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Private Equity
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May 2, 2013
Deals Rumor Mill: IBM, Unipol, Cerberus
Lenovo throws cold water on talks with IBM over the prospective multibillion-dollar takeover of a server unit, while multinational insurers from around the globe are poised to compete with private equity suitors for the $2.2 billion asset portfolio Unipol must sell.
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May 1, 2013
Appriva Investors Win $250M Jury Award In Contract Fight
A Delaware state jury on Wednesday awarded $250 million to Appriva Medical Inc. shareholders claiming that medical company ev3 Inc. and private equity backer Warburg Pincus had skipped out on $175 million in milestone payments ev3 had promised when it bought Appriva and its groundbreaking stroke-prevention technology.
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May 1, 2013
Carlyle MBS Suit Belongs In Kuwait, Del. High Court Hears
Delaware's Supreme Court heard oral arguments Wednesday as Kuwait-based National Industries Group sought to topple a ruling that barred the conglomerate from suing Carlyle Investment Management LLC in any court outside the state over a failed $10 million mortgage-based securities investment.
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May 1, 2013
Ex-CEO, Investment Firm Escape A&P Shareholder Suit
A New Jersey federal judge on Tuesday trimmed claims against a CEO and a private equity firm from a shareholders securities class action alleging top executives of bankrupt grocery store chain The Great Atlantic & Pacific Tea Co. Inc. failed to disclose A&P's financial woes.
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May 1, 2013
Quantum Puts Up $225M For Majority Stake In Canadian Oil Co.
Quantum Energy Partners has acquired a majority stake in Canadian oil producer Carmel Bay Exploration Ltd. in exchange for capital commitments of more than $225 million, the Texas energy private equity firm announced Wednesday.
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May 1, 2013
Hellman's Construction Co. Closes $100M Private Placement
Associated Materials LLC, the construction materials maker owned by private equity firm Hellman & Friedman LLC, has raised $100 million in high-yield debt to free up borrowings on the bank loans, according to a regulatory filing Wednesday.
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May 1, 2013
PE-Backed Pearson Candy Snags Nestle's Bit-O-Honey Brand
The private equity owner of Pearson Candy Co. will fold rival Nestle USA Inc.’s Bit-O-Honey brand into the company, it said Wednesday, marking its fifth acquisition from the global confectionery giant as it looks to bite deeper into the sweets sector.
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May 1, 2013
Arsenal Capital Snaps Up Tire Flatproofer Arnco
New York middle-market private equity firm Arsenal Capital Partners Inc. has acquired California polyurethane product manufacturer Arnco Corp. on behalf of Arsenal's industrials portfolio company, Dash Multi-Corp., Arsenal said Wednesday.
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May 1, 2013
Deals Rumor Mill: Yahoo, Bain Capital, Fin
Yahoo abandoned its plans to buy a controlling stake in video site Dailymotion after the French government objected, while Bain Capital and its private equity partner charged ahead of a rival bidding group in the multibillion-dollar chase for BMC Software.
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May 1, 2013
Buffett Spends $2B For Rest Of International Metalworking
Warren Buffett's Berkshire Hathaway Inc. said Wednesday it would pay $2 billion for the slice of Israeli toolmaker International Metalworking Cos. BV that it doesn't already own, announcing the deal days before Berkshire's widely anticipated annual shareholders meeting in Nebraska.
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April 30, 2013
Rural/Metro Board Reaches $6.6M Deal To Settle Buyout Claims
Rural/Metro Corp. and its directors have agreed to pay former shareholders $6.6 million to resolve class claims over the board's role in approving an allegedly undervalued $438 million private equity-backed buyout of the medical transport company in 2011, according to a letter filed Tuesday in Delaware Chancery Court.
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April 30, 2013
Breathe Easy Post-Closing? Not So Fast
A closed deal isn't a done deal. It's something every deal maker knows, but it bears repeating as mergers and acquisitions activity picks up, and a study released Tuesday shows that a growing chunk of transactions are running into issues long after the ink has dried.
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April 30, 2013
Ropes & Gray Guides Kohlberg & Co.'s $1.6B Fund Close
Kohlberg & Co. LLC, the private equity firm spawned 25 years ago by the bitter breakup of KKR & Co. LP's founding trio, has raised $1.6 billion for its seventh fund, it said Tuesday.
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April 30, 2013
Bergstein Beats Aramid's $190M Suit In NY Appeals Court
Media-financing firm Aramid Entertainment Fund Ltd. failed Tuesday to persuade a New York state appeals court to reverse a lower court’s decision tossing its $190 million suit claiming Hollywood financier David Bergstein and others lied about Aramid to disrupt its planned $130 million asset sale to a private equity firm.
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April 30, 2013
Accel Director Steps Off Boards Of Dell, Facebook, Wal-Mart
Jim Breyer, the venture capitalist who engineered Accel Partners' blockbuster investment in Facebook Inc., is stepping down from the boards of Facebook, Dell Inc. and Wal-Mart Stores Inc., according to regulatory filings Monday.
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April 30, 2013
Heinz Investors OK $28B Buyout Offer From Buffett, 3G
H.J. Heinz Co. on Tuesday said its shareholders have approved the landmark $28 billion buyout offer from 3G Capital Partners Ltd. and Warren Buffett's Berkshire Hathaway Inc., clearing the way for consummation of the largest deal of its kind in the food industry.
