Mergers & Acquisitions

  • October 24, 2014

    Challenge To $390M Crimson Exploration Sale Tossed

    A Delaware Chancery judge on Friday threw out claims challenging the now-closed $390 million sale of Crimson Exploration Inc. by Contango Oil & Gas Co., ruling that the suing shareholders didn’t have enough of a case to stand up to either the business judgment or entire fairness standards.

  • October 24, 2014

    6th Circ. Upholds GM's Win In $3B Suit Over Saab Sale

    General Motors Co. did not interfere with the bankruptcy sale of Saab Automobile AB by issuing public statements signaling its disapproval of the deal between Dutch car maker Spyker NV and Chinese investors, the Sixth Circuit ruled Friday, upholding the dismissal of a $3 billion suit.

  • October 24, 2014

    Spain Hopes For $4.9B Windfall In Airport Operator Exit

    Spain's privatization of its 49 percent stake in airport operator Aena, which will include a public offering, will bring in up to €3.2 billion ($4.9 billion) in what has been called the biggest such European deal of the year, according to a Thursday report from the Spanish government's adviser on privatizations. 

  • October 24, 2014

    Deals Rumor Mill: PetSmart, Societe Generale, Atlanta Hawks

    Private equity powerhouse KKR & Co. LP is reportedly among the buyout firms looking at snatching up PetSmart Inc., while Societe Generale SA is eyeing an exit from Brazil and has been negotiating a sale of its assets in the South American country to major local banks.

  • October 24, 2014

    Blank Check Co. Hydra Raises $80M In Downsized IPO

    Blank check company Hydra Industries Acquisition Corp. raised $80 million in a downsized initial public offering Friday after pricing 8 million units at $10 each, marking the third such company to go public since July.

  • October 24, 2014

    RE Rumor Mill: Google, Hines, Keller Williams

    Google Inc. is said to have bought a $585 million portfolio of Silicon Valley-area office buildings, while a Hines joint venture in Italy is reportedly raising $380 million to renovate two Venice hotels and Keller Williams NYC is said to have scooped up a brokerage boutique with a hefty Manhattan rental building portfolio.

  • October 24, 2014

    Porter Hedges Opens Okla. City Office With Energy Pro

    Houston-based Porter Hedges LLP expanded its energy practice this week with the opening of a new Oklahoma City office led by a former Commercial Law Group PC managing partner with expertise in M&A, real estate and finance.

  • October 24, 2014

    Investors Blast Multimedia Games' $1.2B Sale To Global Cash

    Casino games maker Multimedia Games Holding Co. Inc. was hit with a second shareholder class action in Texas federal court Thursday alleging its proposed $1.2 billion buyout by Las Vegas-based Global Cash Access Holdings Inc. cheats shareholders, casting another cloud over the deal.

  • October 24, 2014

    Okapi CEO Explains Why Activists Are Ruling The Marketplace

    The landscape for shareholder activism has changed dramatically in the five years since Bruce Goldfarb launched Okapi Partners LLC, the proxy solicitor that recently added a landmark win for Starboard Value LP to its list of client successes. Here, he shares an insider perspective on why the recent surge in shareholder activism is only the beginning.

  • October 24, 2014

    Ex-BNY Mellon Manager Admits Tipping Scheme

    A former Bank of New York Mellon Corp. manager pled guilty on Friday to earning more than $700,000 by trading on inside tips from a business school classmate about impending acquisitions in the pharmaceutical industry.

  • October 24, 2014

    Shire Looks To Sink $1.5B AbbVie Termination Fee Into M&A

    London-based Shire PLC's CEO said in a Friday conference call that the pharmaceutical giant has "significant firepower" and will look to boost its acquisitions, as it rides the windfall of a $1.6 billion termination fee from its canceled $52 billion merger with AbbVie, along with solid quarterly profits. 

  • October 24, 2014

    Pulling Up Stakes: Squire Patton Boggs, Hogan, Kirkland

    This week's roundup of dealmakers on the move included Squire Patton Boggs' dual hire of a corporate and health care ace as well as a litigation pro in Ohio, Hogan Lovells strengthening its M&A practice in Vietnam, and Kirkland & Ellis LLP snatching up a private equity and M&A pro in Hong Kong.

