M&A

Deals: Where Have All the Mergers Gone?

In our M&A Roundup for the week ended Feb. 22, no big deal emerges to keep weekly totals respectable, as has been the case during the general fall-...
Roy HarrisFebruary 23, 2009

When only two transactions in the week-load of North American deals are in nine figures — and in both cases the first figure is “one” — dealmakers can’t miss the message that they’re finally back in the grey of Kansas, after an extended Technicolor adventure in Oz.

Even if recent weeks have offered fairly sickly North American transaction totals, the odd blockbuster has kept the totals looking respectable. Last week, for example, a $900-million purchase of Ovation Pharmaceuticals by Lundbeck Research, part of a Danish pharma, joined with Live Nation’s $637-million purchase of Ticketmaster to keep the total M&A values comfortably in the billions.

But not last week. The largest deal — Aberdeen, UK-based Dana Petroleum’s $179-million purchase of Bow Valley Energy, out of Calgary, Canada — barely edged out Match.com International’s $110-million sale to French online dating company Meetic SA for top honors. And the number nine and ten deals in the North American top ten weighed in at a mere $12 million.

The 25 transactions for all of last week totaled just $386 million, down from 38 deals worth $2.56 billion in the prior week, according to data provided to CFO.com by mergermarket.

The 2009 dollar value of year-to-date dealmaking still exceeds last year’s $91.2 billion, represented by 683 deals. But that’s only because several blockbuster transactions this year have kept things healthy-looking. So far, 266 deals have been struck this year, with trophy acquisitions like the $67.5-billion Pfizer-Wyeth and $43.2-billion Roche-Genentech deals pumping things up to gargantuan levels.

Dana Petroleum Plc to buy Bow Valley Energy Ltd. for $179 million

Aberdeen, UK-based oil and gas exploration and production company Dana agreed to acquire all Bow Valley Energy’s shares for 40 cents a share, a premium of about 69.49 percent. The implied equity value of the deal is $35.07 million for the transaction, which is expected to close in mid-April.
Seller financial advisor: Scotia Capital
Bidder financial advisor: RBC Capital Markets
Seller legal advisor: Macleod Dixon
Bidder legal advisor: Allen & Overy; Blake, Cassels & Graydon; McGrigors

Meetic SA to buy Match.com International Ltd. from IAC/InterActiveCorp. for $110 million

Boulogne-Billancourt, France-based online dating service provider Meetic agreed to acquire Match.com International, known as (Match Europe, the UK-based European operations of Dallas-based online dating service provider Match.com. The seller is IAC/InterActiveCorp., the New York City-based E-commerce group, which is paying $16.9 per share for 6,094,334 new shares, along with promissory notes of $6.64 million, in a transaction that will give IAC a 26.8-percent stake in Meetic and 21.1 percent of its voting rights. The transaction is expected to close no later than June 30.
Seller financial advisor: Not Available
Bidder financial advisor: Messier Partners
Seller legal advisor: Not Available
Bidder legal advisor: Not Available

Barrick Gold Corp. to buy a 50-percent stake in Hemlo Property Mine from Teck Cominco Ltd. for $65 million

Toronto-based mining company Barrick agreed to acquire the remaining stake in Hemlo Property Mine, the gold mining operations mear Thunder Bay, Ontario. Vancouver-based mining company Teck Cominco and Barrick expect the transaction to close in the second quarter.
Seller financial advisor: Not Available
Bidder financial advisor: Not Available
Seller legal advisor: Not Available
Bidder legal advisor: Not Available

ABS Capital Partners to buy Alarm.com from MicroStrategy Inc. for $28 million

A consortium of investors led by Baltimore-based private equity concern ABS agreed to acquire a majority ownership in McLean, Va.-based Alarm.com, a provider of Web-enabled residential and commercial security and activity monitoring technology, from MicroStrategy, a business intelligence software provider also of McLean. Alarm.com is a majority-owned subsidiary of MicroStrategy Inc.
Seller financial advisor: Not Available
Bidder financial advisor: Not Available
Seller legal advisor: Not Available
Bidder legal advisor: Hogan & Hartson

Intertek Industrial Services to buy WISco Enterprises LP from WISco Enterprises LP’s management owners for $27 million

