Background to and reasons for the Acquisition. EA believes there is a compelling strategic and financial rationale for the Acquisition because it:
Background to and reasons for the Acquisition. RBC is strategically focused on evaluating opportunities to grow its wealth management operations in its core markets namely Canada, the United States and Europe. The acquisition of Brewin Dolphin represents an exciting strategic opportunity for RBC to combine RBC WMI, its existing wealth business in the UK and the Channel Islands, with Brewin Dolphin to create a market leader with, on a pro-forma basis, £64 billion of assets under management (“AuM”), a combined annual revenue of £545 million for FY 2021 and approximately 600 client facing professionals as at 31 December 2021. The Acquisition is transformational to RBC WMI in the UK, Ireland and Channel Islands and establishes an attractive platform for further growth. Following the acquisition RBC Wealth Management will have a leadership position in the UK and North America. RBC highly values Brewin Dolphin’s position as a market leading advice focussed wealth manager in the UK and Ireland with a longstanding record of delivering superior client service. RBC is also attracted to Brewin Dolphin’s position within the broader UK wealth sector as one of the foremost asset gatherers in a secular growth and consolidating market and its robust investment performance. RBC will combine the strengths of RBC and Brewin Dolphin, provide additional investment and leverage its global capabilities and banking expertise to extend the range of products and services available to meet clients’ needs at any point in their lives from bespoke to digitally-enabled service delivery. RBC is confident that the excellent strategic fit is supported by complementary client-centric cultures and aligned values that will create an enhanced platform delivering benefits from increased scale and accelerated growth opportunities to all stakeholders. Both businesses place a strong emphasis on integrity and behaviours which support a good organisational culture. The application of these cultural attributes will be key to the continued enhancement of the client and employee propositions.
Background to and reasons for the Acquisition. The Viavi Group is a global leader in communications test and measurement and optical technologies and has a history of successfully executing and integrating acquisitions. Xxxxx has been following the Spirent Group for a number of years and has been impressed with the strategy employed by the Spirent Board and its management team in creating a well-balanced and diversified business with a global presence. Viavi views the Spirent Group as a provider of complementary products and services that address the test, assurance and automation challenges of a new generation of technologies. Based on discussions with Spirent’s senior management team, Viavi and Bidco believe there is a high degree of alignment between the Viavi Group’s and the Spirent Group’s internal cultural identities and a shared understanding of how people work together to execute the business strategies. Viavi intends to continue its strategy to empower employees to learn and develop their skills to accelerate their career and to attract best-in-class talent. Viavi and Bidco believe there is a compelling strategic and financial rationale for the Acquisition to create a leading provider in the product and increasingly solutions-based test, measurement and assurance markets. The need for a trusted test, measurement and assurance partner is growing as existing and new customers increasingly move to automation. The Spirent Group’s product offerings and technological assets are highly complementary and synergistic to the Viavi Group’s existing portfolio, and will enable the Combined Group to deliver high-performance, integrated solutions for networking and mission critical applications, including 5G & 6G wireless infrastructure. Increasingly, the Viavi Group’s customers are looking for competitive point products combined with open standards to provide increased flexibility. This flexibility allows products to be dynamically integrated for certain use-cases, and enables products to be used in existing markets as well as to diversify into new markets and verticals. Viavi and Bidco believe that they can better serve the Viavi Group’s customers by combining its product offerings with Spirent Group’s complementary product portfolio. Viavi and Bidco also believe that the Spirent Group’s existing business would benefit from the opportunity to market a broader product offering and range of services to existing and new customers. Viavi and Bidco value the investment that the Spirent Group has made in its tec...
