August 18, 2023 | Source: Regency Centers - Globe Newswire

Regency Centers Corporation (“Regency”) (Nasdaq: REG) today announced the completion of its previously announced acquisition of Urstadt Biddle Properties Inc. (“Urstadt Biddle”) (NYSE: UBA and UBP) in an all-stock transaction.

The combined company has a total equity market capitalization of more than $11 billion and an enterprise value of more than $16 billion. The transaction grows Regency’s footprint of high-quality, grocery-anchored shopping centers in premier suburban trade areas, and is expected to be immediately accretive to Core Operating Earnings (defined below) while maintaining Regency’s liquidity and balance sheet flexibility and strength. The newly-combined portfolio is comprised of 480 properties encompassing more than 56 million square feet of gross leasable area.

“We are proud of this transaction and excited to start unlocking the synergies and growth opportunities that we expect this combination to provide,” said Lisa Palmer, President and Chief Executive Officer of Regency. “These centers align well with Regency’s portfolio strategy and meaningfully expand our presence in strong trade areas in the Northeast.”

RBC Capital Markets and Wells Fargo Securities acted as financial advisors and Wachtell, Lipton, Rosen & Katz has served as legal advisor to Regency Centers. Eastdil Secured and Deutsche Bank acted as financial advisors and Hogan Lovells US LLP has served as legal advisor to Urstadt Biddle.

Investor Contact
Christy McElroy
SVP, Capital Markets
904 598 7616
ChristyMcElroy@regencycenters.com

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August 7, 2023 | Source: JL Audio

Garmin Ltd. (NYSE: GRMN), today announced it has entered into a definitive agreement to acquire JL Audio, a privately-held U.S. company that designs and manufactures audio solutions for marine, aftermarket automotive, powersports, home and RV customers.

“JL Audio’s extensive audio experience will create new opportunities to provide premium audio features across a broad range of our markets and products. The JL Audio brand is known around the world for offering a premium audio experience which is made possible by their talented and dedicated associates. We look forward to welcoming the JL Audio team into the Garmin family.” –Cliff Pemble, Garmin President and CEO

With over four decades of experience, JL Audio offers premium audio products and accessories, including speakers, amplifiers, subwoofers and other audio components.

“JL Audio shares Garmin’s vision to deliver unique technology solutions, supported by meaningful R&D and engineering. We are thrilled at the opportunity to integrate into Garmin’s product ecosystem. JL Audio will contribute audio knowledge and engineering expertise to create great audio products for many years to come.” –Lucio Proni, JL Audio Founder and CEO

JL Audio is headquartered in Miramar, Fla., and employs more than 600 associates. The completion of this acquisition is expected to occur by the end of 2023 and is subject to customary regulatory approvals and closing conditions. All existing JL Audio products will continue to be supported post-closing, and customers can expect to continue receiving the same great customer service. Financial terms of the acquisition will not be disclosed.

Engineered on the inside for life on the outside, Garmin products have revolutionized the aviation, automotive, fitness, marine and outdoor markets. Dedicated to helping people make the most of the time they spend pursuing their passions, Garmin believes every day is an opportunity to innovate and a chance to beat yesterday. Visit the Garmin Newsroom, email our media team, connect with @garmin on social, or follow our blog.

About Garmin Ltd. Garmin Ltd. is incorporated in Switzerland, and its principal subsidiaries are located in the United States, Taiwan and the United Kingdom. Garmin is a registered trademark of Garmin Ltd. or its subsidiaries. All other brands, product names, company names, trademarks and service marks are the properties of their respective owners. All rights reserved.

Notice on Forward-Looking Statements:
This release includes forward-looking statements regarding Garmin Ltd. and its business. Such statements are based on management’s current expectations. The forward-looking events and circumstances discussed in this release may not occur and actual results could differ materially as a result of known and unknown risk factors and uncertainties affecting Garmin, including, but not limited to, the risk factors listed in the Annual Report on Form 10-K for the year ended December 31, 2022, filed by Garmin with the Securities and Exchange Commission (Commission file number 0-31983). A copy of such Form 10-K is available at www.garmin.com/en-US/investors/earnings/. No forward-looking statement can be guaranteed. Forward-looking statements speak only as of the date on which they are made and Garmin undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.

MEDIA CONTACTS:
Carly Hysell and Krista Klaus
913-397-8200
media.relations@garmin.com

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August 16, 2023 | Source: Business Wire

Southeastern Grocers Inc. (SEG), parent company of Fresco y Más, Harveys Supermarket and Winn-Dixie grocery stores, today announces it has entered into definitive agreements with ALDI and Fresco Retail Group, LLC to effectuate a comprehensive strategic divestiture of its businesses.

Under the proposed merger agreement, ALDI will acquire all outstanding SEG capital stock in an all-cash transaction, which encompasses all SEG grocery operations under the Winn-Dixie and Harveys Supermarket banners. This includes approximately 400 stores in Alabama, Georgia, Louisiana, Mississippi and Florida where 75% of the stores are located. Following the completion of the sales process, ALDI will serve the customers and communities of Winn-Dixie and Harveys Supermarkets through the continued operation of the banners’ existing stores. The retailer will also evaluate which locations will convert to the ALDI format. For those stores that are not converted, ALDI intends for them to continue to operate as Winn-Dixie and Harveys Supermarket stores

Concurrently, SEG has agreed to divest its Fresco y Más operations. SEG anticipates that the sale of the Fresco y Más banner will be consummated in the first quarter of 2024. The Fresco y Más banner, including all 28 stores and four pharmacies, will be sold to Fresco Retail Group, LLC, an investment group strategically focused on food and grocery. Fresco Retail Group, LLC plans for all stores and pharmacies in the Fresco y Más banner to continue operating as they are presently.

Anthony Hucker, President and CEO of Southeastern Grocers, said, “Our successful transformational journey has created a unique opportunity with leading partners who share our vision and common commitments to creating value for their customers. We believe these next steps will fuel a phenomenal experience for our customers, new opportunities for our associates and increased value for our shareholders. As the sales processes proceed, we’ll stay acutely focused upon delivering the exceptional quality, service and value that our customers and communities have come to expect from us.”

The merger agreement has been approved by the holders of a majority of SEG’s outstanding shares, and the merger is expected to close in the first half of 2024, subject to regulatory approvals and customary closing conditions. SEG will continue to operate its respective banners and stores in the normal course of business up to and until the transactions are completed.

RBC Capital Markets, LLC served as financial advisor to SEG. Willkie Farr & Gallagher LLP was transaction counsel and Kirkland & Ellis LLP served as antitrust counsel to SEG. For continued updates, as well as additional assets to assist in media coverage, please visit www.segrocers.com/updates.

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May 23, 2023 | Source: Holiday Inn Club Vacations

Holiday Inn Club Vacations Incorporated, a leading vacation ownership company and partner of IHG® Hotels & Resorts (IHG), announced today that it has acquired four scenic beachfront resorts located in Cancun, Playa del Carmen and the Riviera Maya, Mexico from Royal Resorts®, a pioneer in the Mexican Caribbean tourism industry. The acquisition also includes most of Royal Resorts’ related companies and its corporate operations. These resorts will be Holiday Inn Club Vacations Incorporated’s first properties located outside the United States, further broadening Holiday Inn Club Vacations’ and IHG’s resort footprint and providing guests with increased choice in leisure destinations.

The four award-winning, family-friendly resorts acquired by Holiday Inn Club Vacations Incorporated – The Royal Sands®, The Royal Cancun®, The Royal Haciendas® and Grand Residences by Royal Resorts® – collectively will add more than 850 villas to the company’s growing portfolio of destination resorts. The company expects it will take approximately one year to fully integrate the resorts, and during this process, the resorts will continue to operate normally.

Once complete, IHG Hotels & Resorts customers will be able to book these properties through IHG and enjoy benefits of IHG’s loyalty program – IHG One Rewards – including the ability to earn and redeem points for hotel stays. These properties will join IHG’s global network of 18 brands and more than 6,000 hotels globally, adding stunning family travel destinations to IHG’s growing brand portfolio.

John Staten, President and Chief Executive Officer, Holiday Inn Club Vacations Incorporated, stated: “We couldn’t be more excited about this news and what it means for Holiday Inn Club Vacations, and most importantly, the families that travel with us. This acquisition is aligned with our growth roadmap where growing guest love and our resorts are two interconnected foundational pillars supporting our all-encompassing mission to be the most loved brand in family travel. With four incredible resorts located throughout one of the fastest growing family travel destinations in the world – the scenic Mexican Caribbean – the acquisition brings an entirely new, all-inclusive experience to our owners, Club members and guests.”

