Mergers & Acquisitions

  • July 24, 2014

    Don't Miss It: Hot Deals & Firms We're Following This Week

    With so much M&A news this week, you may not have seen some announced deals involving Arnold & Porter, Fenwick & West and other firms. Here, Law360 takes a look at the ones you may have missed.

  • July 24, 2014

    DOJ Urged To Extend Review Of $9B Tyson-Hillshire Merger

    A coalition of 82 advocacy groups on Thursday urged the U.S. Department of Justice to take a closer look at Tyson Foods Inc.’s $8.55 billion takeover of rival meat processor Hillshire Brands Co. in a letter saying the deal will harm competition in the food industry.

  • July 24, 2014

    Starboard Sues To See Darden Docs On $2B Red Lobster Sale

    Activist investor Starboard Value LP launched a suit in Florida state court Wednesday seeking access to Darden Restaurant Inc.'s records on its $2.1 billion sale of the Red Lobster restaurant chain, pushing forward claims of alleged mismanagement and governance issues.

  • July 24, 2014

    SunEdison Buys Colorado’s Largest Solar Power Plant

    Solar energy company SunEdison Inc. has purchased the 156 megawatt Comanche Solar project in Colorado, the largest solar plant in the state, from fellow renewable energy company Community Energy in a deal that will supply electricity to utility supplier Xcel Energy Inc., the companies said Thursday.

  • July 24, 2014

    Crumbs Gets NJ Court Approval For Bankruptcy Auction

    A New Jersey bankruptcy judge on Thursday gave Crumbs Bake Shop Inc. the green light to move ahead with plans to sell off its assets at a bankruptcy auction in August, with an investor group serving as the stalking horse bidder for the now-shuttered New York cupcake chain.

  • July 24, 2014

    Obama Calls For Retroactive Ban On Inversion Deals

    President Barack Obama on Thursday urged Congress to help stop corporate inversions by not letting companies set up principal headquarters overseas and pay foreign taxes if over half of their business is in the U.S. 

  • July 24, 2014

    Walgreen Wins Dismissal In Pharmacy Buyout Suits

    A federal judge on Thursday dismissed two New Jersey pharmacies' suits against a Walgreen Co. subsidiary, finding that they failed to show the company breached asset purchase agreements that tied certain payouts to future prescriptions from the pharmacies' onetime customers.

  • July 24, 2014

    APS Ducks Most Of Universal's $222M Soured Merger Suit

    A Delaware federal judge on Thursday trimmed Universal American Corp.'s suit alleging its $222.3 million merger partner for APS Healthcare Inc. fraudulently induced the transaction, ruling that allegations of securities violations and fraud failed to state a claim.

  • July 24, 2014

    Duane Morris Nabs Ex-Benesch Health M&A, PE Pro In NY

    Duane Morris LLP bolstered its health law practice group with the addition of a health-care mergers and acquisitions and private equity pro from Benesch Friedlander Coplan & Aronoff LLP in its New York office, the firm said.

  • July 24, 2014

    Latham Reps Breitburn In $3B QR Energy Buy

    Breitburn Energy Partners LP has agreed to buy QR Energy LP in a deal valuing QR Energy at $3 billion including debt that will make Breitburn the largest oil producer organized as a master limited partnership, the companies said Thursday.

  • July 24, 2014

    House Reps. Press For Change After Ackman Allergan Bid

    A member of the House Financial Services Committee said Thursday that he may take legislative action if the U.S. Securities and Exchange Commission doesn't take steps to prohibit an unusual bidder-hedge fund partnership pioneered earlier this year by famed activist Bill Ackman and Valeant Pharmaceuticals International Inc.

  • July 24, 2014

    Itochu Agrees To $1B Partnership With Thailand's CP Group

    Japanese trading house Itochu Corp. said Thursday it has entered into a $1 billion tie-up with Thai billionaire Dhanin Chearavanont's Charoen Pokphand Group Ltd., a leading Asian agricultural conglomerate, forming an alliance between the companies.

  • July 24, 2014

    Deals Rumor Mill: BSkyB, SodaStream, Islandsbanki

    BSkyB plans to unveil a multibillion-euro bid deal early Friday to buy Rupert Murdoch's assets in Italy and Germany, while SodaStream is mulling a roughly $828 million take-private deal with an investment firm.

  • July 24, 2014

    KKR's Earnings Soar 1000% In Hot PE Exit Market

    Private equity firm KKR & Co. said Thursday that it saw earnings soar a whopping 1,000 percent in the past year as a strong deal market helped the firm cash out of a number of crisis-era investments with large gains.

  • July 24, 2014

    Deal Value Soars To $982B In 1st Half Of 2014, Study Says

    Megamergers with price tags in the tens-of-billions helped deal value surge to $982 billion in the first half of the year, the highest since the first six months of 2007, while the volume of deals inked remained relatively flat, a study released Thursday found.

  • July 24, 2014

    Aussie Antitrust Watchdog Won't Fight AGL Merger Loss

    Australia’s antitrust watchdog on Thursday announced it will not appeal the Australian Competition Tribunal’s decision to authorize AGL Energy Ltd.’s proposed $1.35 billion acquisition of state-owned Macquarie Generation, saying judicial review would only examine the ACT's procedure and not the merits of its decision.

