Ib, An Italian Company Leader In Software For Ships, Acquired By Arribatec Of Norway
The company becomes part of an international network and strongly focuses on artificial intelligence applied to ships. Giampiero Soncini at the helm.
The Italian IT company IB, with headquarters in Rapallo, Liguria and with a world-leading position in the design and implementation of advanced software for ship management, and artificial intelligence in the sector of Fleet control, has been acquired by the Norwegian group Arribatec, which has recently been listed on the Oslo Stock Exchange.
The acquisition, destined to increase the internationalization of IB, which has a consolidated presence in ship management software, especially in the cruise and passenger transport sector, is the result of the cooperation between Giampiero Soncini (a well-known personality in the field of high information technology applied to the marine sector) and Per Ronny Stav, CEO of Arribatec.
The negotiations have been definitively successful, and 100% of IB has changed hands from the original shareholders who owned and managed it since 1983, the year of its establishment, to the new group. Giampiero Soncini is a former officer of the Italian Navy, amongst the protagonists in the past, as technical manager, of the NATO project of the Alliance ship (the so-called “ship of silence”), then CEO of SpecTec Italia, the Italian branch of the former Norwegian multinational of shipping software, and finally, after a brief experience at RINA, now at the helm of IB.
IB has a work force of 85 employees, and has an operational office in Miami and one in Cyprus, where one of the IB Fleet control room prototypes will be unveiled in the coming days, for the remote control of basically all the technical and navigation functions of the ships, from the on-shore technical management office. The strategic plans for the new Norwegian-powered IB, which is strongly aiming at rapid expansion on international markets, include the immediate opening of an operational office in Leer, Germany, and a second one in Singapore.
IB during the last four years of intense work and heavy investments, has developed one of the first ship’s remote monitoring systems, allowing the display of all ship functions in the shore offices (from fuel consumption to maintenance situation, from vessel’s maneuvering and monitoring to route and voyage management). The company is therefore now at the forefront of digitization and intelligent analysis in ship management, also in relation with sustainability, emission control, and environmental compatibility.
“Our objective – underlines Giampiero Soncini, CEO of the new IB – is double: on the one hand, to broaden the horizon of our reference market, destined to become truly global; on the other hand, to further refine the already very high quality of IB software by being amongst the firsts to enter the field of artificial intelligence applied to the marine industry, something which is destined to revolutionize all the consolidated assets of maritime transport in the coming years “.
“The acquisition of IB is part of our intense strategy of expanding abroad, and expanding in the shipping and oil&gas sectors – says Per Ronny Stav. Giampiero and I had met in the past, and we had common thoughts about how the moment was ripe not only for consolidation of IT in shipping, but also for a strong push into the digitalization processes. IB has incredibly strong software, and we intend to invest more into its development and sale”.
Navios Maritime Partners L.P. Announces Offer to Acquire Outstanding Units of Navios Maritime Containers L.P.
Navios Maritime Partners L.P., an international owner and operator of dry cargo vessels, announced today that it has submitted a proposal to the board of directors of Navios Maritime Containers L.P. (“Navios Containers”) (NASDAQ:NMCI) to acquire the outstanding common units of Navios Containers not already owned by Navios Partners.
Subject to negotiation and execution of a definitive agreement, Navios Partners is proposing to issue in a merger transaction 0.37 of a common unit of Navios Partners for each outstanding common unit of Navios Containers. Based on the respective closing prices of the common units of the two companies on November 13, 2020, this exchange ratio represents a value of $2.48 per common unit of Navios Containers and a premium of 15%. The exchange ratio represents a premium of 121.7% based on the 60-day volume weighted average price of Navios Containers.
The proposed transaction is subject to the negotiation and execution of a definitive agreement, approval of the board of directors of Navios Partners and the necessary approvals under Navios Containers’ limited partnership agreement. The consummation of the proposed transaction would be subject to customary closing conditions. There can be no assurance that any such approvals will be forthcoming, that a definitive agreement will be executed, or that any transaction will be consummated.
This communication does not constitute an offer to sell or the solicitation of an offer to buy any securities. This communication is not a substitute for any documents that may be filed with the SEC or sent to equity holders in connection with the proposed transaction. Equity holders are urged to read those documents, which will contain important information.
