Global Infrastructure Partners agrees $4.63bn Signature Aviation deal

BY Richard Summerfield

Global Infrastructure Partners has agreed to acquire private jet servicing company Signature Aviation in a $4.63bn deal. Global Infrastructure Partners, which co-owns London’s Gatwick airport, has overcome private equity giants Blackstone and Carlyle to acquire Signature Aviation.

Under the terms of the deal, Signature Aviation’s investors will receive $5.50 per share held, according to a statement. The price is above the $5.17 a share approach made last week by Blackstone Group Inc and Bill Gates, Signature Aviation’s biggest shareholder. Mr Gates, who owns 19 percent of the company through his vehicle Cascade Investment, joined Blackstone in its bid to buy the business.

Blackstone or Carlyle (which was exploring a $4.07bn bid for Signature) can still table a new bid for the company.

Signature Aviation offers services such as fuelling and maintenance at airports round the world. Private flying services, such as those offered by Signature, are one of the few travel sectors to have benefited from the coronavirus pandemic as they offer opportunities for travel while minimising potentially risky contact with other passengers.

“Signature, like many businesses in the aviation sector, needs to address the challenges resulting from Covid, whilst market conditions and earnings are likely to remain subdued for some time,” said Adebayo Ogunlesi, chairman and managing partner of Global Infrastructure Partners. “As an experienced, long term infrastructure investor with a strong operational focus, we believe that we are the ideal partner for Signature going forward.”

“Over recent years, the management of Signature has created a leading global private aviation support services business, whilst streamlining the group to maximise value for shareholders,” said Sir Nigel Rudd, chairman of Signature. “We believe that the offer from GIP represents an attractive and certain value in cash today for Signature Shareholders, reflecting the high quality of the business and its network, its people and its future prospects.”

Global Infrastructure Partners had made a lower bid for the company in December, which was rebuffed by Signature.

News: Gatwick Airport co-owner outbids Blackstone to buy Signature Aviation

Centene to acquire Magellan Health in $2.2bn deal

BY Richard Summerfield

Healthcare insurer Centene Corp has agreed to acquire Magellan Health Inc in a $2.2bn deal, including debt, which will expand Centene’s reach in the mental health space.

Under the terms of the deal, Centene will pay $95 per share in cash for the company, a 14.7 percent premium to Magellan’s closing price last Thursday. The purchase will be primarily funded with debt, and JPMorgan Chase & Co. has provided a bridge financing commitment.

The deal for Magellan, which provides mental health services to patients with serious mental illness, autism and opioid and substance use, is expected to close in the second half of 2021.

Ken Fasola, chief executive of Magellan, will remain with the company, which will continue to operate independently within Centene after the transaction, the companies said in a statement.

“There is a critical need for a fundamentally better approach to supporting people with complex, chronic conditions through better integration of physical and mental health care,” said Michael F. Neidorff, chairman, president and chief executive of Centene. “This has become even more evident in light of the pandemic which has driven a dramatic rise in behavioral health needs.

“This acquisition accelerates our diversification strategy and enhances our ability to build next generation capabilities in our specialty care business by leveraging our scale and investments in technology,” he continued. “Furthermore, we are very familiar with the range of Magellan Health’s healthcare solutions as we have been one of their customers over many years, and our shared commitment to taking care of the most vulnerable populations makes this transaction a natural step.”

“We’re thrilled to bring together two businesses with complementary capabilities and a shared commitment to driving higher quality care for our members while lowering overall healthcare costs,” said Mr Fasola. “By joining Centene under the Health Care Enterprises umbrella, we will maintain the independence necessary to ensure continued service to our third-party customers while accelerating the introduction of innovative solutions and reimagining behavioral health.”

He added: “I look forward to continuing to lead Magellan Health as we create exciting new opportunities for our customers and employees who will benefit from the creation of a best-in-class platform that meets our members' needs today and in the future.”

News: Insurer Centene to buy Magellan in $2.2 billion mental health push

Angelini acquires Arvelle in $1bn pharma deal

BY Fraser Tennant

In a $1bn deal which makes it one of the main players in the treatment of central nervous system (CNS) and mental health disorders, international pharmaceutical company Angelini Pharma has acquired Swiss biopharmaceutical firm Arvelle Therapeutics.

Following the acquisition of Arvelle Therapeutics by Angelini Pharma, the latter will become the exclusive licensee for the marketing of cenobamate – a medication used for the treatment of partial-onset seizures in adults and sold under the brand name Xcopri – in the European Union (EU) and in other countries of the European Economic Area (EEA).

Angelini Pharma plans to launch cenobamate after receiving approval from the European Medicines Agency (EMA), scheduled for later in 2021.

“I am very proud of the progress we have made over the past two years in making cenobamate available to people with epilepsy in Europe,” said Mark Altmeyer, president and chief executive of Arvelle Therapeutics. "We believe that there is an excellent strategic affinity with Angelini Pharma, and we believe that the acquisition of Arvelle and the launch of cenobamate can help accelerate their goal, that of becoming protagonists in the CNS disease sector."

