Already in 2023, the insurance firm has announced five acquisitions, marking more than 185 such deals since its founding in 2011. The company now serves customers from more than 250 offices across the United States.
This year alone, WIA announced the following agencies joined its team. Terms of the deals were not disclosed:
Jan. 1: K. Bell and Associates Inc., Cold Spring Harbor, N.Y.
March 1: Landscape Contractors Insurance Services Inc., Fresno, Calif.; Hadley & Lyden Inc., Winter Park, Fla.; and Henri D. Kahn Insurance Service LLC, Laredo, Texas
World Insurance also closed out 2022 with a slew of buys, including three on Dec. 1 and four on Dec. 31, 2022. Those were:
Dec. 1, 2022:Future Insurance Group, Schererville, Ind.; SJD Insurance Services Inc., Great Falls, Va.; and Katz/Pierz, Cherry Hill
Dec. 31, 2022: Esten & Richard Agency Inc., Woonsocket, R.I.; Durfee Buffinton Insurance Agency Inc., Fall River, Mass.; Tomlinson & O’Neil Insurance Agency Inc., New Bedford, Mass.; and Volaris Insurance Group LLC, Tampa, Fla.
With each move, World Insurance CEO and co-founder Rich Eknoian welcomed the teams to the company, assuring each firm’s clients of continued high levels of service. He added that, by joining World Insurance, the additions would be able to offer their clients “even more products and services.”
Following Sanofi‘s $35 million equity investment last month, the global health care company will acquire Red Bank-based Provention Bio Inc. for $25 per share, representing an equity value of approximately $2.9 billion.
In a March 13 announcement, the Paris-based buyer, which has its U.S. headquarters in New Jersey, described the move as a strategic fit, benefiting its intersection of growing immune-mediated diseases and disease-modifying therapies, in addition to its diabetes expertise. The target says the move will help deliver its work to more patients faster.
“The acquisition of Provention Bio builds on Sanofi’s mission to deliver best- and first-in-class medicines and resonates with our purpose of chasing the miracles of science for the benefit of people,” Sanofi Executive Vice President, General Medicines Olivier Charmeil said in a statement. “By coupling Provention Bio’s transformative innovation with Sanofi’s expertise, we aim to bring life-changing benefits to people at risk of developing Stage 3 type 1 diabetes.”
The acquisition builds on an existing co-promotional agreement between the parties for TZIEFLD (teplizumab-mzwv), which would become part of Sanofi’s General Medicines asset portfolio under the deal, helping that company’s strategic shift toward products with differentiated profiles. Provention Bio’s fully owned therapy for type 1 diabetes was approved by the U.S. Food & Drug Administration in 2022 as the first, and only, treatment to delay the onset of Stage 3 type 1 diabetes (T1D) in adults and pediatric patients 8 years or older with Stage 2 T1D, according to the announcement.
Looking ahead
TZIELD – a CD3-directed antibody – is also in late-stage clinical development for the treatment of pediatric and adolescent patients who are newly diagnosed with clinical, Stage 3 T1D. A Phase 3 trial, PROTECT, is currently underway with top line results expected in the second half of 2023. According to Provention Bio and Sanofi, additional opportunities for TZIELD include re-dosing and formulations as well as new therapeutic indications.
Approximately 65,000 people are diagnosed with Stage 3 T1D annually. Using its own expertise in treating the disease, Sanofi said it will continue to maximize TZIELD’s potential.
“Any additional indications, approvals and pipeline assets only serve to further our excitement. Given our existing partnership and complementary work in the diabetes and immunology spaces, we foresee a seamless integration and execution,” Charmeil added.
In a statement, Provention Bio CEO and co-founder Ashleigh Palmer said the company and Sanofi “share a common vision of bringing new therapies to patients with autoimmune diseases,” pointing to the success the parties have experienced thus far as as collaborators.
“Under our co-promotion agreement, our companies have made significant progress educating health care providers and increasing patient access during the initial U.S. commercial launch of TZIELD,” Palmer continued. “Sanofi’s global expertise and commitment to immunology makes them an ideal acquiror and positions our innovative therapy to reach more patients as quickly as possible.”
