Mergers & Acquisitions

  • October 31, 2014

    Symbion Must Shed Center In FTC Deal Over $792M Merger

    The Federal Trade Commission said Friday it would require Surgery Center Holdings Inc. and Symbion Holdings Corp. to divest ownership of an ambulatory surgical center in Florida as part of a deal settling claims that the companies' proposed $792 million merger would be anti-competitive, as the state of Florida sued to block the merger.

  • October 31, 2014

    Crumbs Buyer Settles Claims It Knew Loan Couldn’t Be Repaid

    The joint venture that picked up Crumbs Bake Shop Inc.’s assets in a $6.5 million credit bid is settling creditors’ claims that it lent the distressed New Jersey company millions it knew Crumbs couldn’t repay in order to buy its assets at a discount, the creditors said Thursday.

  • October 31, 2014

    3 Top Competition Players To Know In the New EC

    As the new European Commission takes over on Monday, incoming competition chief Margrethe Vestager inherits a slate of high profile cases, including probes into Google Inc.'s search practices and tax breaks for Apple Inc. and Starbucks Corp. But Vestager isn't the only new player worth knowing. Here's our cheat sheet for the new European leadership.

  • October 31, 2014

    11th Circ. Rejects ERISA Claim Against Stiefel Labs

    The Eleventh Circuit on Friday reversed a lower court's ruling in a former Stiefel Laboratories Inc. employee's suit against the pharmaceutical giant, finding he exercised his “put” right to sell his shares of company stock before a merger that closed at a much higher valuation.

  • October 31, 2014

    4 Cos. Raise $1.2B As US IPO Market Warms Back Up

    New issuers seemed to catch a break during the final week of October, a change in pace from the drag on U.S. initial public offering activity caused by volatility in the stock market at the beginning of the month, suggesting the downturn was just a blip, experts say.

  • October 31, 2014

    Media General Launches $400M Offering To Back LIN Deal

    Media General Inc. will sell $400 million in senior unsecured notes to back its $1.6 billion acquisition of LIN Media Inc., the company said Friday, after receiving a conditional green light for the combination from the U.S. Department of Justice earlier in the week.

  • October 31, 2014

    Don't Miss It: Hot Deals & Firms We're Following This Week

    With so much M&A news this week, you may not have seen some announced deals involving several law firms such as Kirkland & Ellis, Arnold & Porter and others. Here, Law360 takes a look at the ones you might have missed.

  • October 31, 2014

    FTC OKs Stay In Phoebe Putney Divestiture Fight

    The Federal Trade Commission agreed Thursday to stay a case trying to force Phoebe Putney Health System Inc. to divest a recently acquired hospital unit, as Georgia state officials examine whether certificate of need requirements might thwart the sale.

  • October 31, 2014

    ABRY Partners Sells HealthPort 5 Years After IPO Attempt

    ABRY Partners has found a buyer for Georgia-based health care technology company HealthPort Inc. after a tumultuous eight years of ownership that included a failed initial public offering attempt at the peak of the financial crisis.

  • October 31, 2014

    Deals Rumor Mill: Oi SA, Bakrie Group, Altice SA

    Oi SA is teaming up with America Movil SAB and Telefonica SA to offer to buy Telecom Italia SpA's Brazilian mobile phone unit TIM Participacoes SA for about $13 billion, while Bakrie Group hopes to restructure a portion of its $8 billion in debt instead of divesting major assets.

  • October 31, 2014

    Sanofi's Duty To Detail FDA Concerns Key To Lemtrada Cases

    A New York federal judge asked Friday whether Sanofi's "very happy opinion" shared with investors about prospects for on-time approval of its potential blockbuster Lemtrada multiple sclerosis drug carried with it a duty to detail concerns among regulators about bias in the single-blind method by which the drug giant and its recently acquired Genzyme Corp. unit were conducting trials.

  • October 31, 2014

    Pulling Up Stakes: Baker & McKenzie, Kirkland, Manatt

    Lateral hires at Baker & McKenzie LLP make up this week’s roundup of dealmakers on the move with the firm bringing on a seasoned corporate M&A veteran in Melbourne, Australia, as well as a prominent seven-attorney transactional team in Mexico City.

  • October 31, 2014

    Comcast Castoff Plans $5.7B IPO Tied To Time Warner Deal

    Midwest Cable Inc., the cable company Comcast Corp. is spinning out to ease antitrust concerns over its planned merger with top rival Time Warner Cable Inc., said Friday it plans to raise $5.7 billion in an initial public offering next year.

  • October 31, 2014

    Santander Ups Stake In Brazil Unit With Buyout Offer

    Spain's Banco Santander SA has increased its ownership in its Brazil subsidiary in a stock swap offer with minority shareholders in which the bank will issue approximately €2.6 billion ($3.3 billion) in new shares, Santander told regulators Friday.

  • October 31, 2014

    Taxation With Representation: Akin, Cravath, Skadden, Weil

    In this week's Taxation with Representation, Chiquita Brands International Inc. gets picked up by private Brazilian investors with a little help from Skadden and Cravath attorneys, while Western Gas Partners LP buys Nuevo Midstream LLC in a $1.5 billion deal.

