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Health Care REIT and Revera, Inc. Acquires Regal Lifestyle Communities Inc. for CAD$766 Million

July 7, 2015 by Sabin Piso

Health Care REIT and Revera, Inc. (“Revera”) announced that they have entered into a definitive agreement to purchase Regal Lifestyle Communities Inc. (“Regal”) in a 75/25 joint venture (JV) for CAD$12.00 per share in cash. This is a total enterprise value of approximately CAD$766 million, or US$623 million.

HCN

Regal is a publicly traded Canadian corporation that operates 23 seniors housing communities that has more than 3,600 units. It has 13 communities in Ontario, seven in Quebec, and one each in British Columbia, Saskatchewan and Newfoundland. 83% of the portfolio’s net operating income is from Toronto, Montreal, Ottawa and Vancouver.

Tom DeRosa, HCN’s Chief Executive Officer, mentioned in a statement “Together with our partner, Revera, we continue to deliver compelling housing and care settings for Canada’s growing senior population.” He said. “The acquisition of Regal is a rare opportunity to add a large, high-quality private pay portfolio concentrated in Canada’s largest metropolitan markets, where there is strong underlying demand. HCN’s unparalleled relationship model continues to drive transparent and consistent new investment growth. We will continue pursuing strategic international investment opportunities through our teams on the ground in Toronto and London.”

HCN and Revera go a long way together. The two companies have formed a joint venture in May 2013, when HCN acquired 47 seniors housing communities from Revera for CAD$1.34 billion. Including the acquisition of Regal, the deal is projected to comprise of gross investments of CAD$2.8 billion. More details about the acquisition will be provided in the following weeks to come.

Thomas G. Wellner, President and Chief Executive Officer of Revera, also mentioned in a statement “Revera is entering an exciting period of expansion in the senior living sector focused on growth and innovation across its private pay portfolio in Canada, the United States and the United Kingdom.” He said. “We are pleased to strengthen our relationship with HCN and to grow our leadership position in Canada through the acquisition of these high-quality retirement communities. We look forward to welcoming the Regal teams to Revera and to working together to continue to create a great experience for seniors in our communities.”

About Health Care REIT

Health Care REIT or HCN is one of the partners of families in health care. The company has formed relationships with leading health care systems and seniors for housing operators in the U.S and abroad. Health Care REIT stock market evolution http://www.marketwatch.com/investing/stock/hcn

About Thomas J. DeRosa

Mr. DeRosa is Chief Executive Officer of HCN. Mr. DeRosa has served as Chief Executive Officer since April 2014.  Mr. DeRosa has extensive knowledge of the real estate industry and capital markets from his experience as Vice Chairman and Chief Financial Officer of The Rouse Company and at Deutsche Bank and Alex. Brown & Sons and his leadership of the Company as Chief Executive Officer provides him with intimate knowledge of the Company’s business and operations.

About Revera, Inc.

Revera

 

Revera Inc., is a privately owned Canadian provider of accommodation, care and services for retirees and seniors. It operates long term care and seniors housing retirement residences. Formerly named Retirement Residences Real Estate Investment Trust, it used to be publicly traded on the TSX under the symbol RRR.UN and other various symbols but was taken private in 2007. The company is now the second-largest network of accommodation, care and services for seniors in North America, serving older adults at more than 500 locations in Canada and the United States. It also has holdings in the UK. The company is headquartered in Mississauga, Ontario. There are also corporate offices in Cambridge, Ontario and Meriden, Connecticut (USA)

About Thomas Wellner

Thomas Wellner has extensive global experience in biotech, pharmaceuticals and health care services in public and private businesses. Mr. Wellner joined Revera in 2014. Mr. Wellner holds an Honours Bachelor of Science in Life Sciences from Queen’s University, recently completed his ICD Directors Education Program at the Rotman School of business and has completed executive education through Harvard Business School.