Keith Barr, Chief Executive Officer, IHG Hotels & Resorts, said: “Guests around the world will now have even more exciting choices to add to their travel plans while also enjoying the rich benefits of our IHG One Rewards program for their current and future stays. The addition of these award-winning resorts also demonstrates the strength of the Holiday Inn brand family and, certainly, founder Kemmons Wilson’s unwavering vision to create a better way to vacation lives on today.”

Spence Wilson, Board Chairman, Holiday Inn Club Vacations Incorporated, commented: “Since my father started Holiday Inn Club Vacations more than 40 years ago, there have been many significant growth milestones along the way. Few can top today’s announcement—our first expansion outside the United States. I am incredibly proud of our team and look forward to a future that is brighter and even more exciting as we welcome the Royal Resorts team and their owners, members and guests into our family.”

Dr. Kemil Rizk, Chief Executive Officer and President of Royal Resorts, added: “We believe that it is a perfect fit, and we could not ask for a better partner to continue our legacy since welcoming our first guests in 1978. Like us, Holiday Inn Club Vacations is a pioneer company with a family-oriented resort collection and a reputation for outstanding service and quality. Holiday Inn Club Vacations is dedicated to providing memorable vacation experiences for families – something that aligns perfectly with the Royal Resorts mission and values, our points based and fixed week vacation ownership memberships and our team’s everyday commitment to quality service.”

The transaction was reviewed and received approval from the Anti-Trust Commission (Comisión Federal de Competencia Economica, COFECE) of the Mexican government. As part of a separate agreement, Tortuga Resorts UK Limited is acquiring the entities which own and operate the remaining Royal Resorts properties – The Royal Islander® and Royal Uno® All Inclusive Resort & Spa.

About the award-winning resorts Holiday Inn Club Vacations Incorporated is acquiring from Royal Resorts

The Royal Sands

Located in Cancun, the 17-acre resort has 340 two-bedroom villas, three pools and a children’s pool, four restaurants, three bars, a fitness center, spa, supervised kids club, activity center, a lagoon-side marina for sailboats and kayaks, a resort store, coffee shop and an on-site travel agency, along with beach access.

The Royal Cancun

Located on Cancun’s north shore with views out over the bay and Isla Mujeres, the 7-plus-acre resort has 201 two-bedroom villas and two pools, two full-service restaurants and two bars. It also has a fitness center, tennis courts, activity center and supervised kids club along with a travel agency, convenience store and gift shop. The resort has access to a beach that is perfect for children. Other popular activities at the resort are snorkeling, sail boating and kayak trips.

The Royal Haciendas

Located in the Riviera Maya, five minutes to the north of Playa del Carmen, the 23-plus acre resort has 252 two-bedroom villas with whirlpool tubs on the private balconies and features four pools, four full- service restaurants and five bars. It also has a spa, fitness center, beauty salon, dive center, travel agency, activity center, supervised kids club, children’s pool with an aqua play area, four large whirlpool tubs on the pool deck, tennis courts and a convenience store. The resort is nestled on the shores of a bay in the CoraSol resort community and is within walking distance of a golf course.

Grand Residences by Royal Resorts

Also located to the south of Cancun in the tranquil waterfront village of Puerto Morelos, Grand Residences by Royal Resorts offers beachfront luxury. The 13-plus acre resort has 62 villas with two, three or four bedrooms. The spacious, elegantly furnished units have tropical hardwood furniture, state-of-the-art appliances and amenities, private terraces, spa bathrooms and jacuzzies. Some larger units even have private plunge pools and gardens. The resort features four pools, two restaurants, a beach grill and bar, pool bar, a lobby bar café, fitness center, spa, daily activities, supervised kids club, tennis courts and a gourmet food market.

A brief video overview of the resorts Holiday Inn Club Vacations is acquiring can be found here.

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May 3, 2023 | Source: FSR Magazine

WHEN THE TRANSACTION FINALIZES, DARDEN WILL HAVE 10 CONCEPTS AND MORE THAN 2,000 RESTAURANTS SYSTEMWIDE.

Darden announced Wednesday it has agreed to buy Ruth's Chris Steak House for $715 million, after hints that an M&A move was coming.

The company plans to acquire all of Ruth's outstanding shares for $21.50 per share, which is a 34 percent premium to the chain's May 2 closing price, in an all-cash transaction. The purchase price is a 9.4x implied multiple of Ruth's 2022 transaction adjusted EBITDA. The transaction, approved unanimously by the boards of Darden and Ruth's, is expected to close in June.

The brand will join a Darden group that includes Olive Garden, LongHorn Steakhouse, Cheddars Scratch Kitchen, Yard House, The Capital Grille, Seasons 52, Bahama Breeze, Eddie V's, and The Capital Burger. Ruth's will be Darden's fourth-biggest chain in terms of footprint, following Olive Garden, LongHorn, and Cheddars. When the concept officially joins, the portfolio will exceed 2,000 restaurants systemwide.

"Ruth's Chris is a strong and distinctive brand in the fine dining segment with an impressive history of delivering elevated dining experiences to their loyal guests," Darden president and CEO Rick Cardenas said in a statement. "It fits the criteria we have for adding a brand to our portfolio and supports our winning strategy. Ruth's Chris is a great complement to our portfolio of brands, and I'm pleased to welcome their nearly 5,000 team members to Darden."

Ruth's has 154 locations systemwide, including 80 company-owned stores and 74 franchised restaurants. In 2022, the steakhouse generated more than $860 million in systemwide sales, more than $500 million in revenue, and $6.2 million in AUV. One of the chain's biggest accomplishments in 2022 was the development of a proprietary demand forecasting platform that integrates with Ruth’s labor management system, creating more efficient schedules. The efforts have resulted in a 10 percent improvement in hours per entrée. This year, the chain plans to roll out new hospitality training and standards over the next 12 to 18 months, including a new uniform, table presentation, and smallwares. A refreshed menu and new bar program is also coming.

Cheryl Henry will remain as president of Ruth's and will report directly to Cardenas.

"We are excited about the opportunity to join the Darden family," Henry said in a statement. "Our strategy and operating philosophy aligns well with Darden, and we have a strong cultural fit that should ensure a smooth transition. This transaction will also provide more opportunities for our team members to develop in their careers as we continue to grow our 57-year-old iconic brand."

Darden made it known that M&A was always a possibility. In June 2022, Cardenas told investors Darden's biggest competitive advantage is scale, and that one way to build that is via acquisition. He repeated the same sentiments in January at the annual ICR Conference.

He also noted that food category didn't matter, which is why bringing in an additional steakhouse isn't an issue.

"We believe that we are good at building brands and keeping brands distinctive whether they compete against each other or not," Cardenas said earlier this year. "Our brands compete against each other every day. This is a variety of categories. So we'll continue to look and it just takes a willing seller to sell for the price. We're willing to pay."

In a 10-year stretch, Darden spent more than $2.5 billion to grow through M&A. In 2007, the company agreed to buy Rare Hospitality, the parent of LongHorn Steakhouse and Capital Grille, for roughly $1.19 billion. It purchased fine dining concept Eddie V’s for $59 million in 2011, Yard House for $585 million in 2012, and Cheddar’s Scratch Kitchen for $780 million in 2017. Darden’s remaining brands, Olive Garden, Bahama Breeze, and Seasons 52, were original creations.

Total acquisition and integration-related expenses are expected to be approximately $55 to $60 million. Darden expects pre-tax synergies of between $5 and $10 million within the first year, and between $15 and $20 million in the second year.

Hunton Andrews Kurth LLP is acting as legal adviser to Darden. Jefferies LLC is acting as exclusive financial advisor, and Kirkland & Ellis LLP is acting as legal advisor to Ruth's.

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December 19, 2022 | Source: Markets Insider

MGM Resorts International (NYSE: MGM) ("MGM Resorts" or the "Company") today announced it has closed on the sale of the operations of The Mirage Hotel & Casino ("The Mirage") to Hard Rock International ("Hard Rock") for $1.075 billion in cash.

