Notable Mergers and Acquisitions of the Day 06/23: (AV) (CV) (GCO) (SWI)

• Aviva plc (NYSE: AV) reports that it has entered into an agreement to sell its RAC Ltd. unit to The Carlyle Group for £1.0 billion.
  
  The transaction values RAC at 17 times 2010 net earnings.
  
  Completion, which is subject to regulatory and competition approvals, is expected at the end of Q311.
  
  Based on 31 December 2010 results, this transaction will increase net assets by £0.6 billion and tangible net assets by £1.0 billion, or approximately 37p per share. Aviva's IGD surplus will improve by £0.2 billion. The accounting profit on disposal is expected to be £0.6 billion.
  
  Aviva will retain the RAC (2003) pension scheme which at December 31, 2010, had an IAS19 deficit of approximately £160 million. On completion Aviva will make a one off contribution of £67 million into the scheme.
  
  J.P. Morgan Cazenove acted as sole financial adviser to Aviva.
  
  
• Central Vermont Public Service (NYSE: CV) today received an unsolicited acquisition offer from GazMetro, which the board of directors will review in due course based on our fiduciary responsibilities and contractual commitments to Fortis Inc.
  
  "This offer requires us to convene our board of directors to evaluate the proposal in depth as soon as possible," President Larry Reilly said. "Until the board of directors has an opportunity to examine the offer, we are precluded from making any further comment."
  
  
• Genesco Inc. (NYSE: GCO) has acquired Schuh Group Ltd. for £100 million.
  
  The purchase agreement also provides for deferred purchase price payments totaling £25 million, payable £15 million and £10 million on the third and fourth anniversaries of the closing, respectively, subject to the payees' not having terminated their employment with Schuh under certain specified circumstances.
  
  Genesco has also agreed to implement a bonus plan for certain members of Schuh management which will pay a total of up to £25 million in cash bonuses in 2015 subject to the Schuh business having achieved specified performance targets.
  
  Schuh Group is a specialty retailer of casual and athletic footwear based in the United Kingdom.
  
  
• SolarWinds (NYSE: SWI) today announced that it has entered into a definitive agreement to acquire privately-held TriGeo for $35 million cash. The company expects the acquisition to close in the third quarter of 2011.

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