Q2 2020 EMEA PE-backed M&A Roundup

By Matthäus Piatti

Intro

Corporations worldwide are still struggling with the ongoing Covid-19 crisis, lockdowns and economic slumps. The uncertainty and volatility that has come with the virus and the still significant lack of knowledge about its impact on society are gripping economies around the globe. As the world continues to wage war on the pandemic, it has taken a heavy toll, also on the private equity industry. The downturn that started in Q1 (see Q1 article) continued in Q2. In comparison to Q2 2019, total global M&A deal count dropped by 15% and M&A deal value plummeted by over 34%, with similar trends in the PE & VC sectors and no clear signs of a quick recovery either.

Deal Count and Value

Q2 saw the yet furthest decline in deal count and value since the pandemic and consequent measures swept across the world in the early months of this year. According to Zephyr Database reports published by Bureau van Dijk, Q2 saw a grand total of 5,986 deals with a total deal value of $129bn. This culminates in a value decline of just under 14% in deal count and a staggering 50% decrease in aggregate deal value YoY. The drop in global PE investment was most apparent in the month of May. Deal value increased compared to April due to the announcement of eight large PE deals each worth over $1bn, however, the scene looks slightly grimmer when looking at last year’s numbers, showing a YoY decline in deal value and deal count of 63% and 40%, respectively.

Q2 EMEA

Figure 1. Deals by count and value

The EMEA Deals

The EMEA region saw two deals under the top 5 worldwide in April ’20. The largest deal in the region was announced in Italy, with a total value in excess of $1.5bn. The transaction involved a consortium of investors led by the Paris-based private equity firm Ardian, acquiring a 30.2% minority stake in Infrastrutture Wireless Italiane (INWIT), a telecommunications company specialising in mobile towers, from Telecom Italia (TIM). The deal is structured as follows, the French PE firm and co-investors will invest in a holding company, created to facilitate the transaction, in which the 30.2% stake will be transferred. This stake was previously held by TIM. In total, the consortium will hold a 49% share in the company with TIM pocketing a healthy $1.5bn. In addition to the consortium, Telecom Italia has agreed to sell off a direct stake of 3% of INWIT to UK-based investment group Canson Capital Partners. The transaction is seen as a bet on the initial roll-out of 5G networks and technology.

The sale of a majority stake in leading French protection insurance broker Financiere CEP SASU to a consortium of investors including Bridgepoint Advisers was announced on April 14. The IBO was valued at $1.4bn. The investment by Bridgepoint is seen as a sign of confidence in CEP’s ambition to expand the diversification of their distribution channels, with the investment providing fuel to develop their digital competency.

Other notable EMEA deals in April included the acquisition of Jagex Ltd by Macarthur Fortune Holding for $530million. Jagex, a large video games developer from the UK specialising in PC and mobile games and best known for creating “RunScape”, was an attractive target for US-based asset manager Macarthur Fortune who are trying to expand their investments in tech.

In May, the target of the most valuable PE-backed M&A transaction was based in Luxemburg. Again, a consortium of investors, most notably among them the Canada Pension Plan and Montagu Private Equity, moved to make an investment in Galileo Global Education. The company is a higher education institution operator which owns, amongst others, the renown Milan-based fashion and design school Istituto Marangoni. The IBO has been valued at $2.7bn in which the consortium will gain a minority stake in the company previously owned by Providence Equity Partners. The consortium beat multiple rival bids from other PE titans such as KKR, EQT, and BC Partners to secure a 40% share in the education provider. It is understood that the sale facilitated by Goldman Sachs and Rothschild was motivated by the search for investors with a longer investment horizon.

Another significant transaction was the acquisition of Vision Healthcare, a Belgian healthcare platform operating across Europe, by a partnership between Avista Capital Partners and VHC Investco. The co-investors received a 50% stake, each paying a total of $305m. Partnering up with the PE firms, Vision is set to continue its strategy of further expansion both geographically as well as with investments strengthening their unique direct-to-consumer business model.

June saw the biggest PE deal of Q2 in the EMEA region. A group of buyout funds, including PE heavyweights such as CVC Capital Partners, Blackstone, Apollo Global Management, Providence Equity Partners, Cinven, and KKR announced that they would take the Spanish mobile phone company MasMovil Ibercom SA private, in a deal valued at around $3.3bn. MasMovil pursues a strategy of extensive expansion and fast growth and is therefore an outlier in the continental telecommunications business which is usually plagued by low growth. The target was particularly attractive due to its focus on the low-end of the market as people in virus-stricken countries are looking for cheaper options, as well as its increasing consolidation, making it a true power player in Spain. According to the Financial Times, the deal employs a leverage of 4.5x EBITDA and investors will pay a 20% premium on MasMovil’s share price prior to the announcement of the deal.

