Mergers & Acquisitions

  • October 20, 2014

    Kirkland, Jones Day Lead PE Dealmaking In 3Q

    Kirkland & Ellis LLP has nabbed the top spot for private equity dealmaking advisory for the third straight quarter, with a runaway lead to top the charts for the year, according to industry research firm PitchBook’s third quarter league tables.

  • October 20, 2014

    Revel Auction Loser Can’t Void Brookfield Sale, Judge Says

    A New Jersey bankruptcy judge on Monday formally rebuffed a motion to invalidate the auction of Atlantic City’s bankrupt Revel Casino Hotel, dismissing a losing bidder’s claims of a tainted auction days after the bidder filed notice of appeal.

  • October 20, 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 like Skadden, Shearman & Sterling, Stikeman Elliott and others. Here, Law360 takes a look at the ones you might have missed.

  • October 20, 2014

    Fried Frank Nabs 2 Merger-Focused Partners For Tax Practice

    Fried Frank Harris Shriver & Jacobson LLP has added two partners with nearly 40 years of collective experience, one who focuses on mergers and international matters and the other with chops in mergers and real estate, to its tax practice in its New York and London offices, the firm announced Monday.

  • October 20, 2014

    How They Won It: Cravath Shores Up Forum Selection Bylaws

    To win a landmark decision in a shareholder challenge to a First Citizens BancShares Inc. merger that strengthened support for forum selection bylaws, Cravath Swaine & Moore LLP attorneys fixated their focus on the Delaware Chancery Court's logic in a related prior ruling, cutting away anything they thought might cloud the issue.

  • October 20, 2014

    Harbinger Battles For $50M Discount On OM Group Sale

    Harbinger Group Inc. locked horns with OM Group (UK) Ltd. over a $350 million insurance acquisition's terms Monday, with Harbinger claiming the London seller had no plan to cope with skeptical Maryland regulators and with OM insisting Harbinger seized on a regulatory stumble to unlawfully demand a $50 million price break.

  • October 20, 2014

    Hook Stock, Financing Structures Pose Traps In Private M&A

    When corporate clients decide to acquire privately held companies, their tax attorneys need to dig far beyond the tax matters section of the merger documents, as tax issues will pop up in unforeseen places, experts said Monday at a New York University conference.

  • October 20, 2014

    ISS Reverses Course On Chiquita's $526M Fyffes Merger

    A leading proxy advisory firm is now advising clients to support Chiquita Brands International Inc.’s revised merger plan with Ireland’s Fyffes PLC, reversing previous advice and possibly tipping scales against a rival offer by Brazilian suitors to buy Chiquita.

  • October 20, 2014

    Sen. Leahy Asks Comcast To Promise No Fast Lanes

    With Comcast Corp. waiting for approval of its proposed $45 million mega-merger with Time Warner Cable Inc., Senate Finance Committee head Sen. Patrick Leahy, D-Vt., is calling on the cable giant to promise that it will not create “fast lanes” on its network.

  • October 20, 2014

    Deals Rumor Mill: Adidas, Allergan, Sigma-Tau

    Jynwel Capital and funds affiliated with the Abu Dhabi, United Arab Emirates, government plan to offer Adidas AG €1.7 billion ($2.2 billion) for Reebok International Ltd., while Paulson & Co., one of Allergan Inc.'s largest shareholders, has proposed that the California-based Botox maker merge with British drugmaker Shire PLC.

  • October 20, 2014

    Strong Valeant Earnings Buoy Talk Of Heftier Allergan Bid

    Rounding the six-month mark in its $53 billion hostile pursuit of Allergan Inc., Valeant Pharmaceuticals International Inc. hinted it could raise its bid for the Botox maker after it said strong third-quarter earnings released Monday disprove attacks on its business model.

  • October 20, 2014

    Warburg, Bridgepoint Directors Beat $250M Tender Offer Suit

    A California federal judge on Friday said Bridgepoint Education Inc.'s approval of a 2013 tender offer with Warburg Pincus Private Equity VIII LP was based on "classic business judgment," tossing a shareholder derivative suit claiming the offer allowed Warburg to unfairly rake in nearly $250 million in profits via a share buyback.

  • October 20, 2014

    Shire Loses CFO Following Failed $55B AbbVie Merger

    Shire PLC on Monday said a high-ranking executive would step down, adding to the fallout after U.S. rival AbbVie Inc. abruptly called off a planned $55 billion inversion deal, an about-face that had Shire's top brass scrambling and sent its shares into a freefall.