About Regal Lifestyle Communities

Regal

Regal Lifestyle Communities’ goal is to provide the highest-quality retirement care in Canada; it is the innovation and guidance of our Leadership Team that makes this possible. Regal Lifestyle Communities employs great people to provide residents with an exceptional retirement experience. All residences are locally-operated by the best staff . Regal Lifestyle Communities’ approach is simple: they emphasize care, comfort, and peace of mind. They provide customers with peace of mind through consistent, comprehensive, and high-quality care services offered in accommodations designed for safety and comfort. Regal Lifestyle Communities stock market evolution http://www.bloomberg.com/quote/RLC:CN

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Filed Under: Noutati Sabin Piso Tagged With: acquisition, HCN, Health Care REIT, Inc., Regal Lifestyle Communities, Revera, Thomas J. DeRosa, Thomas Wellner

AZZ, Inc. Acquires Assets of U.S. Galvanizing – AZZ Increases Network of Plants in North America

June 22, 2015 by Sabin Piso

AZZ, Inc. acquired the assets of U.S. Galvanizing, LLC, the two companies have announced in a special statement. US Galvanizing is a premier provider of steel corrosion coating services, and a wholly-owned subsidiary of Trinity Industries, Inc.

AZZ

According to the transaction, the purchase of these assets will increase the network of AZZ Galvanizing Services especially its hot-dip galvanizing plants to 42 sites in the United States and Canada. The acquisition may have also stemmed from the fact that U.S. Galvanizing, LLC has generated revenue of approximately $34 million in sales in a twelve-month basis as of March 31, 2015.

U.S. Galvanizing, LLC assets that were acquired by AZZ includes six galvanizing facilities found in Hurst, Texas; Kennedale, Texas; Big Spring, Texas; San Antonio, Texas; Morgan City, Louisiana; and Kosciusko, Mississippi. The transaction also included Texas Welded Wire, a secondary business integrated within U.S. Galvanizing’s Hurst, Texas facility.

As part of this acquisition, AZZ and Meyer Steel Structures, a manufacturer of steel structures for electricity transmission and distribution, and a wholly-owned subsidiary of Trinity Industries, have also entered into a long-term supply and service agreement. This includes a provision wherein AZZ will be the primary supplier of hot-dip galvanizing services for Meyer Steel Structures.

Tom Ferguson, president and chief executive officer of AZZ has mentioned in a statement, “This is an important strategic acquisition for AZZ, as we expand our network of galvanizing plants and solidify our relationship with Trinity. Additionally, this further expands our penetration in the states of Texas, Louisiana and Mississippi and it further solidifies our position as the leading North American hot-dip galvanizing provider to the steel fabrication industry for corrosion protection.”

Mr. Ferguson also added, “The ability to acquire six galvanizing properties in one transaction represents a unique opportunity given the current dynamics of the industry. Closer proximity to our clients in the area of the acquired properties will enhance service and turnaround times and provides us the opportunity to develop and attract new clients with the increased capacity and capabilities that we have now added to our portfolio of services. We are also pleased to be the primary provider of galvanizing services to Meyer Steel Structures. While we have provided services to Meyer in the past, with this new agreement we will continue to generate additional efficiencies and value for both parties. We anticipate this acquisition to be accretive to the current fiscal year. We are excited with the opportunities ahead.”

AZZ incorporated (NYSE:AZZ) is a company that was established in 1956 and has headquarters in Fort Worth, TX.  The company is a specialty electrical equipment manufacturer and provider of highly engineered services to various industries. Their specialties are power generation, transmission, distribution and industrial as well as a leading provider of hot dip galvanizing services to North American steel fabrication market.

About AZZ, Inc.

AZZ, Inc. is an equipment manufacturer and provider of engineering services to various companies and industries. It has several divisions.  AZZ Energy is the leading provider of specialized products and services designed to support industrial, nuclear and electrical applications. AZZ Energy has the most technologically advanced solutions and engineering resources developed from a legacy of proven, reliable product options; AZZ Energy is ideally positioned to meet the most challenging application-specific demands to ensure safe, productive facilities.

