Mergers & Acquisitions

  • December 2, 2016

    5 Insights From Airbus Group's Joshua Walker

    Technology so quickly outpaces regulation, and it’s imperative governments at every level find that sweet spot where the public is reasonably protected but innovation isn’t stifled. If the U.S. doesn’t get this balance right, other governments will, says Joshua Walker, general counsel and project executive for A3 by Airbus Group.

  • December 1, 2016

    American Apparel Clashes With Creditors Over Auction Plan

    American Apparel clashed with its unsecured creditors committee Thursday over the struggling clothier’s intellectual property auction plans, with the committee arguing it has a better way that could save some of the company’s operations and the debtor claiming the alternate path is too expensive to be successful.

  • December 1, 2016

    Dechert Leads NewStar In $505M Credit Fund Closing

    Dechert LLP has advised NewStar Financial Inc. in the closing of the NewStar Berkeley Fund, a $505 million middle-market managed credit fund, as the specialized finance company develops its asset management business, the company said Wednesday.

  • December 1, 2016

    Starbucks Chief Howard Schultz to Step Down Next Year

    Starbucks CEO Howard Schultz will leave his post after 19 years, he announced Thursday, yielding the reins to chief operating officer Kevin Johnson, who has reportedly been unofficially at the helm for months.

  • December 1, 2016

    Economist Rallies To Defense Of $54B Anthem-Cigna Deal

    An economist hired by Anthem Inc. assured a D.C. federal judge Thursday that the health insurer’s $54 billion merger with Cigna Corp. would generate $2.4 billion in cost savings that will benefit customers, providing a key defense to a U.S. Department of Justice suit claiming the deal is anticompetitive.

  • December 1, 2016

    Aetna-Humana Merger Trial Will Hinge On Market Contours

    Starting Monday, Aetna and Humana will face off in court with the U.S. Department of Justice over their proposed $37 billion merger, and the crucial question of how to define the markets that could be affected by the transaction will be front and center in the fight.

  • December 1, 2016

    Hedge Fund Urges PrivateBancorp To Spurn $3.8B CIBC Offer

    Hedge fund Glazer Capital on Thursday urged PrivateBancorp shareholders to vote down a proposed $3.8 billion acquisition by Canada’s CIBC, contending that the deal undervalues the financial services company’s stock based on the “seismic shift” in regional bank valuations.

  • December 1, 2016

    Deals Rumor Mill: McDonald's, Rockwell Collins,

    A group led by Carlyle and Citic will pay up to $3 billion for McDonald's stores in China and Hong Kong, Starboard intends to disrupt Rockwell Collins' $6.4 billion B/E Aerospace acquisition, and, worth more than $1 billion, could go public in the back half of 2017.

  • December 1, 2016

    Honigman Adds Ex-Barnes & Thornburg Ace As M&A Co-Chair

    Honigman Miller Schwartz and Cohn LLP has gained an ex-Barnes & Thornburg LLP corporate attorney to serve as co-chair of its mergers and acquisitions practice and the managing partner of its new Grand Rapids, Michigan, office, Honigman announced this week.

  • December 1, 2016

    SocGen Defends Arbitral Win In Anti-American Job Bias Row

    Societe Generale SA asked a New York federal court Thursday to confirm an arbitral tribunal’s decision against a former energy derivatives executive alleging he was denied a post-merger promotion because of anti-American bias, accusing his lawyers of dealing in hot rhetoric instead of facts.

  • December 1, 2016

    Pa.'s Role In Merger Suit Doesn’t Warrant Fees, Hospital Says

    Penn State Hershey Medical Center urged a federal court Wednesday to reject the state of Pennsylvania’s bid for $1.2 million in legal fees stemming from its involvement in litigation against a now-enjoined hospital merger, arguing the state was only a “spectator” not deserving of fees.

  • December 1, 2016

    M&A MVP: MoFo's Robert Townsend

    Morrison & Foerster LLP global M&A practice co-chair Robert Townsend has built a career steering complex transactions, a feat that landed him a role in two record technology plays unveiled over the last year and earned him a spot among Law360’s 2016 merger and acquisition MVPs.

  • December 1, 2016

    Italy's Enel Inks $642M Deal For Brazil's Celg

    Enel said Wednesday it will take a majority stake in Brazil’s Celg from state-controlled electricity company Eletrobras in a roughly 2.2 billion Brazilian reais ($642 million) deal, allowing the Italian utility company to grow its Latin American footprint.

  • December 1, 2016

    Carlyle Selling Off Remaining Booz Allen Stake

    The Carlyle Group is selling off its remaining minority shares in Booz Allen Hamilton Inc., a company it first bought in 2008 and later took public, at a price of more than $600 million, according to an announcement Thursday from the government consulting giant.

  • December 1, 2016

    Parker Hannifin Grabs Filtration Maker In $4.3B Deal

    Parker Hannifin Corp. said Thursday that it would buy Clarcor Inc., a maker of filtration products, for $4.3 billion in cash, including debt, bolstering the industrial equipment manufacturer’s filtration offerings and expanding its U.S. presence.

  • November 30, 2016

    Dismissal Rulings Slowed In $10B Williams-ETE Merger Fight

    Dismissal rulings in a $10 billion damages fight in Delaware Chancery Court over the scuttled $38 billion merger of The Williams Cos. and Energy Transfer Equity LP were put on hold Wednesday, pending a state high court ruling on an earlier opinion fatal to the tie-up.