Following news of the deal, which Sanofi expects to close in the second quarter of this year, Provention Bio’s stock jumped approximately 260% to $24.16 in pre-market trading on March 13.
Under the terms, Sanofi will commence a cash tender offer to acquire all outstanding shares of Provention Bio for $25 per share. The deal is subject to customary closing conditions, including the tender of a number of shares of Provention Bio common stock that – together with shares already owned by the acquiring company and its affiliates – represents at least a majority of outstanding shares of the target; the expiration or termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvement Acts of 1976; and other customary conditions.
If and when the tender offer is completed, a wholly owned subsidiary of Sanofi will merge with and into Provention Bio and all of the outstanding shares of that company that are not tendered will be converted into the right to receive the same $25 per share in cash that was offered to Provention Bio shareholders in the tender offer.
Sanofi said it plans to close the deal with available cash resources.
Recently it was announced that company will move its U.S. base in Bridgewater to Morristown. The news came about a year after the sale of Sanofi’s current Somerset County property, which it still occupies, to a California investment firm for $260.65 million. At the time, CBRE identified the deal as the largest single tenant transaction in the state since 2016.
PJT Partners serves as exclusive financial advisor to Sanofi and Weil, Gotshal & Manges LLP is acting as its legal counsel. BofA Securities Inc. and Centerview Partners LLC are providing financial advice to Provention Bio, with Ropes & Gray LLP acting as counsel.
The proposed $3.8 billion merger agreement between JetBlue and Spirit Airlines faces a major new challenge as the U.S. Department of Justice announced March 7 it was filing a civil antitrust lawsuit to block the move, which would create the nation’s fifth largest airline.
The merger, announced last July, would result in a combined airline with a fleet of 458 aircraft serving a combined 77 million customers.
The Justice Department, along with attorney generals of Massachusetts, New York and the District of Columbia, allege in a complaint that the two airlines are fierce competitors in the sector and that eliminating that competition will further consolidate the nation’s airline industry, resulting in increased fares and reduced choices for travelers.
The complaint alleges that Spirit’s low-cost, no-frills flying option has led to lower fares and more options making it possible for more Americans to travel. And officials say eliminating that “Spirit Effect,” which forces other carriers to lower their fares, would decimate the ultra-low-cost capacity in the U.S.
Garland
“As our complaint alleges, the merger of JetBlue and Spirit would result in higher fares and fewer choices for tens of millions of travelers, with the greatest impact felt by those who rely on what are known as ultra-low-cost carriers in order to fly,” said U.S. Attorney General Merrick Garland. “Companies in every industry should understand by now that this Justice Department will not hesitate to enforce our antitrust laws and protect American consumers.”
“Ultra-low-cost carriers make air travel possible so more Americans can take a much-needed family vacation or celebrate or mourn together with loved ones,” said Associate Attorney General Vanita Gupta. “We allege that the proposed merger would lead to fewer seats and higher prices for travelers.”
Under Section 7 of the Clayton Act, the complaint alleges that Spirit has been an industry disruptor that has helped forced larger airlines to compete for customers by introducing innovative products and services, such as introducing unbundled, customizable ticket options and lowering its own fares. The complaint further alleges that if this acquisition is allowed to proceed, prices would increase on routes where the two airlines currently compete, especially on the more than 40 direct routes where the two companies’ combined market shares are so high that the deal is presumptively anticompetitive.
Moving ahead
Not surprisingly, the two airlines have a much different take on things.
The proposed $3.8 billion merger agreement between JetBlue and Spirit Airlines would result in a combined airline with a fleet of 458 aircraft serving a combined 77 million customers.
JetBlue and Spirit say that their merger would boost competition nationally, and essentially create the opportunity to put JetBlue’s increased legroom and free amenities on Spirit aircraft, creating more low-fare, great experience options for travelers.
Under the proposed agreement, JetBlue would pay $33.50 per share in cash, which included a prepayment of $2.50 per share in cash and a ticking fee of $0.10 per month that began in January through the closing, which the airlines had hoped would take place no later than the first half of 2024.