Beyond the MasMovil transaction, PE activity in the EMEA region in June was surprisingly high given the current climate. EQT Partners announced that they have entered negotiations to acquire German hygiene solutions expert Schülke & Mayr GmbH for approximately $1.1bn. The company founded in Hamburg has a 130 year-long track record of innovation and development in providing, amongst others, skin and surface disinfection, products which are in a particularly high demand in the current world-wide pandemic. The PE fund aims to further support R&D, growth and strengthening of the brand.

Lastly, KKR secured one of the biggest deals in June when announcing that they will buy the Dutch vacation park operator Roompot Recreative Beheer which was previously owned by French PE firm PAI Partners. The price tag on the Dutch company is rumoured to be around $1.1bn, including all 33 vacation parks across the continent which usually attract about 3 million visitors annually. KKR will support Roompot’s ambition to further expand their footprint in Europe, betting on an increase in domestic tourism.

 Deals beyond EMEA

Despite many interesting deals in the EMEA region, the real deal value was to be found outside of it. The US and China were the most targeted regions of the quarter by deal count and value. Computer Software; Industrial, Electric & Electronic Machinery, Banking, and Business Services were PE magnets in the second quarter of 2020. Notable transactions include:

Deal highlight reel

Asia

  • Country: China
  • Target: NIO (Anhui) Holding Co. Ltd
  • Acquirer: SDIC China Merchants Investment Management Co., Ltd
  • Value: $4.1bn
  • Deal Type: Capital increase
  • Outline: NIO (Anhui) Holding, a smart electric vehicle company, issued shares to investors, including PE firm SDIC China Merchants Investment Management, to increase their capital.

 

  • Country: Japan
  • Target: HC Holdings KK
  • Acquirer: Development Bank of Japan, Mizhou Bank
  • Value: $2.6bn
  • Deal Type: Minority stake
  • Outline: HC Holdings KK, a subsidiary of Showa Denko a large petrochemical corporation, will issue preferred shares to which the Development Bank of Japan and Mizhou Bank will fully subscribe to.

 

  • Country: India
  • Target: Jio Platforms Ltd.
  • Acquirer: KKR & Co Inc., Vista Equity Partners Management
  • Value: $3bn
  • Deal Type: Minority stake
  • Outline: Two separate deals announced, where KKR and Vista would each pay $1.5bn to receive a 2% ownership stake in the digital services company owned by Indian billionaire Mukesh Ambani.

 

US

  • Target: Albertsons Companies Inc.
  • Acquirer: Apollo Global Management Inc.
  • Value: $1.7bn
  • Deal Type: Minority stake
  • Outline: Apollo, the PE giant co-founded by Leon Black, purchased $1.7bn worth of convertible preferred stock from Albertsons Companies, a food retailer. Converted, the shares represent an ownership stake of almost 18%.

 

  • Target: Airbnb
  • Acquirer: Silver Lake Technology Management, TPG Sixth Street Partners
  • Value: $1bn
  • Deal Type: Minority Stake
  • Outline: The two PE firms invested $1bn in a mix of debt and equity to bolster Airbnb’s capital in times of decreased lodging demand due to the COVID-19 outbreak.

 

Australia

  • Target: Virgin Australia Holdings
  • Acquirer: Bain Capital LP
  • Value: $6bn
  • Deal Type: IBO
  • Outline: Bain Capital beat rival PE group Cyrus Capital Partners in an auction to acquire the ailing airline, in an effort to recapitalise the business suffering from a downturn in global travel due to COVID-19.

 

Outlook

What the rest of the year holds is still very unsure and in times of high uncertainty, the extent of PE activity this year is anyone’s guess. It is anticipated that deal making will pick up during the rest of 2020 as the world gets more and more used to living with the novel coronavirus and as further strides are made towards a new normality. However, we will probably not see pre-pandemic M&A levels until well into 2021 and maybe even beyond.

Author: Matthäus Piatti

Editor: Florian Kramer

 

Sources:

Zephyr Database

https://www.jagex.com/en-GB/news/4yL8qH/macarthur-fortune-holding-llc-acquires-jagex-

https://www.lw.com/news/latham-advises-bridgepoint-in-acquisition-of-cep

https://www.reuters.com/article/us-galileo-m-a-exclusive/exclusive-education-firm-galileo-up-for-sale-with-2-7-billion-price-tag-sources-idUSKBN20720P

https://www.privateequitywire.co.uk/2020/06/02/286139/avista-capital-partners-and-vhc-investco-acquire-vision-healthcare

https://news.airbnb.com/silver-lake-sixth-street-partners-invest-1-billion-in-airbnb/

https://www.ft.com/content/5b4ce369-6406-44f4-acf6-f08fc56f50f1