Mergers & Acquisitions

  • May 25, 2016

    Alstom Says GE Breaking Terms Of $800M Rail Deal

    French rail conglomerate Alstom has accused General Electric Co. of breaking the terms of an $800 million deal for GE’s rail signaling business by launching improper arbitration proceedings to figure out final pricing adjustments, according to a complaint made available Tuesday in New York federal court. 

  • May 25, 2016

    Deals Rumor Mill: Stada Arzneimittel, Yahoo, Infraero

    German health care products company Stada Arzneimittel could sell to CVC Capital Partners for up to $4.1 billion, AT&T is still in the running to buy Yahoo's core internet business, and Brazilian airport oversight agency Infraero hopes to raise $1.4 billion by selling stakes in five airports.

  • May 25, 2016

    Robbins Geller To Lead $13B Columbia-TransCanada Class Suit

    Robbins Geller Rudman & Dowd LLP won the lead counsel's seat Wednesday for a Delaware Chancery Court shareholder action targeting the price offered in TransCanada Corp.'s proposed $13 billion acquisition of Columbia Pipeline Group Inc.

  • May 25, 2016

    Pa., DC Seek Fees For Roles In Staples Merger Case

    Pennsylvania and the District of Columbia are looking to recoup nearly $200,000 worth of legal fees under a Clayton Act provision for their work alongside the Federal Trade Commission in the case that ultimately blocked Staples' planned $6.3 billion merger with rival Office Depot, according to a Tuesday court filing.

  • May 25, 2016

    Aetna-Humana Deal Will Hurt Competition, Missouri Says

    The proposed megamerger of health insurance giants Aetna and Humana would cause excessive harm to competition in Missouri and must be restructured to win approval, state regulators said in a decision released Wednesday.

  • May 25, 2016

    Phoenix Equity Nets $174.5M In Sale Of Safety Consultant Co

    Private equity firm Phoenix Equity Partners has agreed to sell safety consultancy firm Edif Group to Italy-based Rina SpA in a deal worth £118.5 million ($174.2 million), the companies said Wednesday, bolstering Rina’s presence in the U.K.

  • May 25, 2016

    3rd Circ. Puts Pa. Hospital Merger On Hold For FTC Appeal

    The Third Circuit agreed late Tuesday to temporarily bar the pending merger of Penn State Hershey Medical Center and PinnacleHealth System while the court hears an appeal of a decision rejecting arguments from federal regulators that the deal would stifle health care competition in central Pennsylvania.

  • May 25, 2016

    Sanofi Tries To Boot Medivation Board In $9.3B Hostile Bid

    French drugmaker Sanofi SA made good on its promise to go hostile with its snubbed, $9.3 billion Medivation Inc. takeover offer, taking it to the mat Wednesday with the nomination of a full slate of directors to the U.S. biotech’s board.

  • May 25, 2016

    DeVry Unit Pays $330M To Buy Financial Crime Education Co

    A unit of for-profit education company DeVry Education Group has agreed to pay $330 million to acquire the Association of Certified Anti-Money Laundering Specialists from private equity firm Warburg Pincus, the companies said Wednesday, in a deal guided by Mayer Brown LLP and Willkie Farr & Gallagher LLP.

  • May 25, 2016

    Boston Properties To Enter LA Market With $511M Office Buy

    Real estate investment trust Boston Properties Inc. said Wednesday it will enter the Los Angeles market and become the managing partner of a joint venture, after purchasing a $511.1 million stake in an office campus from a Blackstone Group LP managed fund.

  • May 24, 2016

    AB InBev's EU Fix Shows Merging Giants Must Pick Battles

    The European Commission's Tuesday approval of AB InBev's $100 billion merger with SABMiller comes with a tough remedy that essentially blocks the brewing giants from combining their European businesses, demonstrating that companies in global megamergers might have to surrender on some fronts to win the broader antitrust war, experts say.

  • May 24, 2016

    FTC Says Chicago-Area Hospital Merger Would Raise Costs

    The Federal Trade Commission told an Illinois federal court Tuesday that evidence in a hearing over a bid to block a proposed merger of two Chicago-area hospitals shows the combination would hurt competition and raise prices for services.

  • May 24, 2016

    Valspar Stockholder Opposes $11.3B Sherwin-Williams Deal

    A stockholder of paint maker The Valspar Corp. alleges in a putative class action suit filed in Delaware Chancery Court on Tuesday that its directors withheld material information provided to stockholders pertaining to a proposed $11.3 billion sale to The Sherwin-Williams Co.

  • May 24, 2016

    2 Cos. Ready IPOs Totaling $341M While Bank Nets $80M

    A blank check company formed to pursue acquisitions and a health care data provider set terms on initial public offerings totaling $341 million, while a Midwest bank raised $80 million Tuesday after pricing at the bottom of its already downsized range, kicking off a potentially busy week for deals.

  • May 24, 2016

    VW Pours $300M Into Gett, Toyota Invests In Uber

    Volkswagen AG is pouring $300 million into ride-hailing company Gett Inc. and Toyota Motor Corp. is making a strategic investment in ride-hailing giant Uber Technologies Inc., the companies separately announced on Tuesday, in another sign that major automakers are jumping on the mobility services bandwagon.

  • May 24, 2016

    Quarles & Brady See No Claims Left In Tire Investor Row

    Quarles & Brady LLP urged a California federal court Monday to toss Howe Investments Ltd.’s suit claiming the law firm intentionally shut it and other foreign investors out of a rubber tire recycler and manufacturer, arguing Howe does not have any remaining legal claims to pursue.

