Willkie Farr & Gallagher

Conduent’s BenefitWallet HSA Portfolio Moving to HealthEquity

Retrieved on: 
Mardi, septembre 19, 2023

(Nasdaq: HQY), the nation’s largest health savings account (HSA) administrator, today announced that they have entered into a definitive agreement to transfer BenefitWallet’s Health Savings Account (HSA) portfolio to HealthEquity.

Key Points: 
  • (Nasdaq: HQY), the nation’s largest health savings account (HSA) administrator, today announced that they have entered into a definitive agreement to transfer BenefitWallet’s Health Savings Account (HSA) portfolio to HealthEquity.
  • The agreement contemplates a purchase price of approximately $425 million for the transition of all BenefitWallet HSA accounts, including approximately 665,000 customer accounts and their approximately $2.7 billion of HSA assets to HealthEquity.
  • "This transaction demonstrates progress on the portfolio rationalization plan outlined earlier this year,” said Cliff Skelton, President and Chief Executive Officer, Conduent.
  • HealthEquity will provide best-in-class HSA solutions, while Conduent will continue to provide a variety of other market-leading solutions, including benefit administration services.”
    "We are eager to welcome BenefitWallet HSA members, their employers, and partners to HealthEquity with remarkable Purple service from HSA experts and the industry’s leading platform for empowering healthcare consumers," said HealthEquity's CEO, Jon Kessler.

Avantax Enters into Definitive Agreement to be Acquired by Cetera Holdings

Retrieved on: 
Lundi, septembre 11, 2023

DALLAS and LOS ANGELES, Sept. 11, 2023 (GLOBE NEWSWIRE) -- Avantax, Inc. (NASDAQ: AVTA) (the “Company”), a leader in tax-focused financial planning and wealth management, and Cetera Financial Group (“Cetera”), the premier financial advisor Wealth Hub, announced today that Avantax and Aretec Group, Inc. d/b/a Cetera Holdings, the holding company of Cetera, have entered into a definitive agreement whereby Cetera Holdings will acquire all of the issued and outstanding equity of Avantax in an all-cash transaction valuing Avantax at approximately $1.2 billion, inclusive of Avantax’s net debt.

Key Points: 
  • Through the transaction, Cetera will retain Avantax’s legal entities, core technology, product offerings and existing clearing and custody relationships.
  • Holders of shares of Avantax common stock will receive $26.00 in cash per share, without interest and subject to required withholding taxes.
  • We are executing against our multi-custodian aspirations, and capturing new markets and adjacencies,” said Adam Antoniades, CEO of Cetera Financial Group.
  • PJT Partners is acting as financial advisor to Avantax, and Sidley Austin LLP and Haynes and Boone, LLP are serving as legal counsel to Avantax.

Fin Capital Appoints Nicholas Cirella as General Counsel and Chief Compliance Officer

Retrieved on: 
Vendredi, septembre 8, 2023

Fin Capital , a global asset manager specializing in B2B FinTech, announced today that Nicholas Cirella has been named General Counsel and Chief Compliance Officer, effective immediately.

Key Points: 
  • Fin Capital , a global asset manager specializing in B2B FinTech, announced today that Nicholas Cirella has been named General Counsel and Chief Compliance Officer, effective immediately.
  • Mr. Cirella's appointment marks a significant milestone as the firm's inaugural General Counsel.
  • Founder and Managing Partner of Fin Capital, Logan Allin, expressed his enthusiasm for Nick's appointment, stating, "We are thrilled to welcome Nick to our team.
  • As full lifecycle asset managers, Fin Capital will benefit from Nick’s extensive legal expertise and understanding of the asset management ecosystem.

ZMC Acquires InProduction

Retrieved on: 
Jeudi, septembre 7, 2023

InProduction, Inc. (the “Company” or “InProduction”), a leading provider of temporary seating, staging, structures, and scenic production for the U.S. live events industry, announced today that affiliates of private equity firm ZMC have acquired the Company to help accelerate its growth.

Key Points: 
  • InProduction, Inc. (the “Company” or “InProduction”), a leading provider of temporary seating, staging, structures, and scenic production for the U.S. live events industry, announced today that affiliates of private equity firm ZMC have acquired the Company to help accelerate its growth.
  • Since 1976, InProduction has partnered with event organizers to transform venues and maximize the guest experience through best-in-class structures.
  • We are impressed with what the team at InProduction has built and are excited to partner with them in this next phase of growth,” noted Ripan Kadakia, Partner at ZMC.
  • Houlihan Lokey acted as exclusive financial advisor and Lowenstein Sandler LLP acted as legal advisor to ZMC.

Levine Leichtman Capital Partners Portfolio Company Global Loan Agency Services To Acquire Pristine

Retrieved on: 
Vendredi, septembre 1, 2023

Global Loan Agency Services (“GLAS”), a portfolio company of Levine Leichtman Capital Partners (“LLCP”), announced today that it has signed an agreement to acquire Pristine SAS (“Pristine”).