  • October 31, 2014

    Long-Term Health Care REITs Omega, Aviv Merge In $3B Deal

    Omega Healthcare Investors Inc. is set to acquire Aviv REIT Inc., which shares its focus on long-term-care properties, in a stock-for-stock deal that values Aviv at $3 billion, the companies said Friday, in a move meant to create an industry powerhouse.

  • October 31, 2014

    Activism Appeal Still Rising As Returns Outlook Tapers

    Activist investors are expected to continue their tear through the marketplace over the next two years even as they set their sights on lower returns, according to recent data gathered by Schulte Roth & Zabel LLP and Mergermarket.

  • October 31, 2014

    Ares Nabs Energy Infrastructure Manager With $4B In Assets

    Ares Management LP is shifting toward a more energy-heavy strategy with a Friday agreement to acquire asset manager Energy Investors Funds, which has $4 billion in its funds.

  • October 31, 2014

    Danone Spotlights Inbound China M&A With $550M Milk Co. Bet

    French dairy giant Danone SA on Friday outlined plans for a $550 million private placement that will give it a slice of a Chinese milk powder maker, deepening its business ties to the country and reinforcing rising foreign interest in Chinese companies.

  • October 31, 2014

    Dollar General Again Extends $9B Family Dollar Offer

    Dollar General Corp. on Friday pushed back the deadline for its $9.1 billion offer for Family Dollar Stores Inc. until Dec. 31, keeping up its campaign to scuttle a rival deal worth $8.5 billion that would merge the target with a third discount retailer.

Expert Analysis

  • Application Of California’s Long-Arm Statute In M&A

    Louis R. Dienes

    Section 2115 of the California Corporations Code can complicate a deal involving a private target that has a significant presence in California but is incorporated in another jurisdiction, such as Delaware. Particularly for private equity and venture capital-backed corporations that are deemed to be quasi-California corporations, Section 2115 has the potential to cause problems, says Louis Dienes of Locke Lord LLP.

  • Stretching Singles Into Doubles: Alternative PE Exits

    Kenneth R. Koch

    Not every private equity investment is a home run. However, there are a variety of methods that can be employed to exit some of these investments gracefully and, in the process, perhaps stretch a single to a double, say Kenneth Koch and Stephen Gulotta Jr. of Mintz Levin Cohn Ferris Glovsky and Popeo PC.

  • How Law Firms Are Revolutionizing Services In California

    Michael Pontrelli

    The California legal market is experiencing a disruptive transformation as in-house counsel look for ways to trim their budgets by disaggregating services. Business growth in certain sectors of the state's economy has spurred the development of new ways to manage escalating legal costs — for example a new service delivery model that “right-sources” work, says Michael Pontrelli of Huron Legal.

  • When Things Do Not Go As Planned In A Bankruptcy Sale

    Jeffrey A. Krieger

    The somewhat problematic issue in a bankruptcy sale is determining what rights or obligations, if any, do the parties have under the agreement between the date of execution and the date the court enters an order approving the sale. This is precisely the issue the parties encountered in the Chapter 11 case of Hot Dog on a Stick, says Jeffrey Krieger of Greenberg Glusker Fields Claman & Machtinger LLP.

  • The Legal Professions’ Curious Under-Use Of 2nd Opinions

    Judge Wayne D. Brazil

    As conscientious professionals who are required to address problems with notoriously elusive dimensions, lawyers should consider securing second opinions in a much wider array of circumstances than has been the norm, says Judge Wayne Brazil, a neutrual with JAMS and former magistrate judge in the U.S. District Court for the Northern District of California.

  • Margrethe Vestager: The New EU Competition Commissioner

    Stephen Mavroghenis

    Margrethe Vestager inherits the European Commission's competition portfolio from outgoing Spanish Commissioner Joaquin Almunia, whose tenure, while marked with enforcement victories, will leave a bitter pill in the mouths of a number of companies — and their lawyers, say attorneys with Shearman & Sterling LLP.

  • New Patent Metrics For Management And Investors

    Stephen Glazier

    No consensus has formed regarding which metrics are best to compare, manage and communicate about mission-critical patent programs. We tested a variety of metrics and selected a new system derived entirely from publicly available raw data for all publicly traded companies, even though the raw IP data may be esoteric, awkward and unappreciated generally by management and investors, says Stephen Glazier of Akerman LLP.

  • Death Of The 'Double Irish Dutch Sandwich'? Not So Fast

    Jeffrey L. Rubinger

    All of the press declaring the “Double Irish Dutch Sandwich” structure a thing of the past as a result of recent Irish finance proposals seems to be a bit overstated. The only thing that has truly changed is the scope of permissible jurisdictions to which management and control may be moved to achieve the desired tax benefits, say Jeffrey Rubinger and Summer Ayers LePree of Bilzin Sumberg Baena Price & Axelrod LLP.

  • Use Social Media For Legal Service Only As A Last Resort

    Steven Richard

    Courts remain largely skeptical about allowing litigants to serve and notify evasive parties of legal proceedings through their social media accounts. A recent split ruling by the Oklahoma Supreme Court shows the competing considerations, say Steven Richard and Britt Killian of Nixon Peabody LLP.

  • 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)