  • October 20, 2014

    Dutch SHV Holdings Offers $3.5B For Animal Food Co. Nutreco

    Dutch conglomerate SHV Holdings said Monday it has offered €2.7 billion ($3.45 billion) to acquire animal food supplier Nutreco in an all-stock deal, promising to support the fellow Netherlands company’s appetite for expansion while diversifying its own portfolio into new markets.

  • October 20, 2014

    QEP Nabs $2.5B In Sale Of Midstream Biz To Tesoro

    QEP Resources Inc. said Sunday that it’s agreed to sell its midstream business to Texas-based Tesoro Corp. for $2.5 billion, following through on a January promise to unload the unit in the wake of activist investor pressure to shake up its operations.

  • October 20, 2014

    Skadden Steers Permira In $3.5B Agrochemicals Unit Sale

    Private equity firm Permira has netted  $3.51 billion through the sale of insecticide and agrochemicals maker Arysta LifeScience Ltd. to a chemical company part-owned by activist investor Bill Ackman, with assistance from Skadden, Arps, Slate, Meagher & Flom LLP, the companies said Monday.

  • October 20, 2014

    Actavis Aims To Shed Some Manhattan RE After Forest Buy

    As Actavis PLC moves ahead on space consolidation with recently acquired Forest Laboratories Inc., its U.S. unit has put 175,000 square feet of midtown Manhattan office on the market, broker CBRE Inc. said Monday.

  • October 20, 2014

    Macquarie Leads $4.7B Purchase Of Louisiana Utility Cleco

    A group of investors led by Macquarie Infrastructure & Real Assets Inc. will acquire Cleco Corp. for $4.7 billion including debt, the companies said Monday, in a move expected to benefit investors while not affecting the Louisiana-based utility company's day-to-day operations.

  • October 20, 2014

    IBM To Pay $1.5B To Unload Sluggish Chip Unit

    IBM Corp. said Monday it would pay $1.5 billion to hive off its loss-making semiconductor unit, adding its name to a growing list of tech titans refining their operations through spinoffs and other separations.

  • October 17, 2014

    Activist Investor Nominates 7 To Family Dollar Board

    Activist investor Elliott Advisors UK Ltd. said Friday it has nominated seven candidates to Family Dollar Stores Inc.'s board of directors and is pushing the company to sell to competitor Dollar General Corp. instead of a third discount retailer.

Expert Analysis

  • 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.

  • An Offensive Use Of The FCPA?

    Kedar Bhatia

    With recent examples in mind, there is no clear indication that offensive use of the Foreign Corrupt Practices Act is actually a new frontier as opposed to another somewhat underhanded effort at securing a competitive advantage, say Kedar Bhatia and Shamoil Shipchandler of Bracewell & Giuliani LLP.

  • Commerce's BE-13 Survey Is Back: What You Need To Know

    Scott Flicker

    The U.S. Department of Commerce's Bureau of Economic Analysis — a little-known U.S. government statistical reporting bureau — has revived a dormant regulation mandating that U.S. entities submit a report when they take on, or are created as a result of, qualifying new foreign direct investment in the United States, say Scott Flicker and Dana Stepnowsky of Paul Hastings LLP.

  • Del. Clarifies Approach To Derivative Suits In Insolvency

    Brad Eric Scheler

    Before the Delaware Supreme Court’s landmark Gheewalla ruling, application of the business judgment rule to actions by directors of insolvent companies had been controversial, given the concern that directors might be inclined to engage in high-risk strategies while creditors bear the risk of failure. A recent Chancery Court decision highlights this concern, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.

  • Information Governance: A Missed Opportunity For Lawyers

    Ann Snyder

    Today, information intersects every practice area, making all lawyers effectively information governance practitioners in one way or another. The issue is whether you will consciously embrace this emerging discipline — and capitalize on it to the benefit of your clients and your practice, says Ann Snyder of the Information Governance Initiative.

  • Foreign Direct Investment Vs. National Security Risk

    Philip Thompson

    The number of voluntary notices filed with the Committee on Foreign Investment in the U.S. continues to increase significantly. The benefits of seeking voluntarily CFIUS approval for covered cross-border transactions far outweigh the risks, and recent cases have underscored the merits of advance strategic planning, say Philip Thompson and Robert Crowe of Nelson Mullins & Scarborough LLP.

  • Investor Interest In Health IT Firms Continues

    Geoffrey C. Cockrell

    Traditional venture capital technology investors are finding firms that gather and analyze health care data appealing because of the growth of electronic records and consumer use of health tracking technology. In addition, early-stage investors often view investing in these companies as presenting less risk than investing in biotech firms, say Geoffrey Cockrell and Amber Walsh of McGuireWoods LLP.