However, if the deal is rejected for antitrust reasons, JetBlue will pay Spirit a reverse break-up fee of $70 million and pay Spirit stockholders a reverse break-up fee of $400 million, minus any amounts paid to them prior to termination.
The two airlines say they will press on with their plan to create a national challenger to the Big Four airlines.
“Customers deserve a competitive airline marketplace, and we will pursue this merger to ensure they get it, continuing to disrupt the legacy airlines with low fares and award-winning service that even the DOJ has applauded,” said JetBlue CEO Robin Hayes in a statement. “We believe the DOJ has got it wrong on the law here and misses the point that this merger will create a national low-fare, high-quality competitor to the Big Four carriers which – thanks to their own DOJ-approved mergers – control about 80% of the U.S. market. There is too much at stake for the DOJ to prevent us from bringing the JetBlue difference to more customers in more markets.”
“We disagree with the DOJ’s decision to seek to block the proposed merger, which will benefit consumers and employees,” said Spirit CEO Ted Christie. “We will vigorously defend our position that a combined JetBlue and Spirit will be a game changer for customers nationwide, creating the most compelling national low-fare challenger to the dominant U.S. carriers. Together, we intend to democratize flying for travelers across the country – a goal we believe is worthy of the government’s support.”
Shrewsbury-based iPEC, a certified coaching firm, announced March 1 it acquired Verus Global, a consulting and training group based in Littleton, Colo. Terms of the deal were not disclosed.
“Beyond the obvious operational and marketing synergies, the merger will give us the ability to awaken more potential by engaging with two complementary halves of the education and coaching spectrum,” iPEC CEO Joan Ryan said in a statement.
Verus Global CEO Craig Ross added, “The move was representative of the company’s aspirational philosophy to ‘Do Big Things.’ We needed a bigger stage to continue and accelerate our growth to serve our clients, and iPEC wanted to add a complementary new profit center of real-world collaborative impact in organizations.”
With the acquisition, Ross’ new title within iPEC will be chief impact officer.
A consulting and training group, Verus Global launched more than 30 years ago delivering parenting workshops, according to its website. Its focus is equipping companies with resources to help their employees work together to achieve success.
iPEC also was founded nearly 30 years ago by Bruce Schneider and was one of the first coach-training programs to be accredited by the International Coaching Federation, according to the company.
Through its eighth-month course curriculum, iPEC’s coaching certification program has trained more than 25,000 adults, who move on to careers such as life coaching and transitions; health and wellness coaching; executive and leadership development coaching; and sports and performance coaching.
Ryan and Ross will host a webinar at 1 p.m. ET March 8 called Leading Teams Into the Future, where they will discuss 2023 workplace trends and why the two companies have joined forces. To register, visit go.ipeccoaching.com/verus-global-merger.
In the notice, Whippany-based MIM said that as of Dec. 31, 2022, Raven’s assets under management totaled $2.1 billion.
Financial terms of the deal, which is subject to customary closing conditions, were not disclosed.
Raven invests across the private credit spectrum, specializing in primary origination, underwriting, execution and management of middle market direct asset-based investments. The firm focuses on direct asset-based investments, including senior secured loans and outright purchase of cash-flowing assets. Its specialty assets include music and media.
“The addition of Raven Capital Management will broaden and further distinguish our offerings in higher yielding private credit and alternative investments,” Steven Goulart, MIM president and executive vice president and chief investment officer for MetLife, said in a statement. “MIM will be able to deliver more for our clients and continue to expand our range of capabilities and complementary investment strategies.”
Josh Green, Raven’s founder, president and chief investment officer, said the team was excited to join MIM, adding that the move would allow Raven “to bring investment solutions to an even broader group of institutional clients.”
Whippany-based MIM, the institutional asset management business of MetLife Inc., is a global public fixed income, private capital and real estate investment manager. As of Sept. 30, 2022, MIM had $571.2 billion in total assets under management.