"Mirage employees have delivered unparalleled service and experiences over the past three decades, and we are forever thankful for their work to make The Mirage such an iconic, world-class destination," said Bill Hornbuckle, CEO & President, MGM Resorts International. "I'm excited for the opportunities that lay ahead for the property, its people and the entire Las Vegas Strip with this prime location now under Hard Rock's leadership. We're thrilled to welcome Hard Rock to the neighborhood and wish them all the very best."

For the twelve months ended December 31, 2019, The Mirage reported Adjusted Property EBITDAR of $154 million. At the closing of the transaction, MGM Resorts' master lease that currently includes The Mirage property will be amended to reduce the annual rent by $90 million. The Company expects net cash proceeds after taxes and estimated fees to be approximately $815 million.

VICI, as the real estate owner of The Mirage will enter into a new lease agreement with Hard Rock.

Under the terms of the agreement, MGM Resorts will retain The Mirage name and brand, licensing it to Hard Rock royalty-free for a maximum period of three years while it finalizes its plans to rebrand the property.

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November 8, 2022 | Source: Boating Industry

Correct Craft announced the acquisition of Indmar Marine Engines. Indmar will be operated by Correct Craft subsidiary Liberty Technologies which also manages PCM Engines, Crusader Engines, Levitator Engines, and Velvet Drive Transmissions.

While an important new member of Correct Craft's portfolio of brands, Indmar will continue to operate independently, retaining its own brand and team members. Indmar will remain operating from its world headquarters in Millington, Tenn., while continuing to supply its boat-building manufacturers and network of dealers.

“I am proud of the company and brand that our family has built. The acquisition by Correct Craft provides significant opportunities for long-term growth while continuing to build and honor my family’s legacy; However, most importantly, the acquisition with Correct Craft provides additional security and opportunity for our employees, boat building partners, and network of dealers,” said Chuck Rowe, former President of Indmar Marine Engines. “There could not be a better company to sell our business to than Correct Craft. The values and culture of Correct Craft are one-of-a-kind, and I know Indmar is in good hands.”

Liberty Technologies President Mark McKinney stated, “We are excited to welcome the Indmar team into our Liberty Technologies family.” McKinney added, “The Rowe family has done an extraordinary job of leading Team Indmar and making outstanding advancements in the inboard marine industry. Though Chuck Rowe’s shoes will be hard to fill, I am excited about the opportunity to continue the legacy of Indmar and to work with the team to support and provide additional features, products, and opportunities that will elevate Indmar and their OEMs to new heights.”

I am tremendously happy to have Indmar join us as a part of the Correct Craft family. Chuck and his father have built a phenomenal company that resulted in both men’s induction into the Marine Industry Hall of Fame. I appreciate the trust they have placed in our team, and we will do our best to meet and exceed their expectations,” CEO of Correct Craft, Bill Yeargin said.

Yeargin added, “Indmar has a strong team whom we respect greatly. We are excited to continue providing Indmar’s customers with products well beyond what we can imagine. We are looking forward to an exciting future!”

November 3, 2022 | Source: Business Wire

Masonite International Corporation ("Masonite") (NYSE: DOOR) today announced that a wholly owned subsidiary has entered into a definitive agreement to acquire the holding company of Endura Products (“Endura”), for approximately $375 million in cash, subject to customary closing adjustments and regulatory approval.

Endura is a leading innovator and manufacturer of high-performance door frames and door system components. The company’s product offerings include engineered frames, self-adjusting sill systems, weather sealing, multi-point locks and installation accessories used by builders and contractors in residential new construction as well as repair and remodeling applications. Endura has a long history of product innovation and holds more than 100 patents on its door system components.

“We are thrilled to welcome the Endura team to the Masonite family,” said Howard Heckes, President and CEO of Masonite. “Endura shares our passion for creating solutions that address homeowner needs for comfort, security, style and convenience. In recent years, we have significantly increased our level of collaboration with Endura on new product offerings featuring integrated door systems that drive superior performance. The combination of our two companies is a natural fit that will allow us to accelerate our Doors That Do MoreTM strategy and maximize our growth potential.”

Founded in 1954, Endura has been a family-owned business for three generations. The company employs approximately 800 people across four facilities located in North Carolina, Texas and Oregon. Endura products are sold to distributors located throughout the United States and Canada, as well as direct to OEMs and online. Endura’s net sales* for the twelve months ended September, 2022 were approximately $270 million representing a compound annual growth rate of 17% since 2019^.

“I am very proud of the work we have done at Endura over the past seven decades to build a trusted brand, an amazing portfolio of innovative products, world-class manufacturing operations and a book of business based on tremendous customer relationships,” said Bruce Procton, President of Endura. “We have been partners with Masonite for more than 25 years, and I could not think of a better company to help take Endura into the next era. In combination with the resources and talent at Masonite we will be able to continue to provide the best possible products, service and support for existing customers while moving even faster to bring new door system solutions to market.”

Masonite plans to integrate the Endura business into its North American Residential business segment. Bruce Procton and his leadership team will remain part of the business to ensure a smooth transition for Endura customers and to focus on new product development and commercialization. A cross-functional team has been formed to plan the integration and deliver anticipated synergies, including sourcing and other cost synergies as well as longer-term opportunities for growth. The transaction will be funded with a combination of cash on hand, borrowings under the recently upsized ABL credit facility and an expected new term loan.

The transaction is currently expected to close near the end of 2022, subject to the satisfaction of customary closing conditions, including expiration of the waiting period under the Hart Scott Rodino Antitrust Improvements Act.

Masonite management will discuss the transaction further on its third quarter 2022 corporate earnings conference call on November 8, 2022, at 9:00 am Eastern Time.

Wachtell, Lipton, Rosen & Katz is serving as legal counsel for Masonite in connection with the transaction and Simpson Thacher & Bartlett LLP is serving as financing counsel for Masonite.

*Endura trailing twelve-month net sales ending September, 2022 based on unaudited financial results ^Compound annual growth rate calculated based on Endura’s unaudited trailing twelve-month net sales ended September 2022 and fiscal full year net sales ended November 2019.

About Masonite

Masonite International Corporation is a leading global designer, manufacturer, marketer and distributor of interior and exterior doors and door systems for the new construction and repair, renovation and remodeling sectors of the residential and non-residential building construction markets. Since 1925, Masonite has provided its customers with innovative products and superior service at compelling values. Masonite currently serves more than 7,000 customers globally. Additional information about Masonite can be found at www.masonite.com.

Forward-looking Statements

This press release contains "forward-looking statements" within the meaning of the federal securities laws, including our discussion of the pending acquisition of Endura, including its expected closing date, the receipt of required regulatory approvals and our ability to successfully integrate Endura’s business and achieve the expected synergies, and statements relating to our economic performance and financial condition, including, in particular, statements relating to our business and growth strategy and product development efforts and ability to achieve the revenues, cost savings, synergies and other anticipated benefits associated with the pending transaction. When used in this press release, such forward-looking statements may be identified by the use of such words as “may,” “might,” “could,” “will,” “would,” “should,” “expect,” “believes,” “outlook,” “predict,” “forecast,” “objective,” “remain,” “anticipate,” “estimate,” “potential,” “continue,” “plan,” “project,” “targeting,” or the negative of these terms or other similar terminology.