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April 30, 2013
Investcorp Nets $655M In Sale Of Armacell To Charterhouse
Bahraini investment firm Investcorp SA said Tuesday it has sold its German insulation manufacturer Armacell Enterprise GmbH to Charterhouse Capital Partners for more than €500 million ($655 million).
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April 30, 2013
Deals Rumor Mill: Banque Populaire, PepsiCo, Fujitsu
Banque Populaire Group gives up its spot as an Australian bank's top shareholder, while speculation swirls that PepsiCo Inc. will butt up against activist investor plans to force a combination with snackmaker Mondelez International Inc., the company behind Oreo cookies and other household brands.
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April 29, 2013
Wyo. Votes To Put $600M In Private Equity Investments
The Wyoming agency responsible for allocating the roughly $16 billion in the state's investment portfolio unanimously approved a private equity investment plan Monday that calls for allocations of up to $600 million over the next three to five years.
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April 29, 2013
Heinz Beats Investor Actions, Clears Path For Buyout Vote
A Pennsylvania judge on Monday dismissed seven putative class actions alleging H.J. Heinz Co.'s board failed to solicit other offers before accepting a $28 billion buyout from 3G Capital Partners Ltd. and Berkshire Hathaway Inc., clearing the way for a Tuesday vote to finalize the deal.
Expert Analysis
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'Don't Ask, Don't Waive Standstills' Revisited (Rapidly)
In the second Chancery transcript ruling on the subject in recent weeks, Chancellor Leo E. Strine Jr. has made clear that Delaware has no per se rule against "Don't Ask, Don't Waive" standstill provisions. The In Re Ancestry.com ruling is a welcome clarification that will help maintain the vitality of auctions where a target wants to incentivize bidders to come forth with their highest bid, say attorneys with Wachtell Lipton Rosen & Katz.
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Beware Discovery In 3rd-Party Litigation Funding
With the amount of risk third-party litigation funding poses to investors, litigation funding groups perform extensive due diligence on the merits of the case, both as to liability and possible damages. Communications necessary to enable the investor to ascertain that risk, however, raise discoverability issues for eventual litigation. Three recent cases have addressed whether certain information disclosed to third-party litigation funding groups and potential investors must be produced during discovery, says Lisa Thomas of Baker Botts LLP.
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Family Offices Should Weigh CPO Registration Relief
The U.S. Commodity Futures Trading Commission recently issued no-action relief from commodity pool operator registration to family offices whose investment vehicles use CFTC-regulated products. In determining whether the relief applies, family offices should note that it requires that the U.S. Securities and Exchange Commission's family office definition be applied to the operator of the family investment vehicle and the no-action letter does not provide any relief from commodity trading adviser registration, say attorneys with Skadden Arps Slate Meagher & Flom LLP.
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Private Health Care Opportunities In Latin America
When investing in the Latin American health care sector, private health care investors should look for certain factors such as a growing middle class, encouraged private sector participation and a less centralized health care system, say Paola Sanchez Torres and Robert Kiss of Diaz Reus & Targ LLP.
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Certain Funds Can Get Relief From CFTC Registration
Private fund operators should consider whether they qualify for no-action relief following the Commodity Futures Trading Commission's recent deadline delay for registration of commodity pool operators. In particular, this relief should be helpful to private equity and real estate fund of funds operators and many mutual funds, says Deborah Monson of Ropes & Gray LLP.
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A Trap For The Unwary In Terminating M&A Transactions
The Delaware Supreme Court’s decision in Rohn Industries Inc. v. Platinum Equity LLC was no anomaly. Since then, the law of satisfaction clauses continues to trip up seemingly sophisticated parties in the M&A context, say John Dellaportas of Duane Morris LLP and Javier Chavez of Edward Jones.
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Frisco Fund Sponsors, Keep An Eye On Gross Receipts Tax
San Francisco voters recently approved a new gross receipts tax on all taxable business activities attributable to the city. The new tax will likely be welcomed by many startups and other businesses that have a material payroll but that generate little in revenues. However, investment managers and certain private equity and venture sponsors that have a relatively higher ratio of “revenues” to payroll expense are generally more likely to be hurt by the new tax, say Lucas Rachuba and Seth Piken of Ropes & Gray LLP.
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Sovereign Immunity Analysis In Subscription Credit Facilities
Subscription credit facilities have become a popular form of financing for private equity and real estate funds. While sovereign debt concerns have led to increased scrutiny of the credit wherewithal of such investors, the good news is that these facilities have been around for many years and anecdotal evidence from active lenders in the market during the financial crisis indicates that there have been no material governmental investor defaults, despite significant budget issues faced by many governmental investors, say attorneys with Mayer Brown LLP.
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How Healthy Is Your Law Firm? Time For A Stress Test
Performing an annual stress test can help your law firm assess the key areas of firm governance, financial reporting, risk management, fiduciary practices and financial health and prepare your law firm to weather both internal and external threats. This assessment can be a valuable tool to identify potential weaknesses and avoid the pitfalls that have caused the downfall of so many prominent law firms, say members Kaufman Rossin & Co.
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In Israel, Expect More From Foreign Buyout, Distressed Funds
Until recently, the vast majority of M&A activity in Israel was strategic and focused in the technology space. But a number of recent developments foretell two new trends: the emergence of financial buyers, including private equity buyout funds and investors playing in the distressed space, to complement the existing strategic M&A activity in Israel, and increased activity in a plethora of business sectors, says Joey Shabot of Greenberg Traurig LLP.