Tuesday, November 17, 2009

RockYou Lands $50M Equity Financing

RockYou, a developer of social network applications, has landed a hefty $50 million in fresh funding, TechCrunch reported.
Previous backer Softbank led the round, which brings the start-up’s total funding to $119 million, the publication said.
Aside from creating its own applications, the company, which is said to post annual revenues of between $30 million to $40 million, also serves advertising to their own and other applications, TechCrunch said.

JSW Steel Announces IPO Offering

Nov. 17 (Bloomberg) -- JSW Steel Ltd., India’s third- largest steelmaker, expects to open the initial public offering of its energy business next month, valuing the unit at about 200 billion rupees ($4.3 billion).
JSW Energy Ltd. aims to sell a stake of as much as 15 percent to raise 30 billion rupees, Managing Director Sajjan Jindal said in an interview in Mumbai. JSW Energy’s capacity may rise to 3,140 megawatts next year and about 11,350 megawatts in the following five years from 1,000 megawatts now, he said.
“JSW’s power plants are already operational and by September next year the capacity will rise, which is an advantage,” said Alex K. Mathews, the head of equity research at brokerage Geojit BNP Paribas Financial Services Ltd.
Power companies in India raised more than $2 billion in IPOs this financial year as investors bet on Prime Minister Manmohan Singh’s plan to almost double generation capacity in the five years to March 2012. Singh’s administration has pledged to spend 569.6 billion rupees to add power plants and transmission lines this financial year.
JSW Steel shares rose as much as 2.6 percent to 948.70 rupees, the highest price in the past year. They traded at 929.80 rupees, up 0.6 percent, as of 12:15 p.m. in Mumbai. The benchmark Sensitive Index declined 0.6 percent.
Generation, Transmission
JSW Energy plans to use 21.3 billion rupees of the IPO proceeds to add 2,790 megawatts of capacity, build a 169- kilometer (105 mile) transmission line and develop a lignite mine in the northern state of Rajasthan, according to documents filed with India’s market regulator. About 4.75 billion rupees will be used to repay debt.
“There are many companies selling shares, but investors will look at those that have already begun production,” Jindal said yesterday. JSW Energy runs facilities in the northwestern state of Rajasthan and in the southern state of Karnataka.
The sale is being managed by JM Financial Consultants, Kotak Mahindra Capital Co., ICICI Securities Ltd., IDFC-SSKI Ltd, J.P. Morgan India Pvt., SBI Capital Markets Ltd., Morgan Stanley India Ltd. and IDBI Capital Market Services Ltd.
Coal Mine Expansion
India, the world’s second fastest-growing major economy, faces peak-hour shortages of 12.6 percent this year, according to the Central Electricity Authority. The government plans to add 78,700 megawatts of capacity in the five years to March 2012 and 100,000 megawatts in the following five years.
Separately, JSW Steel may spend $500 million buying coal mines in nations including Australia and South Africa to secure supplies for its local expansion, Jindal said.
Indian steel demand is expected to grow by about 10 percent in the second half of this financial year. JSW Steel is looking at new locations after failing to find coking coal at its exploration project in Mozambique.
The company plans to raise capacity by more than 33 percent to 10 million metric tons at its Vijayanagar plant in South India by 2011 as demand from customers including Larsen & Toubro Ltd. and GMR Group increases, Jindal said. Later, JSW Steel aims to build a mill in West Bengal state with an initial 3 million ton capacity, he said.

