Madalena Ventures Inc. Strategically Enters the North American Oil & Gas Sector with the Acquisition of Online Energy Inc.
/NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES/
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.
Inter-Citic to be Acquired by Western Mining Group Co., Ltd. for C$2.05 per Share in Cash Representing a Transaction Value of Approximately C$250 Million
Inter-Citic Minerals Inc. ("Inter-Citic" or the "Corporation") (ICI.TO)(ICMTF) today announced that it has entered into a definitive agreement (the "Arrangement Agreement") pursuant to which Western Mining Group Co., Ltd. ("Western Mining") will acquire all the outstanding common shares of Inter-Citic by way of a plan of arrangement (the "Arrangement") for C$2.05 per share in cash, valuing the Corporation at approximately C$250 million. The cash consideration of C$2.05 per share to be received by shareholders represents an implied premium of 41.4% to Inter-Citic's closing share price on the Toronto Stock Exchange ("TSX") of C$1.45 on August 24, 2012, and an implied premium of 123% to Inter-Citic's 20-day volume weighted average trading price of C$0.9193 on the TSX prior to and including July 6, 2012, being the last trading day prior to the date on which Inter-Citic announced that it was in negotiations with a third party.
Hudson City Bancorp, Inc. to Merge with M&T Bank Corporation
M&T's Franchise will Stretch from Connecticut to Virginia Transaction Expected to be Immediately Accretive to Combined Company's Capital Ratios, Capital Generation and Tangible Book Value Per Share, as well as GAAP and Operating EPS
Hudson City Bancorp, Inc. (NASDAQ: HCBK) ("Hudson City") and M&T Bank Corporation (NYSE: MTB) ("M&T") announced today that they have entered into a definitive agreement under which Hudson City will merge into a subsidiary of M&T, expanding the premier community banking franchise in the eastern United States.
Cash Acquisition of Talison Lithium by Rockwood Talison Lithium Limited ("Talison" or the "Company") (TSX:TLH) announced today that it has entered into a definitive Scheme Implementation Agreement ("SIA") with Rockwood Holdings, Inc. ("Rockwood") under which it is proposed that Rockwood, or a wholly-owned entity of Rockwood, will acquire 100% of the ordinary shares in the capital of Talison (the "Shares") by way of a Scheme of Arrangement ("Scheme") under the Australian Corporations Act 2001 (Cth) for cash consideration of C$6.50 per share. This values the equity of Talison at approximately C$724 million on a fully diluted basis.
Dex One and SuperMedia Will Combine to Create a National Provider of Social, Local and Mobile Marketing Solutions
Local Consultants Simplify Marketing for Business Owners
Dex One Corporation (DEXO) and SuperMedia Inc. (SPMD):
Highlights of the CombinationOver 3,100 marketing consultants serving more than 700,000 local businesses Pro-forma combined 2011 revenue was $3.1 billion, with non-GAAP adjusted EBITDA of approximately $1.2 billion and non-GAAP free cash flow of $610 million Combined companies estimate annual expense synergies of $150-$175 million by 2015
DHX Media to acquire Cookie Jar Entertainment, creating the world's largest independent library of children's entertainment content
Transaction significantly enhances DHX's scale and digital distribution capabilities
DHX Media Ltd. ("DHX" or the "Company") (TSX ticker: DHX), has entered into a definitive agreement to acquire the business of Cookie Jar Entertainment ("Cookie Jar") to create Canada's largest children's entertainment company. The combined company will own the world's most extensive independent library of children's entertainment, including more than 8,550 half hour episodes. The transaction implies an enterprise value for Cookie Jar of $111 million , to be paid through a combination of approximately 36 million DHX shares, $5 million in cash, and the assumption of $66 million of debt.
FMC Technologies to Acquire Pure Energy Services
FMC Technologies, Inc. ("FMC") (FTI) and Pure Energy Services Ltd. ("Pure") (PSV.TO) today announced execution of a definitive acquisition agreement under which FMC will acquire Pure for C$11.00 per share in cash, or approximately C$282 million (US$285 million).
Based in Calgary, Pure is a leading provider of frac flowback services and an established wireline services provider operating in multiple field locations in both Canada and the United States. Pure employs approximately 1,300 employees. For the twelve months ended June 30, 2012, Pure generated C$282 million of revenue and C$59 million of EBITDAS, with the majority related to frac flowback services.
Aetna Enters into Agreement to Acquire Coventry Health Care, Inc. Aetna (NYSE: AET) and Coventry Health Care, Inc. (NYSE: CVH) today announced that they have entered into a definitive agreement pursuant to which Aetna will acquire Coventry in a transaction valued at $7.3 billion, including the assumption of Coventry debt.(1) Coventry is a diversified managed health care company that offers a full portfolio of risk and fee-based products, including Medicare Advantage and Medicare Part D programs, Medicaid managed care plans, group and individual health insurance, coverage for specialty services such as workers’ compensation, and network rental services. The acquisition is projected to add nearly 4 million medical members and 1.5 million Medicare Part D members to Aetna’s membership. On a pro forma basis, the transaction increases Aetna’s share of revenues from Government business to over 30 percent from 23 percent currently.
Western Alliance Bancorporation to Acquire Western Liberty Bancorp
Western Alliance Bancorporation (WAL) and Western Liberty Bancorp (WLBC) announced today that they have signed a definitive agreement pursuant to which Western Alliance Bancorporation will acquire Western Liberty Bancorp. Immediately following the completion of the acquisition, Western Liberty’s principal operating subsidiary, Service1st Bank of Nevada, will merge with and into Bank of Nevada, a wholly-owned subsidiary of Western Alliance Bancorporation.
