Mergers & Acquisitions

  • May 26, 2016

    Challenge To $38B Williams-Energy Transfer Deal Kept Alive

    An Oklahoma federal judge kept alive a key claim in a shareholder suit seeking to block a $37.7 billion tie-up between Williams Cos. Inc. and Energy Transfer Equity over allegedly false and misleading statements, ruling Thursday the explanation for a reduced synergy estimate isn’t a protected statement. 

  • May 26, 2016

    Emerald Oil Seeks OK Of $73M Stalking Horse Sale

    Emerald Oil Inc. asked a Delaware bankruptcy judge Wednesday to approve its $73 million stalking horse agreement with CL Energy Opportunity Fund LP and SSC Emerald LP, the offer it selected out of four final bids.

  • May 26, 2016

    Blank Check Co. Landcadia Eyes $250M In Downsized IPO

    After cutting the number of shares it planned to issue, Landcadia Holdings Inc. said Wednesday it's now seeking $250 million in its initial public offering, which the blank check company will look to use for acquisitions in the hospitality, entertainment and gaming industries.

  • May 26, 2016

    Aussie Watchdog Sees Competition Issue In Freight Co. Deal

    Australia’s competition watchdog expressed concerns Thursday about the proposed AU$9.03 billion ($6.52 billion) tie-up between freight logistics company Asciano Ltd. and a group that includes private equity and pension funds led by Brookfield Infrastructure Partners LP and logistics company Qube Holdings Ltd.

  • May 26, 2016

    Deals Rumor Mill: Gawker, Anglo American, Takata

    Gawker is considering a sale, Anglo American hopes to net $1.5 billion through the sale of its metallurgical coal mines in Australia, and embattled auto parts maker Takata is in talks with KKR & Co. concerning a potential stake sale.

  • May 26, 2016

    Tech Unicorn Snapchat Raises $1.8B In Latest Equity Round

    Popular image-messaging application Snapchat reported Thursday that it has raised roughly $1.8 billion so far in a private equity sale, doubling the amount of stock the tech “unicorn” sold a year ago at this time to accredited investors who are hungry for the stock despite concerns about soaring valuations for private tech startups.

  • May 26, 2016

    Buchanan Accused Of Distracting Court In Team Buy Fight

    Buchanan Ingersoll & Rooney PC is trying to create confusion about the viability of its efforts to drag accounting firm Bollenback & Forret PA into a bankrupt Florida surgeon’s legal malpractice suit over a football team purchase, the accountants argued Wednesday, doubling down on their dismissal bid.

  • May 26, 2016

    Proskauer, Hogan Lovells Guide $8.4B REIT Deal

    New York REIT Inc. said Wednesday that it has reached an agreement with JBG Cos. to combine their portfolios creating a real estate investment trust with an enterprise value of $8.4 billion, guided by Proskauer Rose LLP and Hogan Lovells US LLP.

  • May 25, 2016

    Abengoa Affiliate OK'd To Sell Stake In Texas Water Pipeline

    A U.S. affiliate of Spanish alternative energy company Abengoa SA received approval from Delaware bankruptcy court Wednesday to sell its membership stake in a project partnership to build a pipeline supplying San Antonio with a significant portion of its water.

  • May 25, 2016

    States, Localities Take Larger Role In Telecom Merger Reviews

    As New York regulators weigh the proposed tie-up of Altice NV and Cablevision Systems Corp., experts said telecommunications deals are receiving increased scrutiny at the state and local level that adds complexity to the often-uncertain merger process.

  • May 25, 2016

    Ingram Micro Investor Seeks To Halt $6B HNA Group Deal

    An investor in Ingram Micro Inc. on Wednesday launched a putative class action in the Delaware Chancery Court, seeking to halt a proposed $6 billion merger with a unit of HNA Group Co. Ltd., arguing that the board locked in a lowball deal despite interest from another suitor possibly willing to beat it.

  • May 25, 2016

    Williams Investor Again Tries To Block $38B ETE Merger

    A Williams Cos. Inc. investor on Wednesday revived his effort to block the natural gas giant’s proposed merger with Energy Transfer Equity after an Oklahoma federal judge allowed the transaction to move forward last month, adding yet another legal battle to the long list of litigation already clouding the $37.7 billion deal.

  • May 25, 2016

    NJ Agency Blesses $18B Altice-Cablevision Deal

    Altice NV and Cablevision Systems Corp. have received New Jersey’s blessing for their proposed $17.7 billion merger, with the state Board of Public Utilities approving an agreement Wednesday that would boost customer offerings and preserve jobs for Cablevision employees. 

  • May 25, 2016

    Chicago Hospitals Say FTC Delay Will Be Merger Death Blow

    Two Illinois-based health care systems said Wednesday they will be forced to walk away from a proposed merger if the Federal Trade Commission wins a temporary block on the deal, urging an Illinois federal judge to give them a chance to prove the merger would benefit Chicagoans. 

  • May 25, 2016

    PE Bolt-Ons Pick Up In Canada During Lull In Big-Money Deals

    A stagnation in big-money private equity deals in Canada has given way to a greater reliance on smaller, add-on acquisitions known as bolt-ons, a developing trend experts say is caused by factors including uncertainty in the global markets and continued struggles in the oil and gas industry.

  • May 25, 2016

    Alstom Says GE Breaking Terms Of $800M Rail Deal

    French rail conglomerate Alstom has accused General Electric Co. of breaking the terms of an $800 million deal for GE’s rail signaling business by launching improper arbitration proceedings to figure out final pricing adjustments, according to a complaint made available Tuesday in New York federal court. 

