Energy, metals and mining
Abacus Mining & Exploration Corp. announced April 17 that it had retained Stifel Nicolaus Canada Inc. to evaluate strategic alternatives for its 20% interest in the Ajax copper gold project near Kamloops, British Columbia. The Vancouver, British Columbia-based company also announced that Poland's KGHM Polska Miedz SA had increased its 51% stake in their joint venture, KGHM Ajax Mining Inc., to 80%, exercisable with a $30 million cash payment to Abacus.
In its 2011 earnings report on April 25, Pan Orient Energy Corp. said it is still reviewing options for its stake in Andora Energy Corp., which has been seeking strategic alternatives since February 2011.
Bucking Horse Energy Inc. said April 18 it has hired BMO Capital Markets Corp. for a strategic review for subsidiary Arrowhead Resources Ltd. that could result in a sale of part of its gas properties in Wyoming. Bucking Horse develops and produces natural gas and natural gas liquids at its Pinedale Anticline properties in southwest Wyoming.
Three directors of Cross Border Resources Inc., including its CEO, will step down from the oil and natural gas explorer's board as part of a settlement with Red Mountain Resources Inc., which will withdraw a complaint against the company in a Nevada county court. CBR has been exploring strategic options since Feb. 9, two months after American Standard Energy Corp. withdrew from a deal to buy it for undisclosed terms. Under terms of the settlement, CBR chief Everett Willard Gray II would give up his CEO post and board seat, while COO Larry Risley and director Brad Heidelberg would each step down from the board, effective May 31.
Cubic Energy Inc. announced May 14 that it has retained Wells Fargo Securities LLC for a review of strategic alternatives. The Dallas-based oil and gas explorer is considering a merger, consolidation, business combination or outright sale. Stephen Gallagher is leading the Wells Fargo team on the auction.
Burnaby, British Columbia-based Day4 Energy Inc. announced April 16 it would evaluate strategic alternatives that could result in a sale of the company or its European subsidiaries after receiving notice from the Toronto Stock Exchange about a potential delisting if it fails to boost capital within 120 days. Day4 Energy said a Nov. 14, 2011, agreement to merge with Taiwanese solar power panel manufacturer Ever Energy Co. Ltd. under a plan of arrangement has been postponed indefinitely. The company in March sold its German subsidiary, Day4 eco-Tec GmbH, to management for $100 plus the assumption of €4.5 million ($5.99 million) in debt.
Finders Resources Ltd., in a filing with the Australian Stock Exchange, said the strategic alternatives review for its Ojolali Gold and Silver Project is ongoing.
Calgary, Alberta, oil explorer Ithaca Energy Inc. said May 7 that it was still talking to potential bidders and has given them a deadline for offers. That came a day after a Kuwaiti newspaper reported that Kuwait Petroleum Corp. had abandoned plans to bid for the company.
Plains All American Pipeline LP on April 17 pulled its unsolicited $1 billion offer for SemGroup Corp.
Western Plains Petroleum Ltd. said in its 2011 earnings report it continues to evaluate strategic alternatives that could result in a sale or divestment of assets. Sayer Energy Advisors advised on the review.
WestFire Energy Ltd., in its first-quarter 2012 operations update, said that it has opened its data room to prospective bidders. WestFire Energy said it has not set a definitive schedule for completion of its strategic alternatives process. Cormark Securities Inc. is providing financial advice to the company.
Yukon-Nevada Gold Corp. said April 18 that it would begin a strategic review that could include a sale, business combination, joint venture or other strategic investment. The Vancouver, British Columbia-based prospector hired Deutsche Bank Securities Inc. and RBC Capital Markets Corp. for the review.
Healthcare and medicine
Hanover, Md.-based Conmed Healthcare Management Inc. announced May 14 that the company was still engaged in evaluating strategic alternatives, advised by Cantor Fitzgerald LP. The prison health service provider, which posted record first-quarter revenue of $18.9 million (a 16.1% annual increase), also disclosed that the company had made a number of acquisitions during the quarter, increasing its presence in 10 states.
