Clio's US$900 million legal tech funding also in deals roundup
Deal: Apollo Funds to take IGT Gaming, Everi private
Value: $8.7 billion (US$6.3 billion)
Blakes is serving as legal counsel to Apollo Funds in its agreement to take International Game Technology's gaming and digital business and Everi Holdings private in a deal valued at approximately $8.7 billion (US$6.3 billion). Also in this week’s deals roundup is legal tech firm Clio setting a record-setting raise of US$900 million in an investment round.
The Apollo Funds, a newly formed holding company owned by funds managed by affiliates of Apollo Global Management, Inc., signed a definitive agreement to take private International Game Technology PLC’s gaming and digital business and Everi Holdings Inc. for approximately $8.7 billion ($US6.3 billion).
Blake, Cassels & Graydon LLP and Paul, Weiss, Rifkind, Wharton & Garrison LLP are serving as legal counsel to the Apollo Funds. The Blakes team consists of Kurt Sarno, Hani Migally, Alex Solway and Marcel Beaudoin (Corporate/M&A); Jeffrey Shafer (Tax); Holly Reid and Naomi Lewis (Employment & Labour); Philipp Knoll and Liam McCormick (Pensions & Benefits); and Beth Earon (Real Estate).
Sidley Austin LLP, White & Case LLP, and Wachtell, Lipton, Rosen & Katz are serving as legal counsel to IGT, with Macquarie Capital, Deutsche Bank, and Mediobanca as financial advisors.
Pillsbury Winthrop Shaw Pittman LLP is serving as legal counsel and Global Leisure Partners LLC as financial advisor to Everi. Houlihan Lokey provided additional financial advice to Everi’s Board of Directors.
“We are excited to reach this agreement with IGT and Everi, which establishes a leading, diversified solutions provider that is well positioned across the entire gaming ecosystem,” said Apollo Partner Daniel Cohen. “We strongly believe in the value proposition of the combination and are confident these complementary gaming platforms will be even better positioned under private ownership to capture the opportunities ahead to grow and create value.”
“This transaction will allow IGT Gaming to continue to invest in and enhance its growing core segments while providing customers with a more comprehensive portfolio of offerings,” said IGT CEO Vince Sadusky. “After the closing of this transaction, IGT's shareholders will continue to own one hundred percent of IGT's Global Lottery business, which will be positioned for long-term success as a pure-play global lottery player.”
“By joining forces with IGT Gaming, we expect to continue to lead, innovate, and provide unparalleled value to our customers as a stronger player in the global gaming, FinTech, and digital industry,” said Everi President and CEO Randy Taylor. “Apollo is a respected investment firm with a strong track record in the gaming sector, and they recognize the value of our business and see significant potential in bringing IGT Gaming and Everi together.”
The deal is expected to be completed by the end of the third quarter of 2025, subject to customary closing conditions.
British Columbia legal tech company Clio raised US$900 million, at US$3 billion valuation, in an oversubscribed Series F investment round led by venture capital firm New Enterprise Associates (NEA), setting a record as the largest investment ever in a cloud legal technology company, as well as a top-five largest capital raise ever for a vertical market software company and the largest venture investment ever in a Canadian technology company.
This investment round also includes new partners Goldman Sachs, Sixth Street, CapitalG, and Tidemark joining existing investors TCV, JMI Equity, T. Rowe Price and OMERS.
Osler, Hoskin & Harcourt LLP and Wilson Sonsini Goodrich & Rosati served as legal counsel to Clio while William Blair acted as the exclusive financial advisor.
“This historic raise was heavily oversubscribed, further demonstrating the overwhelming demand and confidence in Clio's future,” said Clio CEO and Founder Jack Newton. “The Clio operating system is the undisputed platform of the legal technology sector, engineered to not only meet but anticipate future industry demands. We are pioneering this future for our customers, driven by our mission to transform the legal experience for all.”
“Clio is mission critical to law firms, and the company's best-in-class retention and NPS are testaments to the team's ability to continuously innovate, deliver immense value, and meet the dynamic needs of the legal sector,” said NEA Co-CEO Tony Florence. “With the right foundation in place for continued market expansion and advanced AI capabilities, we believe the best is yet to come.”
Royal Bank of Canada, the largest bank in the country by market capitalization, completed its offering of 600,000 Non-Cumulative 5-Year Fixed Rate Reset First Preferred Shares, Series BW (NVCC) (Preferred Shares) to certain institutional investors for gross proceeds of $600 million.
Osler, Hoskin & Harcourt LLP represented Royal Bank of Canada with a team consisting of Rosalind Hunter, Jeremy Wu, Ben Fickling (Corporate) and Timothy Hughes and James Chang (Tax).
The holders of Preferred Shares will be entitled to receive fixed-rate non-cumulative preferential dividends at a rate of 6.698 percent per annum, payable semi-annually, for the initial period ending November 24, 2029. Thereafter, the dividend rate on the Preferred Shares will reset every five years at a rate equal to the prevailing 5-year Government of Canada Yield plus 3.40 percent.
Net proceeds from this transaction will be used for general banking purposes.
Integra Resources Corp. (Integra) has agreed to acquire Florida Canyon Gold Inc. (FGCI) in a deal valued at approximately $95 million.
Cassels Brock & Blackwell LLP is acting as legal counsel to Integra, with Stifel and Trinity Advisors as financial advisors
Bennett Jones LLP and HBH Strategic Advisors are acting as legal counsel to FCGI, with Cormark Securities Inc. as financial advisor.
“The transaction between Integra and FCGI is a unique opportunity to combine production and cash flows with two complementary high-quality growth projects in the Great Basin, one of the best mining jurisdictions in the world,” said Integra CEO and President Jason Kosec. “Integra will benefit from the currently cash-flowing Florida Canyon mine, which provides investors immediate exposure to strong metal prices. DeLamar and Nevada North provide an unmatched growth pipeline that creates a pathway to grow Integra from a junior to mid-tier producer in the coming years. Moreover, the proximity of Florida Canyon to Nevada North will create a 20+ year mining complex that will benefit from tangible synergies. This transaction represents a monumental step towards Integra's long-term vision of building an industry-leading USA-focused mid-tier gold producer.”
“We are excited to announce the merger of FCGI with Integra, a strategic move that will significantly enhance the combined company's position as a leading US junior gold producer with a strong growth pipeline,” said FCGI Interim CEO Audra Walsh. “This transaction offers FCGI shareholders substantial ongoing ownership in the new company, providing the opportunity to participate in the anticipated future re-rating as DeLamar progresses toward production. The close proximity of Florida Canyon, DeLamar, and Nevada North has the potential to generate substantial synergies, paving the way for accelerated growth and operational efficiencies.”
The deal is expected to be completed in the fourth quarter of 2024, subject to certain closing conditions.