Operating directly in 15 countries and employing almost 3000 people, Angelina Pharma markets its products in over 50 countries through strategic alliances with the most important international pharmaceutical groups.

“We are thrilled with this promising agreement, as well as with the commitment and work that our colleagues at Arvelle have invested in their company over the last few years,” said Pierluigi Antonelli, chief executive of Angelini Pharma. “We share the same patient-centred culture and the same ambition to be agile.

Following the acquisition, Angelini Pharma expects to see direct affiliates opened in France, the UK, Nordic countries and Switzerland by 2022.

“This agreement will push us to become a major player in Europe,” added Mr Antonelli. “We will be able to meet the needs of patients with various CNS disorders, thanks to an innovative portfolio, excellent medical skills and a wide commercial presence.”

News: Italy's healthcare group Angelini buys Swiss-based Arvelle in $1 billion deal

Diamondback acquires QEP in $2.2bn energy deal

BY Fraser Tennant

Strengthening its position in the Midland Basin of West Texas, independent crude oil and natural gas exploration and production company Diamondback Energy is to acquire rival QEP Resources in an all-stock transaction valued at approximately $2.2bn, including QEP’s net debt of $1.6bn.

Under the terms of the definitive agreement, stockholders of QEP will receive 0.05 shares of Diamondback common stock in exchange for each share of QEP common stock, representing an implied value to each QEP stockholder of $2.29 per share based on the closing price of Diamondback common stock on 18 December 2020.

Furthermore, upon closing the transaction, Diamondback stockholders will own approximately 92.8 percent of the combined company, and QEP stockholders approximately 7.2 percent.

“The acquisition of QEP also checks every box of Diamondback’s corporate development strategy,” said  Travis Stice, chief executive of Diamondback. “The business combination with QEP is accretive on all relevant 2021 financial metrics including free cash flow per share, cash flow per share and leverage, even before accounting for synergies. Most importantly, the addition of this Tier-1 resource competes for capital right away in Diamondback’s current portfolio.”

Upon closing, Diamondback’s board of directors and executive team will remain unchanged and the company will continue to be headquartered in Midland, Texas.

“We believe that this strategic merger with Diamondback provides our shareholders with an exciting investment opportunity, now and in the future,” said Tim Cutt, president and chief executive of QEP. “The large contiguous Tier-1 acreage position in the Northern Midland Basin is expected to lead to operational synergies and deliver capital efficiencies beyond what each company could achieve independently.”

The transaction has been unanimously approved by the boards of directors of Diamondback and QEP and is expected to be completed in the first quarter or early in the second quarter of 2021, subject to the approval of QEP stockholders, the satisfaction of certain regulatory approvals and other customary closing conditions.

Mr Cutt concluded: “I believe in this combination and look forward to being a long term shareholder and watching the value of the company grow with time.”

News: Diamondback to buy shale rival QEP in $2.2 billion deal

Huntington Bancshares to acquire TCF Financial in $6bn deal

BY Richard Summerfield

Huntington Bancshares Inc has agreed to buy TCF Financial Corp for $6bn in stock. The merger will create a company worth about $22bn in market value, the companies said in a statement.

The deal is expected to complete in the second quarter of 2021, subject to customary closing conditions, including regulatory and shareholder approvals. The combined company will have about $168bn in assets, $117bn in loans and $134bn in deposits. Huntington expects the transaction to be 18 percent accretive to earnings per share in 2022.

Stephen Steinour, chief executive of Huntington, will become chairman, president and chief executive of the combined holding company. Gary Torgow, chairman of TCF Financial Corp, will serve as chairman of the combined banks’ board of directors.

“This merger combines the best of both companies and provides the scale and resources to drive increased long-term shareholder value,” said Mr Steinour. “Huntington is focused on accelerating digital investments to further enhance our award-winning people-first, digitally powered customer experience. We look forward to welcoming the TCF Team Members. Together we will have a stronger company better able to support our customers and drive economic growth in the communities we serve.”

“This partnership will provide us the opportunity for deeper investments in our communities, more jobs in Detroit, an increased commitment in Minneapolis and a better experience for our customers,” said Mr Torgow. “We will be a top regional bank, with the scale to compete and the passion to serve. Merging with the Huntington platform will be a great benefit to all of our stakeholders and will drive significant opportunities for our team members.”

The Huntington/TCF transaction is one of a number of deals announced recently by regional US lenders, many of which have been moved to agree mergers in light of softer financial regulations and lower corporate taxes introduced by the Trump administration. In November, Spain’s BBVA sold its US business to PNC Financial Services Group Inc for $11.6bn in cash in one of the most eye-catching deals.

News: Huntington buys TCF for $6 billion in U.S. regional bank merger wave