Wardwell

Sabre Corporation Announces Commitment of a $665 Million Private Financing and Cash Tender Offers by Sabre GLBL Inc. for Existing Secured Debt

Retrieved on: 
Thursday, May 25, 2023

Tendered Securities may be withdrawn from the Tender Offers at or prior to, but not after, 5:00 p.m., New York City time, on June 9, 2023.

Key Points: 
  • Tendered Securities may be withdrawn from the Tender Offers at or prior to, but not after, 5:00 p.m., New York City time, on June 9, 2023.
  • Sabre GLBL refers investors to the Offer to Purchase for the complete terms and conditions of the Tender Offers.
  • Sabre GLBL is not obligated to redeem any Securities that are not tendered and accepted in the Tender Offers.
  • The full details of the Tender Offers, including complete instructions on how to tender Securities, are included in the Offer to Purchase.

Mizuho to Acquire Premier M&A Advisory Firm Greenhill

Retrieved on: 
Monday, May 22, 2023

Following completion of the transaction, Greenhill will operate globally from its 15 locations around the world as the M&A and restructuring advisory business of Mizuho.

Key Points: 
  • Following completion of the transaction, Greenhill will operate globally from its 15 locations around the world as the M&A and restructuring advisory business of Mizuho.
  • That business will maintain the Greenhill brand, and the existing Greenhill leadership team will remain in place.
  • Greenhill Chairman & Chief Executive Officer Scott L. Bok will become Chairman of the M&A and restructuring advisory business.
  • Citi and Mizuho served as financial advisors, and Paul, Weiss, Rifkind, Wharton & Garrison LLP and Davis Polk & Wardwell LLP served as legal advisors to Mizuho.

TPG to Acquire Angelo Gordon

Retrieved on: 
Monday, May 15, 2023

TPG Inc. (NASDAQ: TPG), a leading global alternative asset management firm, and Angelo Gordon, a $73 billion1,2 alternative investment firm focused on credit and real estate investing, today announced that the companies have entered into a definitive agreement under which TPG will acquire Angelo Gordon in a cash and equity transaction valued at approximately $2.7 billion, based on TPG Inc.’s share price as of May 12, 2023, including an estimated $970 million in cash and up to 62.5 million common units of the TPG Operating Group and restricted stock units of TPG, in each case, subject to certain adjustments.

Key Points: 
  • TPG Inc. (NASDAQ: TPG), a leading global alternative asset management firm, and Angelo Gordon, a $73 billion1,2 alternative investment firm focused on credit and real estate investing, today announced that the companies have entered into a definitive agreement under which TPG will acquire Angelo Gordon in a cash and equity transaction valued at approximately $2.7 billion, based on TPG Inc.’s share price as of May 12, 2023, including an estimated $970 million in cash and up to 62.5 million common units of the TPG Operating Group and restricted stock units of TPG, in each case, subject to certain adjustments.
  • Similar to TPG, Angelo Gordon has delivered significant and sustained momentum and growth, doubling its AUM over the past five years.
  • The addition of Angelo Gordon marks a significant expansion into credit investing for TPG, establishing additional levers to drive organic growth and further expanding the breadth, diversification, and reach of the TPG platform.
  • On a combined basis, TPG will have meaningful scale with $38 billion1 of collective AUM in real estate across TPG and Angelo Gordon as of December 31, 2022.

Franchise Group, Inc. Announces Definitive Agreement to Be Acquired by a Consortium Led by Management Group

Retrieved on: 
Wednesday, May 10, 2023

DELAWARE, Ohio, May 10, 2023 (GLOBE NEWSWIRE) -- Franchise Group, Inc. (NASDAQ: FRG) (“Franchise Group” or the “Company”), today announced that it has entered into a definitive agreement and plan of merger (the “Merger Agreement”) pursuant to which members of the senior management team of Franchise Group led by Brian Kahn, the Company’s Chief Executive Officer, (collectively with affiliates and related parties of the senior management team, the “Management Group”), in financial partnership with a consortium that includes B. Riley Financial, Inc. and Irradiant Partners, will acquire the approximately 64% of the Company’s issued and outstanding common stock that the Management Group does not presently own or control.  The transaction has an enterprise value of approximately $2.6 billion, including the Company’s net debt and outstanding preferred stock.

Key Points: 
  • Under the terms of the proposed merger, Franchise Group common stockholders, other than the Management Group (the “Public Stockholders”), will receive $30.00 in cash for each share of Franchise Group common stock they hold.
  • “This transaction is an exciting milestone for our company,” said Matt Avril, Chairman of the Board of Directors and the Special Committee of Franchise Group.
  • As previously announced, Franchise Group plans to release its fiscal 2023 first quarter financial results prior to trading today, May 10, 2023.
  • In light of the announcement of the proposed merger, Franchise Group will conduct a conference call at 8:30 A.M.

Monitronics International, Inc. Enters Into Restructuring Support Agreement to Reduce Debt by ~$500mm

Retrieved on: 
Tuesday, May 9, 2023

“We are pleased to have reached an agreement with our lenders and shareholders to create a capital structure that is right-sized for our business model.