Background to and reasons for the Acquisition. The Take-Two Board believes that the combination of Take-Two and Codemasters would bring together two world-class interactive entertainment portfolios, with a highly complementary fit between Take- Two’s 2K label and Codemasters. Given this complementary fit, Take-Two believes that there is a compelling strategic and financial rationale for the Acquisition and expects the combination of Take-Two and Codemasters to deliver a number of benefits to its shareholders. Creates a global leader in interactive entertainment publishing through the combination of Take-Two and Codemasters’ complementary and critically-acclaimed sports and racing franchises Take-Two publishes a variety of world-class sports franchises across platforms. Key titles include the NBA 2K series, which continues to be the top-ranked NBA basketball video game, the WWE 2K professional wrestling series, and the PGA Tour 2K golf title. In March 2020, Take-Two announced a multi-year partnership with the National Football League encompassing multiple future non-simulation American football video games that will launch starting in Take-Two’s Fiscal Year ending 31 March 2022. Take-Two’s publishing capabilities have grown NBA 2K into the top-selling NBA simulation video game. Take-Two’s strategy is to scale these capabilities to a diversified portfolio of sports franchises. Codemasters’ portfolio has clear alignment with Take-Two’s strengths and ambitions:
Background to and reasons for the Acquisition. The board of SNC-Lavalin believes that the Acquisition represents a compelling opportunity to accelerate the delivery of SNC-Lavalin’s strategy to become a global fully integrated professional services and project management company, with scale and capabilities across its core markets. In addition, the board of SNC-Lavalin believes that the Acquisition is financially attractive and is expected to be immediately accretive to SNC-Lavalin’s adjusted consolidated and E&C adjusted EPS before any revenue and cost synergies(1). The board of SNC-Xxxxxxx believes that the Acquisition will position the Combined Entity to capitalise on the significant investment in infrastructure projects globally, but principally in North America. It brings to SNC-Lavalin new and complementary capabilities in three of its four E&C sectors, with essentially no overlap in its service offering. Further it adds a significant complementary presence in the U.K. and Europe, the U.S., Scandinavia, the Middle East and Asia. The board of SNC-Xxxxxxx believes that the Atkins business complements SNC-Lavalin’s existing consulting, engineering, and construction platform by adding best-in-class design, consulting and engineering capabilities and enabling a more end-to-end service offering for customers and partners of the Combined Entity. The Acquisition will significantly increase SNC-Lavalin’s global customer base. It will also have the potential to expand and deepen the areas of the market that the Combined Entity can address and provide long-term revenue opportunities, through cross-selling services to the combined customer base and benefitting from increased geographic reach. The estimated annual cost synergies for both legacy organisations are expected by SNC-Lavalin to amount to approximately C$120 million (approximately C$90 million from Atkins and C$30 million from SNC-Lavalin) by the end of 2018, through the elimination of many of Atkins’ corporate and all of its listing costs, as well as SG&A and operational synergies within both legacy organisations. The price of 2,080 xxxxx per Atkins Share represents a multiple of approximately 9.8 times Atkins’ underlying EBITDA for the trailing twelve month period ended 30 September 2016 including the above estimated annual cost synergies and including the pensions deficit. More specifically, the Acquisition is expected by SNC-Lavalin to: ▪ be consistent with SNC-Lavalin’s strategic plan of creating a global, fully integrated professional services...
Background to and reasons for the Acquisition. I Squared Capital and TDR Capital have a proven track record and deep expertise in investing in power and energy transition infrastructure and equipment rental businesses which generate stable cash flows in attractive markets supported by growing demand. I Squared Capital and TDR Capital believe that Aggreko is a business that fits this investment focus well and has the potential to enable the energy transition through clean technology investment, as the world focuses increasingly on energy efficiency and sustainability and requires flexible solutions. Aggreko is a global market leader in delivering bespoke temporary power solutions to its customers and has demonstrated the capabilities and innovation required to facilitate the transition towards a net-zero emission business. This energy transition is driving substantial changes in the underlying energy market and, as such, will require sustained capital investment and business agility. I Squared Capital and TDR Capital are supportive of the broader strategy and growth initiatives articulated by Aggreko’s management in their strategic update on 17 November 2020, driven by a repositioning of Aggreko’s fleet mix. While the urgency and importance of sustainability have accelerated in a post-Covid environment, repositioning Aggreko to address and capture these trends will require a long-term perspective and investment horizon. In addition, I Squared Capital and TDR Capital believe that the realignment of the business will be better achieved in the private domain rather than under the scrutiny of public markets and the requirement for periodic reporting. I Squared Capital and TDR Capital are excited by the opportunities brought about by such a new environment and have the appropriate resources to support the business’ growth over the next decade and beyond. It will provide additional attractive development opportunities for Aggreko’s stakeholders as well as a spectrum of cleaner and more sustainable solutions for its customers. I Squared Capital and TDR Capital believe that they are well positioned to accelerate Aggreko’s development at this critical juncture and secure a successful long-term future for the company, underpinned by a long-term investment focus and the synergistic expertise between both parties in the power infrastructure and equipment rental sectors.
Background to and reasons for the Acquisition. The Boards of Hammerson and Intu believe that there is a compelling strategic rationale for the Acquisition, which will bring together their high-quality retail property portfolios and their combined expertise to create a leading European retail REIT with a strong income profile and superior growth prospects. Both Boards believe that following the Acquisition, the Enlarged Group will be better placed to enhance its position in its geographic markets and across its retail formats, with a more efficient and adaptable platform allowing it to respond to fast changing consumer preferences and retail trends.