  • July 24, 2014

    Dealmakers Q&A: Gardere's Quan Vu

    I have been involved in a deal where the lawyers of one of the parties spent three hours giving comments to the first nine pages of a 100-plus page indenture. Those lawyers obtained a lot of favorable provisions for their client — up until the time their client got kicked out of the deal, says Quan Vu of Gardere Wynne Sewell LLP.

  • July 24, 2014

    Valeant Files Another Complaint Over 'False' Allergan Info

    Valeant Pharmaceuticals International Inc. on Thursday filed another complaint, this time with a Canadian regulator, accusing $53 billion takeover target Allergan Inc. of making "false and misleading" statements about Valeant's business to erode support for the proposed tie-up.

  • July 24, 2014

    Dealmakers Q&A: Kramer Levin’s Howard Spilko

    Representations and warranties insurance is a powerful tool for deal professionals, and I expect the number of M&A deals using such insurance to soar in the coming years as market acceptance and demand continue to climb, says Howard Spilko, co-chairman of Kramer Levin Naftalis & Frankel LLP's corporate department.

  • July 23, 2014

    Sen. Durbin Confronts Walgreen CEO Over Proposed Inversion

    U.S. Sen. Dick Durbin, D-Ill., on Tuesday urged Walgreen Co.'s CEO to reconsider a rumored inversion with Switzerland-based Alliance Boots that would slash Walgreen's U.S. tax obligations, issuing an impassioned letter that cast the proposed deal as a slap in the face of U.S. taxpayers.

Expert Analysis

  • Amid M&A Uptick, Bidders Must Heed UK Code Changes

    Ilan Kotkis

    Potential bids by U.S. suitors for U.K. target companies in the pharmaceutical and health care sectors seem to be a recurring theme this year

  • Fla. Sets Strict Standard For Direct Shareholder Claims

    Jeffrey W. Gutchess

    In Dinuro Investments v. Camacho, a Florida court clarified the limited circumstances under which a corporate shareholder or limited liability company member has standing to bring a direct claim for damages relating to the company — an issue that has become more and more unsettled, say Jeff Gutchess and Justin Brenner of Bilzin Sumberg Baena Price & Axelrod LLP.

  • Trial-Ready In 180 Days: Prepare For SDNY's Rocket Docket

    Isaac S. Greaney

    A growing trend in the Southern District of New York akin to a sua sponte rocket docket can provide defendants with an opportunity to set the tone of discovery and shift the burden and risks of the schedule to their adversaries, say Isaac Greaney and Jackie Lu of Sidley Austin LLP.

  • When You Are Responsible For Your Book Of Business

    Jennifer Topper

    Finding prospective clients and retaining them has little to do with your legal training and expertise, and yet you have no practice without successful client acquisition and retention. There is no reason you cannot apply your basic legal training to successful sales efforts hinging upon your practice strength and experience, says independent law firm consultant Jennifer Topper.

  • Protections Remain In Place For Ga. Officers, Directors

    J. Timothy Mast

    The Georgia Supreme Court’s highly anticipated decision in Federal Deposit Insurance Corp. v. Loudermilk clarifies the protections afforded by the business judgment rule to directors and officers of banks and corporations, and proves that the “wisdom” of corporate decisions continues to be shielded from claims of ordinary negligence, say attorneys with Troutman Sanders LLP.

  • An Inventive Way To Remove Pure State Court Claims

    Michael E. Blumenfeld

    Nondiverse state court defendants facing purely state law claims that seek to secure federal jurisdiction should determine whether a good faith basis exists to pursue a third-party action against a federal actor in order to trigger the representative U.S. Attorney’s certification and remove such claims under the Westfall Act, say Michael Blumenfeld and Jonathan Singer of Miles & Stockbridge PC.

  • Powerful Tools For Discovery And Litigation Strategy

    Nathalie Hofman

    Analytics offer opportunities for refining both discovery strategy and overall litigation strategy by providing information to support better informed decisions. As an added bonus, they can result in significant cost savings, say Nathalie Hofman and Carolyn Southerland of Huron Consulting Group Inc.

  • Corporate Inversions Show No Signs Of Slowing Down

    Jeffrey L. Rubinger

    Inversions are especially popular these days for pharmaceutical and biotechnology companies, where most of the value of the company is found in intangible assets, but it has been indicated that the heightened pace may prompt Congress to act on a measure quickly, says Jeffrey Rubinger of Bilzin Sumberg Baena Price & Axelrod LLP.

  • Ralls Ruling Could Open Door To Other CFIUS Challenges

    Farhad Jalinous

    Companies have long been hesitant to challenge the Committee on Foreign Investment in the United States because of the broad discretion given to the executive branch on issues of national security, but the D.C. Circuit ruling in Ralls Corp.’s suit against the committee calls into question the breadth of CFIUS’ authority, say attorneys with Kaye Scholer LLP.

  • PRISM Scatters Attorney-Client Privilege

    Any attorney sending or storing confidential client information or privileged communications via the cloud may be knowingly exposing those communications to scrutiny by the U.S. government via programs such as the National Security Agency’s PRISM — and arguably, even waiving any claim of privilege as a result, say attorney Thomas Mullaney and Vaultive CEO Elad Yoran.