  • November 30, 2016

    Chancery Trims Investopedia Sale Suit, Nixing Fraud Claim

    The Delaware Chancery Court on Wednesday dismissed a fraud claim in a dispute over the sale of financial website Investopedia in a $90 million acquisition deal, saying that most of the suit’s claims were valid but the fraud claim failed.

  • November 30, 2016

    Gibson Dunn Guides Zayo In $1.4B Deal For Regional Rival

    Communications infrastructure service provider Zayo Group Holdings Inc. said Wednesday that it has agreed to acquire regional rival Electric Lightwave in a $1.42 billion deal guided by Gibson Dunn & Crutcher LLP.

  • November 30, 2016

    OPEC Production Cut Primes Pump For More Energy Deals

    The agreement reached Wednesday by the Organization of Petroleum Exporting Countries to temporarily curb oil production will help stabilize global oil prices, and experts say that will allow more deals to get done and encourage more U.S. shale developers to start drilling again, though large, expensive energy projects will likely remain on the shelf for the time being.

  • November 30, 2016

    Industrial Gas Co. Praxair Revives Deal Talks With Linde

    Germany-based industrial gas company Linde on Wednesday said it is mulling a potential merger of equals with U.S. peer Praxair, confirming that a deal might again be on the table after the companies in September failed to find common ground on the details of the potential transaction.

Expert Analysis

  • Inbound M&A Activity Adrift Post-Election

    Jeff Haidet

    Many speculate that President-elect Donald Trump's protectionist policies could ignite trade wars in which nations such as Mexico and China subsequently enact retaliatory tariffs against the U.S. This would cause prices to climb and could discourage foreign direct investment in the U.S., say Jeff Haidet and Catherine Dallas of Dentons.

  • Despite Momentum, Marijuana Remains Risky Business

    John Bessonette

    Voters in eight states legalized marijuana last month and more than one-fifth of Americans now live in states with legal recreational marijuana markets. But marijuana companies still lack adequate access to capital and financial services, say attorneys with Kramer Levin Naftalis & Frankel LLP.

  • The Ethical Risks Of A Multijurisdictional Practice

    Melinda Gentile

    As law firms and clients conduct more business on a regional or national scale, multijurisdictional practice is becoming more prevalent for practicing attorneys. Attorneys engaged in both private practice and as in-house counsel need to be aware of the ethical risks of practicing across jurisdictions — including the implications of engaging in the unauthorized practice of law, say Melinda Gentile and Monique Cardenas of Peckar & Abramson PC.

  • Potential Increased CFIUS Scrutiny Under Trump

    Stephen Paul Mahinka

    There are several mechanisms available to the new Trump administration that could alter the scope and approach of reviews by the Committee on Foreign Investment in the United States, or even reopen previously cleared foreign investment transactions. The CFIUS could also expand its reviews to areas beyond national security, such as food safety and labor and employment, say attorneys with Morgan Lewis & Bockius LLP.

  • The 1234A-B-Cs Of Breakup Fees

    Michael Alter

    M&A agreements often provide for the payment of a breakup fee to the jilted party if a deal falls apart. The IRS recently advised that the payment of a breakup fee should sometimes be characterized as a capital loss under Section 1234A of the Internal Revenue Code. This could increase after-tax costs to the paying party, but accord beneficial capital gain treatment to the receiving party, say attorneys from Fried Frank Harris Shriv... (continued)

  • How Law Firms Are Using Analytics To Reduce Write-Offs

    Haley Altman

    It is increasingly necessary for law firms to implement strategies to improve efficiency, staffing and value to meet client needs. Haley Altman, CEO and co-founder of Doxly Inc., discusses how to successfully leverage analytical tools and emerging technology to increase profitability.

  • The Pros And Cons Of Virtual-Only Shareholder Meetings

    Lisa Fontenot

    In recent years, an increasing number of companies have opted to hold annual shareholder meetings exclusively online, in spite of negative sentiment from some investors. With technological advances that enable the meetings to be similar to physical meetings, the potential cost and time savings of virtual meetings may appeal to more companies, say Lisa Fontenot and Linda Dang of Gibson Dunn & Crutcher LLP.

  • Trulia's Impact On Deal Litigation In Delaware And Beyond

    Edward B. Micheletti

    The Delaware Chancery Court’s decision in Trulia has had a clear impact on deal litigation, both in terms of litigation practice and increased scrutiny of disclosure-based settlements. This impact has continued throughout 2016, with the ripple effect leading to more contested mootness fee applications, say attorneys with Skadden Arps Slate Meagher & Flom LLP.

  • 5 Ways To Reduce Risk When Acquiring A Payments Company

    Charles J. Morton Jr.

    Creating value for shareholders through acquisitions in the payment space is an important, time-tested strategy. However, regulatory pressure in the payments industry has increased considerably in the past few years. Combining regulatory insight with proven deal execution is essential if an acquisition is to have the intended results, say Charles Morton Jr. and Andrew Bigart of Venable LLP.

  • REVIEW: The Missing American Jury

    Judge William Young

    Face it, the American jury system is dying. The arguments Professor Suja Thomas makes in her new book deserve consideration by everyone interested in how our government actually works and how it might recapture the unifying communitarian experience of direct democracy and actual trial by one’s peers, says U.S. District Court Judge William Young of the District of Massachusetts.