Bennett Jones, Wildeboer Dellelce, Torys, Fasken, McMillan, Blakes, Davies, Goodmans counsel this week
Deal: AMD to acquire ZT Systems to bolster AI chip portfolio
Value: $6.6 billion (US$4.9 billion)
AMD’s acquisition of ZT Systems for approximately $6.6 billion (US$4.9 billion) is among the recent top deals in the technology sector. Canadian law firms Bennett Jones, Wildeboer Dellelce, Torys, Fasken, McMillan, Blakes, Davies, and Goodmans are involved in this week’s roundup.
AMD signed an agreement to acquire ZT systems, a provider of AI infrastructure for the world’s largest hyperscale computing companies, for approximately $6.6 billion (US$4.9 billion), inclusive of a contingent payment of up to US$400 million based on certain post-closing milestones.
Latham & Watkins LLP is serving as legal counsel, and Advisors Citi as the exclusive financial advisor, to AMD. Paul, Weiss, LLP is serving as legal counsel, and Goldman Sachs & Co. LLC as the exclusive financial advisor, to ZT Systems.
“Our acquisition of ZT Systems is the next major step in our long-term AI strategy to deliver leadership training and inferencing solutions that can be rapidly deployed at scale across cloud and enterprise customers,” said AMD Chair and CEO Lisa Su. “ZT adds world-class systems design and rack-scale solutions expertise that will significantly strengthen our data center AI systems and customer enablement capabilities. This acquisition also builds on the investments we have made to accelerate our AI hardware and software roadmaps. Combining our high-performance Instinct AI accelerator, EPYC CPU, and networking product portfolios with ZT Systems’ industry-leading data center systems expertise will enable AMD to deliver end-to-end data center AI infrastructure at scale with our ecosystem of OEM and ODM partners.”
“We are excited to join AMD and together play an even larger role designing the AI infrastructure that is defining the future of computing,” said ZT CEO Frank Zhang. “For almost 30 years we have evolved our business to become a leading provider of critical computing and storage infrastructure for the world’s largest cloud companies. AMD shares our vision for the important role our technology and our people play designing and building the computing infrastructure powering the largest data centers in the world.”
ZT Systems will join the AMD Data Center Solutions Business Group upon deal completion. ZT CEO Frank Zhang will lead the manufacturing business and ZT President Doug Huang will lead the design and customer enablement teams, both reporting to AMD Executive Vice President and General Manager Forrest Norrod.
The deal is expected to close in the first half of 2025, subject to certain regulatory approvals and other customary closing conditions.
Shift4 Payments, known for simplifying complex payments ecosystems worldwide, has agreed to acquire Givex, a leading provider of integrated technology solutions that enhance customer engagement through gift cards and loyalty programs, in a deal valued at $200 million.
Bennett Jones LLP is serving as the legal counsel to Shift4, with Goldman Sachs & Co. LLC as the exclusive financial advisor.
Wildeboer Dellelce LLP is serving as the legal counsel, and Canaccord Genuity Corp. as the exclusive financial advisor, to Givex. Torys LLP is serving as the legal counsel to the Givex Special Committee.
“Givex has a considerable footprint around the world which will dramatically increase Shift4's overall customer base,” said Shift4 President Taylor Lauber. “At the same time, their gift card and loyalty solutions are second to none and will add significant value for our customers, creating stickier relationships and enhancing our overall value proposition.”
“The Givex Team looks forward to joining the Shift4 family and bring our enterprise gift card capabilities and loyalty programs to hundreds of thousands of new customers,” said Givex CEO Don Gray. “By combining Shift4's end-to-end payment solution with our value-added engagement services, we can deliver an unparalleled package to both of our customer bases.”
Following closing, it is expected that the Givex Shares will be de-listed from the TSX and that Givex will apply to cease to be a reporting issuer under applicable Canadian securities laws.
The deal is expected to close in November 2024, subject to customary closing conditions.
Crypto mining company Bitfarms Ltd. agreed to acquire rival Stronghold Digital Mining Inc. in a deal valued at approximately $236 million (US$175 million). The acquisition value includes US$125 million in equity and US$50 million in debt.
Skadden, Arp, Slate, Meagher & Flom LLP, McMillan LLP, Peterson McVicar LLP, Fasken Martineau DuMoulin LLP and Firm 21m PLLC are serving as legal counsel to the Special Committee of the Board of Directors of Bitfarms, with Moelis & Company LLC acting as the financial advisor.