AZZ Galvanizing on the other hand provides hot dip galvanizing to the steel fabrication industry through facilities located throughout North America. It is North America’s Largest Galvanizer. AZZ’s vast network of facilities is adequately positioned to serve a variety of industries and applications. Hot-dip galvanizing is a metallurgical process in which molten zinc used to prevent corrosion to fabricated steel. This process extends the life of steel for up to 50 years. AZZ, Inc. stock market evolution: http://www.marketwatch.com/investing/stock/azz

About Tom Ferguson

Mr. Thomas E. Ferguson is the President, Chief Executive Officer and Director of AZZ incorporated. He has extensive experience in the industries in which AZZ operates, having served as Chief Executive Officer of FlexSteel Pipeline Technologies, Inc., a provider of pipeline technology products and services. Prior to serving in this position, Mr. Ferguson spent 25 years serving in various executive capacities with Flowserve Corp. global provider of fluid motion and control products and services, and its affiliates.

About U.S. Galvanizing

US galva

U.S. Galvanizing, LLC is a premier provider of steel corrosion coating services. The company offer high-value, hot dip galvanizing services to the steel industry. U.S. Galvanizing, LLC stock market evolution: http://www.bloomberg.com/research/stocks/private/snapshot.asp?privcapid=114340253

About Trinity Industries

Trinity Industries Inc. owns a variety of businesses which provide product and services to the industrial, energy, transportation and construction sectors. The company has five business groups which are Rail Group, Construction Products Group, Inland Barge Group, Energy Equipment Group and Railcar Leasing & Management Services Group. Trinity Industries stock market evolution: http://www.marketwatch.com/investing/stock/trn

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Filed Under: Noutati Sabin Piso Tagged With: acquisition, AZZ, Inc., Tom Ferguson, Trinity Industries, U.S. Galvanizing

Cardinal Health will acquire The Harvard Drug Group for $1.115 Billion in Cash and New Debt

June 19, 2015 by Sabin Piso

Cardinal Health has announced its plans to purchase The Harvard Drug Group a distributor of generic pharmaceuticals, over-the-counter medications and products to retail, institutional and alternate care customers.

Cardinal Health

Assuming this timing, Cardinal Health expects accretion in non-GAAP diluted earnings per share (EPS) from continuing operations of greater than $0.15 per share in fiscal 2016, net of the $0.03 to $0.04 per share of interest expense for the related debt financing. Cardinal Health expects accretion in non-GAAP diluted EPS of more than $0.20 in fiscal 2017 and for accretion to be increasingly greater thereafter.

The acquisition expands Cardinal Health’s existing telesales programs and will also improve Cardinal Health’s company’s portfolio of over-the counter pharmaceutical products. It will also provide better packaging offerings which will meet the needs of hospital systems and other institutions.

Court Square Capital Partners owns The Harvard Drug Group; Cardinal Health will pay Court Square $1.115 billion in existing cash and new debt. The transaction is expected to close in the beginning of fiscal year 2016 and will be subject to regulatory approvals and other customary closing conditions.

George Barrett, chairman and chief executive officer of Cardinal Health mentioned in a statement: “The Harvard Drug Group aligns perfectly with our commitment to provide the most comprehensive line of pharmaceutical products for the broadest range of customers.” He also said: “This acquisition enhances our ability to support retail and institutional customers and further utilizes Red Oak, our joint venture with CVS Health to source generics.”

About Cardinal Health

Cardinal Health, Inc. is a Fortune 500 health care services company which has headquarters in Dublin, Ohio, USA. The company is known for the distribution of pharmaceuticals and medical products which is present in more than 60,000 locations. Cardinal Health is also one of the top manufacturers of medical and surgical products such as gloves, surgical apparel and fluid management products. On December 10, 2013, it was announced that Cardinal Health would team up with CVS Caremark, which would form the largest generic drug sourcing operation in the United States. The venture was named Red Oak Sourcing and started operations in July 2014. Cardinal Health stock market evolution: http://finance.yahoo.com/q?s=CAH

About George S. Barrett

George Barrett, chairman and chief executive officer of Cardinal Health. Mr. Barrett is one of the top business executives in the pharmaceutical industry. He is seen as “one of the leaders and leading thinkers” in the pharmaceutical industry. Mr. Barrett received his Bachelor of Arts degree from Brown University and his M.B.A. from New York University. He also holds an honorary Doctor of Humane Letters degree from Long Island University’s Arnold & Marie Schwartz College of Pharmacy and Health Sciences.