Background to and reasons for the Acquisition. Xxxxx offers an exciting opportunity for Apex to acquire a well-established specialist alternative fund services provider and Apex recognises the notable journey Sanne has taken over the years, developing into a leading services provider to closed-ended and open-ended funds and ManCos, with diverse jurisdictional and asset class expertise, led by an impressive management team. There is clear and strong strategic rationale for the Acquisition. The combination of Apex and Sanne will offer enhanced breadth and depth of services, and create a leading global platform supported by leading technology to drive high value integrated solutions to clients. Apex is confident that a combination will facilitate even greater success for both companies and create opportunities to develop talent, while crystallizing attractive value creation for Sanne’s shareholders. Founded in Bermuda in 2003, the Apex Group is one of the top three largest independent fund service providers globally and pending signed acquisitions will employ approximately 5,000 professionals. Following investment from Genstar in 2017, the Apex Group has grown both organically and via strategic acquisitions, increasing its assets on platform from $50 billion to $1.5 trillion across administration, custody, depositary and under management. In June 2021, the Apex Group entered into a definitive agreement for a significant minority investment from TA, which is expected to support Apex in the continuation of its strong growth trajectory. The investment by TA remains subject to customary closing conditions. As part of this growth strategy, the addition of Sanne’s management, systems and broader team would deliver outstanding service to both the Apex Group’s and Sanne’s clients. The combined group will be one of the largest services providers to the alternative assets space with over $2.2 trillion of assets on the platform and become a leader in closed-end fund services with over $1 trillion of assets under administration from closed-ended funds. The Apex Group has a long track record of success, delivering services to some of the most sophisticated asset managers in the world, including numerous multi-billion- dollar funds in a range of sectors. In addition, the Apex Group is a highly experienced acquirer and has a proven track record of successful M&A, having announced and/or completed 21 acquisitions since 2017. In order to maximise its future potential, Apex believes that Xxxxx will be better suited to a pr...
Background to and reasons for the Acquisition. Xxxxxx is a leading worldwide diversified manufacturer of motion and control technologies and systems, providing precision engineered solutions for a wide variety of mobile, industrial, and aerospace markets. In considering prospective acquisitions, Xxxxxx looks for targets that are well aligned culturally, as well as strategically, with the goals of The Win Strategy™. This is Xxxxxx’x global business system, representing a unified strategic vision for its team members worldwide. Anchored by Xxxxxx’x culture, values and purpose, The Win Strategy™ defines the key operational priorities and metrics used to drive team member engagement, customer experience, profitable growth, and financial performance. Parker believes Meggitt is very well aligned with Parker and the goals of The Win Strategy™. Parker further believes that the Acquisition would be strategically and culturally compelling, and enhance the future prospects of the Combined Group within global aerospace and defence industries, for the following key reasons: • Meggitt is an international group headquartered in the United Kingdom and is a high-value, leading provider of proprietary and differentiated aerospace & defence technologies with over 70 per cent. of revenue from sole-source positions. • Meggitt, like Parker, has a rich heritage in the aerospace and defence segments with a strong culture, underpinned by a number of core values focusing on teamwork, engagement, integrity, operational excellence, and innovation. • Meggitt has a global brand, a complementary business mix, an impressive international base of blue-chip customers and a leading product portfolio. • Meggitt has been transforming its business over the last four years through its focused strategy including: (i) streamlining its portfolio and investing in new technologies; (ii) delivering organic growth through its customer-aligned divisions; (iii) creating a high performance culture across the group; and (iv) improving operational performance and execution through strategic footprint reductions and supplier consolidations, an area where Parker intends to continue to deliver savings across the Combined Group. • Meggitt and Parker are complementary across diverse portfolios of products, and will thus expand and develop core product lines, add new capabilities, and enable innovations on more-electric, low-carbon and other key technologies. • The acquisition of Meggitt nearly doubles the size of Xxxxxx’x Aerospace Systems segment, increasi...
Background to and reasons for the Acquisition. Colfax believes the acquisition of Charter would complement its stated strategy which, in addition to driving organic growth, includes pursuing value-creating acquisitions within its served markets, and adding complementary growth platforms to provide scale and revenue diversity. Colfax considers Charter to be a leading player in key markets with an attractive business mix and strong technological capabilities that fits well with Colfax's acquisition criteria. Earlier this year Colfax identified Charter as a business that would complement its Fluid Handling platform as well as add a new welding and cutting platform. In July 2011, following the unsolicited offer for Charter by Melrose, Colfax approached Charter to express its interest in a possible acquisition. Colfax believes that completion of the Acquisition would accelerate Colfax’s growth strategy and enable Colfax to become a multi-platform business with a strong global footprint. Charter’s air & gas handling business (Howden) would extend Colfax’s existing Fluid Handling platform, and Charter’s welding, cutting and automation (ESAB) business would establish a new growth platform. Colfax believes that the Acquisition will improve Colfax’s business profile by providing a meaningful recurring revenue stream. It would also provide considerable exposure to emerging markets, allow the combined company to benefit from strong secular growth drivers and provide a balance of short and long cycle businesses. Following the Acquisition, Colfax believes there are significant upside opportunities from applying its established management techniques to improve both margin and return on invested capital. The Acquisition is also expected to provide a platform for additional acquisitions in the fragmented welding and air handling markets. The Acquisition is expected to be significantly accretive to earnings1 and to provide double digit returns on invested capital within three to five years. Colfax takes a disciplined approach to acquisitions with clearly defined strategic and financial criteria, and is committed to maintaining a prudent capital structure. Colfax believes the resulting capital structure will allow it to meet its goal of achieving and maintaining a credit rating of BB-/Ba3 or better and ensure that it retains sufficient flexibility to continue existing and new initiatives without undue balance sheet risk. Colfax’s management are established industrialists who buy businesses with the objective of developin...