Physicians Formula Holdings, Inc. to be Acquired by Swander Pace Capital for $4.25 Per Share Physicians Formula Holdings, Inc. (Nasdaq:FACE) ("Physicians Formula" or the "Company") and Swander Pace Capital ("Swander Pace") announced today they have entered into a definitive merger agreement under which affiliates of Swander Pace will acquire Physicians Formula. Under the terms of the merger agreement, Swander Pace, through its affiliates, will acquire all outstanding shares of the common stock of Physicians Formula for $4.25 per share in cash, or approximately $65 million. The per share price represents a premium of approximately 15% over Physicians Formula's closing stock price on August 14, 2012 and a 21% premium to the Company's one-month volume-weighted average price of $3.50 per share.
Actian Corporation Proposes to Acquire Pervasive Software for $8.50 Per Share in Cash
Actian’s Proposal Provides Pervasive Stockholders with Substantial Premium and Immediate Cash Value
Actian Corporation (“Actian”), a leader in next generation data management for big data and author of the record-breaking Vectorwise Analytics database, today announced that it has proposed to acquire all of the outstanding shares of Pervasive Software, Inc. (PVSW) (“Pervasive”) common stock for $8.50 per share in cash, in a transaction valued at approximately $154 million.
Actian’s proposal is at the highest closing price reached by Pervasive’s common shares during the last 10 years and represents a premium of:
Tokyo Electron to Acquire FSI International
Tokyo Electron Limited (“TEL”; Headquarters: Tokyo; President and CEO: Hiroshi Takenaka) (TSE:8035) and FSI International, Inc. (“FSI”; Headquarters: Chaska, Minnesota, USA; Chairman and CEO: Donald Mitchell) (FSII), announced today that they have entered into a definitive agreement under which TEL will acquire FSI for $6.20 per share in cash, or an aggregate equity purchase price of approximately $252.5 million.
The purchase price represents a premium of 53.5% to the closing price of FSI's common shares on August 10, 2012. The acquisition, which will be completed pursuant to a cash tender offer followed by a second step merger, has been unanimously approved by the boards of directors of TEL and FSI. The board of directors of FSI unanimously recommends that FSI’s shareholders tender their shares into the tender offer. The transaction is expected to close in calendar year 2012.
Sprott Power, Wind Canada Investments and Shear Wind announce agreement for the acquisition of Shear Wind by Sprott Power and $30 million public offering by Sprott Power of Extendible Convertible Unsecured Subordinated Debentures
/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/ The acquisition of Shear Wind by Sprott Power (the "Acquisition") includes two operating assets representing a combined capacity of 63.7 megawatts ("MW"), including the 62.1 MW Glen Dhu asset (the largest wind farm in Nova Scotia) 80% increase in gross operating assets under Sprott Power management Strategic partnerships between Sprott Power and each of Wind Canada Investments and Genera Avante Holdings Canada Inc. ("GAHC"), both subsidiaries of Genera Avante S.L. ("Genera Avante"), with respect to development assets with a potential capacity of over 860 MW and operating assets with power purchase agreements ("PPAs") with Nova Scotia Power Inc. ("NSPI")
Avion Gold Corporation Announces Acquisition by Endeavour Mining Corporation and a US$20,000,000 Exchangeable Debt Financing
Avion Gold Corporation ("Avion") (AVR.TO)(AVGCF) is pleased to announce today that it has entered into a definitive arrangement agreement (the "Arrangement Agreement") with Endeavour Mining Corporation ("Endeavour"), pursuant to which Endeavour has agreed to acquire all of the issued and outstanding common shares ("Avion Shares") of Avion by way of a statutory plan of arrangement under the Business Corporations Act (Ontario) (the "Arrangement").
The Savannah Bancorp, Inc. and SCBT Financial Corporation to Merge
The Savannah Bancorp, Inc. (SAVB) and SCBT Financial Corporation (SCBT) jointly announced today the signing of a definitive merger agreement under which SCBT will acquire The Savannah Bancorp, Inc. for a total value of approximately $67.1 million.
SCBT Financial Corporation operates in South Carolina as SCBT; in North Carolina as NCBT, a division of SCBT, and in Georgia as Community Bank & Trust, a division of SCBT. Providing financial services for over 78 years, SCBT Financial Corporation operates 76 locations in 19 South Carolina counties, 10 north Georgia counties, and Mecklenburg County in North Carolina. SCBT Financial Corporation has assets of approximately $4.4 billion, is the largest publicly traded bank holding company in South Carolina and its stock is traded under the symbol SCBT in the NASDAQ Global Select Market.
The Home Depot Agrees To Acquire U.S. Home Systems
The Home Depot® and U.S. Home Systems, Inc. ("USHS") today announced a definitive merger agreement for The Home Depot to acquire USHS. USHS, based in Irving, Texas, is currently an exclusive provider of kitchen and bath refacing products and services as well as closet and garage organizational systems to The Home Depot. Under the terms of the agreement, The Home Depot will acquire USHS for $12.50 per share in cash which represents an approximately 38% premium over USHS' closing price on The NASDAQ Global Market on August 6, 2012. The agreement was unanimously approved by USHS's board of directors. The acquisition is expected to close by the end of the calendar year, and is subject to approval by USHS stockholders, applicable regulatory approval and customary closing conditions.