Kraft Announced $16.3B Hostile Offer For Cadbury

Kraft Foods on Monday formally made a £9.8 billion hostile bid for Cadbury, making official its effort to create an international food giant. Cadbury quickly rejected the new proposal, setting up a potentially bruising fight for control of the British confectioner.
Kraft’s bid, the equivalent of $16.3 billion, came just before a 5 p.m. deadline in London imposed by Britain’s Takeover Panel, which had given the American food company until Monday to make a formal offer. If Kraft has not done so, it would have been barred from making another bid for Cadbury for six months.
Now Kraft will take its proposal, comprised of 300 pence a share in cash and 0.2589 of a newly issued Kraft share for each Cadbury share, directly to the British company’s shareholders. That amounts to 717 pence a Cadbury share, which is below Kraft’s original bid of 745 pence a share because of a decline in its own stock price.
Analysts had expected Kraft to sweeten its original proposal. But in its filing with the London Stock Exchange, Kraft again asserted that its latest pitch was full and fairly priced. Monday’s offer, it said, had an enterprise value of 13.9 times Cadbury’s earnings before interest, taxes, depreciation and amortization, or Ebitda. Cadbury’s own acquisition of Adams in 2002 was valued at 12.8 times historical Ebitda, Kraft said.
That was not enough to persuade Cadbury to change its mind, and the company quickly rejected the new offer and urged shareholders to do the same.
“The repetition of a proposal which is now of less value and lower than the current Cadbury share price does not make it any more attractive,” Roger Carr, the company’s chairman, said in a statement. “As a result, the board has emphatically rejected this derisory offer and has strengthened its resolve to ensure the true value of Cadbury is fully understood by all.”
Shares in Cadbury traded closed at 761 pence on the London Stock Exchange on Monday after Kraft’s announcement.
In Cadbury, Kraft hopes to combine its Ritz crackers and Oreo cookie brands with Trident gum and Dairy Milk chocolates, reaping $625 million in annual pretax cost savings. Kraft is also hoping to tap the higher growth that Cadbury’s core confectionery business would provide, along with its broader exposure to international markets.
“Kraft Foods believes that a combination with Cadbury would build on a global powerhouse in snacks, confectionery and quick meals, with an exceptional portfolio of leading brands around the world,” Kraft said in its filing with the London Stock Exchange.
Earlier this month, Kraft cut its forecast for net organic revenue growth, disappointing analysts even as its third-quarter results beat expectations.
Since Kraft first made its expression of interest in September, analysts have watched the repartee between the two companies in what could be one of the biggest mergers this year. Both sides have already hired teams of investment banks and law firms to gird for a fight that could last months.
Cadbury’s management and board have said that Kraft’s offer substantially undervalues its future prospects. Last month, the company reported stronger-than-expected results, which it said reinforced its argument that its prospects are better as an independent entity than as part of a “low-growth” conglomerate.
With Kraft now making an official offer, it has roughly three months to publish a prospectus for Cadbury shareholders and solicit enough votes to succeed. It is unknown whether rival bidders will emerge, since logical competitors like Hershey are constrained by several factors, including price.
Kraft is being advised by the investment banks Lazard, Centerview Partners, Citigroup and Deutsche Bank and the law firms Clifford Chance, Cravath, Swaine & Moore, Gibson, Dunn & Crutcher and Arnold & Porter.
Citigroup and Deutsche Bank are also serving as corporate brokers, leading Kraft’s effort to finance the transaction.
Cadbury has been advised by the investment banks Goldman Sachs, UBS and Morgan Stanley, the American law firm Shearman & Sterling and the British law firm Slaughter & May.

Cisco Revises Offer To Buy Tandberg To $3.4B

Cisco(R) (NASDAQ: CSCO) today announced a revised recommended voluntary cash offer to acquire TANDBERG (OSLO: TAA). Under the revised terms, Cisco will offer to purchase all the outstanding shares of TANDBERG for 170 Norwegian Kroner per share for an aggregate purchase price of approximately $3.4 billion. Cisco will also increase the interest payable on the offer price to a rate of 3.00% from a rate of 1.75%. This revised offer represents Cisco's final price for this transaction.
Shareholders representing in aggregate more than 30% of the outstanding shares, including TANDBERG'S largest shareholders Folketrygdfondet and OppenheimerFunds, have pre-accepted this offer based on this new price. These shares combined with the previously announced shareholder acceptances bring the total to in excess of 40% of the outstanding shares committed to the transaction.
Cisco believes that this revised offer remains consistent with the principles of prudence and financial fairness. If Cisco does not achieve the desired level of acceptances, the company will withdraw the offer and evaluate alternative ways to expand our activities in the video communications market.
As a result of the revised offer, Cisco has extended the acceptance period until December 1, 2009, at 17:30 p.m. CET. The offer document shall continue to apply for the new offer; provided that Cisco reserves the right to waive, in its sole discretion, any conditions to the offer, including, without limitation, the 90% acceptance level condition.
As announced on November 10, 2009, Cisco has already received acceptances representing 10,493,298 shares in TANDBERG or 9.37% of the shares and voting rights in TANDBERG. All holders of TANDBERG shares that have already tendered their shares will automatically benefit from the revised price.
As announced on October 1, 2009, the board of TANDBERG has unanimously recommended that shareholders accept a voluntary cash offer for 100% of the shares of TANDBERG.
Lazard is sole financial advisor to Cisco Systems, JP Morgan is sole financial advisor to Tandberg

Monday, November 16, 2009

United Airlines Prices $810M Cert Offering

United Airlines, a whollyowned subsidiary of UAL Corporation (Nasdaq: UAUA - News), announced today that it has priced its public offering of $810 million aggregate principal amount of enhanced equipment trust certificates ("EETC").
The $810 million financing is comprised of $697 million of Class A certificates with an interest rate of 9.75% and a final expected distribution date of Jan. 15, 2017 and $113 million of Class B certificates with an interest rate of 12.0% and a final expected distribution date of Jan. 15, 2016.
United intends to use the net proceeds to repay at par all of the $493 million aggregate principal amount of the equipment notes related to its outstanding 2000-2 EETC, and will use the approximately $290 million of remaining net proceeds, after accounting for all transaction-related fees and expenses, for general corporate purposes. As a result of this transaction, principal payment obligations will be reduced in 2010 by approximately $225 million and in 2011 by approximately $175 million.
J.P. Morgan Securities Inc., Morgan Stanley & Co. Incorporated and Goldman, Sachs & Co. are acting as joint book-running managers for the offering with Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. acting as a co-managers, for the offering.