London-based Intertek, a provider of third-party services, acquired Houston-based WISco Enterprises, a provider of inspection, expediting, and coordination services for oil and gas companies in a deal that was part of a multiple acquisition in which Intertek Group acquired both WISco Enterprises LP and Aptech Engineering Services.
Seller financial advisor: Not Available
Bidder financial advisor: Not Available
Seller legal advisor: Not Available
Bidder legal advisor: DLA Piper

Spectrum Pharmaceuticals Inc. to buy a 50-percent stake in Zevalin from Cell Therapeutics Inc for $18 million

Irvine, Calif.-based biopharmaceutical company Spectrum, which acquires, develops, and commercializes oncology and other drug candidates, agreed to acquire the stake in its Seattle-based biopharma Zevalin, which develops oncology products. Terms call for CTI to receive aa $6-million outright payment with the remaining $12 million within 90 days of completion. CTI and Spectrum established the joint venture in December 2008.
Seller financial advisor: Not Available
Bidder financial advisor: Not Available
Seller legal advisor: Orrick Herrington & Sutcliffe
Bidder legal advisor: Bingham McCutchen

1st Financial Services Corp. to buy AB&T Financial Corp. for $17 million

1st Financial, a Hendersonville, N.C.-based bank holding company of Mountain 1st Bank & Trust Co., agreed to acquire Gastonia, N.C.-based AB&T, the bank holding company of Alliance Bank & Trust Co. Terms call for an exchange of 369,636 AB&T stock options for 1st Financial Services common in a tax-free deal. Terms represent pro forma ownership in the resulting combined institution of approximately 37.8 percent for AB&T and 62.2 percent for 1st Financial on a diluted basis. The transaction is expected to close in the second or third quarter.
Seller financial advisor: FIG Partners
Bidder financial advisor: The Carson Medlin Company
Seller legal advisor: Gaeta & Eveson
Bidder legal advisor: Ward and Smith

Intertek Industrial Services to buy Aptech Engineering Services from management and employee shareholders of Aptech Engineering for $13 million

London-based Intertek, a provider of third-party services, acquired Sunnyvale, Calif.-based engineering services provider Aptech from its management and employee shareholders with an initial cash payment $5 million. Additional earnouts of up to $2 million and up to $6 million will be paid depending on the financial performance in mid-2009 and mid-2010.
Seller financial advisor: Not Available
Bidder financial advisor: Not Available
Seller legal advisor: Not Available
Bidder legal advisor: DLA Piper

Agennix Inc. to buy GPC Biotech AG for $12 million

Munich-based biotechnology company GPC, which develops new anticancer drugs, definitively agreed to be acquired by Houston-based biotech Agennix at a premium of 29.9 percent over GPC’s Feb. 17 $1.22 stock price. Terms call for GPC to merge with a new German company holding all shares of Agennix and cash contributed by dievini Hopp BioTech. The merger combines GPC’s and Agennix’s oncology pipelines, Agennix’s Phase 3 novel oncology therapy, talactoferrin, and clinical development and financial resources of GPC dievini Hopp BioTech. GPC shareholders will hold 39.3 percent of the combined compay, with Agennix holders having 48 percent and dievini Hopp BioTech holding 12.7 percent. The transaction is expected to close by end of 2009.
Seller financial advisor: Rothschild
Bidder financial advisor: Lazard
Seller legal advisor: Not Available
Bidder legal advisor: Not Available

Zoll Medical Corp. to buy the intravascular temperature management device business of Alsius Corp. for $12 million

Chelmsford, Mass.-based Zoll, a manufacturer of proprietary noninvasive cardiac resuscitation devices, disposable electrodes, mobile ECG systems, and EMS data management solutions, agreed to acquire the intravascular temperature management device business of Irvine, Calif.-based Alsius, a maker of catheter-based intravascular temperature management products that help in the control of body temperature in critical care patients. Terms call for Zoll to acquire intellectual property business, other intangibles, inventories, and fixed assets from Alsius.
Seller financial advisor: Leerink Swann & Company
Bidder financial advisor: Not Available
Seller legal advisor: Not Available
Bidder legal advisor: Not Available

source: mergermarket