Mergers & Acquisitions

  • June 30, 2015

    Struggling Pep Boys Seeks Sale Amid Activist Pressure

    Following dismal 2014 sales and mounting shareholder pressure, auto parts and services retailer The Pep Boys — Manny, Moe & Jack has begun greasing the wheels toward an acquisition, announcing Tuesday that it is open to a sale or merger in order to boost its stock value.

  • June 30, 2015

    Top Privacy Cases Of 2015: Midyear Report

    The U.S. Supreme Court ruled that social media posts aren't threats without intent and strengthened protections of corporate data records, while a retail tracking firm's settlement with regulators has attorneys on the lookout for a rise in consumer class actions. Here, Law360 examines the most important privacy decisions and settlements of the year thus far.

  • June 30, 2015

    GE To Sell European PE Financing Unit To Sumitomo For $2.2B

    General Electric Co. said Tuesday it will sell its European buyout-lending unit to a Sumitomo Mitsui Banking Corp. subsidiary for $2.2 billion as the conglomerate continues to quickly shed most of its finance arm to focus on its industrial businesses.

  • June 30, 2015

    Wendel Locks Down PE-Backed AlliedBarton In $1.7B Deal

    French investor Wendel SE has agreed to buy AlliedBarton Security Services LLC from its private equity parent, The Blackstone Group LP, in a deal advised by Fried Frank Harris Shriver & Jacobson LLP that values the security provider at about $1.67 billion, Wendel said on Tuesday.

  • June 30, 2015

    ConAgra Looks To Dump Private Brands As It Changes Course

    ConAgra Foods Inc. said Tuesday it will head in a new strategic direction, exiting the troubled private brands business it purchased for $6.8 billion in 2013, weeks after activist investor Jana Partners LLC called for something to be done about it.

  • June 30, 2015

    Cenovus Sells Royalty Biz For $2.6B To Ontario Teachers' Plan

    Canadian oil giant Cenovus Energy Inc. on Tuesday said it would sell subsidiary Heritage Royalty Limited Partnership to the Ontario Teachers’ Pension Plan for approximately CA$3.3 billion ($2.64 billion) after choosing to forego an IPO for its royalties business.

  • June 30, 2015

    Insurer Willis Group Strikes $18B Deal For Towers Watson

    Insurance brokerage Willis Group Holdings PLC said Tuesday that it has inked an all-stock deal worth about $18 billion to pick up professional services firm Towers Watson & Co.

  • June 29, 2015

    Wilmington Trust Seeks To Nix Class Cert In Fraud Suit

    Wilmington Trust Corp. urged a Delaware federal judge Monday to deny class certification to shareholders who claim the bank and its brass provided misleading information about its precarious loan portfolio, saying the suing shareholders failed to demonstrate that their damage claims take center stage.

  • June 29, 2015

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

    With so much mergers and acquisitions news this week, you may have missed several of the deals announced in recent days.

  • June 29, 2015

    3 Takeaways From FTC's Victory In Sysco Merger Challenge

    The Federal Trade Commission's victory last week convincing a D.C. judge to block Sysco Corp. and US Foods Inc.'s $3.5 billion merger underscores the value of internal documents, backs the government's bid to use customers to define a national product market and offers guidance about why a proposed divestiture plan may not save the day. Here, experts share key lessons from the case.

  • June 29, 2015

    AOL Investors Seek Stock Appraisal After $4B Verizon Deal

    Several AOL Inc. shareholders are holding out for more than Verizon Communication Inc.’s $4.4 billion deal to acquire the once dominant Web company, filing to enforce their appraisal rights in recent Delaware Chancery Court petitions.

  • June 29, 2015

    Celgene Forms $1B Collaboration With Juno Therapeutics

    Biopharmaceutical company Celgene Corp. said on Monday that it is planning a 10-year collaboration with Juno Therapeutics Inc. to work on cancer and autoimmune disease treatments, and will pay Juno about $1 billion upfront in cash.

  • June 29, 2015

    Amphenol Offers $1.3B For Bain-Owned Connector Maker

    Electrical and fiber-optic connectors maker Amphenol Corp. said Monday that it has entered exclusive talks and already made a nearly $1.28 billion offer to acquire FCI Asia Pte Ltd. from affiliates of Bain Capital LLC.

  • June 29, 2015

    Deals Rumor Mill: Airbnb, Henniges, Caixa Economica

    Airbnb Inc. has raked in $1.5 billion in one of the biggest private funding rounds ever, while the Chinese state-run Aviation Industry Corp. of China inks a deal to buy U.S. auto parts supplier Henniges Automotive Holdings Inc. and Brazil's largest mortgage lender Caixa Economica Federal works out the final details of unloading two pools of distressed credit to investors.

  • June 29, 2015

    Market Definition Doomed $3.5B Sysco Merger, Judge Explains

    A D.C. federal judge explained Friday that he blocked the $3.5 billion merger between Sysco Corp. and US Foods Inc. after reasoning that a host of other types of food distributors were not true competitors to the rivals' broadline service.

  • June 29, 2015

    Kaufman & Canoles Nabs M&A, Tax Pro In Virginia Beach

    Virginia law firm Kaufman & Canoles has snatched up a corporate and tax partner to join its Virginia Beach office, where he will specialize in complex mergers and acquisitions, joint ventures, venture capital and business tax matters.

  • June 29, 2015

    Corporate Attys Want More High Court Action After Slow Term

    With the U.S. Supreme Court closing the curtain Monday on a term that brought landmark decisions on same-sex marriage, health insurance subsidies and lethal injections, court watchers focused on corporate transactions and capital markets are feeling a little left out. Here, experts tell Law360 what has kept the justices away from business cases and the issues they'd like to see taken up in the future.