Millenial Media Raises $16M Equity Financing

Millennial Media announced today the company has closed on a $16M Series C round of growth funding, led by New Enterprise Associates (NEA) with existing investors Bessemer Venture Partners, Columbia Capital, and Charles River Ventures participating. The new growth financing will be used to continue to strengthen Millennial Media’s position as the leading mobile ad network in the U.S., as well as finance accelerated international expansion, advanced targeting products, and wider-penetration of its mobile media planning platform for agencies.With this new funding, the company intends to make significant investments as the leading independent player in the mobile ad space, including:* Scale past the profitability point to capture the enormous growth of the mobile display advertising business* Global acceleration, particularly supporting the company’s 2+ year successful efforts in Europe by expanding our London presence* Attract world class talent in the engineering and sales organizations* Market deployments of major developer monetization programs on behalf of Handset, OS, and service providers* From media planning tools to audiences, the company is scaling the technologies, data and insights to bring the full potential of mobile to advertisers“Millennial Media has achieved a commanding lead in the mobile advertising category over the largest internet and mobile incumbents,” said Patrick Kerins, General Partner, NEA. “Millennial is the crown jewel of the market, has the capital, talent and technology to continue to win in the marketplace and is poised to aggressively take share both in the U.S. and beyond.”

Goldcorp Agrees To Buy Canplats Res For $228M

Vancouver Canada mining company Goldcorp Inc. announced Monday that it had agreed to acquire counterpart Canplats Resources Corp. for about C$238 million ($228 million) in a stock-swap deal.
Deal terms call for Canplats shares to be exchanged for 0.074 of Goldcorp common shares, valued at C$3.42 each. Goldcorp is expected to issue about 4.3 million shares.
The deal, which includes a C$7.2 million termination fee, is expected to close by January. Goldcorp has the right to match any other offers. Both boards have approved the deal. Canplats' security holders still need to give their approval.
As part of the deal, Goldcorp will receive Canplats' Camino Rojo project in Mexico, which is based near its Penasquito mine. The Camino project has reported measured and indicated resources of about 3.5 million ounces of gold and nearly 60.7 million ounces of silver.
"The acquisition of the Camino Rojo project fits very well with one of our strategic goals of enhancing opportunities in and around our core assets," Goldcorp CEO Chuck Jeannes said in a statement.
The two companies have formed a new exploration company that will be 90%-owned by Canplats, which is also based in Vancouver. It will focus on early-stage exploration opportunities in the Durango and Chihuahua states of Mexico and will have about C$10 million in cash. The notional value on that project is C$0.18 per share and represents a combined value of C$3.60 per share for Canplats shareholders.
"We are extremely pleased to have reached an agreement with one of the world's largest and most respected gold producers," Canplats CEO Gordon Davis said in a statement, adding that the new Mexico project will give immediate value to its shareholders.
GMP Securities LP served as Goldcorp's financial adviser. Cassels Brock & Blackwell LLP and Neal, Gerber & Eisenberg LLP were its legal advisers.
Genuity Capital Markets and Salman Partners Inc. served as Canplats' financial advisers. Blake, Cassels & Graydon LLP and Skadden, Arps, Slate, Meagher & Flom LLP's Riccardo Leofanti and Richard Grossman were its legal counsel.

TTM Tech To Buy Meadville Unit For $936M

In what is billed as the first transaction in which U.S. shares are used to acquire a company listed in Hong Kong, TTM Technologies Inc. of Santa Ana, Calif., will buy the printed circuit board business of Meadville Holdings Ltd.
Circuit board maker TTM said it would pay $936 million in cash, shares and debt to acquire the Meadville activities including $114 million in cash and about $407.3 million in new TTM shares, giving Meadville shareholders 45.7% of the combined company.
TTM became North America's biggest printed circuit board maker two years ago with the $226 million acquisition of Tyco International Inc.'s circuit board activities. It said the Meadville agreement will create a unit with $1.35 billion in annual sales and give it access to the Chinese market, where Meadville counts such companies as Apple Inc., Nokia Oyj and Ericsson AB among its customers.
In the six months ended June 30, the Meadville circuit board business had sales of about $641 million and Ebitda of $119 million, the buyer said. TTM expects to complete the sale in the first quarter of 2010 and said the deal would add to earnings in its first full year.
In addition to selling the printed circuit board activities, Meadville will also unload its laminate business to founder Tang Hsiang Chien for $359 million and then dissolve and delist.
TTM shares were up 73 cents, or 6.5%, to $11.94.
UBS Investment Bank's David Hedley and Evan Winkler provided financial advice to Meadville, which received legal counsel from Skadden, Arps, Slate, Meagher & Flom LLP's Jonathan Stone, Nicholas Norris and Ivan Schlager. TTM received financial advice from Bank of America Merrill Lynch and legal counsel from Greenberg Traurig LLP's Michael Kaplan.