Sandy Alexander Inc., a commercial graphic communications firm based in Clifton, announced Feb. 6 that it acquired Abbott Communications Group, headquartered in Orlando, Fla.
This is the first acquisition for Sandy Alexander since it was bought by Colorado-based private equity firm Snow Peak Capital in April 2022. Financial terms of the ACG deal were not disclosed.
Founded in 1977, ACG offers printing, mailing and print management solutions to customers in the entertainment, hospitality and advertising markets.
“It was important for ACG to find a partner that can help the company grow while preserving the legacy of our family business, and we certainly found that in Sandy Alexander,” ACG President Art Abbott said in a statement.
Sandy Alexander CEO Mike Graff said the deal adds “a highly complementary operation to our existing Orlando and Tampa Bay locations.”
In addition to its Clifton headquarters, Sandy Alexander has facilities in New York, California and Florida, as well as satellite sales offices Illinois, Ohio, Michigan, California, Oregon and Florida, according to its website.
Anthony Chirikos, partner at Snow Peak Capital, welcomed the ACG team to the company and added, “We are eager to support the team through this next chapter and we plan to continue to expand the platform through organic initiatives as well as through disciplined M&A.”
Stradling Yocca Carlson & Rauth acted as legal advisor to Snow Peak Capital. New Direction Partners and WhiteBird PLLC served as financial and legal advisors, respectively, to ABC. Debt financing for the transaction was provided by PNC Bank and M&T Bank.
Growing Michael Graves Architecture expanded its reach further with the addition of a North Carolina-based architecture firm.
On Jan. 31, the Princeton-based buyer announced its acquisition of Walter Robbs Callahan & Pierce Architects PA. According to MG, the move will add specific strengths – particularly in higher education, K-12 education, community and sports – in addition to expanding its reach into new regions and continuing to revitalize the enduring creative and innovative legacy of the firm’s namesake, Michael Graves.
For the latest addition, MG President and Chief Executive Officer Joe Furey said the talent and expertise of Walter Robbs was immediately apparent.
Furey
“As we learned more about each other, we realized our values were aligned, and that our collaboration would create instant synergy,” he explained in a statement. “We were immediately impressed with Walter Robbs’ portfolio, its people, and the collaborative nature of the firm’s operations, which will lead to many new opportunities in the higher education, K-12, community, and sports sectors, as well as in the North Carolina market.
“We believe this acquisition will further enhance our design capabilities and market sector knowledge, as well as build upon our core values of innovation, commitment to quality, and unwavering client service,” Furey added.
Recent work
MG: The St. Regis Hotel in Cairo, Egypt; a Fortune 100 company headquarters at Midtown Center in Washington, D.C.; The Loutrel Hotel in Charleston, S.C.; 1776 by David Burke featuring Topgolf Swing Suites in Morristown
Walter Robbs: Wake Forest University’s Sutton Sports Performance Center, Shah Basketball Complex, and McCreary Football Complex; the Bailey Power Plant core and shell renovation in Winston-Salem, N.C.; and the NC State University Memorial Belltower renovation in Raleigh
Moving forward, the target will be known as Walter Robbs Architects PA, a Michael Graves Company.
All staff will be incorporated into MG’s organization with Furey overseeing the integration. Walter Robbs’ Wesley Curtis, Ken McDaniel and Matt Messick will serve as principals, and existing partners Joe Bircher, Amy West, Katie Pepper, Larry Robbs, Rence Callahan and Clark Pierce will remain as such, according to MG.
Financial terms of the deal were not disclosed.
“At Walter Robbs, our team has always been at the heart of who we are,” said McDaniel, the firm’s former president. “This new chapter will provide unique opportunities and peer relationships for our N.C.-based staff, and we’re excited to foster this growth in an environment of shared goals, principles, and collaboration.”
Looking ahead, Furey will also focus on the more than 50-year-old firm’s continued acquisition strategy as part of its strategic plan.
SobelCo, an accounting and advisory firm with offices in Livingston and Woodcliff Lake, on Feb. 1 merged with Minneapolis-based CLA (CliftonLarsonAllen LLP), the eighth-largest accounting firm in the U.S.