  • May 24, 2016

    Barington Capital Readies Proxy Fight At Chico’s

    Barington Capital Group LP nominated two candidates to Chico’s FAS Inc.’s board of directors Tuesday, formally queuing up a proxy fight at the clothing retailer as the activist hedge fund turns up the heat on its latest target.

  • May 24, 2016

    Deals Rumor Mill: Vogue International, Goldman, PSA Peugeot

    Unilever and L'Oreal are among those vying to buy private equity-backed shampoo maker Vogue International, Goldman Sachs' asset management arm will begin buying minority stakes in private equity firms, and France's government is mulling the sale of its stake in carmaker PSA Peugeot Citroen.

  • May 24, 2016

    Broadcasters Want Out Of Foreign Investment Review Tweaks

    Several individual companies and the National Association of Broadcasters urged the Federal Communications Commission on Monday not to needlessly envelop broadcasters in proposed tweaks to Team Telecom reviews of foreign investment, arguing adding new information to be collected would slow the process.

  • May 24, 2016

    Texas Judge Won't Block Sale Of BASF Chemical Unit

    A Texas federal judge on Monday blocked a bid by Swiss chemical conglomerate INEOS Technologies USA LLC to stop BASF Corp. from selling a catalyst unit to W.R. Grace & Co., holding that BASF had complied with a contractual requirement giving INEOS the right of first refusal to buy the catalyst assets.

Expert Analysis

  • Protecting Your PE Firm From Portfolio Co. Obligations

    Glenn D. West

    It's important to review the basic means and manner through which liabilities otherwise created by portfolio companies and acquisition vehicles can be asserted against a private equity firm or its deal professionals. Knowing why the provisions mitigating these risks were originally developed will hopefully encourage continued vigilance, says Glenn West of Weil Gotshal & Manges LLP.

  • Megamergers Under The Microscope

    Randy Gordon

    If the failed Halliburton-Baker Hughes and Staples-Office Depot mergers collectively constitute a bellwether, we can expect to see fewer horizontal competitors propose mergers in markets that are already concentrated, says Randy Gordon of Gardere Wynne Sewell LLP.

  • Panama Papers: Reminders About Law Firm Cybersecurity

    Sean Doherty

    Nowhere is the attractiveness of law firms as cybercrime targets more evident than the recent Mossack Fonseca hack, believed to be the most significant data theft event in history. Firms represent a treasure trove of information and historically have had dreadful cybersecurity practices. There has been some progress, but firms can also commit to better defending their information by taking a simple, three-step approach, says Sean D... (continued)

  • OPINION: Sotomayor's Solution To Pro Bono Is Incomplete

    David A. Lash

    In calling for mandatory pro bono service, U.S. Supreme Court Justice Sonia Sotomayor is effectively using her bully pulpit to advance the cause of access to justice for the poor. Her courageous leadership is a clarion call to action that must be heeded. But bold as it may be, the pronouncement is incomplete, says David Lash, managing counsel for pro bono at O’Melveny & Myers LLP and a member of the Association of Pro Bono Counsel.

  • Creating Barclay Damon: Lessons From A Law Firm Merger

    John P. Langan

    Joining two firms with long histories meant not only combining cultures, philosophies and deeply rooted ways of doing business, but also combining two IT systems, two accounting systems, and two ways of handling many other administrative functions. It didn't help that the firms had different fiscal year ends, says John Langan, managing partner of Barclay Damon LLP.

  • How Courts View Valuation Methods In Appraisal Litigation

    David F. Marcus

    While there are commonly accepted valuation frameworks, whether a judge will view an expert’s valuation as reliable depends critically on the details of the methodology. Economists at Cornerstone Research summarize the common critiques Delaware judges have made of various experts’ work based on a review of 15 recent opinions in M&A appraisal rights cases.

  • Reflecting On The 20th Anniversary Of BMW V. Gore

    Andrew Frey

    On May 20, 1996, the U.S. Supreme Court held that a $2 million punitive damages award imposed for a tort that caused $4,000 in economic harm was unconstitutionally excessive. In the ensuing 20 years, BMW v. Gore has proved to be a foundational case in punitive damages jurisprudence. We were fortunate enough to have played a role in this historic decision, say Mayer Brown LLP partners Andrew Frey and Evan Tager and Maserati North Am... (continued)

  • Corporate Counsel: Consumer Becomes Provider (The Sequel)

    Mark A. Cohen

    Last week, we discussed why corporate legal departments are taking on so much more work themselves instead of outsourcing it to law firms. This is, of course, an ominous sign for law firms and the traditional partnership structure. So too is disaggregation and the emergence of legal service providers as well as others — notably the Big Four — poised to enter the gargantuan legal services market, says Mark A. Cohen of Legal Mosaic LLC.

  • Why Cos. Must Pay Attention To Delaware's Blockchain Plan

    Marco A. Santori

    Delaware corporations, including a majority of the Fortune 500, will soon have the ability to issue shares using the same technology that underlies the virtual currency bitcoin. Blockchain technology can eliminate the complexity, cost and delay prevalent in today’s capital markets, but the greatest impediment to its implementation remains a legal one, says Marco Santori, head of the blockchain technology focus team at Pillsbury Win... (continued)

  • A Road Map For Combined Acquisition And PAI Due Diligence

    William Rowe

    Savvy repeat buyers start thinking about post-acquisition integration and create an integration team the day a letter of intent or confidentiality agreement is signed. William Rowe and Helen Mantel of Baker & McKenzie LLP describe the difference between acquisition-only due diligence and combined acquisition and PAI due diligence and offer some best practices.