Performance Shipping Inc. Announces Agreement To Acquire Fifth Aframax Tanker
Performance Shipping Inc., a global shipping company specializing in the ownership of tankers, announced that it has signed, through a separate wholly-owned subsidiary, a Memorandum of Agreement to purchase the M/T Kalamas, a 105,400 dwt Aframax tanker vessel built in 2011 by Sumitomo Heavy Industries Marine & Engineering Co. Ltd, Japan, from an unaffiliated third party seller for a total purchase price of US$22.0 million. The vessel, the Company’s fifth Aframax tanker, is expected to be delivered between November 15 and December 22, 2020, and will be renamed M/T P. Yanbu.
Upon delivery of the M/T Kalamas, the cargo-carrying capacity of the Company’s fleet will have increased by 23.9% to approximately 546,094 deadweight tons (dwt). The M/T Kalamas was built to high specification and has been retrofitted with a ballast water treatment system (BWTS), in compliance with the Ballast Water Management (BWM) Convention. The vessel completed its docking survey in July 2020 and its special survey in October 2020. As a result, the Company does not expect to incur any capital expenditures on the vessel until January 2026.
The aforementioned acquisition will be financed with US$13.2 million cash on hand and US$8.8 million from the recently announced term loan facility with Piraeus Bank S.A.
Following the incurrence of the US$8.8 million loan in connection with this acquisition and the partial refinancing of the Nordea facility, total debt at year end 2020 will be US$58.1 million. Quarterly principal installments for total debt starting in 2021 will be approximately US$2.1 million.
Commenting on the agreement, Mr. Andreas Michalopoulos, the Company’s Chief Executive Officer, stated:
“The acquisition of our fifth Aframax tanker is an important milestone for our Company; it marks the completion of the first internally financed growth phase, consistent with our corporate strategy and policies announced a mere three weeks ago. The acquisition will, among other things, reduce our indicative estimated daily cashflow breakeven rate by about US$3,000 to about US$16,000 per vessel per day, thereby meaningfully enhancing our ability to pay dividends to our shareholders pursuant to our variable dividend policy. It also marks our commitment to become a premier tanker vessel owning company. Following the delivery of the vessel and starting in 2021, we look forward to patiently and consistently executing our commercial and financial strategy for the benefit of our shareholders.”
Cinven and GIC to acquire specialist insurance broker Miller
Cinven, the international private equity firm, and GIC, Singapore’s sovereign wealth fund, announced that they have reached an agreement to acquire leading specialist insurance and (re)insurance broker, Miller, from its partners and corporate member, Willis Towers Watson (“WTW”). Financial details of the transaction are not disclosed.
Founded in 1902, Miller is a leading specialist insurance and (re)insurance broker operating in the UK, Lloyd’s and internationally. It employs more than 640 people through its offices in London, Ipswich, Brussels, Paris, Singapore and Geneva, covering the world’s major insurance hubs. Miller operates across a number of specialist areas, including marine, energy, credit and political risks, delegated authorities, professional risks, property, casualty, sports and entertainment and (re)insurance. Headquartered in London, it places c. £2 billion worth of premiums annually.
Cinven and GIC believe Miller is an attractive investment opportunity based on:
The high-quality, cash generative business model, with strong brand equity and an attractive, recurring revenue base;
Its strong position in the wholesale insurance markets with a long-standing client base, strong management team and deep bench of talent with significant expertise across its specialist areas;
Its proven track record of steady and consistent growth in recent years, delivering robust performance through the COVID-19 pandemic and prior downturns;
The business has an opportunity to benefit significantly from independent ownership, given the ability to accelerate its long-term growth profile through a combination of organic growth in a specialist sector, ambitious plans to recruit new specialist brokers and execute selective incremental bolt-on M&A over time; and
The underlying insurance market is forecast to continue growing in line with GDP, with potential additional upside for specialty insurers, further supported by short-term rate hardening.
Cinven Funds’ previous investments in the European insurance sector include Guardian Financial Services in the UK, Eurovita in Italy, and Viridium in Germany. Other UK-headquartered financial services investments by the Cinven Funds include Partnership Assurance, NewDay and Premium Credit. GIC has invested in companies such as Rothesay and RAC in the UK, Mass Mutual Asia in Hong Kong, and China Pacific Insurance group in China.
The Miller transaction represents the first investment from Cinven’s new financial services sector-focused strategy, which will be looking at similar long-term opportunities across Europe.
Luigi Sbrozzi, Partner of Cinven, commented:
“Cinven is delighted to be making this investment in Miller alongside GIC. Miller is a highly attractive, resilient specialist insurance business with strong long-term growth opportunities across all of its segments and a history of consistent growth through various economic cycles. We see opportunities both organically, by recruiting new specialist brokers, and through incremental M&A over time. Miller also offers a scalable platform, particularly internationally, with associated benefits for clients as the business develops and expands over the long-term. We believe that independent ownership is the right model to really accelerate the company’s growth.”
