Willkie Farr & Gallagher

Bruker to Acquire the NanoString Business in an Asset Deal

Retrieved on: 
Lundi, avril 22, 2024

Under the asset purchase agreement, Bruker expects to acquire substantially all of the assets and rights associated with NanoString’s business, including the nCounter®, GeoMx®, CosMx™ and AtoMx™ product lines, for approximately $392.6 million in cash, and the assumption of certain liabilities.

Key Points: 
  • Under the asset purchase agreement, Bruker expects to acquire substantially all of the assets and rights associated with NanoString’s business, including the nCounter®, GeoMx®, CosMx™ and AtoMx™ product lines, for approximately $392.6 million in cash, and the assumption of certain liabilities.
  • NanoString is a provider of life science tools for discovery and translational research with leading solutions for spatial transcriptomics and gene expression analysis.
  • Following the closing, the NanoString business will become part of the Bruker Spatial Biology business.
  • By 2026, Bruker expects the NanoString business to have rebounded and to be near break-even with resumed revenue growth and margin improvements, also taking advantage of deal synergies, as Bruker is not acquiring NanoString’s public company overhead in this asset deal.

NanoString Technologies to Be Acquired by Bruker Corporation

Retrieved on: 
Mercredi, avril 17, 2024

NanoString Technologies, Inc. (“NanoString” or “the Company”), a leading provider of life science tools for discovery and translational research, today announced that substantially all of its assets will be acquired by Bruker Corporation (“Bruker”), a global life science analytical instrument company, for approximately $392.6 million in cash consideration, plus the assumption of certain liabilities.

Key Points: 
  • NanoString Technologies, Inc. (“NanoString” or “the Company”), a leading provider of life science tools for discovery and translational research, today announced that substantially all of its assets will be acquired by Bruker Corporation (“Bruker”), a global life science analytical instrument company, for approximately $392.6 million in cash consideration, plus the assumption of certain liabilities.
  • The acquisition by Bruker validates NanoString’s market-leading technology and ensures continuity of NanoString’s business operations and product development initiatives for customers and substantially all of its employees.
  • As a global leader in the life science analytical instrument industry, Bruker is uniquely positioned to ensure ongoing customer access to NanoString’s innovations,” said Brad Gray, President and CEO of NanoString.
  • Bruker is represented by Morgan Lewis & Bockius LLP as counsel and Goldman Sachs & Co. LLC as financial advisor.

Resideo to Acquire Snap One to Expand Presence in Smart Living Products and Distribution

Retrieved on: 
Lundi, avril 15, 2024

The transaction will combine ADI's strong position in security products distribution and Snap One's complementary capabilities in the smart living market and innovative Control4 technology platforms, which is expected to drive increased value for integrators and financial returns.

Key Points: 
  • The transaction will combine ADI's strong position in security products distribution and Snap One's complementary capabilities in the smart living market and innovative Control4 technology platforms, which is expected to drive increased value for integrators and financial returns.
  • Demand for connected technology products continues to grow, and Resideo is the right owner to drive our expansion.
  • A Strong Position Across Multiple Attractive Categories: The acquisition will combine Snap One's capabilities for smart living integrators with ADI's complementary position in adjacent security products distribution.
  • Snap One generated 66% of sales from proprietary products in 2023 and these offerings typically carry significantly higher gross margin than third-party products.

SageSure to Acquire GeoVera MGA, Including GeoVera’s Industry-Leading Underwriting Franchise in Residential Earthquake Risk

Retrieved on: 
Mardi, avril 9, 2024

Upon the transaction’s completion, SageSure will assume the underwriting operations of GeoVera MGA’s best-in-class residential earthquake franchise.

Key Points: 
  • Upon the transaction’s completion, SageSure will assume the underwriting operations of GeoVera MGA’s best-in-class residential earthquake franchise.
  • With the addition of the GeoVera MGA’s deep earthquake expertise, the transaction will further enhance SageSure’s robust catastrophe risk underwriting capabilities and accelerate its entrance into new markets, including Oregon and Washington.
  • “We are excited to enter into an agreement that solidifies SageSure as one of the leading underwriters of catastrophe-exposed property risk in the US.
  • “We are proud to partner with SageSure on this innovative transaction,” said John Forney, President and CEO of GeoVera.

Bending Spoons to Acquire StreamYard, Leader in Live-Streaming and Video-Recording Solutions

Retrieved on: 
Mardi, avril 9, 2024

Technology company Bending Spoons today confirmed it has agreed to acquire StreamYard Top Corp (also known as Hopin), which owns and operates the products StreamYard, Streamable, and Superwave.

Key Points: 
  • Technology company Bending Spoons today confirmed it has agreed to acquire StreamYard Top Corp (also known as Hopin), which owns and operates the products StreamYard, Streamable, and Superwave.
  • With millions of users worldwide, StreamYard has powered the live-streaming and recording of more than 60 million videos to date.
  • “We admire what the StreamYard team has built and look forward to leveraging our know-how and technologies to help its solutions reach new heights going forward,” said Bending Spoons co-founder and CEO, Luca Ferrari.
  • For the acquisition, Bending Spoons was assisted on legal matters by Willkie Farr & Gallagher, and with its financial and tax due diligence by KPMG.

Cerity Partners Announces Combination with Agility to Offer Outsourced Chief Investment Officer Capability

Retrieved on: 
Lundi, avril 8, 2024

NEW YORK, April 8, 2024 /PRNewswire/ -- Cerity Partners, a leading independent wealth management firm in the U.S., announced today that it is combining with Denver-based Agility, a provider of outsourced chief investment officer ("OCIO") solutions for endowments, foundations, family offices, corporations, healthcare organizations, and other clientele. Upon closing, Agility will form Cerity Partners OCIO.