Forward-looking statements involve significant known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Masonite, or industry results, to be materially different from any future plans, goals, targets, objectives, results, performance or achievements expressed or implied by such forward-looking statements. As a result, such forward-looking statements should not be read as guarantees of future performance or results, should not be unduly relied upon, and will not necessarily be accurate indications of whether or not such results will be achieved. Factors that could cause actual results to differ materially from the results discussed in the forward-looking statements include, but are not limited to, downward trends in our end markets and in economic conditions; reduced levels of residential new construction; residential repair, renovation and remodeling; and non-residential building construction activity due to increases in mortgage rates, changes in mortgage interest deductions and related tax changes and reduced availability of financing; competition; the continued success of, and our ability to maintain relationships with, certain key customers in light of customer concentration and consolidation; our ability to accurately anticipate demand for our products; impacts on our business including seasonality, weather and climate change; scale and scope of the ongoing coronavirus ("COVID-19") pandemic and its impact on our operations, customer demand and supply chain; inflation, including increases in prices of raw materials and fuel; tariffs and evolving trade policy and friction between the United States and other countries, including China, and the impact of anti-dumping and countervailing duties; increases in labor costs, the availability of labor, or labor relations (i.e., disruptions, strikes or work stoppages); our ability to manage our operations including potential disruptions, manufacturing realignments (including related restructuring charges) and customer credit risk; product liability claims and product recalls; our ability to generate sufficient cash flows to fund our capital expenditure requirements, to meet our pension obligations and to meet our debt service obligations, including our obligations under our senior notes and our asset-based revolving credit facility ("ABL Facility"); limitations on operating our business as a result of covenant restrictions under our existing and future indebtedness, including our senior notes and ABL Facility; fluctuating foreign exchange and interest rates; our ability to replace our expiring patents and to innovate, keep pace with technological developments and successfully consummate and integrate acquisitions; the continuous operation of our information technology and enterprise resource planning systems and management of potential cyber security threats and attacks; political, economic and other risks that arise from operating a multinational business; uncertainty relating to the United Kingdom's exit from the European Union; retention of key management personnel; and environmental and other government regulations, including the United States Foreign Corrupt Practices Act ("FCPA"), and any changes in such regulations. For a more detailed discussion of these factors, see the information under the captions “Risk Factors,” “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Forward Looking Statements” in our most recent annual report on Form 10-K filed with the SEC on February 24, 2022, in each case as updated by our subsequent filings with the SEC. Masonite undertakes no obligation to publicly update or revise any forward-looking statement as a result of new information, future events or otherwise, except as otherwise required by law.

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November 2, 2022 | Source: MarketScreener

Rayonier Inc. (NYSE:RYN) announced today that the company has entered into two separate agreements to acquire approximately 172,400 acres of high-quality commercial timberlands located in Texas, Georgia, Alabama, and Louisiana (the “Acquisitions”) for an aggregate purchase price of approximately $474 million from Manulife Investment Management, a leading timberland investment manager. The Acquisitions comprise well-stocked and highly productive timberlands located in some of the strongest timber markets in the U.S. South. Approximately 80% of the Acquisitions consist of fee ownership, and the remaining 20% consist of a long-term lease. Key attributes of the Acquisitions include the following:

Enhances scale in strong markets – the Acquisitions are located across four of the strongest U.S. South timber markets (as measured by average composite stumpage price by region), with a weighted-average ranking of 4.9 out of 22 markets.(1) Pro forma for the Acquisitions, 72% of Rayonier’s two million-acre U.S. South portfolio will be located in top quartile markets, reflecting a competitive and diverse customer mix, balanced timber inventories relative to demand, and strong pricing tension.

Highly productive timberlands – for the acquired fee lands, 72% are plantable with an average expressed site index of 73 feet. This translates to an expected sustainable yield* of approximately 670,000 tons per year, or 4.8 tons per acre per year.

Well-stocked timber inventory with mature age-class – the acquired fee lands contain 7.5 million tons of merchantable timber inventory,* or 54 tons per acre, 66% of which consists of higher-value grade products. Average plantation age of the acquired fee lands is 18 years.

Significant near-term harvest potential – based on the strong productivity, stocking, and age-class profile of the acquired fee lands, combined with the expected harvest from the leased lands, the Acquisitions are expected to generate an average annual harvest volume of approximately 860,000 tons over the next 10 years.

Complementary to existing landholdings – the Acquisitions offer an extraordinarily strong fit with our existing footprint across the U.S. South, which should provide for minimal execution risk and significant operational synergies.

Accretive to cash flow – average annual Adjusted EBITDA** contribution of approximately $25 million expected from timber operations over the next ten years, with additional upside potential from higher-and-better use real estate sales and natural climate solutions (which are not included in the projected financial contribution).

Significant upside / optionality – no wood supply agreements encumber the properties, thus enhancing operational flexibility. In addition, we believe portions of the Acquisitions are well-positioned to capitalize on emerging ecosystem services / natural climate solutions opportunities, including bioenergy, biofuels, and carbon capture and storage.

The Acquisitions are subject to customary closing conditions and expected to close in the fourth quarter of 2022. Rayonier expects to finance the Acquisitions with cash on hand and the proceeds from incremental borrowings through the Farm Credit System. “The acquisitions announced today underscore our commitment to improving our portfolio quality and sustainable yield through disciplined growth,” said David Nunes, President and CEO. “It is rare to come across a collection of premier quality timberland assets with such a strong fit to our existing portfolio. In addition to complementing our southern portfolio, we expect that these acquisitions will generate a strong cash yield from timber operations, which will enhance our cash flow profile, quality of earnings, and market positioning as the leading pure-play timberland REIT. In sum, we are thrilled to be adding these properties to our southern portfolio and look forward to managing them for long-term value creation.”

(1) Based on TimberMart-South weighted average composite stumpage price by region assuming product mix of 50% pulpwood, 30% chip-n-saw and 20% sawtimber.

* References to “merchantable timber inventory” and “sustainable yield” are as defined in our most recent Annual Report on Form 10-K.

** “Adjusted EBITDA” is a non-GAAP financial measure. See “Non-GAAP Financial Measures” below. These targets are based on assumptions and are subject to significant uncertainties, many of which are outside of the company’s control. While management believes these targets and the underlying assumptions are reasonable, they are not guarantees of future performance. Actual results will vary, and those variations may be material. Please consult the Forward-Looking Statements discussion below for some of the factors that may cause variations. Nothing herein is a representation by any person that these targets will be achieved, and the company undertakes no duty to update its targets.

About Rayonier

 Rayonier is a leading timberland real estate investment trust with assets located in some of the most productive softwood timber growing regions in the United States and New Zealand. As of September 30, 2022, Rayonier owned or leased under long-term agreements approximately 2.7 million acres of timberlands located in the U.S. South (1.79 million acres), U.S. Pacific Northwest (486,000 acres) and New Zealand (417,000 acres). More information is available at www.rayonier.com.

Forward-Looking Statements - Certain statements in this press release regarding anticipated financial and other benefits of Acquisitions, the expected closing of the transactions contemplated thereby and other similar statements relating to Rayonier’s future events, developments or financial or operational performance or results, are “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are identified by the use of words such as “may,” “will,” “should,” “expect,” “estimate,” “believe,” “intend,” “project,” “anticipate” and other similar language. However, the absence of these or similar words or expressions does not mean that a statement is not forward-looking. While management believes that these forward-looking statements are reasonable when made, forward-looking statements are not guarantees of future performance or events and undue reliance should not be placed on these statements.

The following important factors, among others, could cause actual results or events to differ materially from those expressed in forward-looking statements that may have been made in this document: our ability to satisfy all of the conditions to the closing of the Acquisitions and to complete the Acquisitions on the timeline contemplated or at all; our ability to realize the anticipated financial and other benefits of the Acquisitions; the cyclical and competitive nature of the industries in which we operate; fluctuations in demand for, or supply of, our forest products and real estate offerings, including any downturn in the housing market; entry of new competitors into our markets; changes in global economic conditions and world events, including the war in Ukraine; business disruptions arising from public health crises and outbreaks of communicable diseases, including the current outbreak of the virus known as the novel coronavirus; fluctuations in demand for our products in Asia, and especially China; the uncertainties of potential impacts of climate-related initiatives; the cost and availability of third party logging, trucking and ocean freight services; the geographic concentration of a significant portion of our timberland; our ability to identify, finance and complete timberland acquisitions; changes in environmental laws and regulations regarding timber harvesting, delineation of wetlands, endangered species and development of real estate generally, that may restrict or adversely impact our ability to conduct our business, or increase the cost of doing so; adverse weather conditions, natural disasters and other catastrophic events such as hurricanes, wind storms and wildfires; the lengthy, uncertain and costly process associated with the ownership, entitlement and development of real estate, especially in Florida and Washington, including changes in law, policy and political factors beyond our control; the availability and cost of financing for real estate development and mortgage loans; changes in tariffs, taxes or treaties relating to the import and export of our products or those of our competitors; changes in key management and personnel; and our ability to meet all necessary legal requirements to continue to qualify as a real estate investment trust (“REIT”) and changes in tax laws that could adversely affect beneficial tax treatment.

For additional factors that could impact future results, please see Item 1A - Risk Factors in the Company’s most recent Annual Report on Form 10-K and similar discussion included in other reports that we subsequently file with the Securities and Exchange Commission (the “SEC”). Forward-looking statements are only as of the date they are made, and the Company undertakes no duty to update its forward-looking statements except as required by law. You are advised, however, to review any further disclosures we make on related subjects in our subsequent reports filed with the SEC.