Key Points: 
  • Global Loan Agency Services (“GLAS”), a portfolio company of Levine Leichtman Capital Partners (“LLCP”), announced today that it has signed an agreement to acquire Pristine SAS (“Pristine”).
  • Headquartered in London, UK with offices in France, Germany, the United States, and Australia, GLAS is a leading provider of loan administration, agency, and trustee services globally.
  • It provides a range of services supporting restructuring and asset management teams within both global and domestic financial institutions and asset managers.
  • We look forward to continuing to support the GLAS management team as the company continues on its impressive growth journey both organically and through M&A.”
    GLAS is a portfolio company of Levine Leichtman Capital Partners Europe II.

GOLDMAN SACHS ASSET MANAGEMENT TO MAKE NEW INVESTMENT IN WORLD INSURANCE ASSOCIATES, JOINING CHARLESBANK CAPITAL PARTNERS AS CO-LEAD INVESTORS FOR NEXT CHAPTER OF GROWTH

Retrieved on: 
Lundi, août 21, 2023

Goldman Sachs will join Charlesbank Capital Partners (“Charlesbank”), which first invested in World in April 2020, as co-lead equity investors for World’s next chapter of growth.

Key Points: 
  • Goldman Sachs will join Charlesbank Capital Partners (“Charlesbank”), which first invested in World in April 2020, as co-lead equity investors for World’s next chapter of growth.
  • Across both investments, Goldman Sachs will be investing more than $1 billion into World, which currently has a total enterprise valuation of approximately $3.4 billion.
  • World’s management team and employee shareholders will remain major investors alongside Charlesbank and Goldman Sachs.
  • Goldman Sachs & Co. LLC served as financial advisor, and Weil, Gotshal & Manges LLP and Willkie Farr & Gallagher LLP provided legal counsel to Goldman Sachs.

Franchise Group, Inc. Announces Completion of Merger

Retrieved on: 
Lundi, août 21, 2023

As a result of the Merger’s completion, Franchise Group’s common stock and preferred stock will cease trading prior to the open of market today and will be delisted from the Nasdaq Global Select Market.

Key Points: 
  • As a result of the Merger’s completion, Franchise Group’s common stock and preferred stock will cease trading prior to the open of market today and will be delisted from the Nasdaq Global Select Market.
  • Holders of Franchise Group's common stock should refer to the letter of transmittal and related instructions distributed by the Company's paying agent for more information regarding exchanging shares of their common stock for the per share merger consideration.
  • In connection with the Merger, Franchise Group will complete the redemption of all outstanding shares of its 7.50% Series A Cumulative Preferred Stock, par value $0.01 per share, on August 22, 2023.
  • Troutman Pepper Hamilton Sanders LLP served as legal counsel to Franchise Group.

OneRock Energy Completes Acquisition of Northwoods Energy in Powder River Basin

Retrieved on: 
Lundi, août 21, 2023

OneRock Energy Holdings, LLC (“OneRock”) today announced that it has completed its previously announced acquisition of Northwoods Management Company and certain related entities (collectively, “Northwoods”).

Key Points: 
  • OneRock Energy Holdings, LLC (“OneRock”) today announced that it has completed its previously announced acquisition of Northwoods Management Company and certain related entities (collectively, “Northwoods”).
  • Northwoods owns highly productive assets located in the Powder River Basin, producing approximately five thousand barrels of oil equivalent.
  • The asset encompasses an extensive expanse of over 160,000 predominantly contiguous net acres of leasehold interests in Converse, Campbell and Johnson Counties in Wyoming.
  • Willkie Farr & Gallagher LLP acted as legal advisor to OneRock.

Celsius Disclosure Statement Approved by Court

Retrieved on: 
Jeudi, août 17, 2023

Celsius Network LLC (“Celsius” or the “Company”) announced today that its Disclosure Statement was approved by the United States Bankruptcy Court for the Southern District of New York (“the Court”).

Key Points: 
  • Celsius Network LLC (“Celsius” or the “Company”) announced today that its Disclosure Statement was approved by the United States Bankruptcy Court for the Southern District of New York (“the Court”).
  • The Solicitation Package will include Celsius’ Disclosure Statement and Plan, detailed voting instructions, and additional important information.
  • Celsius encourages customers to read the Disclosure Statement in full to learn more about the Plan.
  • The full terms of the Plan and Disclosure Statement, as well as additional information about the Chapter 11 filing, including Court documents, can be found online free of charge at https://cases.stretto.com/celsius .

Arconic Completes Transaction with Apollo Funds

Retrieved on: 
Vendredi, août 18, 2023

Arconic Corporation (“Arconic” or the “Company”) and Apollo (NYSE: APO) today announced that Apollo Funds have completed the previously announced acquisition of the Company, which includes a minority investment from funds managed by affiliates of Irenic Capital Management (“Irenic”).

Key Points: 
  • Arconic Corporation (“Arconic” or the “Company”) and Apollo (NYSE: APO) today announced that Apollo Funds have completed the previously announced acquisition of the Company, which includes a minority investment from funds managed by affiliates of Irenic Capital Management (“Irenic”).
  • Tim Myers, Arconic Chief Executive Officer, said, “The closing of this transaction with Apollo Funds brings new perspective combined with deep industry expertise that will benefit our customers, employees, investors, and the communities where we operate.
  • and Goldman Sachs & Co. LLC served as financial advisors to Arconic, and Wachtell, Lipton, Rosen & Katz served as legal counsel to Arconic.
  • Paul, Weiss, Rifkind, Wharton & Garrison LLP served as legal counsel to the Apollo Funds.