MergerLinks Daily Review

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ExxonMobil completed the acquisition of Pioneer Natural Resources for $64.5bn.

Uniti Group?to?merge with Windstream Holdings II in a $13.4bn deal. (Financial Sponsors)

KKR completed the acquisition of a 50% stake in Cotiviti from Veritas Capital for $10.5bn. (FS)

Sony and Apollo express interest in buying Paramount in?$26bn deal. (FS)

Sabadell said to?favor?$13bn?operning?talks with BBVA.?

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ExxonMobil completed the acquisition of Pioneer Natural Resources for $64.5bn.

埃克森美孚 , an international petroleum and petrochemical company, completed the acquisition of Pioneer Natural Resources Company , an oil and gas exploration and production company, for $64.5bn.

"This premier, tier-one asset is a natural fit for our Permian portfolio and gives us a greater opportunity to deploy our technology and deliver operating and capital efficiency for long-term shareholder value. The combination of our two companies benefits this country's energy security and?economy,?and also furthers?society's environmental ambitions as we move Pioneer's 2050 net zero goal to a 2035 plan," Darren Woods, ExxonMobil Chairman and CEO.

Pioneer Natural Resources was advised by 美国银行 (led by Patrick Ramsey and Jerry Schretter ), 高盛 (led by Suhail Sikhtian ), 摩根士丹利 (led by Greg Weinberger), Petrie Partners, LLC (led by John Hughes), Gibson Dunn (led by Jeffrey Chapman , Andrew Kaplan and Tull Florey ) and FGS Global (led by Paul Verbinnen and Niel Golightly ). ExxonMobil was advised by Centerview Partners (led by Blair Effron ), 花旗 (led by Kevin Cox and Claudio Sauer ) and Davis Polk & Wardwell LLP (led by Louis L. Goldberg and Oliver H. Smith).?Finanical?advisors were advised by White & Case (led by Denise A. Cerasani).

Uniti Group?to?merge with Windstream Holdings II in a $13.4bn deal. (FS)

Uniti Group Pty Ltd , a digital infrastructure and solution provider, agreed to merge with Windstream Holdings II, a telecom services provider, in a $13.4bn deal.

“As a combined company, we will continue our disciplined growth trajectory while expanding FTTH buildouts and significantly improving our overall financial profile. The demand for?fiber?broadband has never been greater, and Uniti is now expanding its reach into FTTH with an attractive scaled platform. The combination of Uniti and Windstream also removes several dis-synergies?that exist?in the current landlord/tenant relationship and greatly enhances?Uniti’s?optionality for strategic initiatives.?We look forward?to working with Windstream to create a national?fiber?powerhouse that will continue to bridge the digital divide for our customers,”?Kenny?Gunderman, Uniti President and CEO.

Windstream Holdings II is advised by 高盛 , 摩根士丹利 and Debevoise & Plimpton (led by Kevin Schmidt and Jennifer Chu ). Uniti is advised by Bank Street Group , Barclays , Centerview Partners , 花旗 , J.P. 摩根 , Stephens , Davis Polk & Wardwell LLP (led by Oliver Smith and Evan Rosen ) and FGS Global (led by Jim Barron). Oaktree is advised by Paul, Weiss, Rifkind, Wharton & Garrison LLP .

KKR completed the acquisition of a 50% stake in Cotiviti from Veritas Capital for $10.5bn. (FS)

KKR completed the acquisition of?a 50% stake in Cotiviti , a healthcare data and technology business, from Veritas Capital , an investor at the intersection of technology and government, for $10.5bn.

"This is a significant milestone for Cotiviti and?one that?positions us for continued growth across the healthcare ecosystem as we leverage our deep expertise and infrastructure.?In Veritas and KKR,?we have?two world-class investment firms joining forces because?of their belief?in our mission.?With their support, we have additional capital to accelerate innovation and fund growth investments in commercial expansion, new product development, and technology-related opportunities. As we enter this next chapter, we remain committed to providing greater value through our differentiated scalable service model, accelerating meaningful innovation across our platform, and delivering deep expertise as a trusted partner to our customers,"?Emad Rizk, Cotiviti Chairman, President, and CEO.

Cotiviti was advised by 瑞银集团 , Skadden, Arps, Slate, Meagher & Flom LLP and Affiliates (led by June Dipchand ) and Aria Marketing . KKR was advised by Barclays , Evercore , 摩根士丹利 and Latham & Watkins (led by Betty Pang , Jason B. Caron and Joseph C. Hudzik ). Veritas is advised by 高盛 , J.P. 摩根 (led by Nick Richitt ), Gibson Dunn (led by John Pollack) and Prosek Partners .?

Sony and Apollo express interest in buying Paramount in?$26bn deal. (FS)

Sony Pictures Entertainment and Apollo Global Management, Inc. have made a bid to take Paramount private with an all-cash buyout offer of $26bn, a move that?adds drama to an already chaotic deal-making process. The proposed merger of Sony and Paramount would create a new powerhouse in Hollywood, uniting the studios behind the?Spider Man?and Mission: Impossible franchises. Sony executives have discussed operating the Paramount studio as a division of their broader empire, combining their marketing and distribution functions.

This development?adds complexity to Paramount's?ongoing negotiations with Skydance and Redbird Capital Partners.?Paramount has been in talks with Skydance, led by David Ellison, for a possible merger and investment deal.?The new joint expression of interest from Sony and Apollo proposes Sony as a significant majority shareholder and Apollo as a minority shareholder.

The?new,?joint expression of interest would make Sony a significant majority and controlling shareholder and Apollo a minority shareholder. The proposed all-cash acquisition may appeal to Paramount shareholders who have come out against the Skydance deal over concerns it benefits the?company's?controlling shareholder, Shari Redstone, at the expense of others.

Sabadell said to?favor?$13bn?operning?talks with BBVA.

Banco Sabadell is leaning towards starting takeover talks with larger rival BBVA , potentially taking a first step in a process that could?end up creating?a new Spanish banking behemoth.

There’s?a growing view within Sabadell that the offer BBVA has outlined in a letter is a reasonable starting point for negotiations, although?the bank?hasn’t?made a formal decision on how to proceed. The lender continued discussing the proposal over the weekend and may hold a board meeting?about it?this week.

Sabadell is advised by 摩根士丹利 and 高盛 .

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