About The Harvard Drug Group

Harvard

The Harvard Drug Group is a corporation with a wide variety of brands under its vast portfolio. It started as an independent family business. Over nearly half a century and several acquisitions later, the family business transformed into one of the country’s largest suppliers of prescription and OTC medications and related products. The Harvard Drug Group offers affordable and safe branded, generic and OTC products to healthcare providers. The company’s mission is “to drive value for pharmaceutical partners and consumers.” Buying from The Harvard Drug Group is a confident buying decision that its customers have made through the years. The company maintains rigorous quality standards to ensure the integrity of their products, from procurement through packaging and distribution. The Harvard Drug Group supplier qualification and management process ensures products meet the highest quality standards for customers. The Harvard Drug Group stock market evolution: http://www.bloomberg.com/research/stocks/private/snapshot.asp?privcapId=4217472

About Court Square Capital Partners

Court Square Capital Partners is a private equity firm with a business that focuses on leveraged buyout transactions. Court Square was originally a captive private equity firm within Citigroup known as Citigroup Venture Capital Equity Partners. Its investment professionals have invested over $4.5 billion in more than 150 transactions, which have returned $14 billion to date.

The company currently manages approximately $6 billion of investor commitments. It focuses on several industry sectors such as business services, health care, industrials, media and publishing, and technology and telecommunications. Court Square has headquarters in New York City and was from Citigroup in 2006. The name of the company was from the location of Citigroup’s offices at One Court Square in Queens, New York. The firm’s predecessor Citicorp Venture Capital Equity Partners traces its roots to 1968 with the founding of Citicorp Venture Capital. In the 1980s, CVC Equity Partners began to focus primarily on leveraged buyout transactions.

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Filed Under: Noutati Sabin Piso Tagged With: acquisition, Cardinal Health, Court Square Capital Partners, George S. Barrett, Inc., The Harvard Drug Group

Associated Estates Realty Corporation Merges with Brookfield Asset Management

April 28, 2015 by Sabin Piso

Associated Estates Realty Corporation has announced that its Board of Directors has unanimously approved a definitive merger wherein a real estate fund managed by Brookfield Asset Management will acquire all outstanding shares of common stock of Associated Estates for $28.75 per share in cash. This merger transaction is valued at approximately $2.5 billion which includes the assumption of debt.

associated estates

Brookfield is a global brand that focuses on asset management with more than $200 billion in assets under management. The company has more than a 100-year history of owning and operating assets. Brookfield also focuses on property, renewable energy, infrastructure and private equity.

Brookfield Property Group, which is the largest investment platform, is made of sector-specific portfolios in the multifamily, office, retail, industrial, and hotel sectors.

Jeffrey I. Friedman, Chairman and Chief Executive Officer, mentioned in an interview “In December 2014, we announced that our Board was undertaking a thorough business review with the assistance of our financial advisor. After analyzing the Company’s strategy, assets and other opportunities, including running a process involving a number of qualified potential buyers, the Board unanimously determined that this transaction is the best course of action to maximize shareholder value. We are pleased that Brookfield recognizes the value inherent in our income producing properties, development projects and the platform we have built. We are also excited that this transaction will deliver compelling, immediate and certain value to all Associated Estates shareholders.”

Associated Estates’ headquarters will still be in Richmond Heights, Ohio. Approvals and Anticipated Closing Completion of the transaction is contingent upon customary closing conditions. The Company will meet to seek the approval of Associated Estates shareholders, and the annual meeting previously scheduled for May 22, 2015 has been postponed indefinitely. The transaction is not contingent on receipt of financing by Brookfield.

Closing is expected to occur in the second half of 2015. First Quarter 2015 Financial Results and Dividend Associated Estates will release financial results for its first quarter 2015 on Friday, May 1, 2015. In light of today’s announcement, the Company will not hold a conference call to discuss its first quarter financial results. The Company intends to pay the previously announced common stock dividend of $0.21 per share on May 1, 2015 to shareholders of record as of April 15, 2015. It does not expect to pay additional dividends prior to the closing of the merger.