Yong Cheen Choo, Chief Investment Officer of Private Equity, GIC, said:
“Miller is one of the top and most established wholesale brokers with highly respected franchises in areas such as marine & energy, sports & entertainment, and cargo. We are pleased to partner with Cinven and look forward to supporting Greg Collins and his team to seize future expansion opportunities for Miller. As a long-term investor, we are confident in the growth potential of the specialty insurance sector, and of Miller within it.”
Greg Collins, CEO, Miller, added:
“We are very pleased to be partnering with Cinven and GIC, whose knowledge and insurance investment expertise will enormously support our business as we enter this important next phase of growth. We are excited about bringing together our combined expertise to bolster our best in class client service and solutions and strengthen Miller’s position in our core activities. This includes making incremental targeted, strategic investments as we look to realise our ambition of becoming the leading independent specialist (re)insurance broking firm. I would also like to take this opportunity to thank WTW for their support over the last five years.”
The transaction is expected to complete in Q1 2021 and is subject to regulatory approval.
Cinven and GIC advisors included: Barclays (M&A); Clifford Chance (Legal); Bain (Commercial); PwC (Financial, Operations, IT); Deloitte (Tax, Structuring); Marsh (Insurance) and FTI Consulting (Communications).
Advisors to the sellers included: Goldman Sachs International (Financial Advisor to WTW); Herbert Smith Freehills LLP and Addleshaw Goddard LLP (Legal) and Jamieson Corporate Finance LLP (Financial Advisor to Miller’s Partners).
Metlife to acquire Versant Health, owner of Davis Vision and Superior Vision
MetLife, Inc. (NYSE: MET) today announced it has entered into a definitive agreement to acquire Versant Health from an investor group led by Centerbridge Partners and including FFL Partners for approximately $1.675 billion in an all-cash transaction. Versant Health owns the well-established marketplace brands Davis Vision and Superior Vision.
With more than 90 percent of employees interested in receiving vision insurance through their employer1, MetLife sees significant potential in the U.S. managed vision care market. The transaction will strengthen and differentiate MetLife’s vision benefit offering with one of the industry’s broadest networks of providers and plan options. Following the acquisition, MetLife will gain access to Versant Health’s roughly 35 million members, and MetLife’s existing customers will gain access to Versant Health’s extensive provider network, which is one of the largest in the industry.
“This transaction furthers our goal of deploying capital to the highest-value opportunities,” said MetLife President and CEO Michel Khalaf. “We are pleased to welcome Versant Health, a well-run and well-respected leader in vision care, to the MetLife family. In Versant, we have found the right strategic fit with our group benefits business. We expect this combination to accelerate revenue growth while delivering greater value for our customers and shareholders.”
MetLife is a market leader in the U.S. Group Benefits space with an estimated market share of 15 percent2. MetLife’s Group Benefits business offers over 35 group products and services—the most in the industry—and serves approximately 41 million U.S. employees and their dependents. This transaction will build on MetLife’s recent expansions of its product suite into pet insurance, digital estate planning, and health savings and spending accounts, further strengthening the company’s role as the partner of choice for employers across the country. MetLife has offered group vision insurance since 2012 and with the addition of Versant Health will serve roughly 38 million members.
“We are confident this acquisition will make our market-leading group benefits business even more attractive,” said Ramy Tadros, President of U.S. Business for MetLife. “The addition of the strong Davis Vision and Superior Vision brands will immediately establish MetLife as a leader in managed vision care. We look forward to offering our customers the exceptional member experiences that Versant provides.”
This transaction is targeted to close in the fourth quarter of this year, subject to customary closing conditions, including regulatory approvals.
CapM Advisors acted as financial advisor and Sidley Austin LLP served as legal counsel to MetLife in connection with this transaction. Barclays and Centerview Partners, LLC acted as financial advisors and Willkie Farr & Gallagher LLP served as legal counsel to Versant Health in connection with this transaction.
Transaction Highlights
Transaction
Acquiring 100% of Versant Health from private investor group
Purchase price of $1.675 billion in cash
Strong Strategic Fit
Adds established product to our industry leading Group Benefits platform
MetLife will become 3rd largest U.S. vision insurer by membership
Meaningful revenue synergies with MetLife
Attractive Financially
Expected to be accretive to EPS* and free cash flow
High teens expected internal rate of return
Low capital intensity and predictable underwriting
Financing
Cash on hand
Expect to complete current buyback authorization by year-end 2020
Timing
Targeted to close in Q4 2020
Subject to regulatory approvals and other closing conditions
* Adjusted earnings per common share.