Key Points: 
  • The addition of Denver-based Agility will expand Cerity Partners' capabilities through outsourced chief investment officer services to non-profit organizations, UHNW individuals, and family offices.
  • NEW YORK, April 8, 2024 /PRNewswire/ -- Cerity Partners, a leading independent wealth management firm in the U.S., announced today that it is combining with Denver-based Agility, a provider of outsourced chief investment officer ("OCIO") solutions for endowments, foundations, family offices, corporations, healthcare organizations, and other clientele.
  • Agility's investment team will establish an OCIO investment committee within Cerity Partners.
  • Broadhaven Capital Partners served as financial advisor and Willkie Farr & Gallagher LLP served as legal advisor to Cerity Partners.

Arch Insurance North America to Acquire Allianz’s U.S. MidCorp and Entertainment Insurance Businesses

Retrieved on: 
Vendredi, avril 5, 2024

Arch Insurance North America (Arch Insurance), part of Arch Capital Group Ltd. (Nasdaq: ACGL) (Arch), today announces it has entered into a master transaction agreement to acquire the U.S. MidCorp and Entertainment insurance businesses, including select specialty insurance programs, from Allianz Global Corporate & Specialty SE (AGCS) for a $450 million cash consideration to Allianz.

Key Points: 
  • Arch Insurance North America (Arch Insurance), part of Arch Capital Group Ltd. (Nasdaq: ACGL) (Arch), today announces it has entered into a master transaction agreement to acquire the U.S. MidCorp and Entertainment insurance businesses, including select specialty insurance programs, from Allianz Global Corporate & Specialty SE (AGCS) for a $450 million cash consideration to Allianz.
  • The businesses being acquired are written by Fireman’s Fund Insurance Company and its subsidiaries and collectively totaled $1.7 billion of gross premium written in 2023.
  • “The acquisition of the MidCorp business meaningfully expands our presence in the U.S. middle market, a targeted growth area for Arch,” said Matt Shulman, CEO for Arch Insurance North America.
  • This transaction builds upon Arch Insurance’s North America business that has delivered double-digit topline growth for five consecutive years.

Somerset Announced Close of Reinsurance Transaction With Prudential

Retrieved on: 
Lundi, avril 1, 2024

Somerset Reinsurance Ltd. ("Somerset"), a leading provider of reinsurance solutions to the U.S. life insurance and annuity market, announced today the close of its reinsurance transaction with Prudential Financial, Inc. (NYSE: PRU) (“Prudential”).

Key Points: 
  • Somerset Reinsurance Ltd. ("Somerset"), a leading provider of reinsurance solutions to the U.S. life insurance and annuity market, announced today the close of its reinsurance transaction with Prudential Financial, Inc. (NYSE: PRU) (“Prudential”).
  • The transaction includes $12.5 billion of reserves backing Prudential’s guaranteed universal life policies issued by Pruco Life Insurance Company and Pruco Life Insurance Company of New Jersey.
  • Wells Fargo Securities, LLC served as exclusive financial advisor and Willkie Farr & Gallagher LLP served as legal counsel to Prudential for the transaction.
  • RBC Capital Markets served as financial advisor and Mayer Brown LLP served as legal counsel to Somerset Re for the transaction.

Doma Enters into Agreement to Go Private at Price of $6.29 Per Share in Cash; Plans to Merge with an industry leader TRG to Create Attractive Scale Opportunities

Retrieved on: 
Jeudi, mars 28, 2024

Hudson Structured Capital Management Ltd. (conducting its insurance business as HSCM Bermuda or “HSCM”) would maintain an investment in Doma through Doma TechCo.

Key Points: 
  • Hudson Structured Capital Management Ltd. (conducting its insurance business as HSCM Bermuda or “HSCM”) would maintain an investment in Doma through Doma TechCo.
  • Under the terms of the merger agreement, Doma may solicit alternative acquisition proposals from third parties during a 50-day “go-shop” period following the date of execution of the merger agreement.
  • Doma does not intend to disclose developments related to the solicitation process unless it determines such disclosure is appropriate or is otherwise required.
  • Upon closing of the transaction, Doma will no longer be traded or listed on any public securities exchange.

Take-Two Interactive Software, Inc. to Acquire The Gearbox Entertainment Company Inc., Developer of Highly Successful Borderlands Franchise

Retrieved on: 
Jeudi, mars 28, 2024

Take-Two Interactive Software, Inc. (NASDAQ:TTWO), one of the largest interactive entertainment companies in the world, announced that it has entered into a definitive agreement with Embracer Group to acquire The Gearbox Entertainment Company, an award-winning creator of industry-defining entertainment experiences, for $460 million.

Key Points: 
  • Take-Two Interactive Software, Inc. (NASDAQ:TTWO), one of the largest interactive entertainment companies in the world, announced that it has entered into a definitive agreement with Embracer Group to acquire The Gearbox Entertainment Company, an award-winning creator of industry-defining entertainment experiences, for $460 million.
  • The purchase price assumes a debt-free, cash-free company with a normalized level of net working capital (excluding cash) at the time of the closing of the acquisition.
  • View the full release here: https://www.businesswire.com/news/home/20240327928202/en/
    Take-Two expects the transaction to deepen its successful relationship with Gearbox Entertainment and to provide increased financial benefits through a fully-integrated operational structure.
  • We set the bar for interactive entertainment and achieved remarkable results with groundbreaking, record-setting games when we worked together at arm's length as partners.