About Associated Estates Realty Corporation

Associated Estates is a real estate investment trust and a member of the S&P 600, Russell 2000, and MSCI US REIT Indices. It is headquartered in Richmond Heights, Ohio. Associated Estates’ portfolio consists of 56 apartment communities containing 15,004 units located in 10 states, which include two committed acquisitions with 681 units that are being managed during lease-up and five apartment communities with 1,446 units in various stages of active development. Associated Estates Realty Corporation stock market evolution http://www.marketwatch.com/investing/stock/aec

About Jeffrey I. Friedman

Mr. Jeffrey I. Friedman is Chairman, President & Chief Executive Officer at Associated Estates Realty Corp., a Member at National Association of Real Estate Investment Trusts, Inc., a Member at World Presidents’ Organization, a Member at The Urban Land Institute, a Member at National Multifamily Housing Council, and a Member at Chief Executives Organization. He is on the Board of Directors at Greater Cleveland Sports Commission and Cleveland Clinic. Mr. Friedman was employed as President & Chief Executive Officer by Associated Estates Corp. He received his undergraduate degree from The Ohio State University.

About Brookfield Asset Management

Brookfield

Brookfield Asset Management, Inc. is a Canadian asset management company that manages a global portfolio of total assets under management of $181 billion, invested on behalf of clients. The company is concentrated in property, renewable power, infrastructure and private equity. Brookfield was founded in 1899. It was a company that concentrated as a builder and operator of electricity and transport infrastructure in Brazil. This was evident in the company’s earlier name of “Brascan” meaning “Brasil” + “Canada”). The company provided electricity and tram services in São Paulo and Rio de Janeiro. The company’s major public subsidiaries include Brookfield Renewable Energy Partners, Brookfield Property Partners, Brookfield Canada Office Properties, Brookfield Incorporações, Brookfield Office Properties, Brookfield Residential Properties Inc., Brookfield Infrastructure Partners, and Brookfield Real Estate Services. Brookfield Asset Management, Inc. stock market evolution http://www.marketwatch.com/investing/stock/bam

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Filed Under: Noutati Sabin Piso Tagged With: Associated Estates, Associated Estates Realty Corporation, Brookfield, Brookfield Asset Management, Inc., Jeffrey I. Friedman, mergers

Coty, Inc. Will Acquire Bourjois from CHANEL for 15 Million Coty Shares

October 13, 2014 by Sabin Piso

Coty, Inc. leading cosmetics company will acquire Bourjois from renowned company CHANEL for $15 million Coty shares.

chanel Coty

Coty, Inc. and CHANEL have announced that Coty will acquire the Bourjois cosmetics brand from CHANEL for 15 million Class A Coty shares. The world renowned cosmetics and fashion company CHANEL has agreed to enter into exclusive negotiations. This a binding offer to buy the Bourjois cosmetics brand from Chanel for 15 million Coty shares is worth about $239 million.

Bourjois was founded in 1863 by French actor Joseph-Albert Ponsin, who developed a line of color cosmetics for his fellow actors. Since then, the Bourjois’ portfolio of color cosmetic products is available all over the world from approximately 23,000 points of sale in more than 50 countries. Bourjois has enjoyed leading positions in some of the most attractive markets for color cosmetics, such as Western Europe, the Middle East and Asia.

bourjois

Bart Becht, Chairman and Interim CEO of Coty Inc. mentioned in a special interview “We are looking forward to having the Bourjois brand as part of our portfolio of leading beauty products, as well as welcoming CHANEL as a Coty shareholder.” He added “Bourjois’ brands are highly complementary to Coty’s existing color cosmetics portfolio. Additionally, the company’s strong heritage, quality image and leadership positions in a number of Western European countries where Coty is seeking to bolster its presence, provide a great opportunity for Coty to further strengthen its leadership position in the large and growing color cosmetics category.”

On the other hand, Michael Rena, CHANEL’S Representative cited in his exclusive interview about the transaction “We are excited about the potential opportunities that joining with Coty could present for Bourjois.” Mr. Rena added “Coty and Bourjois share a passion for color cosmetics and together they would have strong potential to further advance their leadership in this attractive global category. We intend to examine the offer in more detail and enter constructive talks with Coty.”