  • October 24, 2014

    Taxation With Representation: Latham, Vinson, Weil

    In this week’s Taxation With Representation, IBM Corp. sells its semiconductor unit in a $1.5 billion deal while Latham & Watkins’ tax attorneys help QEP Resources Inc. sell its midstream oil and gas business to industry giant Tesoro Corp for a cool $2.5 billion.

  • October 24, 2014

    Commercial Services Co. Goes Private In $840M PE Sale

    Commercial services provider Digital River Inc. said Thursday it has agreed to be bought out by an investor group led by private equity firm Siris Capital Group for $840 million in cash, hoping to use the private backing to increase its business flexibility.

  • October 24, 2014

    P&G Joins Spinoff Frenzy With Plans To Split From Duracell

    The Procter & Gamble Co. on Friday became the latest household-name company to split from a big-ticket asset when it outlined plans to exit its Duracell battery business, potentially through a spinoff that would create a new publicly traded company.

  • October 24, 2014

    Chiquita Investors Vote Down Fyffes Inversion

    Shareholders in Chiquita Brands International Inc. on Friday voted down the banana giant's plans for a $500 million-plus merger with Ireland's Fyffes PLC, dealing a death blow to the ballyhooed tax inversion one day after a pair of Brazilian bidders surfaced with a heftier offer.

  • October 24, 2014

    Chiquita Spurns Brazilian Bid Hours Before Fyffes Vote

    Hours before a Friday shareholder vote on its planned $500 million-plus merger with Fyffes PLC, Chiquita stuck by the deal and rejected a heftier takeover bid from a pair of Brazilian suitors that for months have tried to upend the tax inversion.

  • October 23, 2014

    Sierra Railroad Nets Another $13M In Trade Secrets Case

    A California federal judge has awarded Sierra Railroad Co. an additional $13.1 million in punitive damages for Patriot Rail Company LLC's willful misappropriation of the company's trade secrets during failed merger discussions, bringing Sierra's total award in the case to $52.8 million, according to a Thursday opinion. 

  • October 23, 2014

    Pfizer Unveils Mammoth $11B Buyback Program

    Pharmaceutical titan Pfizer Inc. said Thursday it would redirect its cash stores into an eye-popping $11 billion share buyback program after its attempt at a blockbuster merger with British rival AstraZeneca PLC fell flat earlier this year.

  • October 23, 2014

    Old Mutual, Henderson Combine RE Funds Into $4.3B Vehicle

    U.K. asset manager Old Mutual Global Investors said on Thursday that it will merge its Old Mutual Property Fund with Henderson Global Investors' Henderson UK Property OEIC fund, creating a combined £2.7 billion ($4.3 billion) real estate investment powerhouse.

Expert Analysis

  • Sterling Case Offers Valuable Trustee Incapacity Insight

    Shari A. Levitan

    The dispute between Donald and Shelly Sterling — resolution of which determined the control of the trust that owned the Los Angeles Clippers and whether it could be sold for a reported $2 billion — highlights the steps required for trustee removal, and raised other interesting issues as to the relevant degree of capacity required for certain actions and the time at which the measure of capacity was taken, say Shari Levitan and Stac... (continued)

  • An Associate's Perspective On Business Development

    Jason Idilbi

    Let’s face it: Taking friends or acquaintances to Justin Timberlake concerts or golf at the Ocean Course is not how we as law firm associates are going to develop business. Our primary value comes not from out-of-office networking jaunts but from bearing a laboring oar for our partners. Which is why our best approach to business development is more likely from the inside out, says Jason Idilbi of Moore & Van Allen PLLC.

  • New Lessons From Rural/Metro II For M&A Parties, Advisers

    Peter J. Rooney

    The Delaware Court of Chancery’s decision this month in the case of Rural/Metro Corp. Stockholders Litigation awarding nearly $76 million in damages against a seller’s financial adviser highlights the difficult strategic questions nonsettling defendants face by proceeding alone to trial, including whether to put on trial the conduct of the settling defendants, say attorneys with Orrick Herrington & Sutcliffe LLP.

  • 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.