Mergers & Acquisitions

  • October 22, 2014

    FCC Pauses Comments on $45B Comcast and $49B AT&T Deals

    The Federal Communications Commission on Wednesday slowed down its review of both Comcast Corp.’s merger with Time Warner Cable Inc. and AT&T Inc.’s potential purchase of DirecTV, saying more time is needed to resolve disputes over who has access to contracts with content providers.

  • October 22, 2014

    A Month In, Deal Makers Hurt But Not Sunk By Inversion Rules

    The Obama administration has claimed a few high-profile victories in the month since it rolled out a series of new rules meant to squelch the rising appeal of controversial tax-inversion deals, but while tougher restrictions have jostled the marketplace, several transactions remain on the table.

  • October 22, 2014

    Antitrust Group Urges Rejection Of Mass. AG's Hospital Deal

    The American Antitrust Institute once again urged a Massachusetts judge on Tuesday to reject the state attorney general’s agreement allowing Partners Healthcare System to acquire two health systems, arguing that an amended consent decree still falls short of showing why the acquisitions are in the public interest.

  • October 22, 2014

    Q&A With Baker Botts' Hillary Holmes

    While it is exciting to take a company public, especially in an MLP structure, management may decide to wait with the goal of greater deferred gain. The poker playing can be even more difficult when commodity prices and energy legislation are as volatile as they have been lately, says Hillary Holmes, a partner with Baker Botts LLP specializing in capital markets transactions for master limited partnerships and corporations in the energy industry.

  • October 22, 2014

    SoftBank Leads $100M Financing For Indonesian Online Market

    Japanese telecommunications giant SoftBank Corp. on Wednesday continued its push to become the largest Internet company in Asia by leading a $100 million investment round in Indonesian online marketplace PT Tokopedia.

  • October 22, 2014

    Q&A With Carlton Fields' Jim Walker

    Valuation gaps between buyers and sellers have become much more common. In order to keep deals from falling apart, we have had to develop some very esoteric earnout and other valuation adjustment mechanisms, says James Walker IV, a shareholder with Carlton Fields Jorden Burt who represents companies and investment funds in capital-raising transactions.

  • October 22, 2014

    Latham Pilots PR Firm's £200M Purchase Of Media Data Co.

    Private equity-backed public relations services provider Cision will acquire U.K.-based media data provider Gorkana Group Ltd. — its third big deal of the year — with advice from Latham & Watkins LLP, Cision said Wednesday.

  • October 22, 2014

    CVC Capital Sinks €700M Into Finnish Insulation Co.

    CVC Capital Partners has agreed to buy Finnish insulation supplier Paroc Group for €700 million ($890 million), aiming to fund the growth-minded company's penetration across Europe, it said Wednesday.

  • October 22, 2014

    BGC Partners Goes Hostile With $675M Bid for GFI Group

    BGC Partners Inc. said Wednesday it has launched a $675 million hostile takeover bid on for rival brokerage and trade services provider GFI Group Inc. after talks between the companies failed to result in a deal.

  • October 22, 2014

    Mylan Signals $5.3B Abbott Inversion On Track After Tweaks

    Mylan Inc. and Abbott Laboratories said Wednesday that new limitations imposed by the Obama administration on tax-motivated M&A wouldn't derail their planned $5.3 billion inversion deal, though they did modify the terms of the transaction.

  • October 21, 2014

    Energy Future Unit Board Member Backs Auction Plans

    Energy Future Holdings Corp. and various creditors continued their battle Tuesday over the bankrupt power giant's proposal to auction its stake in Oncor Electric Delivery Co. LLC, with a board member of an EFH subsidiary touting the bidding process as the best way to advance the Chapter 11 case.

  • October 21, 2014

    ‘Consent-To-Settle’ Insurance Issue Sent To Ga. High Court

    The Eleventh Circuit asked Georgia’s high court on Tuesday for help resolving a real estate trust’s appeal claiming XL Specialty Insurance Co. must pay a $4.9 million shareholder-suit settlement, including a key question involving “consent to settle” clauses in insurance agreements.

  • October 21, 2014

    Deals Rumor Mill: Actavis, Siemens, Yahoo

    Actavis is one of multiple companies interested in buying Omega Pharma, which would be worth up to $5.1 billion, while Siemens is on the verge of divesting its hearing-aid business in a deal that could net the German engineering titan upwards of $2.6 billion.

  • October 21, 2014

    Global M&A Activity To Continue Surge Into 2015, Report Says

    Mergers and acquisitions activity is expected to continue surging through the end of the year and into the first quarter of 2015, despite hiccups in the markets in recent weeks after growth in M&A activity led by the Asia-Pacific region, according to a report released Monday.

  • October 21, 2014

    Medical Properties Trust Pays $897M For 40 Medical Assets

    Real estate investment trust Medical Properties Trust Inc. said Monday it is paying €705 million ($897 million) to buy and lease back 40 real estate assets from German post-acute care provider Median Kliniken Group, part of a deal in which the REIT and Waterland Private Equity will acquire Median.

  • October 21, 2014

    Ropes Reps Berkshire In Deal For Info. Management Co.