The proposal is subject to customary closing conditions. These include regulatory clearances and the relevant employee representative bodies will be consulted prior to entering into a definitive agreement.

Mr. Bart Becht also mentioned that this acquisition would significantly help his company bolster its presence in Western Europe. Mr. Rena understands the superiority of Coty and that together with the Bourjois brand will create a new leader in color cosmetics considering that the two brands share the same passion to do so.

More details of the transaction between Coty, Inc. and CHANEL will be announced later as the agreement becomes final between the two companies.

A.L. MIjares

About Coty, Inc.

Coty, Inc. is a global beauty products manufacturer founded in Paris, France by François Coty in 1904. Its main products are fragrances, color cosmetics and skin & body care products. Coty is known for its collaboration with designers and celebrities in the creation of fragrances.Coty’s manufacturing facilities are located in Ashford, UK; Granollers, Spain; Chartres, France; Monaco; Jiangsu Province, China; Sanford, North Carolina, Los Angeles, California, Phoenix, Arizona, USA. Coty, Inc. stock market evolution: http://www.nasdaq.com/symbol/coty

About Bart Becht

Lambertus Johannes Hermanus “Bart” Becht  is a Dutch businessman. Mr. Becht is the former CEO of Reckitt Benckiser, a company he headed since its creation in 1999 through the merger of Benckiser with Reckitt & Colman. Becht studied economics at the University of Groningen, Netherlands and took an MBA at Rotterdam School of Management, Erasmus University and the University of Chicago. He joined the Benckiser side of the business in 1988, following a career at Procter & Gamble. He retired as CEO of Reckitt Benckiser on 31 August 2011, and was replaced by Rakesh Kapoor.

About CHANEL

Chanel S.A. is a French, privately held company owned by Alain and Gerard Wertheimer, grandsons of Pierre Wertheimer, who was an early business partner of the couturière Gabrielle Bonheur Chanel. Chanel S.A. is a high fashion house that specializes in haute couture and ready-to-wear clothes, luxury goods and fashion accessories. In her youth, Gabrielle Chanel gained the nickname Coco from her time as a chanteuse. As a fashion designer, Coco Chanel catered to women’s taste for elegance in dress, with blouses and suits, trousers and dresses, and jewellery of simple design that replaced the opulent, over-designed, and constrictive clothes and accessories of 19th-century fashion. The Chanel product brands such as perfumes, cosmetics, jewelry and accessories have been personified by fashion models, celebrities and actresses, including the following beautiful women: Inès de la Fressange, Catherine Deneuve, Carole Bouquet, Vanessa Paradis, Nicole Kidman, Anna Mouglalis, Lucía Hiriart, Hope Portocarrero, Audrey Tautou, Keira Knightley and Marilyn Monroe.

About Michael Rena

Michael Rena is a representative and global CAO and President at CHANEL SRL.

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Filed Under: Noutati Sabin Piso Tagged With: acquisition, Bart Becht, Bourjois, CHANEL, Coty, Inc., Michael Rena

IBERIABANK Corp Acquires Florida Bank Group, Inc.

October 9, 2014 by Sabin Piso

IBERIABANK Corp strengthens its hold in the Tampa Bay area by merging with Florida Bank Group, Inc.

florida bank groupiberiabank

IBERIABANK Corp and Florida Bank Group, Inc. have announced the signing of a definitive agreement for IBKC to acquire Florida Bank Group through a merger. The proposed merger of Florida Bank Group with and into IBKC has been approved by the Board of Directors of each company and is expected to close in the first quarter of 2015.

Completion of the transaction is subject to customary closing conditions. This includes the receipt of required regulatory approvals and the Florida Bank Group’s shareholders approvals.

Susan Martinez, President and Chief Executive Officer of Florida Bank Group, has commented in an exclusive interview, “Our organization has undergone tremendous change and we are very proud of our people and the strong teamwork they exhibited over the last several years. We faced a very challenging operating environment and executed very well on our plan. I am particularly proud of our effective and efficient delivery of high-quality client service. We are very excited to be joining forces with IBERIABANK and together grow to become the leading financial institution serving our clients and communities.”

