Minerals Technologies Inc. has come out as the victor after a monthlong battle to buy Amcol International Corp., as Amcol on Monday accepted its offer of $1.7 billion including debt and terminated its previous merger agreement with Imerys SA.
EBay Inc. on Monday rejected a pair of board nominees proposed by Carl Icahn, fanning an ongoing feud with the billionaire activist investor who claimed the same day that mismanagement by the company's CEO has cost shareholders more than $4 billion.
Real estate investment trusts are experiencing a flurry of activity and posted solid gains in February thanks to growing confidence in the economy, and experts say mergers, public offerings and capital grabs are likely to continue to increase this year despite an uncertain tax future.
With the pageantry surrounding Leo E. Strine Jr.’s new job as chief justice of the Delaware Supreme Court over, the focus now turns to how he may shape the court's upcoming term with the most hotly anticipated decision being the appeal of one of the new chief justice’s own opinions.
The owner of China’s Juneyao Airlines is in talks with Boeing and Airbus to clinch 20 planes in a deal that could be worth nearly $2 billion, while the likes of Blackstone and Bain Capital are eyeing up Northwestern Mutual Life Insurance Co.’s $3 billion indexing and management firm.
A U.K. competition court on Friday upheld an order requiring Ryanair Holdings PLC to sell off most of its nearly 30 percent stake in rival Aer Lingus Group PLC, ruling that the Competition Commission did not overstep its authority by forcing the divestiture.
A Zale Corp. shareholder filed a class action Thursday in Delaware Chancery Court, accusing the private equity-backed jeweler of breaching its fiduciary duty by letting Signet Jewelers Ltd. acquire it for only $690 million.
After failing to convince regulators that further consolidation would benefit the U.S. wireless industry, the CEO of Sprint Corp. parent SoftBank Corp. will make his case to business leaders and policymakers on Tuesday. But while experts acknowledge some merit to his arguments, they question the viability of this public relations push.
Daimler AG plans to sell its 50 percent stake in joint venture Rolls-Royce Power Systems Holding Inc. to its partner Rolls-Royce Plc. in a deal that the German car maker says will bring it “significant cash flow,” according to a Friday statement.
A male in-house counsel once told me I had not been "nice" to him when I approached him about a business opportunity and would therefore not get the business. To add insult to injury, one of my male partners told me I should be flattered by the interest paid to me by the in-house counsel, says Paulette Brown, chief diversity officer at Edwards Wildman Palmer LLP.
Several people have told me that they had a lot of trepidation when they found out they would be working for a woman. To be effective, you need to be able to eliminate or address the conscious or unconscious bias colleagues may have about having a female boss, says Nancy Mitchell, chairwoman of Greenberg Traurig LLP's New York business reorganization and financial restructuring practice.
Mining giant Cliffs Natural Resources Inc. said Friday that New York-based activist investor Casablanca Capital LP has rejected its offer to settle a proxy fight and is still barreling ahead with attempts to gain full control of the company's board and replace its CEO.
In this week's Taxation With Representation, Pennsylvania is the center of the M&A universe thanks to deals advised by Weil Gotshal, Reed Smith and Wachtell Lipton Rosen & Katz.
Malaysian state hydrocarbon developer Petronas will sell 10 percent of its British Columbia LNG assets to India Oil Corp. Ltd, the companies said Friday.
Safeway Inc. is being bought by grocery store chain Albertsons, backed by New York private equity giant Cerberus Capital Management LP, in a $9 billion deal that will merge two of the largest grocery store chains in the U.S., the companies said Thursday.
A Delaware bankruptcy judge on Thursday approved Plextronics Inc.'s $32.6 million sale to a unit of a unit of Belgian chemical giant Solvay SA, the technology research company's largest shareholder and creditor.
U.S. Department of Justice antitrust chief Bill Baer has recused himself from reviewing Comcast Corp.'s $45 billion bid for Time Warner Cable Inc., but the watchdog signaled Thursday that it still means business by naming Federal Communications Commission veteran Renata Hesse and litigation deputy David Gelfand to lead the probe.