Hackettstown Regional Medical Center of Hackettstown, N.J., announced May 2 that it is looking for a strategic partner to help fund future growth. The hospital retained Cain Brothers & Co. LLC to advise on the search.
Saint Catherine Hospital of Pennsylvania LLC CEO Merlyn Knapp said the company is evaluating all future options, including a potential sale and reopening of the hospital.
Heavy industries, transportation and infrastructure
A123 Systems Inc., a maker of lithium-ion batteries for electric cars, hired an undisclosed adviser to evaluate strategic alternatives, its CEO said on a May 15 conference call. That same day A123 expressed doubt that it could continue as a going concern, citing recurring net losses, liability issues and negative cash flows. It is unclear whether A123 is seeking a buyer or a capital infusion.
Cedar Realty Trust Inc. CEO Bruce Schanzer said May 7 the company "continues to advance our near-term strategic objective of divesting roughly 50 assets and generating $150 million for debt reduction with 40 of the assets sold, under contract, or to be returned to a lender generating approximately $110 million for debt reduction." The Port Washington, N.Y., shopping center operator started its divestment process in April 2011.
Norcross, Ga.-based Comverge Inc., a provider of energy management services and software, said May 8 that the Delaware Court of Chancery ruled in favor of H.I.G Capital LLC's $49 million, $1.75 per share tender offer for the company. Comverge's board, which is being advised by J.P. Morgan Chase & Co., urged all shareholders to tender their shares. The offer was strongly opposed by activist shareholder Raging Capital Management LLC, which criticized the deal and increased its stake in an attempt to thwart it.
General Motors Co. said May 9 that it would conduct a strategic review of its Strasbourg transmission operations in France for potential sale. The Detroit automotive company said the review includes both the manufacturing plant and the engineering and product development operations, which fall under its wholly owned subsidiary General Motors Strasbourg SAS.
Hilco Streambank LLC, a Needham, Mass.-based intellectual property adviser, is fielding offers for the IP assets of Bangor, Maine-based heat pump manufacturer Hallowell International LLC, Hilco said May 15. Hilco Streambank was retained in March to shop assets of the now-defunct company, which has already sold its material assets.
Nexxus Lighting Inc. said May 1 that it is exploring alternatives, including a possible sale. The Charlotte, N.C., LED lighting manufacturer hired Canaccord Genuity Corp. for the review.
Ran Logistics A.S. announced April 20 in a statement to the Istanbul Stock Exchange that the Istanbul-based trucking company was in talks with various parties regarding sale of a 30% stake. Ran provides services in transportation, storage and customs clearance.
Media, leisure and entertainment
Wideawake Entertainment Group Inc. is offering Death Row Records Inc.'s music assets for sale.
Mars Hospitality Services Pvt. Ltd. owner Sanjay Narang confirmed April 30 that he is looking to net 5 billion to 15 billion rupees ($94 million to $281 million) by selling off a major share in his mixed-use project on 10.5 acres near the Sahar International Airport in Andheri, India. The Rs20 billion project has a Waterstones Hotel, club, serviced residences and offices. Narang is looking to divest between 26% and 74% but would not comment on prospective bidders. Edelweiss Financial Advisors Ltd. is managing the sale.
Boulder, Colo.-based film distributor New Frontier Media Inc. announced April 3 that it had begun evaluating alternatives after receiving several unsolicited offers. It has enlisted the services of Nashville-based investment bank Avondale Partners LLC and law firms Alston & Bird LLP and Holland & Hart LLP. New Frontier was approached by Hosken Consolidated Investments Ltd. affiliate Longkloof Ltd. in March with a $1.35 per share takeover proposal. Subsequently, Manwin Holding Sarl made a $1.50 per share offer. On May 2 New Frontier disclosed that Hosken had submitted four candidates for election to New Frontier's six-person board.