  • June 29, 2015

    Consumer Group Pushes For Basic Internet Option From AT&T

    Leaders with a consumer group told the Federal Communications Commission that the agency should impose several conditions, including the offer of a basic Internet option, to ensure the public interest is served if the agency approves the proposed AT&T-DirecTV merger, according to an ex parte filing posted on Friday.

  • June 29, 2015

    Vista Equity Partners Nabs Majority Stake In Mediaocean

    Private equity firm Vista Equity Partners said Monday it will acquire a majority stake in New York-based Mediaocean, a software supplier for the advertising industry, for an undisclosed price, adding another technology-focused asset to Vista’s portfolio while priming Mediaocean for future growth.

  • June 29, 2015

    GE Unloads Fleet Units To Element Financial For $7B

    General Electric Co. said on Monday that it will sell its U.S., Mexico, Australia and New Zealand fleet businesses to Element Financial Corp. for $6.9 billion, and is separately pursuing a sale of similar European businesses, part of GE’s ongoing restructuring to downsize and focus on its industrial roots.

Expert Analysis

  • Your Advance Conflict Waiver May Be A Conflict Creator

     Daniel H. Tabak

    A recent Western District of Pennsylvania decision has carved out new ground in the already fertile fields of affiliate conflicts and advance conflict waivers by recommending that Kirkland & Ellis LLP be enjoined from representing the would-be purchaser of a Kirkland pharmaceutical client’s parent company. The court’s interpretation of the words used in the advance waiver is almost certainly not what Kirkland expected, say Daniel T... (continued)

  • The Top 3 New Do’s And Don’ts For Law Firm Websites

    Stephan Roussan

    In legal marketing circles, there are few topics peddled about more than “hot tips” for improving your law firm’s website. Google it. You’ll find more advice than you could ever digest. However, there are larger trends in technology, culture and user behavior that are impacting firms in very significant ways and are not being talked about nearly as much as they should be, says Stephan Roussan, founder of consulting and web developm... (continued)

  • A Few Lessons From FCPA Trial Of Ex-PetroTiger CEO

    Marsha Gerber

    The trial of former PetroTiger Ltd. CEO Joseph Sigelman came to an abrupt end last week after prosecutors agreed to a plea agreement that appears to include terms favorable to the ousted executive. The case garnered widespread interest in part because criminal Foreign Corrupt Practices Act cases are rarely tried — this was only the fourth FCPA prosecution in as many years to progress all the way to trial, say attorneys with Norton Rose Fulbright.

  • A Guide To IT Transition Planning In Health Care M&A

    Linda S. Ross

    An essential part of effective IT transition planning in modern health care transactions is the development and execution of an information technology and transition services agreement. As is the case in most commercial arrangements, the buyer and seller will have distinct and separate concerns, interests and expectations that can take significant time to negotiate and address, say Matthew Keuten and Linda Ross of Honigman Miller S... (continued)

  • High Hurdles Remain For Texas Derivative Plaintiffs

    Jeffrey R. Elkin

    The Supreme Court of Texas plainly seems to believe that its decision in Sneed v. Webre endorses an “easier” path for a shareholder in a closely held corporation to enforce its rights and protect the value of its ownership interests. However, while the business judgment rule will not be a bar to standing, it remains a high hurdle to any ultimate recovery for derivative plaintiffs, says Jeffrey Elkin of Porter Hedges LLP.

  • Chancery's Approach To Board Seat Agreement Disputes

    Robert C. Schwenkel

    The Delaware Chancery Court’s decision last week in Partners Healthcare Solutions Holdings LP v. Universal American Corp. does not alter the basic rights of private equity firms or other stockholders under board seat agreements, but it does confirm that a company will not be in breach of such an agreement when it imposes unspecified conflict-of-interest and confidentiality conditions, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.

  • Quadrant Sheds Light On Director Duties In PE Deals

    Nate Neuberger

    The Delaware Chancery Court's holding in Quadrant Structured Products v. Vertin is neither extraordinary nor groundbreaking, but the court's discussion in the opinion provides a wealth of guidance to directors of insolvent corporations, particularly private equity-backed companies that often are characterized by significant leverage and complicated capital structures, says Nate Neuberger of Reinhart Boerner Van Deuren SC.

  • Why Lateral Candidacies Fail

    Adam S. Weiss

    According to The American Lawyer, over 2,700 AmLaw 200 law firm partners switched firms last year, representing between 4 and 5 percent of all partners on the AmLaw list. But what about the thousands of other partners who tried — but failed — to switch firms? While no statistics are available on this number, I have a secret to share: Many, if not most, lateral partner candidacies fail, says Adam Weiss of the Lateral Lawyer Group.

  • FTC Cleared Cigarette Merger Despite Anti-Smoking Agenda

    Bruce D. Sokler

    The Federal Trade Commission last month accepted from Reynolds American Inc. and Lorillard Inc. a consent order settling the agency’s significant competitive concerns with Reynolds’ proposed $27.4 billion acquisition of Lorillard by requiring the divestiture of four cigarette brands. This antitrust enforcement decision is interesting and stands in contrast to the FTC’s broader consumer protection objectives in the smoking area, say... (continued)

  • 2 Minority Views From The Top Of BigLaw

    Cesar Alvarez

    While the percentage of minority attorneys at U.S. law firms remains disproportionately low, the senior management side of BigLaw paints an even bleaker picture of diversity — only a handful of the 100 largest U.S. law firms are currently helmed by minority attorneys. Offering that rare perspective in this regard are Cesar Alvarez, co-chairman of Greenberg Traurig LLP, and Eduardo Leite, chairman of the executive committee at Baker & McKenzie.