cash plus up to $21 million in profit- related payments.
Modis Therapeutics Inc Zogenix Inc 400.0 Zogenix Inc definitively agreed to acquire the entire share capital of Modis Therapeutics Inc, an Oakland-based provider of research and development services, for a total $400 million. The consideration was to consist of $175 million cash, $75 million in common shares and up to $150 million in profit- related payments.
Genscape Inc Verisk Analytics Inc 364.0 Verisk Analytics Inc definitively agreed to acquire Genscape Inc, a Louisville-based internet service provider, from Daily Mail & General Trust PLC, ultimately owned by Rothermere Continuation Ltd, for a total $364 mil.
Castle Brands Inc Pernod Ricard SA 225.1 Pernod Ricard SA of France, through its subsidiary, definitively agreed to merge with Castle Brands Inc (Castle Brands), a New York City-based producer, wholesaler and retailer of alcoholic beverages, for $1.27 in cash per share, or a total value of $225.148 mil, via tender offer. The offer was conditioned upon at least majority of Castle Brands shares being tendered.
Lord & Taylor Holdings LLC Le Tote Inc 100.0 Le Tote Inc agreed to acquire Lord & Taylor Holdings LLC, a New York-based department store operator, from NRDC Equity Partners LLC, for a total $100 million. The consideration was to consist of $75 million in cash plus $25 million in secured promissory notes.
Ecology & Environment Inc WSP Global Inc 67.1 WSP Global Inc of Canada definitively agreed to merge with Ecology & Environment Inc, a Lancaster-based provider of environmental and engineering consulting services, for $15.5 per share, or a total $67.108 million. The consideration was to consist of $15 in cash per share and $0.5 in special dividends per share.
Taunton Distribution Center Jones Lang LaSalle Income Property Trust Inc 25.7 Jones Lang LaSalle Income Property Trust Inc acquired Taunton Distribution Center, a Taunton-based superstore operator, for a total $25.7 mil.
LD Technology LLC PreCheck Health Services Inc 15.0 PreCheck Health Services Inc (PreCheck) definitively agreed to acquire the entire share capital of LD Technology LLC, a Miami-based manufacturer of medical screening devices. Concurrently, PreCheck definitively agreed to acquire Medical Screening Inc. The two transactions were to have a combined value of $15 million. The consideration was to consist of $12 million in cash and $3 million in common shares.
Dominion Gathering & Processing Inc-Natural gas gathering asset,VA Diversified Gas & Oil PLC 7.5 Diversified Gas & Oil PLC (Diversified) definitively agreed to acquire the natural gas gathering asset of Dominion Gathering & Processing Inc, a Richmond-based producer of crude petroleum and natural gas, ultimately owned by Dominion Energy Inc, Concurrently, Diversified definitively agreed to acquire the natural gas gathering asset of Equitrans LP. The two transactions were to have a combined value of $7.5 mil.
Oriental International Group America Co Ltd Orient International (Holding) Co Ltd 0.4 The Chinese state-owned Orient International (Holding) Co Ltd planned to acquire the remaining 20.49% stake, which it did not already own, in Oriental International Group America Co Ltd, real estate agency, from Orient International Enterprise Ltd, a unit of the Chinese state- owned Orient International (Holding) Co Ltd, for a total $0.431 mil.
Plasco Inc Barcodes Inc Barcodes Inc, a unit of Odyssey Investment Partners LLC, acquired Plasco Inc, a Miami-based manufacturer of photographic and photocopying equipment, from BV Investment Partners LLC.
The Palm on South Padre Clearworth Capital LLC Clearworth Capital LLC acquired The Palm on South Padre, a Corpus Christi-based lessor of residential buildings and dwellings. Terms were not disclosed.
Patriot Rail Corp Colonial First State Global Asset Management Ltd Colonial First State Global Asset Management Ltd of Australia, a unit of Mitsubishi UFJ Trust & Banking Corp, agreed to acquire the entire share capital of Patriot Rail Corp, a Jacksonville-based railroad operator, from SteelRiver Infrastructure Fund North America LP, owned by John Hancock Life Insurance Co. Terms were not disclosed.
Equitrans LP-Natural gas gathering asset,PA Diversified Gas & Oil PLC Diversified Gas & Oil PLC (Diversified) definitively agreed to acquire the natural gas gathering asset of Equitrans LP, a Pittsburgh-based provider of pipeline transportation services of refined petroleum products, owned by Equitable Resources Inc. Concurrently, Diversified definitively agreed to acquire the natural gas gathering asset of Dominion Gathering & Processing Inc. The two transactions were to have a combined value of $7.5 million.