The San Diego Padres Baseball Club LP's impending 20-year, $1.2 billion television deal with Fox Sports San Diego, first reported by the U-T San Diego, will be a key selling point in chairman and majority owner John Moores' quest to exit fully from ownership of the club, says Adam Swanson, an analyst at Monterey, Calif.-based media research firm SNL Kagan. He says that any TV deal with a regional sports network would "significantly" boost the value of the team. Kagan points to the Los Angeles Dodgers LLC, which sold for a record $2 billion out of bankruptcy and is set to auction its television rights for upward of $3 billion this year. Moores announced April 10 that he had hired Steve Greenberg of Allen & Co. and John Moag of Moag & Co. to run the sale of the team.
After the auction for U.K. online travel site Trainline.com Ltd. was dormant for over a year, reports surfaced May 8 that Priceline.com Inc., among others, is interested in the company.
Retail, consumer goods and commerce
On the heels of its $890 million acquisition of Charming Shoppes Inc. on May 2, clothing retailer Ascena Retail Group Inc. will put its Fashion Bug and Figi's businesses and Cacique clothing line up for review, said CEO David Jaffe in a May 2 conference call. Ascena will retain Charming's plus-size retail chains Lane Bryant and Catherines Plus Sizes.
Management at Bruno the King of Ravioli Co. continues to consider a sale, according to Adam Cook of Phoenix Capital Resources. Cook could not specify a time frame for the conclusion of the Hackensack, N.J.-based caterer's strategic review.
Greenlight Capital Inc.-backed Einstein Noah Restaurant Group Inc., operator of bagel cafés under the Einstein Bros Bagels, Noah's New York Bagels and Manhattan Bagel brands, said May 3 it has tapped Piper Jaffray & Co. for a strategic review, which could include a business combination or sale of the company. Bryan Cave LLP is the company's legal adviser. As of March 31, David Einhorn's Greenlight Capital and affiliates owned about 64% of Einstein's common stock.
Hollywood, Calif.-based lingerie retailer Frederick's of Hollywood Group Inc. said May 7 that it has tapped New York investment bank Allen & Co. to evaluate strategic alternatives after receiving "several inquiries regarding various transactions" over the past few months, Frederick's CEO Thomas Lynch said in a statement. Frederick's on Oct. 28, 2010, sold its wholesale division, Movie Star Inc., to Dolce Vita Intimates LLC for undisclosed terms, concluding an auction process undertaken on Sept. 16, 2010.
South Korea's SK Networks Co. Ltd. said in a May 15 filing that it has submitted an initial bid to acquire electronics retailer Hi-mart Co. Ltd. Hi-mart shareholders, including manufacturer Eugene Corp., on May 15 received preliminary bids for a 57.6% stake in Hi-Mart, worth about W842.7 billion ($733.36 million).
Minneapolis private equity firm Goldner Hawn Johnson & Morrison Inc. has tapped investment bank Piper Jaffray & Co. to shop Houlihan's Restaurants Inc., operator of 46 corporate and 55 franchised restaurants under the Houlihan's, Devon and J. Gilbert's brand names. A sale to a PE firm is more likely than to a strategic because buyout shops have been active in restaurant auctions lately. One source pointed to Angelo, Gordon & Co. as a possible bidder because Houlihan's would be a good fit with Firebirds International LLC, which the buyout shop acquired in April 2011.
Kenneth Cole Productions Inc. said in its first-quarter earnings report that despite four class actions in New York State court, it continues to review strategic alternatives, including Kenneth Cole's Feb. 24 unsolicited offer to buy remaining shares. The suits allege that the company, Cole and directors breached their fiduciary duties to shareholders.
Kellwood Co.'s sale process for Koret Co.'s intellectual property assets is pending and subject to further review. The Los Angeles apparel maker's IP assets include rights to more than 20 registered U.S. trademarks, including Koret, Koret City Blues, Francisca by Koret, Koret Sport, Korapel and Koraton. Gabe Fried, David Peress and Jack Hazan of Hilco Streambank LLC are managing the auction.