    Boston-based private equity firm Berkshire Partners said on Tuesday that it has agreed to acquire data protection and record-keeping service provider Access Information Management for an undisclosed amount in a deal advised on by Ropes & Gray LLP.

  • October 21, 2014

    Falling Oil Prices Throw Wrench Into Energy Deals

    With oil prices plunging to levels not seen in years, experts say dealmaking in the energy sector could slow amid disputes over the value of oil assets, and companies may be forced to get more creative with financing for acquisitions and development projects in order to sidestep nervous lenders.

  • October 21, 2014

    BAE Closes $233M Deal For Cybersecurity Co. SilverSky

    BAE Systems PLC will pay $232.5 million to acquire cloud-based cybersecurity company Perimeter Internetworking Corp., known as SilverSky, expanding BAE's presence in the U.S. commercial cybersecurity market, the company said Tuesday.

  • October 21, 2014

    AbbVie Launches $5B Buyback After Failed Deal

    After scrapping a $55 billion merger attempt with British rival Shire PLC in the wake of a U.S. government crackdown on inversion deals, U.S. drugmaker AbbVie Inc. late Monday unveiled plans for a $5 billion stock buyback and 17 percent dividend increase to boost shareholder value.

  • October 21, 2014

    5 Ways To Keep A Dual-Track Process From Going Off The Rails

    Recovering capital markets and booming M&A activity continue to lure companies to a dual-track process that lets them consider an initial public offering while they explore an outright sale. But while there's plenty of upside attached to either outcome, a company and its advisers have to play their cards the right way to cash in.

Expert Analysis

  • New Jurisdictional Issues When Moving To Quash A Subpoena

    Steven Luxton

    The Nevada federal court's recent ruling in Agincourt Gaming LLC v. Zynga Inc. is an important reminder that a nonparty wanting to challenge a civil subpoena should consider carefully the appropriate jurisdiction in which to file a motion to quash under recently enacted Rule 45, say Steven Luxton and Brad Nes of Morgan Lewis & Bockius LLP.

  • Canada's Proposed Takeover Bid Rules Are Target-Friendly

    Ralph Shay

    Newly proposed amendments to Canada's takeover bid legislation would address long-standing concerns that the current regulatory regime tilts the playing field too far in favor of hostile bidders, says Ralph Shay of Dentons Canada LLP.

  • The Impact Of Boilermakers Continues To Be Felt

    Celia Taylor

    Relying on and further strengthening the import of Boilermakers Local 154 Retirement Fund v. Chevron Corp., a recent decision in a shareholder suit involving Chemed Corp. shows the power of boards to have their say as to where intracorporate litigation will take place and who will pay for it, says Celia Taylor of Sturm College of Law at the University of Denver.

  • Who Runs My Joint Venture?

    Sean A. Bryan

    It is common for investment funds and other entities, whether in the form of a limited liability company or limited partnership, to have boards of advisers or otherwise provide for consultation with nonmanaging equity owners. The partnership or operating agreement should be explicit in granting authority, if any, or disclaiming authority, as is more customary, says Sean Bryan of Akin Gump Strauss Hauer & Feld LLP.

  • The Root Cause Of Skyrocketing Defense Costs

    Douglas W. Greene

    The costs of defending securities class actions continue to increase, and the root cause is the convergence of two related factors — the prevailing view that securities class actions are “bet the company” cases, and the consequent reflexive hiring of BigLaw firms, says Douglas Greene of Lane Powell PC.

  • What Litigators Can Learn From Novelists

    Michael H. Rubin

    Many legal briefs are written in impenetrable jargon and begin with an introduction telling the court what it already knows, using words that stem from the 18th century, such as “hereinafter.” Instead, we should approach briefs the way novelists approach their writing, says Michael Rubin of McGlinchey Stafford PLLC.

  • Start To Think About Entering China's Health Care Market

    Tim Stratford

    After the news this past July that German hospital operator Artemed had signed a framework agreement to establish the first wholly foreign-owned hospital in the Shanghai Pilot Free Trade Zone, foreign investors anxious for an opening into China’s tightly regulated health care sector may have further reason for optimism, say attorneys with Covington & Burling LLP.

  • An Offensive Use Of The FCPA?

    Kedar Bhatia

    With recent examples in mind, there is no clear indication that offensive use of the Foreign Corrupt Practices Act is actually a new frontier as opposed to another somewhat underhanded effort at securing a competitive advantage, say Kedar Bhatia and Shamoil Shipchandler of Bracewell & Giuliani LLP.

  • Commerce's BE-13 Survey Is Back: What You Need To Know

    Scott Flicker

    The U.S. Department of Commerce's Bureau of Economic Analysis — a little-known U.S. government statistical reporting bureau — has revived a dormant regulation mandating that U.S. entities submit a report when they take on, or are created as a result of, qualifying new foreign direct investment in the United States, say Scott Flicker and Dana Stepnowsky of Paul Hastings LLP.

  • Del. Clarifies Approach To Derivative Suits In Insolvency

    Brad Eric Scheler

    Before the Delaware Supreme Court’s landmark Gheewalla ruling, application of the business judgment rule to actions by directors of insolvent companies had been controversial, given the concern that directors might be inclined to engage in high-risk strategies while creditors bear the risk of failure. A recent Chancery Court decision highlights this concern, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.