Deals: Mid-sized M&A Rules the Week

In our M&A Roundup for the week ending Jan. 25, while Pfizer-Wyeth was being nailed down quietly, only smaller transactions took shape, led by a $584m combination of software companies Autonomy Corp. and Interwoven Inc.

While the Pfizer-Wyeth pharmaceutical merger was taking shape behind closed doors last week, deals that were actually struck were few and relatively small.

Only two, in fact — software company Autonomy Corp.’s $584-million purchase of Interwoven Inc., and UBS AG’s $150-million deal for the commodity index business of AIG Financial Products Corp. — topped $100 million, according to data provided to by mergermarket.

Expect Pfizer’s blockbuster to be reflected in next week’s numbers, possibly along with the sale of Wrigley Field for $900 million to the family of Tom Ricketts, a son of TD Ameritrade Holding Corp. founder J. Joe Ricketts. That deal was reported to be in the final stages at week’s end, although financing was yet to be nailed down.

For the week ended Sunday, barely more than $1 billion of North American deals had been struck — 25 transactions in all. That was down from 32 deals worth $1.32 billion in the prior week. For the year to date, there have been 115 North American transactions with a value of $7.11 billion, sharply off from the 350 deals worth $52.86 billion at this time last year.

Autonomy Corp. to buy Interwoven Inc. for $584 million

San Jose, Calif.-based content-management software company Interwoven definitively agreed to be acquired by Autonomy Plc, a Cambridge, UK-based software developer and distributor. Both boards approved the merger at $16.20 a share, offering a premium of 36.8 percent. The implied equity value of the transaction is about $746.78 million, and it is expected to close in the second quarter.
Seller financial advisor: Barclays Bank
Bidder financial advisor: Deutsche Bank; Morgan Stanley
Seller legal advisor: Fenwick & West; Gibson Dunn & Crutcher (advising Barclays Bank)
Bidder legal advisor: Morgan Lewis & Bockius

UBS AG to buy the Commodity Index business of AIG Financial Products Corp. for $150 million

Zurich-based banking and financial services provider UBS agreed to acquire the Wilton, Conn.-based AIG operations, part of financial services provider American International Group under terms that call for an upfront payment of $15 million and an earnout of $135 million in the next 18 months, depending on future earnings of the acquired business. The acquisition also includes AIG’s rights to the Dow Jones-AIG Commodity Index. The transaction is expected to close by May.
Seller financial advisor: Morgan Stanley
Bidder financial advisor: UBS
Seller legal advisor: Weil Gotshal & Manges
Bidder legal advisor: Not Available

Qualcomm Inc. to buy the handheld graphics and multimedia assets of Advanced Micro Devices Inc. for $65 million

San Diego-based digital wireless communication products provider Qualcomm paid cash for the handheld-oriented business of Sunnyvale, Calif.-based microprocessor and graphics product provider Advanced Micro Devices.
Seller financial advisor: Not Available
Bidder financial advisor: Not Available
Seller legal advisor: Latham & Watkins
Bidder legal advisor: Not Available


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