Ninetowns Announces Receipt of "Going Private" Proposal
Ninetowns Internet Technology Group Company Limited (NINE) ("Ninetowns" or the "Company"), one of China's leading providers of online solutions for international trade, today announced that its Board of Directors has received a preliminary non-binding proposal letter, dated October 12, 2012, from certain directors and officers of the Company, including Mr. Shuang Wang, Ms. Min Dong, Mr. Xiaoguang Ren, Mr. Kin Fai Ng, Mr. Bolin Wu, Mr. Zhonghai Xu, Mr. Tommy Siu Lun Fork and affiliates of some of these directors and officers (together, the "Consortium Members"), that proposes a "going-private" transaction involving the acquisition of all of the outstanding ordinary shares of the Company not already owned by the Consortium Members at a price per share in the range of US$1.80 to US$2.00 in cash (the "Transaction"). Each American depositary share of the Company represents one ordinary share.
TPC Group Inc. Receives Non-Binding Proposal From Innospec Inc. and Blackstone
TPC Group Board Determines That the Proposal is Reasonably Expected to Lead to a Superior Proposal
TPC Group Inc. (TPCG), a leading fee-based processor and service provider of value-added products derived from niche petrochemical raw materials, today announced that it has received a non-binding proposal to be acquired by Innospec Inc. (IOSP) ("Innospec"). As part of this proposal, Innospec would pursue an acquisition of all of TPC Group's common shares for an all-cash purchase price in the range of $44--46 per share. The proposal is subject to certain conditions, including, among others, securing requisite debt financing, completion of due diligence and receipt of internal approvals. Equity financing for the proposed acquisition will be provided by a fund, Blackstone Capital Partners VI, L.P., managed by Blackstone on behalf of its private equity investors.
NBT Bancorp Inc., Alliance Financial Corporation Enter Into Merger Agreement
NBT Bancorp Inc. (NBT) (NBTB) and Alliance Financial Corporation (Alliance) (ALNC) announced today that they have entered into a definitive agreement under which Alliance will merge with and into NBT. The merger is valued at approximately $233.4 million and is expected to close in the second quarter of 2013 subject to customary closing conditions, including receipt of regulatory approvals and approvals by NBT and Alliance stockholders.
NBT is headquartered in Norwich, N.Y. and had assets of $6.0 billion as of June 30, 2012. Its primary subsidiary, NBT Bank, N.A., is a nationally-chartered community bank with a network of over 135 banking locations in five states, including New York, Pennsylvania, Vermont, Massachusetts and New Hampshire.
Ocwen Announces Acquisition of Homeward Residential From WL Ross & Co.
Ocwen Financial Corporation (OCN) and private equity firm WL Ross & Co. LLC entered into an agreement today whereby Ocwen will acquire Homeward Residential Holdings, Inc., including its various residential mortgage loan servicing and origination operating subsidiaries, for approximately $588 million in cash and $162 million in Ocwen convertible preferred stock. Homeward services about 422,000 mortgage loans with an aggregate unpaid principal balance of over $77 billion. Its loan origination business includes correspondent and retail lending and is focused solely on high quality Agency-conforming mortgages.
Crescent Financial Bancshares, Inc. and ECB Bancorp, Inc. to Merge
Crescent Financial Bancshares, Inc. (CRFN) and ECB Bancorp, Inc. (NYSE Amex:ECBE) jointly announced today the signing of a definitive merger agreement under which Crescent Financial will acquire ECB Bancorp, Inc. for $17.75 per share or approximately $51.6 million.
This is the second merger announcement for Crescent Financial Bancshares (Crescent State Bank) in recent months. In August, Crescent State Bank and VantageSouth Bank announced that they had entered into a definitive merger agreement in which VantageSouth Bank will merge into Crescent State Bank. This transaction is expected to close in the fourth quarter, at which time both banks will operate as VantageSouth Bank.
Digital River to Acquire LML Payment Systems
Digital River, Inc. (NASDAQ: DRIV), the revenue growth experts in global cloud commerce, and LML Payment Systems Inc. (NASDAQ: LMLP), a leading provider of electronic payment processing, risk management and authentication services, announced the signing of a definitive agreement whereby Digital River will acquire LML Payment Systems Inc. in an all cash transaction valued at U.S. $3.45 per share, or an aggregate purchase price of approximately U.S. $102.8 million.
The acquisition joins two complementary card-not-present payments businesses, positioning Digital River to further capitalize on its global success in online payment processing. Digital River has traditionally focused on online payment processing for enterprise and mid-sized merchants.