The number of potential suitors for California e-commerce company Sitoa Corp. has grown to six, said its financial advisor, Brent Suen of Bay Peak LLC.
Technology and communications
Albania's Ministry of Economy, Trade and Energy announced it has postponed the bid deadline for the public auction in the privatization of the government's residual stake in Albtelecom Sha from May 2 to Dec. 10 at 12 p.m. local time.
Drummondville, Quebec-based CVTech Group Inc. announced May 10 that it appointed a special committee to evaluate strategic alternatives to enhance shareholder value. CVTech said the goal of the review is to complete the divestiture of its continuously variable transmission systems and related business to concentrate on technologies for the energy sector. Jacques Joly, the chairman of the board, will head the special committee.
KeyOn Communications Holdings Inc. plans to complete the sale of broadband assets by June 1 to an undisclosed buyer, says Matt LoCascio of Equity Partners Inc., who is handling the sale. LoCascio says the buyer will pay the "typical per-subscriber" price for operations that encompass about 16,000 subscribers. Previous telecom deals, including AT&T Inc.'s failed $39 billion deal for T-Mobile USA Inc., valued each subscriber at around $600, which yields an estimated $9.6 million price tag for KeyOn.
Business software development company Progress Software Corp. announced plans on April 25 to divest 10 product lines and cut costs. The news follows the filing earlier this week by activist investor Starboard Value LP of a proxy statement detailing the activist's fight to win three director positions on Progress' board at the annual meeting, scheduled for May 31 in Boston.
Westmount, Quebec-based Sand Technology Inc., a provider of business management software, announced April 16 it would review strategic alternatives that could result in a sale or other deals.
Canadian software developer 20-20 Technologies Inc. said April 4 that it had begun a process to review strategic alternatives, which could include a sale of the company as a whole or in pieces. 20-20 had appointed a special committee to conduct the review and enlisted TD Securities Inc. as financial adviser and Stikeman Elliott LLP as legal adviser; Toronto-based law firm Fasken Martineau DuMoulin LLP has also been engaged to assist with the review.
Just a month after it withdrew a 2.4 billion Danish kroner ($427 million) offer for Danish satellite communications systems provider Thrane & Thrane A/S, Britain's Cobham plc on April 10 put the same offer back on the table, taking the offer hostile and revealing it now holds 25.59% of Thrane's shares. The Thrane & Thrane board conceded Cobham's approach had prompted a strategic review, saying it would report conclusions no later than mid-May.
Statewide Holdings Inc., an acquisition vehicle of second-lien lenders, is the stalking-horse bidder for Traffic Control and Safety Corp. with an offer of $89.97 million. Competing bidders must submit offers by July 13. An auction is scheduled for July 17 and a sale hearing July 26. Traffic Control, which is based in Newport Beach, Calif., and the largest provider of traffic-control and -safety products in California and Hawaii, filed for Chapter 11 on April 20.
Insolvency administrator Henning Schorisch of HWW Wienberg Wilhelm Partnergesellschaft intends to restructure Q-Cells SE by finding one or more investors. Frankfurt-based Deloitte & Touche GmbH has been hired to seek investors or buyers. Q-Cells makes solar cells and modules and builds solar power plants.
A North Carolina bankruptcy judge on April 25 approved bidding procedures for sale of DRI Corp.'s assets, debtor counsel John Northen of Northen Blue LLP says. The judge also authorized retention of Morgan Keegan & Co. to run the auction. Bids of at least $775,000 more than the lead offer are due June 5. If DRI receives any qualified bids, it will hold an auction June 8, at which bids would have to increase in increments of at least $100,000.