In the largest pension swap to date, U.K. insurer Aviva PLC said Thursday that it had agreed to a record-setting longevity swap worth £5 billion (US$8.4 billion) for its defined-benefit staff pension scheme, transferring the risk of about 19,000 members to three reinsurers.
Two Internet privacy advocacy groups on Thursday asked the Federal Trade Commission to block Facebook Inc.’s proposed $19 billion acquisition of the mobile messaging service WhatsApp Inc., saying current WhatsApp users’ privacy won’t be protected.
French mass media and telecommunications giant Vivendi SA confirmed Thursday it has received two competing offers for its SFR mobile phone and Internet provider unit from Bouygues SA and Altice SA, in what could potentially result in a major rival for France’s other major telecom provider, Orange SA.
Private equity buyers operating in a competitive mergers and acquisitions auction landscape may naturally find it desirable to minimize legal diligence efforts early in the bid process. However, conducting sufficient early-stage diligence will send the right signal to the seller and may aid in the buyer’s efforts to push for exclusivity quickly before spending large amounts of money on full-scale due diligence, say attorneys with Vinson & Elkins LLP.
The economy has had a marked impact on the alternative dispute resolution industry, but much of that impact comes directly from the new dynamics between law firms and their clients. ADR providers have been keen observers of these trends and are learning to react creatively. It’s not all a bed full of roses from the ADR side, but there have been some positive changes, says Chris Poole of JAMS.
Most notable about China's most recent conditional merger approval decision were the faster speed of the review and the Ministry of Commerce's increased use of economic analysis. The decision on Thermo Fisher Scientific Inc.'s acquisition of Life Technologies Corp. also highlights MOFCOM's willingness to impose remedies that go beyond what other jurisdictions require, say attorneys with Jones Day.
The Delaware Court of Chancery recently rejected a party’s attempt to object to the production of documents located in France on basis of the French Data Protection Act. Given the court’s reputation and influence in corporate litigation, In re Activision Blizzard Inc. Stockholder Litigation does not augur well for foreign parties hoping to resist U.S.-style discovery on basis of their country’s data privacy statute, says Pierre Grosdidier of Haynes and Boone LLP.
Cloud users must know how to use the cloud responsibly to prevent later difficulties with document production. When negotiating a cloud service agreement, users should look for certain services that will prove useful when responding to discovery requests, such as comprehensive search options, instant suspension of the auto-delete function, and preservation of metadata and embedded data, say attorneys with Sidley Austin LLP.
As the mergers and acquisitions markets in Asia continue to mature, U.S. and European multinationals involved in such markets are more frequently experiencing the clash in approaches to M&A risk allocation. As a general matter, stock sale and purchase agreements negotiated by English lawyers tend to place greater risk on purchasers than is typical in agreements negotiated by U.S. lawyers, says Jonathan Stone of Skadden Arps Slate Meagher & Flom LLP.
In an age of heightened litigation risk and motivated regulators, private equity and other investment firms cannot focus simply on their own legal compliance, but must remain diligent with respect to the portfolio companies in which they invest. Ways to mitigate secondary liability risks include requiring the election of a majority of independent directors at the portfolio company, say Ari Berman and Amy Tankersley of Vinson & Elkins LLP.
Ideally, implementing the type of Foreign Corrupt Practices Act review suggested by U.S. regulators in cross-border mergers and acquisitions will uncover any evidence of corruption before a deal is inked. But even if it does not, the exercise can provide a range of significant benefits, not the least of which is identifying “red flags” that can be addressed in deal documents and incorporated into the buyer’s integration plans, say attorneys with Dentons.
In stark contrast to the changing environment for the majority of lawyers today, the evolution for the general counsel is driven less by necessity than by opportunity. Today’s GC may touch every aspect of his or her organization to solve challenges and propel the company forward, keeping the GC far ahead of what is expected of the average lawyer, says James Merklinger, vice president and general counsel of the Association of Corporate Counsel.
Identifying market trends for private-company mergers and acquisitions proves challenging due to the inherent lack of data. While there are a number of studies that allow practitioners the opportunity to compare their experience to a compilation of transaction data, no study can accurately capture the nuances present in each M&A transaction that impact the terms finally agreed to by the parties, says Lisa Hedrick of Hirschler Fleischer PC.