On the other hand, Daryl G. Byrd, President and Chief Executive Officer of IBKC, has commented, “Susie Martinez, her team, and the Florida Bank Group Board of Directors have done an outstanding job in rebuilding their organization and preparing for future client growth opportunities. We are very excited to be teaming up with them and entering the Tampa Bay market in such a high-quality manner. The Tampa Bay area has a very strong concentration of commercial and industrial companies, which is a segment of banking in which our company excels. With the addition of Florida Bank Group, we will extend our brand throughout the west coast of central and south Florida and into Jacksonville in northeast Florida.”

Florida Bank Group shareholders will receive a combination of cash and IBKC common stock. Common shares are assumed to total approximately 5,051,745 shares at closing, assuming approximately 2,471,745 common shares outstanding, approximately 2,480,000 common shares associated with the conversion of the convertible preferred stock into common shares, and 100,000 warrants outstanding that are assumed to be exercised prior to closing of the transaction.

The following considerations are expected when the transaction has been finalized:

Florida Bank Group shareholders shall receive cash equal to $7.81 per share of then outstanding Florida Bank Group common stock. This includes shares of preferred stock that will convert to common shares in the merger. Aggregate cash consideration is approximately $39.4 million.

Each Florida Bank Group common share will be exchanged for 0.149 share of IBKC common stock, subject to certain market price adjustments provided for in the merger agreement.

At September 30, 2014, Florida Bank Group had 374,400 unvested stock option shares outstanding with an exercise price of $7.74 per share. Florida Bank Group stock options and warrants that remain outstanding immediately prior to closing, whether or not vested, will be cashed out at consummation of the merger. Based on IBKC’s closing stock price on October 2, 2014, of $62.61, the cash value for optional shares would be $3.5 million.

IBKC’s capital ratios will be slightly reduced due to this merger and be less than 1% dilutive to tangible book value per share on a pro forma basis at closing. The tangible book value dilution is expected to be earned in a span of two years. The estimated internal rate of return for the transaction is expected to be greater than 20%.

A.L. Mijares

About Iberiabank

IBERIABANK Corporation is a financial holding company with offices in Louisiana, Arkansas, Tennessee, Alabama, Texas, and Florida and representatives of IBERIA Wealth Advisors in four states, and one IBERIA Capital Partners, L.L.C. office in New Orleans. IBERIABANK holds the #1 market share position along with a comprehensive retail, commercial, and private banking franchise. IBERIABANK ranks second in market share in Northeast Louisiana with an outstanding retail system and growing commercial and private banking presence. IBERIABANK stock market evolution:

http://finance.yahoo.com/q?s=IBKC

About Daryl G. Byrd

Mr. Daryl G. Byrd has been President and Chief Executive Officer at Iberiabank Corp. since July 2000 and July 1999 respectively. Mr. Byrd has been … a Director of Iberiabank Corp. and Iberiabank since 1999. He earned a Bachelor of Science degree in Business Administration from Samford University in 1976 and a Master of Business Administration degree from the University of Alabama at Birmingham in 1978.

About Florida Bank Group

Florida Bank Group, Inc. operates as the bank holding company for Florida Bank that provides commercial and retail banking services to businesses and individuals in the United States. It accepts various deposit products, including demand interest bearing and non-interest bearing accounts, money market deposit accounts, NOW accounts, direct deposits, and time deposit accounts. Florida Bank Group operates approximately 14 full service banking centers in the Florida counties of Hillsborough, Pinellas, Duval, Leon, Manatee, and St. Johns. It is headquartered in Tampa, Florida.

About Susan Martinez

Ms. Susan Martinez has been the Chief Executive Officer and President of Florida Bank Group, Inc. and Florida Bank since November 18, 2010 and also serves as its Director. Ms. Martinez served as the Senior Executive Vice President and President of Florida region at Regions Financial Corp. until December 31, 2007.