The more than 200 members of SobelCo’s team will continue to serve clients from their New Jersey offices, CLA said in the announcement. The move brings CLA’s workforce to more than 580 employees in the New Jersey, New York and Pennsylvania areas.
No other terms of the deal were disclosed.
Sobel
“We chose CLA because of our shared client promise and core values,” SobelCo Managing Member Alan Sobel said in a statement. “In joining CLA, we’re gaining the capacity to expand our team and strengthen our commitment to understand the challenges our clients face and deliver targeted business strategies to address those challenges on both a personal and professional level.”
Founded in 1956, SobelCo provides accounting, tax and advisory services to businesses. In 2022, the firm was named one of NJBIZ’s Best Places to Work in New Jersey.
“SobelCo is recognized as a leader in the community offering a broad range of valuable services,” said Scott Engelbrecht, chief geographic officer for CLA. “The team’s deep industry knowledge and multi-disciplinary approach helps them keep clients ahead of the curve. I’m excited to welcome the SobelCo team members to the CLA family as we continue to expand our reach into New Jersey, New York, and surrounding areas.”
Allan Koltin, CEO of Koltin Consulting Group, which advised both firms on the move, described SobelCo as being among “New Jersey’s ‘Best of the Best’ CPA firms.”
Koltin added, “[T]he SobelCo team was much sought after by many of the regional and national firms in the Northeast. They chose CLA based on cultural and strategic fit.”
CLA employs more than 8,500 people and has nearly 130 locations across the U.S. Its offerings include wealth advisory, outsourcing, audit, tax and consulting services.
The full-service multi-disciplinary professional consulting and design firm from Melville, N.Y., said Jan. 30 it added Crew Engineers to its business as of Jan. 27.
The Crew team will remain at its Butler office and will have a primary focus within H2M’s water, wastewater, environmental and civil engineering disciplines, according to the announcement. Further terms of the deal were not disclosed.
According to the buyer, the pairing affirms the strategic business decision each party has made to bring their relationship to the next level.
“Crew Engineers has an exceptional reputation in the water, wastewater, environmental, and civil engineering design sector,” James Neri, senior vice president, discipline director of water at H2M, said in a statement. “The firm has always been committed to providing the highest level of service to their clients which aligns seamlessly with H2M’s core values, making this partnership a perfect fit.”
Crew Engineers will maintain its Butler office after being acquired by H2M. – H2M ARCHITECTS+ ENGINEERS
Founded in 1995, Crew Engineers has experience dating back to 1957. According to H2M, everything the firm does is driven by its goals to provide thorough engineering services for all clients and to act with social and environmental responsibility and integrity.
In addition to water, wastewater, environmental and civil engineering, the target also offers services in construction administration, permitting, stormwater and schools, according to its website.
“Joining a multi-disciplinary firm like H2M allows us to continue providing exceptional professional engineering design services to our current customers, while allowing us to expand our resources and capabilities to allow for more complex projects to both current and new customers,” said Mauro Bacolo, president and senior project manager, on the partnership with H2M.
Market director of energy at H2M architects + engineers Market Director of Energy Philip Schade penned a piece for NJBIZ with insights as to how utilities can keep the power on despite strengthening storms. Read more about preparing for the inevitable here.
UPDATED 11:54 a.m. ET FEB. 2: Infrastructure Investments Fund’s acquisition of South Jersey Industries was made official Feb. 1, as planned.
“The completion of this transaction marks an exciting new chapter for SJI,” Mike Renna, president and CEO of SJI, said in a statement. “We are excited to join forces with IIF and continue to support the environmental goals of our state and region through investing in sustainability and clean energy initiatives. Looking ahead, we will continue to leverage our talented workforce to build a better today and tomorrow.”
Editor’s note: This is an update to the original story, which published Jan. 25 and continues below.
————————–
The New Jersey Board of Public Utilities on Jan. 25 approved the Infrastructure Investments Fund’s previously announced $8.1 billion acquisition of Folsom-based South Jersey Industries, an energy infrastructure holding company.