Innovative Technology Systems & Solutions Inc-Certain Assets and Liabilities ePlus Inc ePlus Inc acquired certain assets and liabilities of Innovative Technology Systems & Solutions Inc, a Virginia Beach-based provider of data processing and hosting services.
Yankees Entertainment & Sports Network LLC Investor Group An investor group, comprised of Yankee Global Enterprise LLC, Sinclair Broadcast Group Inc (Sinclair Broadcast), and Amazon.com Inc, acquired an 80% interest in Yankees Entertainment & Sports Network LLC (Yankees Entertainment), a New York,-based provider of subscription programming services, from 21st Century Fox Inc, ultimately owned by Walt Disney Co. Originally, an investor group comprised of Amazon.com, and Sinclair Broadcast was rumored to be planning to acquire an 80% interest in Yankees Entertainment.
Tuffy Manufacturing Industries Inc-Assets Myers Industries Inc Myers Industries Inc acquired the assets of Tuffy Manufacturing Industries Inc, a Cuyahoga Falls-based tires and tubes merchant wholesaler.
Altria Group Inc Philip Morris International Inc Philip Morris International Inc was rumored to be planning to merge with Altria Group Inc, a Richmond-based manufacturer of cigarettes.
Galleria office towers(2) Piedmont Office Realty Trust Inc Piedmont Office Realty Trust Inc acquired Galleria office towers(2), an Atlanta-based lessor of nonresidential buildings.
Seriously Digital Entertainment Ltd Playtika Ltd Playtika Ltd of Israel, a unit of Alpha Frontier Ltd, acquired Seriously Digital Entertainment Ltd, software publisher, in a privately negotiated transaction.
Medical Screening Inc PreCheck Health Services Inc PreCheck Health Services Inc (PreCheck) definitively agreed to acquire the entire share capital of Medical Screening Inc, lessor of nonfinancial intangible assets. Concurrently, PreCheck definitively agreed to acquire LD Technology LLC. The two transactions were to have a combined value of $15 million. The consideration was to consist of $12 million in cash and $3 million in common shares.
NaviSite Inc Remote DBA Experts LLC Remote DBA Experts LLC, a unit of Madison Dearborn Partners LLC, definitively agreed to acquire the entire share capital of Navisite Inc, an Andover-based software publisher, from Time Warner Cable Inc, ultimately owned by Charter Communications Inc.
The Christie Cookie Co Rich Products Corp Rich Products Corp acquired The Christie Cookie Co, a Nashville-based commercial bakery. Terms were not disclosed.
Ingram Micro Inc RRJ Capital Ltd RRJ Capital Ltd of Hong Kong, a unit of Chatsworth Asset Holding Ltd, was rumored to be planning to acquire a 50% interest in Ingram Micro Inc, an Irvine-based computer and computer peripheral equipment and software merchant wholesaler, from HNA Technology Co Ltd, in a leveraged buyout transaction. The terms of the transaction were not disclosed, but according to sources close to the transaction, the value was estimated at $4 bil.
B&F Capital Markets Inc Stifel Financial Corp Stifel Financial Corp definitively agreed to acquire B&F Capital Markets Inc, a Cleveland-based provider of administrative management and general management consulting services. Terms were not disclosed.
InnovaCare Inc Summit Partners LP Summit Partners LP definitively agreed to acquire InnovaCare Inc, a Fort Lee-based provider of ambulatory health care services, in a leveraged buyout transaction. The terms of the transaction were not disclosed, but according to sources close to the transaction, the value was estimated at $1.4 bil.
PeroxyChem LLC United Initiators GmbH & Co KG United Initiators GmbH & Co KG of Germany, a unit of Equistone Partners Europe Ltd, acquired PeroxyChem LLC, a Philadelphia-based manufacturer of inorganic chemicals, from One Equity Partners LLC, ultimately owned by OEP Parent LLC.
Action Environmental Inc Valicor Environmental Services LLC 21900
WebPT Inc Warburg Pincus LLC Warburg Pincus LLC definitively agreed to acquire an undisclosed majority interest in WebPT Inc, a Phoenix-based software publisher, from Battery Ventures LP, in a leveraged buyout transaction.
US M&A Deals Announced August 23 to 29, 2019
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