Blake, Cassels & Graydon LLP and Vinson & Elkins LLP are serving as legal counsel to Stronghold, with Cohen & Company Capital Markets, a division of J.V.B. Financial Group, LLC providing a fairness opinion and is serving as exclusive financial advisor.
“After three years of ongoing discussions, I am proud to announce this transformative acquisition, which is a decisive step in securing a strong future for Bitfarms,” said Bitfarms CEO Ben Gagnon. “With this transaction, we expect to expand and rebalance our energy portfolio to 950 MW with nearly 50 percent in the U.S. by the end of 2025 and have visibility on multi-year expansion capacity up to 1.6 GW with approximately 66 percent in the U.S., up from approximately 6 percent today. By vertically integrating with power generation, expanding our energy trading capabilities and securing two high potential sites for HPC/AI with significant multi-year expansion potential, we are executing our strategy to diversify beyond Bitcoin mining to create greater long-term shareholder value.”
“Having mined over 25,000 Bitcoin with renewable energy to date, Bitfarms is also extending its environmental leadership with the acquisition of these reclamation facilities,” said Bitfarms Director of Sustainability Arnold Lee. “Stronghold has reclaimed thousands of acres of toxic waste, reducing the environmental footprint of historical mining activities and eliminating acid mine drainage that has been contaminating U.S. waterways since the 1800’s. Additionally, Stronghold’s Carbon Capture Projects have the potential to capture over 60,000 tons of carbon dioxide annually, providing Bitfarms additional revenue and making it one of the largest potential carbon capture projects globally.”
“Bitfarms has the vision and financial fortitude to unlock the value of Stronghold’s assets, and, given the accretion and future growth of the combined business, we are pleased that our shareholders will have the opportunity to participate in the significant upside potential,” said Stronghold CEO, President and Chairman Gregory Beard. “We look forward to leveraging Bitfarms’ operational expertise and proprietary data analytics system to further optimize our sites and return once-blighted land to local communities. “
The deal is expected to be completed in the first quarter of 2025, subject to the receipt of Stronghold shareholder approval, applicable regulatory approvals, certain third-party consents and other customary closing conditions.
AutoScout24, the leading pan-European online automotive marketplace, signed an agreement to acquire Toronto-based TRADER Corporation (“TRADER Canada”) from Thoma Bravo.
Davies Ward Philipps & Vineberg LLP, Simpson Thacher & Bartlett LLP, and Freshfields Bruckhaus Deringer LLP are serving as legal counsel to AutoScout24, with RBC Capital Markets and Deutsche Bank as financial advisors.
McMillan LLP, Goodmans LLP, and Kirkland & Ellis LLP are serving as legal counsel to TRADER, with Goldman Sachs & Co. LLC acting as lead financial advisor. BofA Securities and HSBC Securities (USA) Inc. are also acting as financial advisors to TRADER.
AutoScout24 Group includes leading online automotive marketplaces in continental Europe, Germany's largest online automotive market for leasing offers, LeasingMarkt.de, and one of Europe's fastest-growing B2B used car trading platforms, AutoProff.
TRADER Canada operates Canada's leading online automotive marketplaces, English-language AutoTrader.ca and French-language AutoHebdo.net, with 26 million monthly visits, more than 450,000 vehicle listings, and 5,000 dealer partners. The company also provides several automotive dealer software solutions under the AutoSync brand and operates Dealertrack, the leading Canadian portal connecting automotive dealers and lenders, as well as Collateral Management Solutions, the primary provider of lien and registration services, recovery services, and insolvency management solutions to Canadian Lenders.
“TRADER Canada's impressive long-term track record, clear position as Canada's most important automotive marketplace, and comprehensive expertise in dealer software and fintech solutions speak for themselves,” said AutoScout24 CEO Peter Brooks-Johnson. “This acquisition strengthens AutoScout24's position as a leading global online automotive marketplace and will help accelerate the growth of both platforms. As a result, we will offer our customers, trade partners, OEMs, and financing partners in Europe and Canada better services and more innovative solutions.”
“AutoScout24's track record of success with their automotive marketplaces presents a perfect alignment with the TRADER business and our future long-term goals,” said TRADER President and CEO Sebastian Baldwin. “In addition to our marketplaces, which are the #1 most trusted choice for Canadian car shoppers, our market-leading software and automotive finance solutions businesses represent further opportunities for collaboration. We look forward to working together to continue strengthening TRADER's market-leading position across the breadth of the Canadian automotive sector.”
The deal is expected to be completed in the fourth quarter of 2024.
