J&J to acquire V-Wave

BY Richard Summerfield

Johnson and Johnson (J&J) has agreed to buy heart failure implant company V-Wave in a deal worth a potential $1.7bn.

According to J&J, the acquisition will extend its position as a leader in addressing cardiovascular disease. V-Wave develops cardiovascular implant technology that specifically targets heart failure with reduced ejection fraction.

Under the terms of the deal, J&J will acquire V-Wave for $600m upfront, with potential payments of up to $1.1bn contingent on regulatory and commercial milestones. V-Wave will join J&J as part of its MedTech division, the company said, with financials reported as part of its cardiovascular portfolio. Michael Bodner, group president, heart recovery & intravascular lithotripsy, will assume responsibility for the V-Wave team upon close. J&J initially invested in V-Wave in 2016.

The deal, which is expected to close before the end of 2024, subject to necessary approvals and other closing conditions, is the latest in a succession of acquisitions agreed by J&J as it attempts to drive growth beyond 2025. In April, the company agreed a $13.1bn deal to acquire Shockwave Medical. In 2023, J&J acquired miniature heart pump maker Abiomed, for $16.6bn, and paid $400m for cardiac implant developer Laminar.

J&J expects the acquisiton of V-Wave to dilute adjusted earnings per share by approximately $0.24 in 2024 and approximately $0.06 in 2025.

“We are excited to welcome V-Wave to Johnson & Johnson MedTech and to take another meaningful step toward transforming the standard of care for cardiovascular disease,” said Tim Schmid, executive vice president and worldwide chairman of Johnson & Johnson MedTech. “We recognize the importance of identifying more diverse and effective treatments for heart failure, and our recent track record demonstrates our focus on accelerating our impact on the most urgent and pressing unmet needs. We know V-Wave well, with our relationship dating back to our original investment in the company in 2016, and we have a deep understanding of the technology and science, as well as the company’s commitment to patients.”

“At V-Wave, we are dedicated to achieving our vision to help patients around the world – and we know Johnson & Johnson MedTech shares this mission,” said Neal Eigler, chief executive of V-Wave. “We are confident that Johnson & Johnson MedTech is well-positioned to ensure V-Wave’s breakthrough ideas and technology reach patients in need as quickly and effectively as possible.

“We look forward to continuing to build a world where cardiovascular disease is prevented, treated, and cured,” he added.

News: J&J to buy medical device maker V-Wave for up to $1.7 bln

Blink Fitness files for Chapter 11 bankruptcy

BY Fraser Tennant

Largely as a result of the lingering effects of the coronavirus (COVID-19) pandemic, affordable gym chain Blink Fitness has filed for Chapter 11 bankruptcy protection in order to facilitate a sale process.

According to court filings, the pandemic forced Blink to shut its operations for nine months which incurred additional debt and deferred rent obligations, leaving the company approximately $280m in debt.

Despite this, the company has demonstrated continuous improvement in its financial performance over the past two years with revenue increasing by nearly 40 percent. In 2024, it expects to build on this momentum and deliver the best top and bottom line performance over the last five years.

Blink also remains committed to its recently announced strategic initiatives to reinvigorate its most popular gyms, elevate its member experience and deepen its community connections, with a continued focus on democratising fitness for all.

“Over the last several months, we have been focused on strengthening Blink’s financial foundation and positioning the business for long-term success,” said Guy Harkless, president and chief executive of Blink Fitness. “After evaluating our options, the board and management team determined that using the court-supervised process to optimise the company’s footprint and effectuate a sale of the business is the best path forward and will help ensure Blink remains the destination for all people seeking an inclusive, community-focused gym.”

In connection with the court-supervised process, Blink has received a commitment of $21m in new debtor-in-possession financing from its existing lenders. Once approved by the court, this new financing, combined with cash generated from the company’s ongoing operations, will support the business during the Chapter 11 process, including paying employee wages and benefits without interruption.

Known for its commitment to an all-inclusive environment, Blink operates in more than 100 locations across the US, including New York, New Jersey, Pennsylvania, California, Illinois, Massachusetts and Texas.

“We thank our entire corporate and gym team for their continued dedication to our members, as well as our vendors and partners for their ongoing support,” concluded Mr Harkless. “We look forward to emerging from this process as an even stronger business.”

News: Blink Fitness files for bankruptcy to pursue sale

Mars acquires Kellanova in $36bn mega deal

BY Fraser Tennant

In what is 2024’s biggest announced deal to date, US multinational manufacturer of confectionery Mars is to acquire food manufacturing company Kellanova – a transaction that unites two businesses with complementary footprints and brand portfolios.

Under the terms of the definitive agreement, Mars will acquire Kellanova for $83.50 per share, for a total consideration of $35.9bn, including assumed net leverage. Mars intends to fully finance the acquisition through a combination of cash-on-hand and new debt, for which commitments have been secured.

All of Kellanova’s brands, assets and operations, including its snacking brands, portfolio of international cereal and noodles, North American plant-based foods and frozen breakfast, are included in the transaction.

“This is a truly historic combination with a compelling cultural and strategic fit,” said Steve Cahillane, chairman, president and chief executive of Kellanova. “Kellanova has been on a transformation journey to become the world’s best snacking company, and this opportunity to join Mars enables us to accelerate the realisation of our full potential and our vision.

“The transaction maximises shareholder value through an all-cash transaction at an attractive purchase price and creates new and exciting opportunities for our employees, customers and suppliers,” he continued. “We are excited for Kellanova’s next chapter as part of Mars, which will bring together both companies’ world-class talent and capabilities and our shared commitment to helping our communities thrive.”

The transaction has been unanimously approved by the board of directors of Kellanova.

