Mergers & Acquisitions

  • October 27, 2016

    Hospital-Practice Mergers May Land In FTC Crosshairs

    The head of the Federal Trade Commission’s competition bureau said Thursday that the agency could look to bring new kinds of health care merger cases, focusing on vertical integrations like hospitals buying physician practices, rather than just on hospitals buying each other.

  • October 27, 2016

    Qualcomm Inks $37.7B Deal For NXP Semiconductors

    Qualcomm said Thursday it will buy NXP Semiconductors for more than $37 billion, marking a record semiconductor combination amid a wave of consolidation in the industry.

  • October 26, 2016

    Cornerstone Ex-CEO Tells Jury PE Fund Stole Prime Deal

    A director and former CEO of Cornerstone Health Care Group told Texas jurors Wednesday the hospital owner would have paid $45 million for a chain of rehabilitation facilities if its management team hadn’t conspired to steal away the deal for private equity fund Nautic Partners LLC.

  • October 26, 2016

    US Trustee Seeks To Chop Garden Fresh Sale's Bonus Plan

    The federal bankruptcy watchdog took aim Wednesday at the auction plan for the parent of casual dining chain Souplantation, arguing that buried in the fine print is an arrangement to pay executive bonuses without going through the normal requirements spelled out in the Bankruptcy Code.

  • October 26, 2016

    DOJ To Approve $1.8B Wabtec-Faiveley Deal With Divestitures

    U.S.-based Wabtec may proceed with its planned $1.8 billion acquisition of French rival Faiveley Transport SA if it splits off Faiveley’s entire American freight car brakes business, the U.S. Department of Justice said Wednesday.

  • October 26, 2016

    Discovery Claims Roil $18B Towers Watson Appraisal Fight

    A stockholder petition for appraisal of shares withheld from the $18 billion Towers Watson & Co.-Willis Group merger has taken a sharply adversarial turn, with allegations of document destruction and dueling motions to compel set for a Delaware Chancery Court hearing on Tuesday.

  • October 26, 2016

    Samson Nets $660M In Series Of Ch. 11 Asset Sales

    Bankrupt oil and gas driller Samson Resources Corp. received court approval Wednesday in Delaware on a series of asset sales that will net the company nearly $660 million, paving the way for a planned debt-for-equity swap that will reorganize the company's $4 billion in debt.

  • October 26, 2016

    M&T Says Class Case Fails In Suit Over $3.7B HCB Merger

    Shareholders who challenged Hudson City Bancorp Inc.’s merger with M&T Bank last year made lots of money but haven't made enough of a case to salvage their putative class challenge to the $3.7 billion deal, an M&T attorney told a federal judge in Delaware on Wednesday.

  • October 26, 2016

    Deals Rumor Mill: Snapchat, Dr Pepper Snapple, RPC Group

    The parent company of Snapchat hopes to raise up to $4 billion in its planned IPO, Dr Pepper Snapple Group could pay more than $1.5 billion for drink maker Bai Brands, and U.K. plastic packaging supplier RPC Group is vying to acquire peer Albea.

  • October 26, 2016

    Split SEC Eases Proxy Voting Rules On Corporate Elections

    A divided U.S. Securities and Exchange Commission approved rule changes on Wednesday to make it easier for shareholders to vote for corporate board candidates nominated by activist investors, while unanimously agreeing to relax intrastate crowdfunding rules.

  • October 26, 2016

    Time Warner Takeover Pushes Need For Uniform Privacy Regs

    AT&T roused privacy advocates in unveiling an $85.4 billion cash-and-stock takeover of Time Warner over the weekend, a move that steps up pressure to replace the traditional sectorial approach to privacy regulation with more stringent and uniform rules to counter the increasingly blurry lines between the telecom and tech industries.

  • October 26, 2016

    Bayer CEO Calls $66B Monsanto Tie-Up ‘A Perfect Fit’

    Bayer AG CEO Werner Baumann said Wednesday as the German drug and chemical maker announced strong quarterly earnings that its planned $66 billion acquisition of U.S.-based Monsanto Co. makes sense because the two are “a perfect fit” despite antitrust hurdles they now face.

  • October 26, 2016

    Rainmaker Q&A: Rutan & Tucker's Shigenobu Itoh

    It’s opportunities where perhaps you don’t actually land an engagement that can turn out to be great substantive learning experiences for young lawyers in developing their nonlegal skills. They can serve as a catalyst to conduct some personal introspection, says Shigenobu Itoh, partner at Rutan & Tucker LLP.

  • October 25, 2016

    Samson Set To Seek Final Approval Of $660M In Ch. 11 Sales

    Samson Resources Corp. is set to seek final approval from the Delaware bankruptcy court Wednesday for a series of asset sales expected to raise nearly $660 million, a task that has eased since a once-$60 million dispute with the federal government has shrunk to perhaps under $1 million.

  • October 25, 2016

    Deals Rumor Mill: Pacific Controls, Coca-Cola, Clydesdale

    Troubled technology company Pacific Controls is in talks to sell an emirate-based data center, Coca-Cola is negotiating an operation and capital partnership with Japan's Kirin Holdings, and Clydesdale Bank has offered to buy The Royal Bank of Scotland's Williams & Glyn business.