The action is the final regulatory approval needed to complete the deal, which is expected to close Feb. 1, the organizations said.
According to the initial February 2022 announcement, SJI will remain locally managed and operated with its headquarters in Folsom. CEO Mike Renna and the current management team will continue to lead SJI.
Once the deal closes, SJI will cease trading on the New York Stock Exchange and become a private company.
SJI also said it notified the NYSE that it is voluntarily delisting its 5.625% Junior Subordinated Notes due 2079 and its Corporate Units from the NYSE. The company will file Form 25 with respect to the delisting on or about Feb. 6.
In a joint statement, the companies said, “We are pleased that the NJ BPU recognizes the significant benefits this partnership presents for the communities in which SJI operates.”
Under the terms of NJBPU’s approval, SJI’s commitments include:
$75 million in financial benefits for SJI subsidiaries Elizabethtown Gas and South Jersey Gas customers, including a rate credit to all customers and bill relief for certain accounts in arrears due to the COVID-19 pandemic
$5 million in community contributions, which may include charitable, educational, community support and economic development efforts
$2.5 million in contributions to NJ SHARES (not earmarked for Elizabethtown Gas or South Jersey Gas customers), to assist low-income customers with payment of their utility bills
Before the deal closes, SJI’s board will declare a “stub period” dividend as allowed by the transaction. The dividend will be in an amount equal to $0.1499 per share of common stock and payable to stockholders as of the close of business on the last day that common stock is traded on the NYSE, which is expected to be Feb. 1.
“As energy markets across the U.S. and New Jersey accelerate the transition toward low carbon and renewable energy, the SJI Board determined that now is the opportune time to join forces with IIF,” Renna said when the deal was originally announced. “IIF is a trusted partner and long-term investor in utility and renewable energy companies, and together we will be well positioned to execute on SJI’s clean energy and decarbonization initiatives in support of the environmental goals of our State and region.”
Fairfield-based accounting firm Smolin Lupin announced Jan. 19 it expanded its team through a merger with Roche Miseo Barchetto LLC, a CPA firm based in Parsippany.
As part of the agreement, the RMB staff is relocating to Smolin’s Fairfield office, according to Smolin. No other terms of the deal were disclosed.
Founded in 1987 as Roche Miseo & Co., RMB serves clients throughout the tri-state area and specializes in accounting for contractors, notably in the surety and banking community. RMB also services wholesale distributors, professional service entities and real estate professionals.
In the announcement, Ted Dudek, a managing member of Smolin, welcomed the RMB team to the firm, adding, “We believe Smolin will benefit greatly from RMB’s accounting and tax experience and commitment to quality and timely service.”
The firm noted that the merger will expand Smolin’s client base in the construction industry.
RMB co-founder Carmen Miseo said that the firms “share the same vision and philosophies” and that the merger will allow the RMB team “to expand our client services and provide the necessary specialization in an ever-expanding marketplace of accounting and tax services.”
In November, Merck announced its intent to acquire California-based biopharmaceutical company Imago BioSciences Inc. for approximately $1.35 billion. On Jan. 11, it expects to close the deal.
In a Jan. 11 statement, the Rahway-headquartered pharmaceutical giant said it completed its cash tender offer, through a subsidiary, for all of the outstanding shares of common stock of Imago, at a purchase price of $36 per share in cash.
Merck said about 31.3 million shares of common stock of Imago were validly tendered and not withdrawn from the tender offer, representing approximately 89.2% of the total number of Imago’s outstanding shares on a fully diluted basis.
As previously announced, following the closing of the deal, Imago will merge with M-Inspire Merger Sub Inc., a subsidiary of Merck, with Imago surviving the merger. Imago will then become a subsidiary of Merck.
Davis
Imago focuses on developing treatments for myeloproliferative neoplasms (MPNs) and other bone marrow diseases.
“We continue to invest in our pipeline with a focus on applying our unique capabilities to unlock the value of breakthrough science for the patients we serve,” Merck President and CEO Robert Davis said in November. “This acquisition of Imago augments our pipeline and strengthens our presence in the growing field of hematology.”
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