Shopping in France

CD&R navigates political concern

PRESENTED BY 10 EAST

Transacted

October 21, 2024

Happy Monday. Here’s what we’ve got today…

  • A look at CD&R’s deal for Sanofi’s consumer health business

  • Plus, EQT, Neuberger Berman, and CPP Investments acquire Nord Anglia

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CD&R comes out ahead in Sanofi process:

Clayton, Dubilier & Rice (CD&R) has reached an agreement with Sanofi to acquire a 50 percent controlling stake in Opella, its consumer health business.

The deal values Opella at around €16 billion: it’s one of the largest distributors of consumer health products globally with a portfolio that includes household brand names like Allegra, Doliprane, and Dulcolax.

CD&R's offer—around 14 times 2024E EBITDA—is binding and fully financed, according to Sanofi. The firm’s package was preferred to competing interest from PAI Partners, even after a last-minute sweetener.

Sanofi disclosed that PAI submitted a €200 million improvement to its bid on Thursday, but told shareholders it was surprised to receive the improved proposal after the process' deadline had passed.

PAI might have sensed that there was room for differentiation on terms other than headline value.

In recent weeks, both sides of the French political aisle have raised strong objections to the Opella sale, which they say will harm employees and introduces risk from foreign ownership of a major national healthcare asset. French labor unions also issued calls last week for Sanofi employees to strike in a show of their opposition to the deal.

Alongside the increase in value, PAI’s improved offer included explicit promises to preserve and even expand Opella's domestic manufacturing footprint and keep the company’s headquarters in France.

In the end, those assurances turned out not to be a differentiator.

On Sunday evening, Finance Minister Antoine Armand said that the French Government had obtained guarantees from Sanofi and CD&R covering its demands for Opella’s go-forward domestic employment, production, and investment. This includes a commitment that no French manufacturing facilities will be closed.

To further mitigate concerns over foreign private equity ownership, French state investment bank Bpifrance will take a minority stake of around 2 percent in Opella as part of the deal.

France has developed a reputation for challenging business and regulatory environments, but CD&R has long been active in the country.

In 2016, the firm acquired French home furniture retailer BUT (now Mobilux) and completed subsequent add-ons. As recently as July, CD&R partnered with Permira on a proposed $2.4 billion take-private of French cybersecurity provider Exclusive Networks SA.

For Sanofi, the partial divestiture (the outcome of a plan announced more than a year ago) follows similar actions by other major pharmaceutical businesses, including GSK's spin-off of Haleon and Johnson & Johnson's separation of Kenvue.

Kenvue made headlines of its own today following a Wall Street Journal report that the company is the subject of a new activist campaign from Starboard Value.

Kenvue launched its separate listing last May and ended its first day of trading at a price of $27 per share. Shares have since fallen to $21.72 as of Friday's close, compared to a gain of more than 40 percent for the S&P500 over the same period.

Starboard founder and Chief Executive Jeff Smith is expected to outline the firm's Kenvue thesis on Tuesday when he’s scheduled to speak at the 13D Monitor Active-Passive Investor Summit in New York.

DEALS, DEALS, DEALS

Neuberger Berman Private Markets, EQT, and Canada Pension Plan Investment Board agreed to acquire Nord Anglia Education, an international school operator, at an enterprise value of $14.5 billion.

Bridgepoint sponsored a management buyout of Condatis, a digital identity and access management services provider.

MetLife (NYSE: MET) is in advanced talks to acquire PineBridge Investments' ex-China assets from Pacific Century Group at a valuation of up to $1.5 billion, per Bloomberg.

Welltower acquired Care UK, a provider of residential care homes for the elderly, from Bridgepoint.

Wafra agreed to acquire Aquila Air Capital, an engine lessor and aviation financing platform, from Warburg Pincus.

Aurelius agreed to acquire What's Cooking's cold-meats business from What's Cooking Group NV.

Carlisle Companies Incorporated (NYSE: CSL) agreed to acquire Plasti-Fab, a provider of expanded polystyrene insulation products, for $259.5 million from The Riverside Company.

DNB Bank (OB: DNB) agreed to acquire Carnegie Holding, a Nordic investment bank and asset manager, for around $1.14 billion from Altor.

Autura, a portfolio company of Nexa Equity, and Traxero, a portfolio company of Radian Capital, merged to create a combined towing software platform.

PATRIZIA acquired a 40 percent stake in Greenthesis, an Italian waste management company, for around €340 million from the Grossi family.

JAB agreed to acquire Mondelez International's (Nasdaq: MDLZ) 17.6 percent stake in JDE Peet's for €2.16 billion, increasing JAB's ownership to 68 percent.

Foundation Source, backed by GTCR, acquired Vennfi, operator of the Charityvest donor-advised fund platform.

Eni (BIT:ENI) has hired Natixis to check market interest in a possible stake sale of up to 49 percent of its biomethane operation Enibioch4in, per Corriere della Sera.

Dana Incorporated (NYSE: DAN) is exploring the sale of its off-highway drive and motion systems unit.

Accel-KKR invested in LeagueApps, a youth sports management platform.

Tekmetric, a shop management system for auto repair shops backed by Susquehanna Growth Equity, acquired repair shop CRM platform Shopgenie.

VENTURE & EARLY-STAGE

Tech, Vertical SaaS, & Misc. Enterprise

• Ex-OpenAI CTO Mira Murati is raising more than $100 million for a new genAI startup, per Reuters.

Schoolinks, a college and career readiness software platform, raised $80 million in Series B funding led by Susquehanna Growth Equity.

Zephyr, a technology-enabled home services platform, raised $60 million in new funding led by Elda River Capital and The Pritzker Organization.

DataCrunch, a European provider of AI computing infrastructure, raised $13 million in seed funding led by byFounders, with participation from J12 Ventures.

Healthcare

Seaport Therapeutics, a clinical-stage biotech developing novel neuropsychiatric medicines, raised $225 million in Series B funding led by General Atlantic, with participation from T. Rowe Price Associates, Foresite Capital, Invus, Goldman Sachs Alternatives, CPP Investments, ARCH Venture Partners, Sofinnova Investments, Third Rock Ventures, and PureTech Health.

Horizon Surgical Systems, a developer of AI-enabled robotic microsurgery systems, raised $30 million in Series A funding led by ExSight Ventures and a major corporate investor, with participation from Main Street Advisors and UC Investments.

Counsel Health, a virtual medical practice, raised $11 million in Seed funding led by Andreessen Horowitz (a16z) Bio + Health, with participation from Asymmetric Capital Partners, Floodgate Fund, and Pear VC.

Industrials, Greentech, & Other

Carbon Robotics, a developer of AI-powered farming robots, raised $70 million in Series D funding led by BOND, with participation from NVentures, Anthos Capital, Fuse Venture Capital, Ignition Partners, Revolution, Sozo Ventures, and Voyager Capital.

RIFT, a Dutch developer of iron fuel tech, raised €11 million in Series A funding from PGGM, Invest-NL, Oost NL, Rubio Impact Ventures, Energy Transition Fund Rotterdam, and Brabant Development Agency.

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