RBC Bearings Inc. inked a deal Friday for $500 million in cash and new debt to buy Sargent Aerospace & Defense from Dover Corp., expanding its already formidable precision manufacturing operations.
An Arizona bankruptcy judge on Friday approved the sale of SkyMall LLC assets to C&A Marketing Inc. for $1.9 million.
Intel Corp. is exploring an acquisition of fellow tech company Altera Corp., which has a market capitalization of $10.4 billion, while German motorway service station group Tank & Rast has a vast array of potential suitors and could be worth up to €3.5 billion ($3.8 billion).
Major RadioShack Corp. creditor Salus Capital Partners LLC, which has been fighting to reopen the iconic retailer's bankruptcy auction, made a surprise move Friday and said it intends to present a sweetened bid for the debtor as the court fight over the sale raged on a second day.
Atlantic City’s defunct Revel Casino Hotel has chosen to stick with a proposed $82 million Chapter 11 sale to Florida real estate tycoon Glenn Straub, according to court papers filed Thursday in support of a deal rejected once before by the presiding bankruptcy judge.
Winston & Strawn LLP has hired a mergers and acquisitions finance partner and an insolvency partner from Pillsbury Winthrop Shaw Pittman LLP, the firm said Friday, bringing its Pillsbury hiring spree count to 15 in the last 60 days.
Not much has changed in the year since Delaware's Chancery Court laid the foundation for financial advisers to be held accountable for conflicts of interests during the deal-making process, but lawyers say that may be due to a lack of significant test cases and caution within the financial industry as bankers look to avoid a similar fate.
A former manager at the multinational IT firm Logica PLC was sentenced on Friday to 10 months in prison on three counts of insider trading ahead of the company's acquisition by a Canadian rival, according to the U.K.’s markets regulator.
California-based Chevron Corp. said Friday that it plans to unload its 50 percent stake in Australian refiner Caltex Australia Ltd., a sale potentially worth more than $3 billion, as part of its efforts to shed assets and raise cash amid a plunge in global oil prices.
Activist hedge fund Elliott Management Corp. revealed its 7.5 percent stake in Axis AB on Friday, a disclosure that could cause complications for Canon Inc.'s roughly $2.8 billion takeover attempt of the Swiss video surveillance specialist.
Bolstering itself against activist pressure, Yahoo Inc. announced a new $2 billion share buyback program Thursday to return value to shareholders after it raised $9.4 billion selling shares of Alibaba Group Holding Ltd. following the e-commerce giant’s record-setting initial public offering last year.
Plaintiffs accusing Kinross Gold Corp. of misleading investors over the prospects of a West African mine it sought to acquire through a merger asked a New York federal judge on Thursday to preliminarily approve a $33 million settlement deal that would halt a proposed securities class action.
In this week's Taxation with Representation, Shearman & Sterling and Cravath sit on opposite sides of Dow Chemical Co.'s massive $5 billion chlorine business spinoff, and Tenet Healthcare Corp. creates the nation's largest outpatient surgery provider by merging with United Surgical Partners International.
Dow Chemical Co., under shareholder pressure to streamline itself, said Friday it will separate a significant part of its chlorine business and merge that new entity with chemicals manufacturer Olin Corp. in a $5 billion tax-free deal guided by Shearman & Sterling LLP, Cleary Gottlieb Steen & Hamilton LLP and Cravath Swaine & Moore LLP.
Major RadioShack Corp. creditor Salus Capital Partners LLC called the iconic retailer's bankruptcy auction a “sham” Thursday and pushed to reopen the process, as an all-out brawl kicked off over the debtor's choice to deem a bid from stalking horse Standard General LP the winner.
Borse Dubai said Thursday it has sold its remaining 17.4 percent interest in the London Stock Exchange Group PLC, ending its investment in the U.K.-based exchange operator.
A newly revealed U.S. Securities and Exchange Commission inquiry will likely require ousted American Apparel Inc. CEO Dov Charney and other top executives to answer investigators' questions about his acrimonious departure from the company, prolonging a controversial part of the clothing retailer's history that it has been working to close.