Bain Capital To Acquire BellSystems24 For $1B

Bain Capital agreed to acquire BellSystems24 Inc from Citigroup for $1 billion. Nikko Cordial Securities, UBS, Morgan Stanley, and Mizuho Securities advised Bain Capital on the deal.

Derma Sciences Announces IPO Offering

Derma Sciences, Inc. (OTC:DSCI) (BULLETIN BOARD: DSCI) a specialty medical device/pharmaceutical company focused on advanced wound care, announced today that it has filed an S-1 Registration Statement to offer 1,500,000 shares of its common stock. Rodman & Renshaw, LLC, a subsidiary of Rodman & Renshaw Capital Group, Inc. (NASDAQ: RODM) will act as sole book-running manager for the transaction.
Along with the raise, Derma has applied to list its shares on the NASDAQ under the symbol "DSCI." To meet the exchange's price requirement, Derma will hold a special shareholders' meeting on November 23, 2009 to vote on a reverse split of the Company's stock.

HealthSouth Corp Announces Sr Note Offering

HealthSouth Corporation (NYSE:HLS) today announced that it plans to commence a public offering of senior notes pursuant to an effective shelf registration statement filed with the Securities and Exchange Commission (the "SEC"). The Company intends to use the net proceeds from this offering of senior notes, together with cash on hand, to pay the consideration required in connection with the Company's tender offer for all of its outstanding floating rate senior notes due 2014, including any applicable accrued and unpaid interest on such notes, and redeem any floating rate senior notes due 2014 that may remain outstanding following completion of the tender offer, including the payment of any applicable accrued and unpaid interest on such notes.
J.P. Morgan Securities Inc., Barclays Capital Inc., and Goldman, Sachs & Co. will act as joint book-running managers of the debt offering.

Westway Grp Announces $175M Sr Debt Offering

Westway Group, Inc. (OTC Bulletin Board: WTWG) announced today the signing of a new 3 year, $175 Million Senior Secured Revolving Credit Facility. The facility is being provided by a nine-bank syndicate led by JPMorgan Chase Bank, N.A. and was arranged by JPMorgan Securities Inc. In addition to JPMorgan Chase Bank, N.A., the syndicate consists of Regions Bank, Capital One, N.A., Compass Bank, Rabobank Nederland, Suntrust Bank, Whitney National Bank, Societe Generale, and CoBank ACB.

Wonder Auto Tech Prices $64.5M Share Offering

Wonder Auto Technology, Inc. (NASDAQ:WATG) ("Wonder Auto" or the "Company"), a leading manufacturer of automotive electric parts, suspension products and engine components in China, today announced the closing of a follow-on offering of 6.0 million shares of common stock at a public offering price of $10.75 per share. In connection with this offering, the Company has granted the underwriters a 30-day option to purchase up to an additional 900,000 shares of common stock.
The Company received aggregate net proceeds of approximately US$59.2 million, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company, not including the overallotment option. The Company plans to use the net proceeds of the offering for general corporate purposes, including expanding capacity at its existing facilities and investing in new businesses, products and technologies, both through acquisitions and capital programs, funding its ongoing operating and working capital expenses and repaying indebtedness.
Piper Jaffray & Co., Jefferies & Company and Oppenheimer & Co. Inc. acted as joint bookrunning managers of the offering, and Roth Capital Partners acted as a co-manager.

Laptop Financial Tech Announces 3.7M ADS Offering

Longtop Financial Technologies Limited (NYSE:LFT) ("Longtop" or the "Company"), a leading software developer and solutions provider targeting the financial services industry in China, announced today that it intends to offer, subject to market and other conditions, 3,700,000 American depositary shares ("ADSs"), representing 3,700,000 ordinary shares of the Company. Longtop intends to grant the underwriters an option to purchase up to an additional 555,000 ADSs. Deutsche Bank Securities Inc. and Morgan Stanley & Co. International plc will act as joint bookrunners for the offering.
Longtop plans to use the net proceeds of the offering for potential acquisitions and for general corporate purposes. The Company's management will retain broad discretion over the use of proceeds, and the Company may ultimately use the net proceeds for different purposes.
This offering will be made under Longtop's Registration Statement on Form F-3 (the "Form F-3") filed with the Securities and Exchange Commission (the "SEC") on November 16, 2009