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Filed Under: Noutati Sabin Piso Tagged With: acquisition, Daryl G. Byrd, Florida Bank Group, IBERIABANK Corp, Inc., merger, Susan Martinez

PetSmart Considering LBO after Sales Drop Last Quarter

August 20, 2014 by Sabin Piso

PetSmartFounded in 1986, PetSmart, Inc. is the largest retail chain operating in the U.S., Canada, and Puerto Rico. The company not only offers a broad range of pet products, it also offers in-store services including boarding, pet adoption, grooming and training.
While PetSmart is one of the leading online providers of pet supplies and pet care information, same-store sales for the $6.8 billion pet-care company fell last quarter for the first time in about a decade as competition with Amazon.com Inc. and other retailers increase.

A declining share price and the same-store sales fall can appear as early warning signs to activist investors who target undervalued companies to shake them up. Jana Partners LLC and Longview Asset Management LLC own almost 20% of PetSmart and are calling for a sale.

According to John Tomlinson, a New York-based analyst at ITG Investment Research, “PetSmart has gone from a retail darling to where it is now. This company is far from being in any sort of dire straits, but it’s just that the change happened relatively quickly and people are worried that if they don’t get more aggressive, the business could deteriorate further. There’s probably a lot of discussion going on about what the best alternatives for the company would be.”
Still, PetSmart has a lot going for them as they consider possibilities as a result of the company’s recent decline in sales. Their high free-cash flow yield and low debt relative to earnings open up several ways to boost returns, according to shareholder Olstein Funds.
Aside from the leverage buyout (LBO) option, PetSmart may also consider a merger with Petco. A merger with Petco, as either the buyer or seller, can boost the stock into the $80 range, while an LBO could take place in the mid to high $70s, said Daniel Johnson, of River Road Asset Management LLC. (River Road Asset Managment oversees about $10 billion and owns PetSmart shares.)
As of Tuesday, PetSmart has stated it would explore a potential sale of the company, caving to pressure from several shareholders.

 

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Filed Under: Noutati Sabin Piso Tagged With: activist investors target PetSmart, Daniel Johnson, Inc., ITG Investment Research, Jana Partners, John Tomlinson, LBO, Leveraged Buyout, Longview Asset Management, Petco, PetSmart, Possible PetSmart Petco merger, River Road Asset Management

Steve Madden Acquired Dolce Vita Holdings for $60 Million

August 20, 2014 by Sabin Piso

Steve MaddenSteve Madden shoes have adorned the shelves of many a closet wall since the monster company was founded in 1990. Now the mogul of the shoe industry has walked themselves into a $60 million deal with privately held Dolce Vita Holdings, Inc.

Steve Madden has established itself in the design industry as fashion-forward in the design of footwear and accessories for women, men and children. The company not only markets products under its own brand, it is the licensee of various brands. Steve Madden, Ltd. also designs and sources products under private label brand names for various retailers.

Founded in 2001, Dolce Vita Holdings, Inc. is a company specializing in the design, sourcing and sale of branded and private label footwear. The company sells its fashion-forward footwear to wholesale customers, including department stores, boutiques, and online on their website. Last year Dolce Vita had net sales of around $111 million.

Edward Rosenfeld, Chairman and Chief Executive Officer of Steve Madden commented, “We are very pleased to complete the acquisition of Dolce Vita, a brand that is known for its chic, modern styles and strong following among trend-conscious consumers. We see significant opportunity to expand the business by combining Dolce Vita’s strengths – which include an outstanding brand and superior design – with our proven business model and infrastructure. We are particularly pleased that the founders Van and Nick will remain with Dolce Vita and continue to lead the business into its next phase of growth.”

Van Lamprou and Nick Lucio, Founders of Dolce Vita, shared similar sentiments, “We are excited to be joining the Steve Madden family. We are very proud of what we have built at Dolce Vita over the last 13 years, and we believe that Steve Madden is the perfect partner to help the brand reach its full potential. We look forward to working with the Steve Madden team to take Dolce Vita to new heights in the coming years.”

 

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Filed Under: Noutati Sabin Piso Tagged With: Dolce Vita, Dolce Vita Holdings, Edward Rosenfeld, Inc., Ltd., Nick Lucio, Steve Madden, Steve Madden acquires Dolce Vita, Steve Madden shoes, Van Lamprou