Davies, Stikeman Elliott assist in Plusgrade’s $500-million acquisition of Points.com

$5 billion deal advised by Fried Frank Harris Shriver & Jacobson LLP tops deals roundup

Davies, Stikeman Elliott assist in Plusgrade’s $500-million acquisition of Points.com

In the global travel sector, Stikeman Elliott guide Plusgrade and Davies Ward Phillips & Vineberg assisted Points.com Inc. in a $500-million M&A deal. This week’s roundup also includes a $5- billion acquisition of a U.S.-based real estate investment trust by Brookfield, with Fried Frank Harris Shriver & Jacobson LLP’s assistance.

Travel Industry M&A: Plusgrade to acquire Points.com for $500 million

Plusgrade, a revenue platform for the global travel industry, signed an agreement to buy loyalty programs company Points.com Inc. for $499.8 million.

Stikeman Elliott acted as legal counsel and TD Securities as financial advisor to Plusgrade.

Davies Ward Phillips & Vineberg advised Points.com. RBC Capital Markets and Blair Franklin Capital Partners Inc. are Point’s financial advisors.

Novacap and CDPQ are providing equity financing to the transaction.

“We are thrilled to be joining forces with Plusgrade in what will become a truly global leader and provider of value-adding and revenue-generating services for partners in the airline, hospitality, rail and financial services industries,” said Rob MacLean, Points CEO. “Additionally, we have benefitted from a supportive group of shareholders over the past number of years and are pleased to have created this compelling outcome.”

“The combination of our two companies provides a unique opportunity to bring together two Canadian success stories that are each leading operators in different aspects of ancillary revenue and loyalty commerce, to create something much greater, for the benefit of our partners in the global travel industry, and ultimately for the benefit of the traveller,” said Ken Harris, Plusgrade Founder and CEO. “The strong cultural fit between our teams will act as a catalyst for future combined growth.”

The transaction is expected to close in early July 2022.

Brookfield to buy U.S.-based Watermark Lodging Trust for $5 billion

Brookfield signed an agreement to acquire U.S.-based Watermark Lodging Trust, Inc., a real estate investment trust with a portfolio consisting of 25 properties and 8,100 rooms across 14 states, for $4.93 billion.

Fried Frank Harris Shriver & Jacobson LLP is acting as legal counsel to Brookfield, with Citigroup, Bank of America, JP Morgan, and Wells Fargo acting as both financial advisors and financers for the deal.

Clifford Chance US LLP and Paul Hastings LLP are acting as legal counsel to Watermark, with Morgan Stanley & Co. LLC as exclusive financial advisor and Hodges Ward Elliott as real estate advisor.

"We are very pleased to reach this agreement with Brookfield, as it achieves our longer-term objective of a liquidity event, while providing our stockholders with an immediate and certain cash value," said Michael Medzigian, Chairman and CEO of Watermark. "The transaction's premium to our most recently published Net Asset Values per share represents the strong execution of our entire team who have demonstrated the ability to find innovative solutions to address the challenges brought on by the COVID-19 pandemic.  I would like to thank the members of our Watermark team, across all functions, for their dedication and hard work over the past several years."

"Hotels and resorts of this scale and quality are difficult to replicate," said Lowell Baron, Managing Partner and Chief Investment Officer in Brookfield's Real Estate Group. "This portfolio is well positioned given its concentration in high barrier to entry coastal destinations, gateway cities and the sunbelt."

The transaction is expected to close in the fourth quarter of 2022.

Swiss firm Glencore to invest $260 million in lithium-ion battery recycler Li-Cycle

Li-Cycle Holdings Corp., a lithium-ion battery recycling company, partnered with Swiss commodities trader Glencore in a $260-million investment deal.

As part of the transaction, Glencore will subscribe for $260 million of convertible debt in Li-Cycle, which is equivalent to a 10 percent interest in Li-Cycle shares, and Li-Cycle will be the preferred partner for Glencore in the lithium-ion battery resource recovery sector.

Kunal Sinha, Head of Recycling at Glencore, said: “We are excited to announce this new strategic partnership with Li-Cycle. We both believe that battery recycling will form a key part of the energy transition. Our bold aim is to help support the creation of a genuinely circular economy that supplies recycled materials and minerals back into the battery supply chain,” Kunal Sinha, Head of Recycling at Glencore, said. “We are united in our ambition to further the energy and mobility transition. Glencore’s industry-leading Net Zero total emissions reduction strategy is supported by key investments such as this, which is also expected to complement our existing investments and relationships with key partners in the battery and EV space.”

Upon closing, Glencore will nominate Kunal Sinha as board member to Li-Cycle.