Non-GAAP Financial Measures – To supplement Rayonier’s financial statements presented in accordance with generally accepted accounting principles in the United States (“GAAP”), Rayonier has presented forward-looking statements regarding “Adjusted EBITDA,” which is defined as earnings before interest, taxes, depreciation, depletion, amortization, the non-cash cost of land and improved development, non-operating income and expense, operating income (loss) attributable to noncontrolling interest in Timber Funds, the gain on investment in timber funds, Fund II Timberland Dispositions, costs related to the merger with Pope Resources, timber write-offs resulting from casualty events, costs related to shareholder litigation, gain on foreign currency derivatives, internal review and restatement costs, and Large Dispositions. Adjusted EBITDA is a non-GAAP measure that management uses to make strategic decisions about the business and that investors can use to evaluate the operational performance of the assets under management. It excludes specific items that management believes are not indicative of the Company’s ongoing operating results. Rayonier is unable to present a quantitative reconciliation of forward-looking Adjusted EBITDA to its most directly comparable forward-looking GAAP financial measures because such information is not available, and management cannot reliably predict all of the necessary components of such GAAP measures without unreasonable effort or expense. In addition, we believe such reconciliations would imply a degree of precision that would be confusing or misleading to investors. The unavailable information could have a significant impact on Rayonier’s future financial results. These non-GAAP financial measures are preliminary estimates and are subject to risks and uncertainties, including, among others, changes in connection with quarter-end and year-end adjustments. Any variation between the company's actual results and preliminary financial data set forth above may be material.

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November 3, 2022 | Source: Jacksonville Business Journal

TIAA Bank's parent company agreed Thursday to sell the Jacksonville-based bank to five private equity funds. Under the agreement, which is subject to regulatory approvals, nearly all the bank's current assets and business lines will be acquired by the new ownership. TIAA will retain a non-controlling ownership stake in the bank. Terms of the transaction are not being disclosed.

The new investors that will each own non-controlling interests in the bank after the transaction closes are funds managed by Stone Point Capital, Warburg Pincus, Reverence Capital Partners, Sixth Street and Bayview Asset Management, according to a statement. TIAA Bank has more than $25 billion in area and out-of-area deposits as of June, according to the Federal Deposit Insurance Corp. Proceeds from the bank sale will be returned to TIAA's General Account, which the company manages for the benefit of its retirement clients, the statement read. "As we refocus on retirement, we have decided now is the appropriate time for TIAA Bank to begin a new chapter under new ownership," said David Nason, TIAA's chief operating officer. "The changes we're announcing are in the best interest of TIAA and our retirement clients, and for our bank's consumer and commercial clients and the incredible TIAA Bank associate team.

TIAA is making this move from a position of strength, and we are confident the bank is well-positioned for future growth and success." The transaction is expected to close in 2023 after final regulatory approvals and the satisfaction of other closing conditions. TIAA Bank's headquarters and main base of operations will remain in Jacksonville. The bank will operate under a new name, which will be announced when the transaction closes, according to the statement. "All of us at TIAA Bank are excited about the opportunities ahead for our clients, our associates and the communities where we work and live," said Steve Fischer, President and CEO of TIAA Bank. "As a part of TIAA, our bank has grown and welcomed new consumer and commercial clients across the country, and we plan to continue growing and building on our long tradition of exceptional client service and innovation in the years ahead." J.P. Morgan Securities LLC acted as exclusive financial advisor to TIAA. Davis Polk & Wardwell LLP acted as legal counsel to TIAA. Jefferies LLC acted as lead financial advisor, Goldman Sachs & Co. LLC served as financial advisor and Wachtell Lipton Rosen & Katz served as legal counsel to the new investors. Cleary Gottlieb Steen & Hamilton LLP served as legal counsel to Sixth Street. Simpson Thacher & Bartlett LLP served as legal counsel to Bayview Asset Management, LLC.

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September 15, 2022 | Source: Simple Flying

Spirit's board has urged shareholders to vote in favor of the deal.

Spirit Airlines shareholders will vote on the airline's proposed merger with JetBlue next month as the $3.8 billion deal progresses. Shareholders will cast their vote on October 19th before the agreement will be subject to antitrust approval.

Spirit sets date for shareholder vote

According to a Spirit Airlines filing with the US Securities and Exchange Commission (SEC), shareholders will vote on the airline's merger with JetBlue on October 19th as the long-running saga nears the finishing line.

Spirit's board of directors approved a $3.8 billion bid from JetBlue on July 28th and urged shareholders to back them by voting in favor of the merger. Both parties expect the deal to be completed by the first half of 2024.

According to the Spirit filing,

"The board of directors of Spirit has unanimously adopted the merger agreement, has determined that the merger, on the terms and conditions set forth in the merger agreement, is advisable and in the best interests of Spirit and its stockholders, and unanimously recommends that Spirit stockholders vote “FOR” the merger proposal, “FOR” the compensation proposal and “FOR” the adjournment proposal."

After a merger with Frontier Airlines looked the likeliest move for Spirit Airlines earlier this year, JetBlue swooped in with an unsolicited bid in April which eventually led to the Spirit-Frontier proposal collapsing in July.

Antitrust hurdles still remain.

Even if Spirit shareholders vote in favor of the JetBlue deal, it will still be subject to antitrust approval. Spirit CEO Ted Christie had initially supported a merger with Frontier Airlines, stating that a deal with JetBlue would cause all kinds of problems with antitrust regulators.

Additionally, despite Frontier's $2.7 billion bid offering $1 billion less than JetBlue's, Christie argued that Spirit shares would be worth more in years to come to make up for the initial shortcoming. However, once the Frontier deal fell through, Christie promised to work to get the JetBlue deal over the finishing line.

Fifth-largest US carrier if merger goes ahead

With a combined fleet of over 450 aircraft and another 300 planes on order, a Spirit-JetBlue merger would lead to the creation of the fifth-largest airline in the US. JetBlue CEO Robin Hayes has previously remarked that a merger could challenge the 'Big Four' - American Airlines, Delta Air Lines, United Airlines and Southwest Airlines. Hayes said,

"We are excited to deliver this compelling combination that turbocharges our strategic growth, enabling JetBlue to bring our unique blend of low fares and exceptional service to more customers on more routes."

As Simple Flying reported last week, Spirit's pilot union wants to agree a pay rise before a merger with JetBlue, noting a sizable difference in pay between Spirit and JetBlue pilots. While the saga looks to be reaching its conclusion, don't be surprised if there's another twist on the horizon.

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September 13, 2022 | Source: CNBC

Cheers and tears — that’s how thousands of Hard Rock workers reacted when they learned their paychecks are about to get a lot bigger.

As inflation surges and recession fears linger, Hard Rock International and Seminole Gaming will spend more than $100 million to raise wages significantly for half of its U.S. workforce, more than 10,000 employees.

The increases are significant, more than 60% in some cases, with starting wages between $18 and $21 an hour for workers in 95 different jobs, including cooks, housekeepers, security public space, call center and front desk attendants. In Florida, where the company is headquartered, some team members could get $16,000 more than the state’s minimum wage, Hard Rock said.

Jim Allen, chairman of Hard Rock and CEO of Seminole Gaming, said he’s certain the investment will help the company retain workers and prevent turnover, even though it will have a big impact on the bottom line.

“We could have substantially reduced the total capital that we’re willing to commit to our employees, hypothetically, maybe given $2 or $3 an hour raise versus a $6 or $7 [an hour],” Allen told CNBC, “but I looked at it and said, ‘Let’s be the leader. Let’s be ahead of the curve.’”

Allen said he wanted to show his appreciation, and he is betting there will be a significant return on the investment, with co-workers performing at a top level to give guests a memorable experience.

But, Allen added, he’s also concerned about skyrocketing inflation and its impact on employees. “We have really changed the lifestyle and the standard of living of thousands of people,” he said.

Inflation is having an impact on the company, resulting in some softening in July, according to Allen. Rising rates and pressure on Americans’ savings could put pressure on Hard Rock for the second half of 2022 and the first two quarters of 2023, he said.

The company is already seeing pressure from currency concerns, as the strong dollar is making it more expensive for European tourists to visit the U.S., he said.

Russia’s ongoing invasion of Ukraine – which has pushed energy and other living costs higher in Europe – is also hurting the company’s cafes in prime, gateway cities such as Barcelona, Athens and London, Allen said. Tourism is down 40% in some cases, he said.