B2Gold Corp. and CGA Mining Limited Sign Merger Implementation Agreement for Business Combination
The Creation of a Growth-Oriented Mid Tier Gold Producer on a Global Scale
B2Gold Corp. (TSX:BTO)(OTCQX:BGLPF)(PINKSHEETS:BGLPF)(NAMIBIAN:B2G) ("B2Gold") and CGA Mining Limited (TSX:CGA)(ASX:CGX) ("CGA") are pleased to announce that they have entered into a definitive Merger Implementation Agreement ("Merger Agreement") to combine the two companies at the agreed exchange ratio of 0.74 B2Gold common shares for each CGA share held, which represents a purchase price of approximately C$3.18 per CGA share and a premium of 22% using the 20 day volume weighted average share price of each respective company, and a 26% premium over the CGA closing share price on September 17, 2012 based on the closing price for the B2Gold shares as of such date. The transaction is valued at approximately C$1.1 billion.
Complete Genomics and BGI-Shenzhen Announce Definitive Agreement to Merge
Combination Will Create a Global Innovator in Whole Human Genomic Sequencing Complete Genomics, Inc. (GNOM) ("Complete"), an innovative leader in whole human genomic sequencing, and BGI-Shenzhen ("BGI"), a leading international genomics company based in Shenzhen, China, today announced that they have entered into a definitive merger agreement. Through this agreement, a wholly-owned U.S. subsidiary of BGI will launch a tender offer to purchase all outstanding shares of common stock of Complete for $3.15 per share in cash, without interest. This price represents approximately a 54% premium to the $2.04 closing price per share of Complete common stock on June 4, 2012, the last trading day prior to Complete's announcement that it was undertaking an evaluation of strategic alternatives to secure the financial resources needed for continued commercialization of its technology.
IRIS International Announces Agreement to be Acquired by Danaher Corporation for $19.50 per Share
IRIS International, Inc. (IRIS), a leading manufacturer of automated in-vitro diagnostics systems and consumables, and a provider of high value personalized medicine solutions, today announced that it has entered into a definitive merger agreement under which Danaher Corporation (DHR) will acquire IRIS International for $19.50 per share in cash, representing an approximate 45% premium over the closing price of IRIS's common stock on September 14, 2012. An affiliate of Danaher is expected to commence a tender offer for all of IRIS's outstanding common stock within the next 7 days, which offer will remain open for a minimum of 20 business days following its commencement. The tender offer is conditioned upon at least a majority of IRIS' outstanding shares being tendered, the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 and other customary conditions
3SBio Inc. Announces Receipt of "Going Private" Proposal at $15 Per ADS
3SBio Inc. (SSRX) ("3SBio" or the "Company"), a leading China-based biotechnology company focused on researching, developing, manufacturing and marketing biopharmaceutical products, today announced that its Board of Directors has received a preliminary non-binding proposal letter dated September 12, 2012 from its Chairman and Chief Executive Officer, Dr. Jing Lou, and CPEChina Fund, L.P., an exempted limited partnership registered under the laws of the Cayman Islands and a China-focused private equity fund associated with CITIC Private Equity Funds Management Co. Ltd. ("CITIC PE"), to acquire all of the outstanding shares of 3SBio Inc. not currently owned by Dr. Lou and his affiliates in a going private transaction for $15 per American Depositary Share ("ADS", each ADS representing 7 ordinary shares of the Company) in cash, subject to certain conditions.
Mediware Enters Into Merger Agreement With Thoma Bravo
Shareholders to Receive $22.00 per Share in Cash; Transaction Valued at Approximately $195 Million
Mediware Information Systems, Inc. (Nasdaq:MEDW), a leading provider of clinical software solutions, today announced it has entered into a definitive merger agreement to be acquired by leading private equity investment firm Thoma Bravo, LLC in a transaction valued at approximately $195 million. Under the terms of the agreement, pending shareholder approval, Mediware shareholders will receive $22.00 in cash for each share of Mediware common stock. This represents an approximately 40 percent premium over the Company's most recent closing price.
Garda Announces Agreement to Be Acquired by a Group Led by Company Founder, Chairman and CEO Stephan Cretier in a Transaction Valued at C$1.1 Billion Garda World Security Corporation ("Garda") (TSX:GW), one of the leading Security Solutions and Cash Logistics firms in the world, announced today that it has entered into a definitive agreement pursuant to which a consortium formed by Stephan Cretier, Founder, Chairman and CEO of Garda, and a subsidiary of funds advised by Apax Partners ("Apax"), a global private equity firm, have agreed to acquire Garda for C$1.1 billion in cash, including assumed debt.
