As the first quarter of 2022 comes to a close, the M&A field has already seen there 10 deals valued at more than $5 billion, including:
- · Google LLC and Mandiant, Inc.
- · Clayton, Dubilier & Rice, LLC and Cornerstone Building Brands, Inc.
- · Oasis Petroleum Inc. and Whiting Petroleum Corporation
- · Apollo Global Management, Inc. and Tenneco Inc.
- · Standard General L.P. and TEGNA Inc.
- · Cohn Robbins Holdings Corp. and Allwyn Entertainment AG
- · Celanese Corporation and the Majority of Mobility & Materials business of DuPont de Nemours, Inc.
- · Take-Two Interactive Software, Inc. and Zynga Inc.
- · Healthcare Trust of America, Inc. and Healthcare Realty Trust Incorporated
- · Microsoft Corporation and Activision Blizzard
There were four deals valued at more than $10 billion, which occurred in a range of industries and sectors, however, two of the top four deals occurred in the gaming industry.
The largest transaction was the game-changing $68.7 billion acquisition of game publisher Activision Blizzard by Microsoft Corporation. This deal, announced January 18, would accelerate Microsoft’s gaming business and upon closing, will make it the third-largest gaming company in the world behind Tencent and Sony. The Microsoft – Activision Blizzard deal follows a booming trend of gaming industry transactions. However, the large deal could face trouble with antitrust regulators. Microsoft’s legal advisor is Simpson Thacher & Bartlett LLP and its financial advisor is Goldman Sachs & Co. LLC. Activision Blizzard’s legal advisor is Skadden, Arps, Slate, Meagher & Flom LLP and Affiliates and its financial advisor is Allen & Company.
The $18 billion deal between medical office building owner and operator Healthcare Trust of America and real estate investment trust Healthcare Realty Trust is the second largest deal of the quarter. The deal, announced February 28, will create a prominent medical office building real estate investment trust company. The $35.08 per share represents an 18.2% premium. The combined company will be led by Healthcare Realty’s management team. Healthcare Realty Trust is represented by Hunton Andrews Kurth LLP and its financial advisor is Scotia Capital (USA) Inc. and Citigroup Global Markets Inc. Healthcare Trust of America is represented by McDermott Will & Emery and its financial advisor is J.P. Morgan Securities LLC.
Video game company Take-Two Interactive and video game developer Zynga have the third largest deal of the quarter at $12.7 billion. This transaction further highlights the ongoing boom for gaming deals. The purchase price represents a 64% premium, higher than the average 30.6% premium. Take-Two is advised by Willkie Farr & Gallagher LLP, and financial advisors J.P. Morgan Securities LLC and LionTree Advisors LLC. Zynga is advised by Wilson Sonsini Goodrich & Rosati, and financial advisor Goldman Sachs & Co. LLC.
Global chemical and specialty materials company Celanese Corporation’s $11 billion acquisition of the majority of DuPont de Nemours’s Mobility and Materials business is said to strengthen Celanese’s market position. As part of the transaction, Celanese is acquiring a portfolio of engineered thermoplastics and elastomers, intellectual property and global production assets, among other intellectual property. The deal is expected to provide cost synergies of $450 million and is expected to close at the end of the year. DuPont has agreed to retain and indemnify Celanese for certain liabilities, including those relating to PFAS, so-called toxic “forever chemicals.” Kirkland & Ellis LLP is principal legal counsel and Gibson, Dunn & Crutcher LLP served as financial counsel to Celanese. BofA Securities acted as financial advisor to Celanese. DuPont is represented by Skadden, Arps, Slate, Meagher & Flom LLP and its financial advisor is Goldman Sachs & Co. LLC.
While COVID-19 remains an ongoing concern, large deals are still occurring and the M&A boom has not been affected like when lockdowns began in spring 2020. While most deals were not as large as the biggest deals of 2021, this is just the beginning of the year, with more deals to be made.