  • October 25, 2016

    Baker Botts Guides EQT In 3 Deals Totaling $683M

    Energy outfit EQT Corp. said Tuesday that it has reached three related deals for a total price of $683 million that will increase its holdings in the Marcellus Shale by 59,600 acres, with guidance from Baker Botts LLP on all three deals.

  • October 25, 2016

    Simpson Thacher M&A Atty Lands At Clifford Chance

    A former Simpson Thacher & Bartlett LLP attorney, who represented a J.P. Morgan asset management unit and advised the Blackstone Group in an acquisition and spinoff, has joined Clifford Chance LLP as a partner in New York.

  • October 25, 2016

    Russia-Led Group Puts €250M Into Glass Tableware Maker Arc

    A group of private investors led by Russia’s sovereign wealth fund has agreed to invest as much as €250 million ($272 million) in glass tableware maker Arc International Tableware UK Ltd., the companies said Tuesday.

  • October 25, 2016

    Buckeye To Pay $1.15B For Half Of Vitol Terminal Biz

    Liquid petroleum storage and transportation firm Buckeye Partners LP said Monday it has agreed to pay $1.15 billion for a 50 percent stake in a Vitol international marine terminal business.

  • October 25, 2016

    Investcorp Snags 3i's Debt Management Unit In $271M Deal

    Private equity firm Investcorp has agreed to buy debt management unit 3iDM from U.K.-based 3i Group PLC in a deal worth £222 million ($271 million), the companies said Tuesday, upping Investcorp’s total assets under management to roughly $23 billion.

Expert Analysis

  • When Your Client Is The President

    C. Boyden Gray

    Every day, it seemed that virtually the entire day was spent trying to shape the news. Balancing the media day-to-day with the need for strategic planning requires staff to stay in their positions rather than congregate around the ball. Yet the impulse to run to the action is as tempting in the White House as on the soccer field, says C. Boyden Gray, who served as White House counsel for President George H.W. Bush.

  • China’s New Social Credit System Presents Complications

    Lester Ross

    China recently issued a document that advances the institution of a disciplinary system by which all entities and individuals will be rated according to their social credit scores. Foreign-invested enterprises and other foreign entities may be particularly vulnerable, say Lester Ross and Tingting Liu of WilmerHale.

  • Corporate Voting Standards Are Not That Standard

    Daniel E. Wolf

    As we enter the homestretch of the presidential election and the quadrennial bewilderment at the vagaries of the Electoral College system, it is an opportune moment to highlight that the voting standards for corporate shareholder approvals in the United States can be similarly confounding, say Daniel Wolf and Michael Brueck of Kirkland & Ellis LLP.

  • When Your Client Is The President

    Peter J. Wallison

    I was given immediate responsibility for responding to the Iran-Contra crisis. My problem as a lawyer was what to do about all the requests for files, documents and other information that were coming in from investigators. Ultimately, it came down to this: What do I believe about my client? says Peter Wallison, who served as White House counsel for President Ronald Reagan.

  • Antitrust Authorities Step Up Merger Enforcement

    Howard Morse

    Obama administration antitrust enforcers have faced criticism over the last year for not being sufficiently aggressive. The U.S. Department of Justice and the Federal Trade Commission appear to have responded by increasing enforcement. And the Third Circuit, in FTC v. Penn State Hershey, recently bolstered these efforts, say attorneys with Cooley LLP.

  • When Your Client Is The President

    Fred F. Fielding

    The experience of preparing for the 1981 air traffic controller strike brought home to me the responsibility a lawyer owes to his or her client — be it an average citizen, a corporation or a president, says Morgan Lewis & Bockius LLP partner Fred Fielding, who served as White House counsel for Presidents Ronald Reagan and George W. Bush.

  • Bridging The Gap Between Outside And Inside Counsel

    Andrew S. Chamberlin

    Results from a recent International Association of Defense Counsel survey reveal a significant disconnect between inside and outside lawyers when it comes to perceptions of their own effectiveness versus the perceptions of their counterparts on the other side of the fence, say Andrew Chamberlin, a partner at Ellis & Winters LLP, and Orlyn Lockard, associate general counsel at Siemens Corp.

  • When Your Client Is The President

    William E. Casselman II

    My experience with the Nixon pardon, the Nixon tapes, the construction of the White House swimming pool, and other matters well out of the ordinary for a president’s lawyer taught me that in the practice of law one should learn to expect and cope with the unexpected, says William Casselman, who served as White House counsel for President Gerald Ford.

  • So You Want To Be A Partner? You Need A Mentor

    Rebecca Glatzer

    Not all aspects of the partnership process are within an attorney’s power. However, there are some factors that an associate can control on the path to partnership, the most important of which are the relationships cultivated along the way, says Rebecca Glatzer of Major Lindsey & Africa.

  • Recent Application Of MFW Confirms 3 Important Principles

    Christopher E. Austin

    The Delaware Chancery Court's recent opinion in a shareholder suit challenging the buyout of Books-A-Million clarifies the obligations of controlling stockholders when it comes to going-private and similar transactions. The opinion also indicates the continued viability of MFW despite the efforts of the plaintiffs bar to limit its benefits, says Christopher Austin of Cleary Gottlieb Steen & Hamilton LLP.