Spanish Trail Country Club Inc. on April 24 reached an agreement with secured lender Hermitage Management LLC that provides for the company's golf and country club to be sold to the lender via a credit bid. Hermitage submitted a $7 million credit bid and leases the property back to the debtor for $375,000 a year. Spanish Trail can buy the club back within the next four years for $7.5 million.
An Ontario bankruptcy judge approved a sale and investor solicitation process for Vanguard Shipping (Great Lakes) Ltd. Interested parties must submit bids between June 22 and July 9.
Bankruptcy administrator FRP Advisory LLP entered into an exclusivity agreement with YGM Trading Ltd. subsidiary Aquascutum International Licensing Ltd. relating to an offer to buy the business and assets of Aquascutum Ltd. The sale closed May 10. Separately, FRP continues negotiations to secure a buyer for Aquascutum's Corby, U.K., manufacturing plant. No deadline has been set.
Solar Trust of America LLC amended its bidding procedures to reflect a longer sale timeline now that it has a new $43.4 million debtor-in-possession loan from Mason Capital Management LLC. Mason Capital could credit-bid its entire debt for one or more of the projects. Judge Kevin Gross of the U.S. Bankruptcy Court for the District of Delaware in Wilmington approved the bidding procedures May 11. Bids are due June 18. An auction is scheduled for June 21 and a sale hearing for June 27. All sales would close by July 16.
A New York bankruptcy judge approved bidding procedures for sale of 4Kids Entertainment Inc. on April 30. An auction is scheduled for June 5 and a sale hearing for June 11.
An international consortium of wealthy investors led by Charles Green submitted a binding commitment to inject funds into Rangers Football Club plc on May 13. The group reportedly offered more than £8.5 million ($13.7 million) for the troubled Glasgow, Scotland, soccer club. Duff & Phelps Corp., the bankruptcy administrator for Rangers Football, on May 8 called on other potential buyers to complete a rescue deal after U.S. towing tycoon Bill Miller unexpectedly pulled out.
A Delaware bankruptcy judge granted Nassau Broadcasting Partners LP permission to sell 18 of its radio stations for some $48.2 million, according to May 7 court documents. The highest bid came from secured creditor Goldman Sachs Credit Partners LP, which credit-bid $38.7 million for three New Jersey and eight Pennsylvania stations. Other winning bidders include Manning Broadcasting Inc., which bought two Maryland stations for $6.4 million; John H. Garabedian, who acquired three Cape Cod, Mass., stations for $2.7 million; Presence Radio Network Inc., which purchased one in Maine for $250,000; and Mainestream Media LLC, which also purchased one station in Maine for $150,000.
Clinton Cards plc's administrators say they will close 350 of its 784 stores, including the entire 150-strong Birthdays Ltd. chain, which Clinton itself put into administration in 2009 before buying some of the stores back. The closures will cost 2,800 jobs, say Zolfo Cooper LLP administrators Peter Saville, Simon Freakley and Anne O'Keefe. In a statement, Saville says he was hopeful the sale would allow potential buyers to focus on profitable and viable retail estate.
Bankrupt blueberry farm Can-Pacific Farms Inc. is considering selling and leasing back its farm as one restructuring option under its Companies' Creditors Arrangement Act proceedings in Canada. The company is also considering finding new financing or a new financial partner. Can-Pacific's farm and processing facility are in Surrey, British Columbia.
Off the block
Restructuring U.K. package-tour operator Thomas Cook Group plc said May 22 it had agreed to sell its 77% stake in its listed Indian subsidiary to a unit of Canadian investor Fairfax Financial Holdings Ltd. for 817.4 billion rupees ($147.9 million). The tour operator announced May 6 that it had received a "good level" of interest for Thomas Cook (India) Ltd. and that it received a three-year £1.4 billion ($2.26 billion) funding lifeline to help pay down debt. The sale is part of a larger divestment effort to raise about £200 million to help shore up finances.
