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Private Equity
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May 17, 2013
Bankrupt Smelter Says $130M Sale Kept It From Liquidating
Bankrupt aluminum smelter Ormet Corp. said Friday that it had to sell itself to private equity firm Wayzata Investment Partners LLC for $130 million without a Chapter 11 plan in place or be forced to liquidate, rebuffing an objection to the deal from the Pension Benefit Guaranty Corp.
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May 17, 2013
Investor Says Bain's $7B Bid For Software Co. Is Too Low
A pension fund that invests in Houston-based BMC Software Inc. on Thursday sued in Delaware Chancery court to challenge a $6.9 billion take-private deal led by Bain Capital LLC and Golden Gate Capital, saying it undervalues the company and cheats shareholders.
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May 17, 2013
S. Korean Investor Drops $218M On Chicago Office Tower
South Korea-based real estate investor Mirae Asset Global Investments Co. Ltd. entered the Chicago market Thursday with the $218 million purchase of 225 W. Wacker St., broker Jones Lang LaSalle Inc. said in a statement.
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May 17, 2013
Fund Managers Struggling To Reach 1st Close: Report
Fund managers are having a harder time raising the bulk of their target capital before they hold an initial close than at any time in the past six years, a sign of the continuing capital-raising difficulties faced by private funds, according to a study released Thursday.
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May 17, 2013
Falcone, Execs Wrongly Forced Out Casino Co. CEO, Suit Says
Hedge funder Philip Falcone and two other executives involved in a Vietnam resort developer were hit by a lawsuit Thursday in New York state court over claims they forced out the development company's CEO through a wrongful administrative leave.
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May 17, 2013
Elliott, Compuware Extend Standstill, Keep Proxy Door Open
Elliott Management Corp., the hedge fund that offered to buy Compuware Corp. for $2.3 billion, was granted two more months to examine the corporation's finances and mull over a board shakeup, after an agreement was extended Thursday temporarily barring the fund from bulking up on the corporation’s stock.
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May 17, 2013
Icahn Loses Transocean Dividend Fight, But Wins Board Seat
Shareholders of offshore oil rigging giant Transocean Ltd. voted Friday to approve its board’s dividend proposal of $2.24 per share, rejecting activist investor Carl Icahn’s proposal for an annual dividend of $4 per share but electing one of his nominees to the board.
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May 17, 2013
Shearman & Sterling Snags Weil Trio For London PE Group
Shearman & Sterling LLP on Wednesday announced a trio of Weil Gotshal & Manges LLP private equity deal makers has joined its London office as partners, a move that comes about a month after another Weil private equity powerhouse made the switch.
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May 17, 2013
Tessera, Under Siege, Attracts Another Hedge Fund
Tessera Technologies Inc., the semiconductor maker already fending off demands from one hedge fund shareholder, has picked up another on Friday as SAC Capital Advisers LP disclosed a 5 percent stake.
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May 17, 2013
Deals Rumor Mill: Yahoo, Advent, Blackstone
Yahoo is gunning for blogging site Tumblr in what could shake out to be another billion-dollar deal in the social networking space, while Blackstone is putting together a "super" fund that plucks the best and boldest trades from its existing third-party funds.
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May 16, 2013
A Year After Martin Marietta, Deal Drafters Still Skittish
Discussing the possibility of a hostile bid in early-stage friendly talks is like whipping out a prenup on a first date. But in the year since a Delaware court blocked Martin Marietta's play for Vulcan Materials, attorneys say it's becoming the norm — with somewhat awkward consequences.
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May 16, 2013
Herbert Smith Adds Norton Rose PE, M&A Vet In Germany
Anglo-Australian law firm Herbert Smith Freehills LLP has expanded its practice in Germany, hiring a private equity and mergers and acquisitions veteran from Norton Rose LLP, Herbert Smith announced Thursday.
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May 16, 2013
LandAmerica Trustee Sues To Erase PE Firm's $10M Claim
Bankrupt title insurer LandAmerica Financial Group asked a Virginia bankruptcy court Wednesday to toss a $10 million claim brought by American Capital Ltd. accusing a company subsidiary of failing to catch defects in two apartment complexes secured by loans in a risky mortgage-backed investment vehicle.
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May 16, 2013
Deals Rumor Mill: Marine Harvest, Actavis, Elliott Management
Marine Harvest could ratchet up its bid for rival fish farmer Cermaq past the current $1.7 billion mark if the target company agrees to make certain concessions in the deal, while activist hedge fund Elliott Management continues on its tear this proxy season with new plans to shake up yet another company.
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May 16, 2013
Hess Makes 11th-Hour Deal To End Elliott Proxy Fight
Hess Corp. will add three directors nominated by Elliott Management Corp. and six new independent directors, ending a long-running proxy contest just hours before Thursday's shareholder vote after the early tally showed Elliott's slate in the lead.
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May 15, 2013
Jones Day Reps DDR In Deal For $1.5B Mall Stake
Shopping center owner DDR Corp. will pay $1.46 billion to buy Blackstone Real Estate Partners VII's 95 percent common equity ownership interest in 30 of the 44 malls the companies own through an existing joint venture, DDR said Wednesday.