Key Points: 
  • “We are pleased to have reached an agreement with our lenders and shareholders to create a capital structure that is right-sized for our business model.
  • “The strength of the underlying Monitronics business model positions us for success in a growing market.
  • We also appreciate the support of the Company’s lenders, including the new principal equity investors, Monarch and Invesco.
  • and Davis Polk & Wardwell LLP are acting as lead advisors for the ad hoc group of lenders.

Revlon Emerges from Chapter 11 Reorganization

Retrieved on: 
Tuesday, May 2, 2023

Revlon, Inc. (“Revlon” or the “Company”) today announced that it has successfully completed the financial restructuring process and has emerged from Chapter 11 positioned for future success and growth.

Key Points: 
  • Revlon, Inc. (“Revlon” or the “Company”) today announced that it has successfully completed the financial restructuring process and has emerged from Chapter 11 positioned for future success and growth.
  • The newly reorganized company is named "Revlon Group Holdings LLC.”
    With approximately $236 million of liquidity, funded through an equity rights offering, a new money senior secured credit facility, and new asset-based loans, Revlon is emerging from Chapter 11 as a private company on strong financial footing.
  • PJT Partners acted as financial advisor to Revlon and Alvarez & Marsal acted as restructuring advisor.
  • Recurring EBITDA was $77 million, representing a 15.8% margin, versus $50 million, or a 10.4% margin, forecasted in the Business Plan.

Above Food Corp., a Vertically Integrated Specialty Ingredients and Food Company, to List on NYSE Through Business Combination with Bite Acquisition Corp.

Retrieved on: 
Monday, May 1, 2023

Above Food is a differentiated, vertically integrated, plant-based ingredient and food company dedicated to regenerative agriculture and sustainable food technologies that create a healthier world.

Key Points: 
  • Above Food is a differentiated, vertically integrated, plant-based ingredient and food company dedicated to regenerative agriculture and sustainable food technologies that create a healthier world.
  • Above Food delivers nutritious food ingredients to its customers with traceability and sustainability, with margin enhancement that comes from maintaining oversight across the entire production value chain from seed to fork.
  • Above Food Chair, President and Chief Executive Officer Lionel Kambeitz stated, “We started Above Food with the intent to drive positive change across the entire food chain.
  • Latham & Watkins LLP and Gowling WLG (Canada) LLP are acting as legal counsels to Above Food.

Jefferies and SMBC Expand and Strengthen Strategic Alliance, Broadening Joint Business Efforts and Increasing SMBC’s Equity Ownership in Jefferies

Retrieved on: 
Thursday, April 27, 2023

The expanded alliance also includes joint coverage of designated investment grade clients that have banking relationships with SMBC and will now have dedicated Jefferies investment banking coverage.

Key Points: 
  • The expanded alliance also includes joint coverage of designated investment grade clients that have banking relationships with SMBC and will now have dedicated Jefferies investment banking coverage.
  • SMBC Group will be responsible for credit products and debt capital markets, while Jefferies will be responsible for M&A and equity capital markets.
  • In 2021, SMBC provided $2.25 billion in financing to Jefferies and purchased approximately 4.5% of the issued and outstanding common shares of Jefferies.
  • Jefferies LLC served as financial advisor and Cravath, Swaine & Moore LLP and Davis Polk & Wardwell LLP served as legal advisors to Jefferies.

Carrier Announces Portfolio Transformation to Create Global Leader in Intelligent Climate and Energy Solutions

Retrieved on: 
Tuesday, April 25, 2023

ET

Key Points: 
  • ET
    PALM BEACH GARDENS, Fla., April 25, 2023 /PRNewswire/ -- Carrier Global Corporation (NYSE: CARR) today announced strategic actions that will transform the Company's business portfolio and establish Carrier as a pure-play, global leader in intelligent climate and energy solutions.
  • "The Viessmann Climate Solutions acquisition and planned exit of Fire & Security and Commercial Refrigeration will further simplify our business portfolio and accelerate our strategy to establish Carrier as the global leader in intelligent climate and energy solutions," continued Gitlin.
  • Transforms Carrier into a simpler, pure-play global leader in intelligent climate and energy solutions.
  • The Viessmann Climate Solutions acquisition accelerates Carrier's transformation into a global leader of intelligent climate and energy transition solutions.

Carrier Announces Portfolio Transformation to Create Global Leader in Intelligent Climate and Energy Solutions

Retrieved on: 
Tuesday, April 25, 2023

ET

Key Points: 
  • ET
    PALM BEACH GARDENS, Fla., April 25, 2023 /PRNewswire/ -- Carrier Global Corporation (NYSE: CARR) today announced strategic actions that will transform the Company's business portfolio and establish Carrier as a pure-play, global leader in intelligent climate and energy solutions.
  • "The Viessmann Climate Solutions acquisition and planned exit of Fire & Security and Commercial Refrigeration will further simplify our business portfolio and accelerate our strategy to establish Carrier as the global leader in intelligent climate and energy solutions," continued Gitlin.
  • Transforms Carrier into a simpler, pure-play global leader in intelligent climate and energy solutions.
  • The Viessmann Climate Solutions acquisition accelerates Carrier's transformation into a global leader of intelligent climate and energy transition solutions.