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June 1, 2022 | Source: CSX

CSX Corp. (NASDAQ: CSX) today announced it has completed the acquisition of Pan Am Railways, Inc. (Pan Am), expanding its reach into the rapidly growing Northeast region of the country.

“We are excited to welcome Pan Am’s experienced railroaders into the CSX family and look forward to the improvements we will make together to this important rail network in New England, bringing benefits to all users of rail transportation in the Northeast region,” said president and chief executive officer, James M. Foote. “This acquisition demonstrates CSX’s growth strategy through efficient and reliable freight service and will provide sustainable and competitive transportation solutions to New England and beyond.”

Completion of this transaction comes 6 weeks after CSX received regulatory approval from the Surface Transportation Board. Terms of the transaction were not disclosed. Goldman Sachs & Co. LLC acted as financial advisor, Steptoe & Johnson LLP acted as regulatory counsel, and Davis Polk & Wardwell LLP acted as transactional counsel.

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May 10, 2022 | Source: Breaking travel news

Norwegian Cruise Line (NCL) has celebrated the completion of its Great Cruise Comeback with the sailing of Norwegian Spirit, the 17th and final ship in its fleet to return to service.

NCL’s return to service after a 500-day pause began with Norwegian Jade’s July 25, 2021 sailing from Athens (Piraeus), Greece. Since then, the Brand has systematically relaunched its ships around the world, welcoming guests and crew members aboard its award-winning vessels.

“This is an incredibly important day in our history and a defining moment for our future,” said Harry Sommer, president and CEO of Norwegian Cruise Line. “We are moving full speed ahead, having already welcomed more than half a million guests for an exceptional vacation at sea.”

Norwegian Spirit, which is sporting an extensive bow-to-stern, over $100 million revitalisation, will be sailing through the deep blue South Pacific, visiting eight ports in 12 days, with departures from the beautiful Island of Tahiti. Itinerary highlights include a journey to Bora Bora, where guests can enjoy snorkeling and discover why the elegantly calm waters are world-famous. They also can venture to Raiatea, which is considered the most sacred island in the South Pacific, where visitors can spend the afternoon exploring lush rainforests and the extinct volcano, Mount Temehani. The itinerary also features other destinations for guests to experience, such as Nāwiliwili, Kaua’i, where nature is truly the star. Nicknamed “The Garden Island,” guests can admire scenic views of the Kokee Mountains and stop at the geological wonder, Fern Grotto, a lava-rock cave covered with tropical flora. This cruise departs from Papeete, Tahiti, French Polynesia Saturday, May 7, 2022, and disembarks on Thursday, May 19, 2022, in Honolulu, Oahu.

As part of the most extensive renovation in Company history, Norwegian Spirit now showcases 14 new venues, additional and updated staterooms, enhanced public areas and new hull art. Enhancements included a doubled-in-size Mandara Spa that features a new thermal suite and relaxation areas, an expanded Pulse Fitness Center and the second Onda by Scarpetta restaurant at sea. New complimentary dining venues include an additional main dining room, Taste; the 24-hour eatery, The Local Bar and Grill; the all-day dining outlet, Garden Café; the Great Outdoors Bar; and Waves Pool Bar. Making their debut are The Social Comedy & Night Club and Spinnaker Lounge, which features the Humidor Cigar Lounge, as well as the adults-only retreat Spice H2O, a daytime lounge featuring two new hot tubs and a dedicated bar, which transforms into an after-hours entertainment venue.

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March 08, 2022 07:00 ET | Source: Intertape Polymer Group Inc.

• IPG shareholders to receive CDN$40.50 per share in cash
• Transaction provides immediate liquidity and certainty of value to IPG shareholders at a substantial premium of approximately 66% to the 30-day volume weighted average trading price

MONTREAL and SARASOTA, Fla. and SANTA MONICA, Calif., March 08, 2022 (GLOBE NEWSWIRE) -- Intertape Polymer Group Inc. (TSX:ITP) (“IPG”, or the “Company”) today announced that it has entered into a definitive agreement to be acquired by an affiliate of Clearlake Capital Group, L.P. (together with certain of its affiliates, “Clearlake”). Under the terms of the agreement, Clearlake will acquire the outstanding shares of IPG for CDN$40.50 per share in an all-cash transaction valued at approximately US$2.6 billion, including net debt. This represents a premium of approximately 82% to the closing price of IPG common shares on the Toronto Stock Exchange on March 7, 2022 and approximately 66% to the volume weighted average trading price of IPG common shares on the Toronto Stock Exchange for the preceding 30 trading days. Upon completion of the transaction, IPG will become a privately held company.

“We believe this transaction is a great next step in the evolution of our business as Clearlake has strong industry knowledge in the protective packaging and e-commerce ecosystems. Clearlake provides us the operational and financial resources to accelerate our acquisition strategy, as well as organic growth opportunities such as investing in product innovation, sustainability, and market expansion,” said Greg Yull, President and Chief Executive Officer of IPG. “We have built a scaled business serving a diverse set of growing end markets, and have seen particularly strong growth in our large e-commerce segment. Clearlake’s investment reflects its confidence in our people, processes, and strategy, and this transaction will advance our vision of becoming a global leader in packaging and protective solutions. We believe this all-cash transaction represents an attractive return and provides certainty for our shareholder base.”

“IPG has succeeded over the decades through hard work, innovation, and a commitment to all of our stakeholders,” said James Pantelidis, Chair of the Board of IPG. “Our Board determined that this transaction is in the best interests of both the Company and shareholders after carefully evaluating its alternatives, as it will deliver immediate liquidity and maximize value to our shareholders while providing the Company with additional flexibility to operate as a private company. This transaction also represents another major milestone for IPG and affirms the tremendous value and market leadership that the entire team at the Company has worked to build over the years.”

“We have a long-standing respect and admiration for Greg and his team as they have built on IPG ’s position as a key packaging and protective solutions provider to a diverse set of attractive and growing end-markets,” said José E. Feliciano, Co-Founder and Managing Partner, and Arta Tabaee, Managing Director, of Clearlake. “We believe IPG’s customer-centric and sustainability-oriented approach and capabilities position the Company well to capitalize on growth within its target end markets, and the addition of IPG to our portfolio highlights our thesis that long-term consumer trends favor providers focused on sustainability and innovation. We look forward to partnering with the IPG team to leverage our O.P.S.® value creation framework and continue driving growth for this exciting platform, both organically and through acquisitions.”

The IPG Board of Directors, having received the unanimous affirmative recommendation of a special committee of independent directors, has unanimously determined that the transaction is in the best interests of IPG and fair to IPG shareholders, and recommends that IPG shareholders approve the transaction. Clearlake has entered into voting support agreements with each of the directors of IPG, under which each has agreed to vote all of his or her IPG common shares in favor of the transaction with Clearlake.

The transaction, which will be effected pursuant to a court-approved plan of arrangement, is expected to close in the third quarter of 2022. The transaction is not subject to a financing condition but is subject to customary closing conditions, including receipt of shareholder, regulatory and court approvals. Further information regarding the transaction will be included in an information circular to be mailed to IPG shareholders in connection with a meeting of IPG shareholders, currently expected to be held in May 2022, to consider and approve the transaction. A copy of the information circular will be available under IPG's profile on SEDAR at www.sedar.com and on EDGAR at sec.gov/edgar.

Advisors

Morgan Stanley & Co. LLC is serving as financial advisor to IPG. Paul, Weiss, Rifkind, Wharton & Garrison LLP and Fasken Martineau DuMoulin are serving as legal advisors to IPG. National Bank Financial Inc. is serving as independent financial advisor to the IPG Board of Directors and provided a fairness opinion to the IPG Board of Directors on a fixed-fee basis.

Goldman Sachs & Co. LLC is serving as lead financial advisor to Clearlake. Credit Suisse and Deutsche Bank Securities Inc. are also acting as financial advisors to Clearlake. Kirkland & Ellis LLP and Stikeman Elliott LLP are acting as legal advisors to Clearlake. Credit Suisse, Deutsche Bank Securities Inc., and Wells Fargo are providing committed financing in support of the acquisition.

Fourth Quarter and Annual 2021 Financial Results

IPG expects to issue a news release with its fourth quarter and annual 2021 financial results before markets open on March 11, 2022, previously published as March 15, 2022. In light of entering into the arrangement agreement, IPG will not hold its previously scheduled fourth quarter and annual 2021 financial results conference call.