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May 15, 2013
Shearman Snags 3 Weil Attorneys For London PE Team
Shearman & Sterling has nabbed three partners from Weil Gotschal & Manges for its private equity team in London, including two merger and acquisition whizzes and an investment expert, the firm announced Wednesday.
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May 15, 2013
Edwards Wildman Plants Flag In Turkey With Local Aid
Edwards Wildman Palmer LLP plans to enter the Turkish legal market with an exclusive partnership with a local mergers-and-acquisitions outfit, the firm announced Wednesday.
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May 15, 2013
JC Flowers Puts Up $1.2B For British Debt Collector
Private equity firm J.C. Flowers & Co. LLC will swallow up British debt collector Cabot Credit Management in a deal with AnaCap Financial Partners LLP reportedly worth more than $1 billion, the firm's latest move to crack deeper into the U.K., the seller said Wednesday.
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May 15, 2013
Monomoy Cut Auto Co. Out Of Acquisition, NY Court Told
A Cleveland auto parts manufacturer's attorney told a New York state appeals court Wednesday that private equity firm Monomoy Capital Partners LP should face allegations it went behind the company's back to cut it out of a developing deal to buy another automotive supplier.
Expert Analysis
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Rise Of The Machines — Predictive Coding Goes Mainstream
The pros of using predictive coding far outweigh the cons. Given the heavy pressure on law firms and in-house counsel to reduce discovery costs, as well as the Justice Department's recent stance on the subject, it appears predictive coding will continue to emerge from the obscure world of legal technology to the mainstream of legal practice, say Michael Moscato and Myles Bartley of Curtis Mallet-Prevost Colt & Mosle LLP.
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PE Investors Should Consider Behavioral Health
As demand for behavioral health services increases, and those individuals with need have insurance that will pay for it, the growth potential for behavioral health services is significant. Private equity investors are well-poised for jumping into this market to bring new business models and innovation to the industry, say attorneys with McGuireWoods LLP.
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Tracking Emerging Growth Cos. Under The JOBS Act
Title I of the JOBS Act significantly reformed the IPO process for emerging growth companies. Although it remains to be seen how and when the U.S. Securities and Exchange Commission will implement other provisions of the JOBS Act, we believe that the IPO on-ramp reforms will continue to take on greater importance as they enter their second year, say attorneys with Latham & Watkins LLP.
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The Who, What And Why Of Public-Private Partnerships
Public-private partnerships have been used in a wide range of sectors to provide public services, from power plants and railroads to hospitals and sanitation plants. Yet there are a variety of potential contractual arrangements and the financing of a PPP can be complex, say Maryam Khosharay and Herbert Glaser of Haynes and Boone LLP.
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5 Reasons For Optimism In The Venture Capital Community
Not every company can be the next Facebook. But thankfully, for many startups, generating one billion users is not the end goal, nor should it be. Enter “narrowcasting” — one of a few reasons to be optimistic about venture capital, despite the first quarter of 2013 being the slowest for fundraising since 2002, says David Kaufman of Thompson Coburn LLP.
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Spotlight On Affiliated Lender Provisions And Debt Buybacks
Over the last few years, provisions in credit agreements permitting the borrower’s equity sponsor and other affiliates to purchase term loans made thereunder and allowing the borrower to “repurchase” such term loans on a non-pro rata basis have become common. But many of the provisions governing such purchases do not adequately protect the non-affiliated lenders’ interests in a bankruptcy of the borrower, say Robert Finley and Ram Burshtine of King & Spalding LLP.
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A Model For Facing Meritless Derivative Suits In Pa.
The decision by the Allegheny County Court of Common Pleas in In re H.J. Heinz Co. Derivative and Class Action Litigation represents a faithful application of the American Law Institute’s Principles of Corporate Governance, which were formally adopted by the Pennsylvania Supreme Court in the landmark decision Cuker v. Mikalauskas, say attorneys with Dechert LLP.
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How Crowdfunding Could Impact Film Financing
The “Veronica Mars” Kickstarter campaign has created a paradigm shift in film financing with successful crowdfunding. While crowdfunding is still a largely untouched topic by the courts, it needs to be red-flagged as an area that is ripe for litigation, says John Stephens of Sedgwick LLP.
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A Significant Impact On Private Investment Funds
U.S. Rep. Keith Ellison, D-Minn., recently reintroduced the Inclusive Prosperity Act of 2013, a financial transaction tax that, according to its supporters, would provide the federal government between $150 billion and $340 billion of revenue per year. The bill is, essentially, a sales tax on large Wall Street banks — however, its provisions seem to impact hedge funds and private equity funds, says David Sussman of Duane Morris LLP.
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SEC Tees Up Private Equity Enforcement Issues
Recent remarks by Bruce Karpati, chief of the Asset Management Unit of the U.S. Securities and Exchange Commission, as well as recent enforcement cases by the SEC, demonstrate an increased focus on the private equity sector — in particular, on aggressive fundraising disclosures, conflicts of interest and “zombie funds,” among other things, say Scott Naidech and Garrett Lynam of Chadbourne & Parke LLP.