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Private Equity
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May 13, 2013
Elliott's Hess Nominees Say They'll Work For No Bonuses
Elliott Management Corp.’s five nominees for the board of Hess Corp. said Monday that if elected Thursday, they'll forgo a performance-based cash bonus Elliott had promised them, putting an end to one of this proxy season’s more creative tactics.
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May 10, 2013
KKR Can't Dodge Investor Suit Over $525M Primedia Sale
Private equity firm KKR & Co. LP must face a class action alleging its $525 million sale of Primedia Inc. in 2011 was unfair to the publisher’s minority investors because it shielded KKR from a potentially valuable insider trading claim, a Delaware judge ruled on Friday.
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May 10, 2013
Ex-CEO's Suit Against North Pole, Warburg Sent To Arbitration
A federal judge in Missouri on Friday stayed a suit facing North Pole Ltd. and its parent company Warburg Pincus LLC and compelled them into arbitration with a former North Pole CEO who accused the companies of letting him take the fall for their debts, leaving him trapped in China.
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May 10, 2013
Willkie Aids Warburg On $11B Fund, A Post-Crisis Giant
Warburg Pincus LLC said Friday it had closed its 11th fund at $11.2 billion, smaller than its last pool and a bit short of its $12 billion target, but still the largest buyout fund from a U.S. sponsor since the financial crisis.
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May 10, 2013
Hess Shuffles Management Plan As Proxy Showdown Looms
Hess Corp. outlined plans Friday to separate the roles of CEO and chairman and appoint a onetime General Electric Co. executive to lead its board, the oil company's latest play in a fiery fight with an activist hedge fund.
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May 10, 2013
Icahn, Southeastern Put Up Bid Against $24B Dell Buyout
In the latest chapter in an on-going battle for control of Dell Inc., the company's two largest shareholders — Carl Icahn and Southeastern Asset Management Inc. — made an offer Friday challenging an earlier $24.4 billion private equity-backed bid and threatening legal action.
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May 10, 2013
TPG Rakes In $305M In Shriram Transport Finance Stake Sale
Texas-based TPG Capital unloaded its 10 percent interest in Indian commercial vehicle finance firm Shriram Transport Finance Co. Ltd., the buyer said Friday, raking in $305 million — a nearly sevenfold return on its initial buy-in to the company.
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May 10, 2013
Deals Rumor Mill: Yahoo, Carlyle, Dish
Yahoo is considering making a bid for Hulu as part of a broader attempt to claw back some of its cachet on the Web and boost its bottom line, while Dish has nailed down financing help for its $25.5 billion Sprint buyout bid that has met with skepticism from the wireless carrier's board.
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May 10, 2013
TowerBrook Capital To Pay $835M For True Religion
TowerBrook Capital Partners has inked a deal to take True Religion Apparel Inc. private for $835 million, ending a seven-month sales process for the trendy jeans maker and marking the latest in a string of big retail buyouts.
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May 10, 2013
German Banker Drops Appeal Of Formula 1 Bribery Sentence
A German banker sentenced to eight-and-a-half years in prison for accepting a $44 million bribe in connection with private equity firm CVC Capital Partners Ltd.’s acquisition of a controlling interest in Formula One racing reportedly dropped his appeal of his sentence on Friday.
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May 10, 2013
Cerberus Unit Pays $504M For Lloyds' Real Estate Loans
Lloyds Banking Group PLC has sold a portfolio of U.K. commercial real estate loans to an affiliate of New York hedge fund giant Cerberus Capital Management LP for £325 million ($503.6 million) as the bank continues to shed noncore assets, Lloyds said Friday.
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May 9, 2013
Synagro's Top Creditor Offers To Fund Longer Ch. 11 Sale
Synagro Technologies Inc.'s largest creditor on Thursday claimed the bankrupt recycling company's proposed bid procedures will force the company into a fire sale, but the private equity firm declared it is so confident a longer marketing period will maximize value that it will fund the process itself.
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May 9, 2013
Paulson Puts MSR Hotel REIT In Ch. 11 To End 'Terrorization'
Paulson & Co. moved to put its real estate investment trust unit MSR Hotels & Resorts Inc. under Chapter 11 protection Wednesday in New York bankruptcy court, in an effort to avoid “continued terrorization” from a multimillion-dollar lawsuit by alternative investment fund Five Mile Capital Partners.
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May 9, 2013
Learning Annex Asks NY Court To Revive Blank Rome Suit
Blank Rome LLP should have to face a $7.5 million lawsuit alleging it hid key documents from the Learning Annex LP during a private equity investment, the adult education company's attorney told a New York state appeals court Thursday.
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May 9, 2013
Post Stocks Cupboard With $158M PE-Backed Cereal Buy
Post Holdings Inc. will pay $158 million for some of Wind Point Partners LLC's cereal manufacturing business, continuing its push into premium, all-natural products and offering Wind Point a partial exit for a 4-year-old investment, Post said Thursday.
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May 9, 2013
SEC Asset Management Chief Jumps To Prudential
Bruce Karpati, who oversaw a recent private equity industry crackdown as head of the U.S. Securities and Exchange Commission's asset management unit, has left the agency to become chief compliance officer for Prudential Financial Inc.'s mutual fund business, he said Thursday.
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May 9, 2013
WilmerHale Leads $241M Carlyle Sell-Off Of SS&C Shares
The Carlyle Group, whose funds are currently SS&C Technologies Holdings Inc.'s largest shareholder, is getting ready to sell off about $241 million worth of shares — or about half of its holdings in the financial software company, according to a Wednesday regulatory filing.
