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Notable Mergers and Acquisitions of the Day 10/31: (MF)/(IBKR) (BPHX)/(MGIC) (EPL) (ATGFF)/(PNGKF)

October 31, 2011 10:15 AM EDT
  • Early Monday, MF Global (NYSE: MF) was rumored to be looking to file for bankruptcy protection as early as Monday and sell certain assets to Interactive Brokers Group (Nasdaq: IBKR), the Wall Street Journal reported, citing people familiar with the matter.

    The financial firm run by former New Jersey Governor Jon Corzine was under intense pressure last week amid liquidity issues, client defections and a credit rating downgrade.

  • BluePhoenix Solutions (Nasdaq: BPHX), entered into a definitive agreement for the sale of its AppBuilder business to Magic Software Enterprise Ltd. for $17 Million. Magic Software (Nasdaq: MGIC) is a global provider of mobile and cloud-enabled application and business integration platforms.

    BluePhoenix estimates the net proceeds from the sale, after deducting deferred revenues and other transaction-related expenses, will be in the range of $14.0 to $14.5 Million. Of that amount, $2 Million will be held in an indemnification escrow for a period of up to two years. The sale transaction is expected to be closed in November 2011, subject to the fulfillment of certain conditions defined in the acquisition agreement.

  • Energy Partners, Ltd. (NYSE: EPL) executed a purchase and sale agreement to acquire oil and natural gas assets in the shallow-water central Gulf of Mexico (GOM) from a subsidiary of Stone Energy Corporation (NYSE: SGY) for $80.0 million.

    The transaction involves additional interests in the Main Pass (MP) 296/311 complex that was included in the assets EPL purchased from Anglo-Suisse Offshore Partners, LLC (ASOP) in February 2011, along with other unit interests in the MP complex and an interest in a MP 295 primary term lease. The assets are currently producing approximately 900 net barrels of oil equivalent (boe) per day, about 96% of which is oil. EPL estimates the proved reserves as of the November 1, 2011 effective date totals approximately 2.6 million boe, consisting of 96% oil and 100% proved developed producing. The Company also estimates the asset retirement obligation to be assumed in the acquisition is expected to total approximately $4 million.

  • AltaGas Ltd. (OTCBB: ATGFF) has entered into a definitive agreement with Pacific Northern Gas Ltd. (OTCBB: PNGKF) pursuant to which AltaGas will indirectly acquire all of the issued and outstanding common shares of PNG ("PNG Shares") for $36.75 cash per PNG Share pursuant to a statutory plan of arrangement under the Business Corporation Act (British Columbia).

    The transaction values the regulated rate base of approximately $174 million at approximately 1.2 times. The regulated assets earn an allowed rate of return of approximately 10.1 percent with a weighted average equity thickness of approximately 44 percent. The acquisition is expected to be immediately accretive to earnings and cash flow. The estimated $140 million cash required to close the transaction will be funded by existing credit facilities and cash on hand.

    The Board of Directors of AltaGas has unanimously approved the Agreement. Likewise, the Board of Directors of PNG unanimously approved the Agreement and concluded that the transaction is in the best interest of PNG and the PNG shareholders. PNG's largest shareholder and PNG's directors and senior officers, who collectively own or exercise control or direction over approximately 25 percent of PNG's shares on a fully diluted basis, have agreed to support the transaction and vote their PNG Shares in favour of the transaction.
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