“In welcoming Kellanova’s portfolio of growing global brands, we have a substantial opportunity for Mars to further develop a sustainable snacking business that is fit for the future,” said Poul Weihrauch, chief executive of Mars, Incorporated. “We will honour the heritage and innovation behind Kellanova’s incredible snacking and food brands while combining our respective strengths to deliver more choice and innovation to consumers and customers.”

The transaction is subject to Kellanova shareholder approval and other customary closing conditions, including regulatory approvals, and is expected to close within the first half of 2025.

Mr Cahillane concluded: “With a proven track record of successfully and sustainably nurturing and growing acquired businesses, we are confident Mars is a natural home for the Kellanova brands and its employees.”

News: Mars to buy Pringles maker Kellanova for $36 bln in 2024's biggest deal

Algonquin to sell renewable energy unit in $2.5bn deal

BY Richard Summerfield

LS Power has announced it is to acquire Algonquin Power & Utilities Corp’s renewable energy business in a deal worth around $2.5bn.

The transaction is expected close in Q4 2024 or Q1 2025, subject to the satisfaction of customary closing conditions, including the approval of the US Federal Energy Regulatory Commission, and approval under applicable competition laws.

The acquisition of LS Power is intended to help Algonquin reduce its debt and boost its earnings. The company had long-term debt of about $8.3bn at the end of June, following a series of acquisitions in recent years.

Under the terms of the deal, LS Power will acquire more than 3GW of operating renewable energy assets, along with another 8GW of projects under development. Around 2700MW of the portfolio’s operating assets are located in the US, across the NYISO, MISO, PJM, ERCOT and CAISO markets. The remaining 300MW of generation assets are located in Canada. Algonquin is the parent company of Liberty Utilities, which provides electricity, water, and natural gas utility services to more than 1 million customers.

According to LS Power, wind and solar projects comprise the bulk of the acquisition, which includes 44 operating sites. The development pipeline includes solar, wind, battery energy storage, and renewable natural gas projects in various stages of development.

“We are pleased to announce this important transaction with LS Power, which is the result of a highly competitive strategic sale process,” said Chris Huskilson, chief executive of Algonquin. “This major milestone, coupled with our previously announced agreement to support the sale of our Atlantica shares, delivers on our plan to transform AQN into a pure play regulated utility, optimize our regulated business activities, strengthen our balance sheet, and enhance our quality of earnings. We are confident that our path towards a pure play regulated utility supports our objective to create long term value for our customers and shareholders.

“The renewable energy business is a compelling and competitive business with scale and strong assets,” he continued. “That strength is a direct result of our employees’ hard work and dedication over the last three-plus decades, and I want to thank them for being an integral part of that effort. AQN and LS Power will work closely together to ensure a smooth transition.”

“This represents a significant strategic investment in and expansion of LS Power’s renewable energy portfolio,” said Paul Segal, chief executive of LS Power. “This business complements our existing fleet of more than 19,000MW of top-performing renewable, energy storage, flexible gas and renewable fuels projects. We believe this platform will play a significant role in meeting the challenges of rising electric demand and advancing the energy transition.”

News: Algonquin to sell majority of renewables unit for up to $2.5 bln to ease debt

Carlyle exits Cogentrix for $3bn

BY Richard Summerfield

The Carlyle Group has agreed to sell US independent power producer Cogentrix Energy in a deal worth around $3bn. The company will be acquired by Quantum Capital Group and its affiliates.

The transaction, which is subject to customary regulatory approvals, is expected to close between the fourth quarter of 2024 and the first quarter of 2025.

Carlyle initially bought the company from Goldman Sachs in 2012 for an undisclosed sum. Over the last 12 years, Carlyle has roughly doubled Cogentrix’s assets by purchasing new power plants and expanding its business. Today, Cogentrix owns 11 natural gas power plants across the US, including in key markets such as Texas, Pennsylvania and New England. The Cogentrix platform is comprised of 5.3 gigawatts of natural gas-fired power plants.

Following the closing of the transaction, Cogentrix will continue to be led by current chief executive John Ragan and the existing management team. “We are grateful for Carlyle’s partnership, which has provided us with the tools and capabilities to capture a growing opportunity set within the US power market,” said Mr Ragan. “As we look to the future, we are confident Quantum’s deep knowledge of the energy markets, successful track record of business building, and risk management capabilities will drive significant long-term value for our customers, employees, investors, and other stakeholders.”

“We are at a critical juncture in the evolution of the domestic power market,” said Wil VanLoh, founder and chief executive of Quantum. “Electricity demand is rapidly increasing thanks to explosive growth in data centers and AI, the reshoring of manufacturing, and the electrification-of-everything. This growth is occurring at the same time our grid is becoming more unstable with additions of intermittent renewable power and continued retirements of coal-fired generation. Now more than ever, we need reliable and efficient power infrastructure. This is what the Cogentrix assets provide.”

“This is a win-win transaction for everyone involved as Cogentrix begins its next chapter of growth with Quantum,” said Matt O’Connor, a partner at Carlyle. “We are proud of the significant transformation Cogentrix has achieved under our ownership. We wish John and his team continued success as they expand their platform and seize numerous opportunities in the rapidly evolving US power sector.”

“We are pleased to have supported Cogentrix’s efforts to establish decarbonization objectives for its fleet of natural gas-fired power generation assets while continuing to support grid reliability, a critical balance required to effectuate the energy transition,” said Pooja Goyal, chief investment officer of global infrastructure at Carlyle. “This successful transaction is a testament to the deep sector expertise of our energy and infrastructure platform at Carlyle. We look forward to continuing our investment activities in this rapidly growing area, including partnering with our management teams on growth opportunities and deploying capital in new investments.”

News: Quantum Capital to buy Cogentrix for $3 bln in bets on rising US power demand