  • May 25, 2016

    Deals Rumor Mill: Stada Arzneimittel, Yahoo, Infraero

    German health care products company Stada Arzneimittel could sell to CVC Capital Partners for up to $4.1 billion, AT&T is still in the running to buy Yahoo's core internet business, and Brazilian airport oversight agency Infraero hopes to raise $1.4 billion by selling stakes in five airports.

  • May 25, 2016

    Robbins Geller To Lead $13B Columbia-TransCanada Action

    Robbins Geller Rudman & Dowd LLP won the lead counsel's seat Wednesday for a Delaware Chancery Court shareholder action targeting the price offered in TransCanada Corp.'s proposed $13 billion acquisition of Columbia Pipeline Group Inc.

  • May 25, 2016

    Pa., DC Seek Fees For Roles In Staples Merger Case

    Pennsylvania and the District of Columbia are looking to recoup nearly $200,000 worth of legal fees under a Clayton Act provision for their work alongside the Federal Trade Commission in the case that ultimately blocked Staples' planned $6.3 billion merger with rival Office Depot, according to a Tuesday court filing.

  • May 25, 2016

    Aetna-Humana Deal Will Hurt Competition, Missouri Says

    The proposed megamerger of health insurance giants Aetna and Humana would cause excessive harm to competition in Missouri and must be restructured to win approval, state regulators said in a decision released Wednesday.

Expert Analysis

  • Preventing Competitive Harm In AB InBev-SABMiller Merger

    Andre P. Barlow

    Despite no geographic overlap in any local market, the U.S. Department of Justice required comprehensive behavioral conditions to prevent New Charter from engaging in future anti-competitive conduct against its smaller rivals. The DOJ should take the same tough and sophisticated approach to protecting consumers from the much larger Anheuser-Busch InBev-SABMiller merger, says Andre Barlow of Doyle Barlow & Mazard PLLC.

  • 5 Tips For Negotiating And Drafting Joint E-Discovery Plans

    Anthony J. Rospert

    Courts often require parties to develop a joint e-discovery plan. But even when they are not court-imposed, parties should consider using joint e-discovery plans to promote transparency and streamline the discovery process, say Anthony Rospert and Jake Evans of Thompson Hine LLP.

  • Protecting Your PE Firm From Portfolio Co. Obligations

    Glenn D. West

    It's important to review the basic means and manner through which liabilities otherwise created by portfolio companies and acquisition vehicles can be asserted against a private equity firm or its deal professionals. Knowing why the provisions mitigating these risks were originally developed will hopefully encourage continued vigilance, says Glenn West of Weil Gotshal & Manges LLP.

  • Megamergers Under The Microscope

    Randy Gordon

    If the failed Halliburton-Baker Hughes and Staples-Office Depot mergers collectively constitute a bellwether, we can expect to see fewer horizontal competitors propose mergers in markets that are already concentrated, says Randy Gordon of Gardere Wynne Sewell LLP.

  • Panama Papers: Reminders About Law Firm Cybersecurity

    Sean Doherty

    Nowhere is the attractiveness of law firms as cybercrime targets more evident than the recent Mossack Fonseca hack, believed to be the most significant data theft event in history. Firms represent a treasure trove of information and historically have had dreadful cybersecurity practices. There has been some progress, but firms can also commit to better defending their information by taking a simple, three-step approach, says Sean D... (continued)

  • OPINION: Sotomayor's Solution To Pro Bono Is Incomplete

    David A. Lash

    In calling for mandatory pro bono service, U.S. Supreme Court Justice Sonia Sotomayor is effectively using her bully pulpit to advance the cause of access to justice for the poor. Her courageous leadership is a clarion call to action that must be heeded. But bold as it may be, the pronouncement is incomplete, says David Lash, managing counsel for pro bono at O’Melveny & Myers LLP and a member of the Association of Pro Bono Counsel.

  • Creating Barclay Damon: Lessons From A Law Firm Merger

    John P. Langan

    Joining two firms with long histories meant not only combining cultures, philosophies and deeply rooted ways of doing business, but also combining two IT systems, two accounting systems, and two ways of handling many other administrative functions. It didn't help that the firms had different fiscal year ends, says John Langan, managing partner of Barclay Damon LLP.

  • How Courts View Valuation Methods In Appraisal Litigation

    David F. Marcus

    While there are commonly accepted valuation frameworks, whether a judge will view an expert’s valuation as reliable depends critically on the details of the methodology. Economists at Cornerstone Research summarize the common critiques Delaware judges have made of various experts’ work based on a review of 15 recent opinions in M&A appraisal rights cases.

  • Reflecting On The 20th Anniversary Of BMW V. Gore

    Andrew Frey

    On May 20, 1996, the U.S. Supreme Court held that a $2 million punitive damages award imposed for a tort that caused $4,000 in economic harm was unconstitutionally excessive. In the ensuing 20 years, BMW v. Gore has proved to be a foundational case in punitive damages jurisprudence. We were fortunate enough to have played a role in this historic decision, say Mayer Brown LLP partners Andrew Frey and Evan Tager and Maserati North Am... (continued)

  • Corporate Counsel: Consumer Becomes Provider (The Sequel)

    Mark A. Cohen

    Last week, we discussed why corporate legal departments are taking on so much more work themselves instead of outsourcing it to law firms. This is, of course, an ominous sign for law firms and the traditional partnership structure. So too is disaggregation and the emergence of legal service providers as well as others — notably the Big Four — poised to enter the gargantuan legal services market, says Mark A. Cohen of Legal Mosaic LLC.