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May 9, 2013
Littlejohn Unloads Thriving Food Unit In Sale To THL
Private equity firm Littlejohn & Co. LLC is unloading its prepared food unit, CTI Foods Holding Co. LLC, to Thomas H. Lee Partners LP after a three-year ownership run that saw the company swell into a premier provider of foods to major restaurant chains, Littlejohn said Thursday.
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May 9, 2013
Deals Rumor Mill: Microsoft, Facebook, Billabong
Microsoft sends Barnes & Noble shares skyward by offering $1 billion for the bookseller’s stake in its Nook e-reader and digital books unit, while Facebook is closing in on a 10-figure deal of its own to swallow up an Israeli startup that would beef up its mapping capabilities.
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May 9, 2013
Ferro, Activist Investors Reach Deal In Proxy Fight
Ferro Corp. and a group of activist fund investors have settled a contentious proxy fight by agreeing to nominate two of the three board candidates sought by the fund group, the Ohio-based chemical company said Wednesday.
Expert Analysis
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Hong Kong Equities Look For Brighter 2013
After three years in a leading role in primary equity capital raising, Hong Kong’s equity markets retreated sharply in 2012. But with the successful closing of the IPOs of PICC Group and China Machinery Engineering in December, and the Hang Seng Index close to an 18-month high, the Hong Kong markets seem poised for positive momentum in 2013, say Christopher Betts and Alec Tracy of Skadden Arps Slate Meagher & Flom LLP.
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FATCA Insight: Grappling With Cross-Border Payments
Under the Foreign Account Tax Compliance Act, U.S. companies will have to withhold 30 percent of payments to foreign companies from U.S. sources under agreements signed after 2013, even in cases where there would not otherwise be any withholding tax. From the standpoint of a U.S. developer, the focus should be on trying to get a foreign lender — such as a foreign bank, private equity fund or insurance company — or other payee to provide proof that it is exempted from FATCA withholding, say Kelly Kogan and John Marciano of Chadbourne & Parke LLP.
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7 Resolutions For Legal Industry Marketing In 2013
The New Year is still in its infancy, and there is no better time to craft a list of professional resolutions. To ease into the process, consider seven easy steps for super-charging your marketing and communications efforts in 2013, says Michael Bond of Blattel Communications.
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Get Ready For More Private Equity Regulation
Recent regulatory inquiries, coupled with the ongoing trend of investors shifting more of their assets to private equity funds, suggest that we will see increased scrutiny of the PE industry in the coming years. As such, PE firms will begin to feel pressure to develop or refine compliance plans for their own firms as well as any acquired companies, and will need to provide assurance that the requirements of anti-bribery, privacy and other applicable laws are being heeded, says Kenneth Yormark of Navigant.Consulting Inc.
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SEC Signals Increase In PE Enforcement Actions
Bruce Karpati, chief of the U.S. Securities and Exchange Commission Enforcement Division's Asset Management Unit, recently offered remarks at the Private Equity International Conference in New York. While his comments do not represent a departure from the SEC's previously stated positions related to the private equity industry, his words do signal an increased focus on the industry, say attorneys with Goodwin Procter LLP.
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What DT3 Means For German Private Equity Exits
The German Federal Court of Justice decision regarding the third tranche of the government's privatization of Deutsche Telekom is one of the most disputed court decisions affecting capital markets transactions in Germany in recent years. In connection with secondary share placements in Germany, selling shareholders — e.g., private equity firms — will need to evaluate their options for managing the prospectus liability risk on a case-by-case basis, say Dr. Stephan Hutter and Dr. Katja Kaulamo of Skadden Arps Slate Meagher & Flom LLP.
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A Useful Spin On Costly Section 338(H)(10) Election
Careful vetting of relative tax benefits and costs has generally been key in a private equity firm’s decision whether to request a section 338(h)(10) election in the acquisition of a U.S. subsidiary from a U.S. tax group. But the decision rarely offers much room for creativity. Recent IRS guidance confirms that more innovative approaches can be used to maximize the tax benefits on exit, say David Schnabel and Erin Cleary of Debevoise & Plimpton LLP.
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Data Mining: What Financial Services Firms Need To Know
As a general rule, the use of mined data does not violate legal requirements. However, the fast-growing data-mining industry is raising concern among federal regulators and policy makers. A hedge fund or other financial services firm that uses data-mined information should establish controls and surveillance to address potential insider trading, privacy and other risks, say Henry Massey and Megan Tlusty of Day Pitney LLP.
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Hybrid Bonds Help Fill Europe’s Real Estate Funding Gap
As Europe’s commercial real estate debt market enters its sixth year of “credit crunch” disruption, it is increasingly clear that traditional bank lending will not be able to meet the demand for new finance. Meanwhile, the market for high-yield debt has seen considerable growth, making high-yield bond issues an increasingly attractive source of funding to the debt-starved European real estate industry, say attorneys with Paul Hastings LLP.
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7 Areas Commodity Operators Should Watch In 2013
As a result of significant changes to the regulatory regime for commodity pool operators and commodity trading advisers in 2012, various types of collective investment vehicles that previously were not regulated by the U.S. Commodity Futures Trading Commission, and their operators and advisers, became subject to CFTC oversight as of Jan. 1, 2013. We anticipate additional significant developments for the CPO and CTA regulatory regimes with respect to seven areas in particular, say attorneys with Sutherland Asbill & Brennan LLP.