Societe Generale announces an agreement to acquire ITL
Societe Generale, through its subsidiary Franfinance, a leading provider in equipment finance, announces it has signed an agreement with Banque Française Mutualiste to acquire the equipment leasing company ITL, specialised in the environmental, manufacturing and healthcare sectors.
The healthcare market is a priority area of development for Franfinance. It is a growth sector characterised by extensive use of credit, with ongoing technological development, regular equipment renewals and resilience to economic cycles.
This acquisition will also be an opportunity for Franfinance, which is already active in energy savings, green energy production and new mobility solutions, to strengthen its positions in the environmental market, particularly in waste management and sanitisation. These are all sectors that show growth, driven by both societal and regulatory developments.
“This transaction will help strengthen our commercial positions by capitalising on ITL’s recognised expertise among its 3,000 customers. We also aim to develop the Liz&Med digital platform, a marketplace for leasing medical equipment”, explains Frédéric Jacob-Peron, CEO of Franfinance.
The operation, which is subject to the approval of the competition authorities, is expected to be finalised during the first half of 2020. It will have no significant impact on Societe Generale group’s CET1 ratio.
New York Life to acquire Cigna’s group life and disability insurance business
New York Life, America’s largest mutual life insurer, and Cigna, a leading global health service company, announced today that they have entered into a definitive agreement whereby New York Life will acquire Cigna’s group life and disability insurance business for $6.3 billion. The acquisition is expected to close in the third quarter of 2020, subject to applicable regulatory approvals and other customary closing conditions.
“This transaction increases the value we can deliver to our policy owners, strengthens our well-defined business model, and adds millions of customers to the New York Life family,” said New York Life Chairman and CEO Ted Mathas. “Cigna’s group life and disability business enhances our portfolio of strategic businesses and is led by an experienced management team and high-quality workforce, who we look forward to welcoming to our company. We are fully committed to making this transition as seamless as possible for employees and clients alike.”
The group life and disability insurance business will operate within New York Life’s portfolio of strategic businesses, which, like Cigna’s Group Insurance business, are industry leaders, highly profitable, and fully support New York Life’s core retail life insurance franchise. These businesses reinforce New York Life’s overall financial strength by generating capital that can contribute to its surplus, dividends, and earnings, which directly benefits the company’s policy owners. In addition, the Cigna Group Insurance employees, as well as the employees who primarily support the acquired business, will transfer to New York Life.
“We are proud of what we have achieved in our life and disability business, and the world-class team that powers it. We are confident that clients and customers, including the many who also receive health and related benefits through Cigna, will continue to enjoy the high-quality benefits solutions and service for which this business is known,” said Matt Manders, Cigna’s President of Strategy and Solutions.
“Our team is excited to become a part of New York Life and continue to focus on the mission of providing financial security and peace of mind to individuals, families, and businesses across the country while our unwavering commitment to focusing on productivity will continue,” said William Smith, President of Cigna Group Insurance. “We look forward to continuing our relationships with our valued customers and clients. New York Life is a highly-respected brand in our industry and has the capital, commitment, and trust to help us grow and thrive going forward.”
In a multi-year collaboration, following closing, the parties will continue to bring an integrated Health / Group offering to clients and prospects who desire it.
Additional Information
New York Life will pay Cigna cash consideration of $6.3 billion. The transaction is not subject to a financing condition at closing. Cigna expects to realize approximately $5.3 billion of net after-tax proceeds from this transaction. Cigna expects to utilize proceeds of the transaction for share repurchase and repayment of debt in 2020. Cigna’s Board of Directors has increased the company’s share repurchase authority by $3.0 billion to an aggregate amount of $4.0 billion.
Cigna expects the impact of the transaction to be neutral to earnings per share in 2020 and modestly accretive to earnings per share in 2021. Cigna continues to expect to meet its deleveraging commitments made following the Express Scripts combination.
Credit Suisse Securities (USA) LLC is acting as financial advisor and Debevoise & Plimpton LLP is serving as legal advisor to New York Life.
BofA Securities is acting as financial advisor to Cigna. Sidley Austin LLP is serving as lead legal counsel, and Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as antitrust counsel, to Cigna. Wachtell, Lipton, Rosen & Katz is also advising Cigna on the transaction.
METLIFE to acquire U.S. pet health insurance administrator, PetFirst
MetLife, Inc. and PetFirst Healthcare, LLC, a fast-growing pet health insurance administrator, today announced they have entered into a definitive agreement under which MetLife will acquire PetFirst.