London-based buyout shop Montagu Private Equity LLP announced April 17 that the company had purchased private U.K. law school College of Law from its charity backers. Montagu, which will run the school as a commercial enterprise, will pay for the deal with a contribution to a new legal education fund endowed with more than £200 million ($318.5 million), according to a statement. A court of special advisers to the Queen of England dating to the Middle Ages will sit in judgment on the deal. If approved, the school will become a for-profit institution, retain the name and the right to award university degrees in the U.K. or overseas.
Internet software company Openwave Systems Inc. announced April 16 it had struck a deal with Marlin Equity Partners to sell its messaging and mediation unit for $55 million. Jefferies & Co. was Openwave's adviser on the auction. Although Openwave said it would remain a public company -- renamed Unwired Planet -- the latest sale leaves the company with only its patent portfolio, which it will likely seek to monetize. The company said Marlin intends to rename Mediation as Openwave Mobility, and its messaging products unit as Openwave Messaging.
Carpinteria, Calif., oil and gas explorer NiMin Energy Corp. said April 25 it has completed its five-month strategic review and its board has decided that selling its assets and dissolving is the best alternative for shareholders. NiMin said it has agreed to sell its Big Horn Basin properties in Wyoming to BreitBurn Energy Partners LP of Los Angeles for $98 million and is negotiating sale of its San Juan properties in California.
Canadian oil producer Crescent Point Energy Corp. said May 3 it would acquire privately held Cutpick Energy Inc. for C$425 million ($432 million) in stock and assumed debt, expanding its presence in Alberta's Viking resource play. Nicholas Johnson and Brian Dunn of FirstEnergy Capital Corp. led a team of bankers that has advised Cutpick since it went on the block Feb. 8. Peters & Co. Ltd. is also serving as adviser to the seller. National Bank of Canada and Macquarie Capital Markets Canada Ltd. advised Crescent Point.
Australia's Pacific Equity Partners Pty. Ltd. announced April 30 it had agreed to acquire Spotless Group Ltd. after the support services company reluctantly agreed to a sweetened offer worth at least A$722.9 million ($755.2 million). The buyout firm raised its offer for a second time to a least A$2.71 per share, below the minimum price of A$2.80 Spotless had demanded as recently as February but up from the A$2.63 per share Pacific Equity had offered in November.
Oil and gas producer Second Wave Petroleum Inc. said May 8 it had decided to terminate its strategic review process because it has not seen any proposals reflecting its long-term value. The Calgary, Alberta-based company announced in February that it retained RBC Capital Markets as its financial adviser after receiving unsolicited expressions of interest for the sale of all or a material portion of its assets.
Construction and mining equipment maker Caterpillar Inc. announced May 10 it plans to sell a 65% stake in Caterpillar Logistics Services LLC to buyout shop Platinum Equity LLC for $750 million. Peoria, Ill.-based Caterpillar will retain a 35% stake in the business, which provides logistical services for about 50 industrial customers worldwide. Caterpillar put the target on the block in March 2011, tapping Bank of America Merrill Lynch and Robert W. Baird & Co. to advise.
The National Hockey League's Phoenix Coyotes announced May 7 it had reached a preliminary agreement to be acquired by former San Jose Sharks CEO Greg Jamison. The two sides did not disclose financial terms or a time frame to complete a deal, which hinges on Jamison's gaining approval for a new leasing contract with Glendale, Ariz., for the Coyotes' stadium. The NHL has been shopping the team since May 2010.
Golf Town, a Canadian golf retailer, announced a merger agreement in which Golf Town will acquire Austin, Texas-based Golfsmith International Holdings Inc., a specialty golf retailer, for $6.10 per share in cash. BMO Capital Markets and TD Securities Inc. are financial advisers to Golf Town; Lazard advised Golfsmith.
New York Times Co. announced May 11 that it had completed the sale of its remaining interest in Fenway Sports Group, which owns Major League Baseball's Boston Red Sox. The Times received an aggregate of $63 million in cash and will post an estimated pretax gain of $38 million in the second quarter, according to a filing. The buyer remains anonymous.