About Intertape Polymer Group Inc.

Intertape Polymer Group Inc. is a recognized leader in the development, manufacture and sale of a variety of paper and film based pressure-sensitive and water-activated tapes, stretch and shrink films, protective packaging, woven and non-woven products and packaging machinery for industrial and retail use. Headquartered in Montreal, Quebec and Sarasota, Florida, IPG employs approximately 4,100 employees with operations in 34 locations, including 22 manufacturing facilities in North America, five in Asia and two in Europe. For information about the Company, visit www.itape.com.

About Clearlake Capital Group, L.P.

Founded in 2006, Clearlake is an investment firm, operating integrated businesses across private equity, credit, and other related strategies. With a sector-focused approach, the firm seeks to partner with management teams by providing patient, long-term capital to dynamic businesses that can benefit from Clearlake’s operational improvement approach, O.P.S.® The firm’s core target sectors are industrials, consumer, and technology. Clearlake currently has over $60 billion of assets under management, and its senior investment principals have led or co-led over 300 investments. The firm has offices in Santa Monica and Dallas. More information is available at www.clearlake.com and on Twitter @Clearlakecap.

Forward-Looking Statements

This press release contains “forward-looking information” within the meaning of applicable Canadian securities legislation and “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (collectively, “forward-looking statements”), which are made in reliance upon the protections provided by such legislation for forward-looking statements. All statements other than statements of historical facts included in this press release, including statements regarding: the ability to obtain required regulatory, shareholder and court approvals for the transaction, the timing of obtaining such approvals, the risk that such approvals may not be obtained in a timely manner or at all and the risk that such approvals may be obtained on conditions that are not anticipated; the risk that the conditions to the transaction are not satisfied on a timely basis or at all and the failure of the transaction to close for any other reason; the ability to achieve the expected benefits of the transaction; the Company’s ability to continue to effectively cover the dollar contribution spread between selling price and raw materials plus freight; the Company’s ability to effectively navigate supply constraints; future dividend payments; the COVID-19 pandemic (including the operations of the Company’s facilities, the Company’s priorities as it moves through the pandemic and the uncertainty for the duration of the pandemic and of the impacts resulting from the pandemic); the Company’s outlook; the Company’s modification of its supply plans as needed to navigate any further supply chain disruptions; and the Company’s expansion of its production capacity (including the related investment time horizon, expected returns, and demand and risk expectations) may constitute forward-looking statements. These forward-looking statements are based on current beliefs, assumptions, expectations, estimates, forecasts and projections made by the Company’s management. Words such as “may,” “will,” “should,” “expect,” “continue,” “intend,” “estimate,” “anticipate,” “plan,” “foresee,” “believe” or “seek” or the negatives of these terms or variations of them or similar terminology are intended to identify such forward-looking statements. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable, these statements, by their nature, involve risks and uncertainties and are not guarantees of future performance. Such statements are also subject to assumptions concerning, among other things: business conditions and growth or declines in the Company’s industry, the Company’s customers’ industries and the general economy, including as a result of the impact of COVID-19; the anticipated benefits from the Company’s greenfield projects and manufacturing facility expansions; the availability of raw materials; the impact of fluctuations in raw material prices and freight costs; the anticipated benefits from the Company’s acquisitions and partnerships; the anticipated benefits from the Company’s capital expenditures; the quality and market reception of the Company’s products; the Company’s anticipated business strategies; risks and costs inherent in litigation; legal and regulatory developments, including as related to COVID-19; the Company’s ability to maintain and improve quality and customer service; anticipated trends in the Company’s business; anticipated cash flows from the Company’s operations; availability of funds under the Company’s 2021 Credit Facility; the Company’s flexibility to allocate capital as a result of the Senior Unsecured Notes offering; and the Company’s ability to continue to control costs. The Company can give no assurance that these estimates and expectations will prove to have been correct. Actual outcomes and results may, and often do, differ from what is expressed, implied or projected in such forward-looking statements, and such differences may be material. Readers are cautioned not to place undue reliance on any forward-looking statement. For additional information regarding important factors that could cause actual results to differ materially from those expressed in these forward-looking statements and other risks and uncertainties, and the assumptions underlying the forward-looking statements, you are encouraged to read “Item 3 Key Information - Risk Factors”, “Item 5 Operating and Financial Review and Prospects (Management’s Discussion & Analysis)” and statements located elsewhere in the Company’s annual report on Form 20-F for the year ended December 31, 2020 and the other statements and factors contained in the Company’s filings with the Canadian securities regulators and the U.S. Securities and Exchange Commission. Each of these forward-looking statements speaks only as of the date of this press release. The Company will not update these statements unless applicable securities laws require it to do so.

Intertape Polymer Group Inc. Contact:
Ross Marshall
LodeRock Advisors Inc.
ross.marshall@loderockadvisors.com
+1 (416) 526-1563

Clearlake Capital Group, L.P. Media Contact:
Jennifer Hurson
Lambert & Co.
jhurson@lambert.com
+1 (845) 507-0571

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"Miami Dolphins commit $75M to cancer research at Sylvester Comprehensive Cancer Center ."Miami Dolphins press release 11/10/2020.

The following results are a compilation from CFOs/top finance leaders of Florida's mid-large sized companies. Each week we have sent the survey to ~325 CFOs/top finance leaders of Florida based companies in Jacksonville, Orlando, South Florida and Tampa. The companies invited to participate have annual revenues ranging from $30MM to $30BN. We estimate approximately 40% of the respondents represent companies with less than 500 employees and 60% of the respondents represent companies with more than 500 employees. Unauthorized redistribution is strictly prohibited. Please contact info@ficfo.com with any questions. Thank you.

Select the secure links below to view the results: 

fiCFO | COVID-19 Crisis Survey (Round 1) - March 16-17

fiCFO | COVID-19 Crisis Survey (Round 2) - March 20-24

fiCFO | COVID-19 Crisis Survey (Round 3) - March 26-30

fiCFO | COVID-19 Crisis Survey (Round 4) - April 6-9

fiCFO | COVID-19 Crisis Survey (Round 5) - April 16-20

fiCFO | COVID-19 Crisis Survey (Round 6) - April 29 - May 3

(Reuters) - UK-based insurance broker Aon Plc (AON.N) said on Monday it would buy Willis Towers Watson (WLTW.O) for nearly $30 billion in an all-stock deal that creates the world’s largest insurance broker and adds scale in a battle with falling margins. 

 The deal unifies the sector’s second and third largest names into a company worth $76 billion by current share prices, overtaking market leader Marsh & McLennan (MMC.N), as they face challenges ranging from the coronavirus to climate change. First mooted a year ago, the deal also comes after a period of brutal competition which has seen insurance premiums fall while claims continue to grow. 

 Aon confirmed last year that it was in early stage talks with Willis Towers before quickly scrapping the plans, without giving a reason. 

Analysts said at the time that an Aon-Willis deal might have trouble clearing anti-trust hurdles. The deal terms state Aon will be obligated to pay a fee of $1 billion to Willis if the deal were to fall through. 

Marsh last April sealed its own purchase of British rival Jardine Lloyd Thompson for $5.7 billion, cementing its position as the biggest global player. 

Under the deal, Willis shareholders would receive 1.08 Aon shares, or about $232 per share as of Aon’s Friday close, representing a total equity value of $29.86 billion. The offer is at a premium of 16% to Willis’s closing price on Friday. 

Shares in Aon were down 2.7%, while Willis’ shares rose just 1.42% in trading before the bell in a New York market that was set to fall heavily across the board due to Monday’s collapse in oil prices. 

“Aon generally has a successful acquisition history but given the timing it is not certain how investors will react to the acquisition in the short-term,” said Paul Newsome, managing director at brokerage Piper Sandler. 

When the deal closes, existing Aon shareholders will own about 63% and existing Willis investors will own about 37% of the combined company on a fully diluted basis. 

The deal is expected to add to Aon’s adjusted earnings per share in the first full year of the deal, with savings of $267 million, reaching $600 million in the second year, with the full $800 million achieved in the third year. 

Newsome said the deal multiple was about 19.3 times 2020 earnings per share (EPS) estimate of $12 for Willis and about 12.3 times its 2020 core earnings (EBITDA) estimate. 