Japanese telecom giant SoftBank Corp. may be ready to lay out as much as $1 billion to acquire a 20 percent stake in Indian handset maker Micromax Informatics Ltd., while Evonik Industries AG may try to take over rival Clariant AG in order to create a $21.8 billion chemicals company.
A German appeals court on Thursday tossed a suit brought by a group of hedge funds claiming that they lost money in Porsche Automobil Holding SE after the company’s unsuccessful effort to acquire Volkswagen AG, finding that the plaintiffs failed to show that Porsche had intended to cause harm with the way it conducted the bid.
With the personal data of 117 million customers potentially up for grabs in RadioShack Corp.’s bankruptcy auction, state attorneys general are keeping a close watch on the auction.
The Federal Trade Commission is required to preserve the confidentiality of the existence of its investigations and all of the company information and witness testimony obtained during its investigations. Yet a detailed internal report of the FTC staff’s investigation of Google Inc. for antitrust violations recently became front-page news. And unfortunately this disclosure was not an isolated occurrence, say attorneys with Baker Botts LLP.
For reliance material that is not admitted on the stand, consider bolstering the testimony by having the expert describe the evidence generally, but in a way that signals to the jury that the expert has a strong foundation of supporting facts and data. If done well, such testimony can open the door to admitting the evidence, say Jason McDonell and Heather Fugitt of Jones Day.
The Centers for Medicare and Medicaid Services’ Innovation Center has granted states more than $960 million for health care systems and delivery development through its State Innovation Models Initiative. A health care funding program of this magnitude provides private investors with valuable information and cues for future investment, say attorneys with McGuireWoods LLP.
Proposed amendments to the Delaware appraisal statute — like courts’ recent increased reliance on the merger price in determining fair value — will not significantly discourage appraisal overall so much as it will further drive activity toward strong appraisal claims, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.
The U.S. Supreme Court’s highly anticipated Omnicare decision provides much-needed clarification as to when a statement of opinion can give rise to Section 11 liability and, to the relief of securities issuers, when it cannot. But the court did not directly address important issues regarding how the Omnicare analysis will be applied, including when an omission may give rise to Section 11 liability, say attorneys with Latham & Watkins LLP.
The technical provisions of an acquisition agreement turn into harsh reality when the IRS knocks on the doors of a combined taxpayer a couple of years after the transaction closed. The seller is now nowhere to be found, or the IRS combines preclosing audit issues with post-closing issues, which makes the lines of indemnification substantially blurry, says Elan Keller of Kaye Scholer LLP.
Just as soon as the ink dried on the Affordable Care Act, the Federal Trade Commission and state attorneys general stepped up efforts to strike down anti-competitive mergers in the health care sector. This, in turn, has led many providers to feel conflicted between their desire to achieve economic efficiencies through mergers and consolidations and reluctance to risk antitrust liability. But hope is not lost, says Lori Lustrin of B... (continued)
Many sellers — particularly private equity sellers and those running auctions — now consider providing vendor due diligence reports to potential buyers, speeding up the sale process and maintaining greater control over diligence. VDDRs can also contribute to the efficiency of an auction process with a “stapled insurance package,” removing another potential gap in negotiations, say attorneys with McGuireWoods LLP.
In cross-border acquisitions, issues about how to deal with target cash often become significantly more complex. Businesses that operate around the world may have cash in several different countries, and regulatory and tax concerns may limit both the seller's and the buyer's ability to transfer cash from one country to another, say Stephen Glover and Jonathan Corsico of Gibson Dunn & Crutcher LLP.
What began as a targeted effort by a small number of governance activists clearly is now a broad movement that is redefining the relationship between public companies and their shareholders. Companies and their boards should recognize that historic shareholder relations models, as well as “traditional” approaches to responding to shareholder initiatives, may no longer be optimal, say attorneys with Sullivan & Cromwell LLP.