Founded in 2004, PetFirst currently administers insurance coverage on more than 40,000 pets. It has a strong track record of delivering outstanding service to policyholders and maintaining trust through its emphasis on community and support of local humane societies and shelters. PetFirst currently distributes its pet insurance products through animal welfare agencies, direct-to-consumer channels and employers.The acquisition will leverage MetLife’s position as a market leader in U.S. group benefits by enabling the company to offer a new benefit that is growing in popularity. Since 2014, the annual growth rate for the pet insurance industry has been more than 20 percent1.
“Pet insurance has become an increasingly important voluntary benefit, and this transaction allows us to capitalize on this rapidly growing market opportunity,” said Ramy Tadros, president of U.S. Business for MetLife. “Today’s employees have an increasing expectation of their employer to support their lives holistically, and offering pet insurance provides our customers’ employees additional support against unexpected out-of-pocket pet health expenses. PetFirst is a leading pet health insurance administrator and we look forward to welcoming the talented PetFirst team to the MetLife family.”
The pet insurance market is under-penetrated and fast-growing. The roughly 85 million families that own pets in the United States spend $18 billion2 annually on veterinary care, yet, as of 2018, less than 2 percent3 of pets were insured. Following the acquisition, PetFirst will continue to market pet insurance through animal welfare societies and its direct-to-consumer channel. Beginning in the summer of 2020, MetLife will offer this pet insurance to employers through its leading group benefits distribution channel, reaching approximately 41 million employees and dependents across the U.S.
Katie Blakeley, CEO of PetFirst said, “For more than 15 years, we have proudly focused on developing products and services to meet the growing and evolving needs of pet parents across the U.S. During this time, we have seen pet insurance continue to gain importance as a valuable product for families. With MetLife’s tremendous reach and resources, we see a strong opportunity to help more pet parents get access to pet insurance and alleviate the potential financial burden of a sick or injured pet.”
The deal is expected to close in the first quarter of 2020 subject to customary closing conditions and approvals.
Guggenheim Securities, LLC acted as financial advisor and Mayer Brown served as legal counsel to MetLife in connection with this transaction.
Allianz Gets Greenlight for £242M Legal & General Deal
The European Commission has approved Allianz’s £242m deal to acquire Legal & General’s (L&G) insurance arm.
The announcement came last week on Friday, after the European union’s executive arm found the deal would not cause interference or concerns over competition in the market.
Ben Potts, managing director at Novidea, said: ”Μore consolidation in the broker space is not surprising. The race for scale continues. How successful the integration is will depend in no small way on the technology landscape of the businesses and their integration. Legacy technology and the ability to leverage data is one of the key reasons why insurance acquisitions don’t always deliver on their original promises. But technology can also be the key to helping brokers navigate those tentative, post-merger days, reducing the time it takes for a buyer to get their arms around the acquired business from over a year to months. To maximise merger success, and fast, brokers should be making investment in technology a top priority.”
CNP Assurances acquires the remaining 49,9% stake in CNP Cyprus Insurance Holdings Ltd
CNP CYPRUS INSURANCE HOLDINGS announces that its majority shareholder CNP ASSURANCES, France’s leading insurance company with operations across the globe, which owns 50,1% of its share capital, came to an agreement with Bank of Cyprus to acquire the remaining 49,9% stake in CNP CYPRUS INSURANCE HOLDINGS.The completion of this acquisition is subject to approval of the relevant regulatory authorities. Closing of the transaction is expected in the second half of 2019. This development confirms the confidence of CNP ASSURANCES in the attractive prospects of the Cypriot insurance market. It also confirms the successful strategy conducted by the Management which has translated into the Group’s sustainable growth over the last years and the leading positions attained by the Group’s companies CNP CYPRIALIFE and CNP ASFALISTIKI in their respective markets.Mr Xavier Larnaudie-Eiffel, Deputy CEO of CNP ASSURANCES and Chairman of the Board of CNP CYPRUS INSURANCE HOLDINGS stated: “We are very pleased to conclude this transaction with Bank of Cyprus. The outcome will further strengthen the capacity of our subsidiary, a leader in Cyprus, to expand its business with the full support of our teams in Paris. We are very motivated to contribute prominently to the development of insurance market in Cyprus”. Mr. Takis Phidia, CEO of CNP CYPRUS INSURANCE HOLDINGS stated: “this agreement empowers significantly the CNP CYPRUS Group in achieving new ambitious growth targets and consolidating new strategic developments”.