ShawCor Announces Strategic Review
ShawCor Ltd. (TSX: SCL.A., SCL.B) today announced that Ms. Virginia Shaw, the Chair of the ShawCor Board of Directors and the controlling shareholder of the company (indirectly through a holding company), has advised the Board of Directors that she is prepared to consider a possible sale of her shares of ShawCor as part of a sale of the company.
The Board has struck a committee of independent directors to conduct a strategic review of alternatives, including canvassing potentially interested third parties to determine if an appropriate transaction is available that would be acceptable to Ms. Shaw and would be in the best interests of ShawCor and its shareholders. At this preliminary stage, no proposals have been made, no discussions have been held with third parties, and no decision has been made by Ms. Shaw to sell her ShawCor shares.
Merge Engages Allen & Company LLC to Explore and Evaluate Strategic Alternatives
Merge Healthcare Incorporated (MRGE) ("Merge" or the "Company"), a leading provider of clinical systems and innovations that seek to transform healthcare, today announced that its Board of Directors has retained Allen & Company LLC, a New York-based investment bank, to assist in exploring and evaluating a broad range of strategic alternatives, including, but not limited to, a sale of the Company or a business combination.
The Company does not have a defined timeline for the strategic review, and there can be no assurance that the review will result in any specific action or transaction.
Savitr Capital Sends Letter and Mails Proxy Circular to Western Wind Shareholders Savitr Capital, LLC (“Savitr”), a significant shareholder of Western Wind Energy Corp. (Toronto Venture Exchange: WND) (OTCQX: WNDEF) (“Western Wind” or “the Company”), today sent a letter and mailed its Proxy Circular to Western Wind shareholders urging them to vote for five new independent Board nominees (the “Savitr Nominees”) at the annual general meeting of shareholders to be held on September 25, 2012.
In the Proxy Circular, Savitr highlights a history of failed promises and serious mismanagement under the watch of the current Board, which Savitr details as beholden to CEO Jeff Ciachurski.
Madalena Ventures Inc. Strategically Enters the North American Oil & Gas Sector with the Acquisition of Online Energy Inc.
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MADALENA VENTURES INC. 200, 441 - 5th Avenue S.W. Calgary, Alberta T2P 2V1 Telephone: (403) 233-8010 Facsimile (403) 233-8013 TSXV Trading Symbol: MVN
Heckmann Corporation and Power Fuels to Merge Creating a Leading Environmental Services Company Focused on Energy and Industrial End-Markets
Pro-forma Combined Company Generated Trailing 12-month Revenues of $699.1 Million and Adjusted EBITDA of $221.9 Million as of June 30, 20121,2,3,4 Strengthened Capital Structure and Strong Cash Flow Expected to Support Continued Growth and Expansion – Pro-forma Leverage Reduced to 2.6x Trailing 12-month Adjusted EBITDA Substantial Value Creation Opportunities for Both Organizations’ Stakeholders, Customers, and Employees through Transportation, Recycling, Reprocessing, Re-Use & Disposal Capabilities
Valeant Pharmaceuticals International, Inc. Agrees To Acquire Medicis Pharmaceutical Corporation For $44.00 Per Share In Cash
Combination Creates a Global Leader in Dermatology Transaction Values Medicis at Approximately $2.6 Billion At Least $225 Million Run Rate in Annual Cost Synergies Expected to be Achieved within 6 Months of Closing
Transaction Expected to Close in the First Half of 2013
Valeant Pharmaceuticals International, Inc. (NYSE: VRX and TSX: VRX) and Medicis Pharmaceutical Corporation (NYSE: MRX) today announced that they have entered into a definitive agreement under which Valeant will acquire all of the outstanding common stock of Medicis for $44.00 per share in cash.
Hertz and Dollar Thrifty Announce Definitive Merger Agreement Hertz Global Holdings, Inc. (NYSE: HTZ) and Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) today announced that they have entered into a definitive merger agreement under which Hertz would acquire Dollar Thrifty for $87.50 per share in cash in a transaction valued at a corporate enterprise value of approximately $2.3 billion.
The combination of Hertz and Dollar Thrifty will create a global, multi-brand rental car leader offering customers a full range of rental options through its strong premium and value brands. The boards of directors of both companies have unanimously approved the transaction.
Kenexa Announces Acquisition by IBM Kenexa Corporation (Kenexa) (NYSE:KNXA), a leading provider of recruiting and talent management solutions, today announced that it has entered into a definitive agreement to be acquired by International Business Machines Corporation (NYSE:IBM) for $46.00 per share in cash in a transaction valued at approximately $1.3 billion.
The transaction has been approved unanimously by the Kenexa Board of Directors and the Kenexa Board of Directors recommends that Kenexa shareholders approve the transaction.