This compares to the peer group median trading at about 22.6 times earnings and 13.6x core earnings, he said.

The deal is subject to the approval of shareholders and regulatory approvals and is expected to close in the first half of 2021. 

Aon will maintain its headquarters in London and the combined firm will be led by Aon Chief Executive Officer Greg Case Greg Case and Aon Chief Financial Officer Christa Davies. 

Aon’s financial advisor for the deal is Credit Suisse Securities, while Willis was advised by Goldman Sachs.

Merger brings together world-renowned best places to work, with plans to add 3,000 employees over three years

Date: February 20, 2020 11:18 AM EDT

Kronos Incorporated and Ultimate Software today announced that they have entered into a definitive merger agreement to form one of the world’s largest cloud companies. By bringing together two industry leaders, the transaction will create the world’s most innovative human capital management (HCM) and workforce management company to help organizations across all industries manage their people more effectively with an unparalleled combination of cloud solutions. The combined company will have enhanced scale and an even stronger position in the fast-growing HCM marketplace. 

News Facts 
• Kronos and Ultimate each have a proven track record of delivering the industry’s most innovative solutions to help organizations around the world drive better business outcomes, achieve a competitive advantage and create engaged workforces. The new company will bring together the best of each company’s award-winning solutions – Ultimate’s UltiPro HCM and Employee Experience products with Workforce Dimensions from Kronos, Kronos Workforce Ready, and other solutions from Kronos – with an unwavering commitment to delighting customers and exceeding their expectations. 
• Combining two exceptional, highly compatible cultures will create a company that is People Inspired. Kronos and Ultimate have been consistently recognized around the world as great places to work – including both being multi-year winners of the prestigious Glassdoor Employees’ Choice Best Places to Work and Fortune 100 Best Companies to Work For® honors. This reflects both companies’ belief that people are at the core of an organization’s success, and that prioritizing the employee experience is the most effective way to help customers succeed. 
• Upon closing, the combined company will have revenues of approximately $3 billion, more than 12,000 employees worldwide, and an enterprise value of $22 billion, with further plans for growth including the addition of 3,000 employees over the next three years. 
• Aron Ain, longtime Kronos chief executive officer, will be the chief executive officer and Chairman of the combined company – guiding an experienced executive team comprised of leaders from both Ultimate and Kronos. 
• The new company will be jointly headquartered in Lowell, Mass. and Weston, Fla., with dozens of offices around the world. 
• Hellman & Friedman LLC (H&F), the controlling shareholder of both Kronos and Ultimate, will be the controlling shareholder of the newly formed company. Following H&F, private equity funds managed by Blackstone will be the largest minority investor, followed by GIC, Canada Pension Plan Investment Board (CPP Investments), and JMI Equity. 

Supporting Quotes 
• Aron Ain, chief executive officer, Kronos 
“I have never been more excited in my 40 years at Kronos! Combining our passionate and extremely talented Kronos and Ultimate teams will create a company that is truly People Inspired. Together, we will expand the value we deliver to customers and create the industry’s most comprehensive human capital management and workforce management solution for organizations around the world. With a combined 70 years in business, we are poised for tremendous success. For our employees, customers, and partners there is an even better future ahead. Our top priority as we complete this merger is to ensure a smooth transition for our people and continue to exceed our customers’ expectations.” 
• Adam Rogers, chief executive officer, Ultimate 
“The combination of Ultimate and Kronos paves the way to deliver the next generation of employee-facing solutions that will set the standard for the workforce of the future. This merger will enable our more than 12,000 inspired people around the world to deliver innovation in human capital management faster than ever before. Both companies remain fully committed to their core strengths as well as to the combined benefits that the new company will bring to employees and customers.” 
• David Tunnell, partner, Hellman & Friedman, lead director, Kronos, and chairman, Ultimate 
“The merger of Kronos and Ultimate brings together two exceptional, industry-leading companies that are dedicated to delivering great technology services and – just as importantly – creating outstanding employee cultures of their own. After many years of a growth-oriented partnership with Kronos, and a more recent, successful relationship with Ultimate, we have strong conviction in the deep compatibility of these two companies and the unlimited growth potential of this sector. We know that by creating an inspiring place to work and putting people first, this combined company will thrive for years to come.” 
• Martin Brand, senior managing director, Blackstone 
“We believe the combination of Kronos and Ultimate will create a cloud industry leader in human capital management and workforce management software, and one of the best companies to work for in technology globally.” 

Transaction Details and Advisors 
• The all-stock merger has been unanimously approved by the boards of directors of both companies and is expected to close at the end of March. 
• Morgan Stanley & Co. LLC (for Kronos) and Goldman Sachs & Co. LLC (for Ultimate) acted as financial advisors and Simpson Thacher & Bartlett LLP acted as legal counsel on the transaction. 

About Kronos Incorporated 
Kronos is a leading provider of workforce management and human capital management cloud solutions. Kronos industry-centric workforce applications are purpose-built for businesses, healthcare providers, educational institutions, and government agencies of all sizes. Tens of thousands of organizations — including half of the Fortune 1000® — and more than 40 million people in over 100 countries use Kronos every day. Visit www.kronos.com. Kronos: Workforce Innovation That Works. 

About Ultimate Software 
Ultimate Software is a leading global provider of cloud human capital management and employee experience solutions, with more than 51 million people records in the cloud. Ultimate’s award-winning UltiPro delivers HR, payroll, talent, and time and labor management, as well as HR service delivery solutions. Founded in 1990, Ultimate is headquartered in Weston, Florida, and employs approximately 6,000 professionals. More information on Ultimate’s products and services can be found at www.ultimatesoftware.com. 

About Hellman & Friedman 
Hellman & Friedman (H&F) is a preeminent global private equity firm with a distinctive investment approach focused on large-scale equity investments in high-quality growth businesses. H&F seeks to partner with world-class management teams where its deep sector expertise, long-term orientation, and collaborative partnership approach enable companies to flourish. H&F targets outstanding businesses in select sectors including software & technology, financial services, healthcare, retail & consumer, and other business services. Since its founding in 1984, H&F has raised over $50 billion of committed capital, invested in over 90 companies, and is currently investing its ninth fund, with $16.5 billion of committed capital. Learn more about H&F’s defining investment philosophy and approach to sustainable outcomes at www.hf.com. 

About Blackstone 
Blackstone is one of the world’s leading investment firms. We seek to create positive economic impact and long-term value for our investors, the companies we invest in, and the communities in which we work. We do this by using extraordinary people and flexible capital to help companies solve problems. Our asset management businesses, with $571 billion in assets under management, include investment vehicles focused on private equity, real estate, public debt and equity, growth equity, opportunistic, non-investment grade credit, real assets and secondary funds, all on a global basis. Further information is available at www.blackstone.com. Follow Blackstone on Twitter @Blackstone. 

About GIC 
GIC is a leading global investment firm established in 1981 to manage Singapore’s foreign reserves. As a disciplined long-term value investor, GIC is uniquely positioned for investments across a wide range of asset classes, including equities, fixed income, private equity, real estate and infrastructure. GIC has investments in over 40 countries. Headquartered in Singapore, GIC employs over 1,500 people across 10 offices in key financial cities worldwide. For more information on GIC, please visit www.gic.com.sg or LinkedIn. 

About CPP Investments 
Canada Pension Plan Investment Board (CPP Investments™) is a professional investment management organization that invests the funds not needed by the Canada Pension Plan (CPP) to pay current benefits in the best interests of 20 million contributors and beneficiaries. In order to build diversified portfolios of assets, investments in public equities, private equities, real estate, infrastructure and fixed income instruments are made by CPP Investments. Headquartered in Toronto, with offices in Hong Kong, London, Luxembourg, Mumbai, New York City, San Francisco, São Paulo and Sydney, CPP Investments is governed and managed independently of the Canada Pension Plan and at arm's length from governments. At December 31, 2019, the CPP Fund totalled $420.4 billion. For more information about CPP Investments, please visit www.cppinvestments.com or follow us on LinkedIn, Facebook or Twitter. 

About JMI Equity 
JMI Equity is a growth equity firm focused on investing in leading software companies. Founded in 1992, JMI has invested in over 145 businesses in its target markets, successfully completed over 95 exits and raised more than $4 billion of committed capital. JMI partners with exceptional management teams to help build their companies into industry leaders. For more information visit jmi.com. 

This marks the second year WellCare has made the prestigious list