Mergers & Acquisitions

  • February 17, 2017

    Franken Unmoved By AT&T, Time Warner Case For Merger

    Sen. Al Franken, D-Minn., told constituents Friday he wasn't satisfied with contentions by AT&T Inc. and Time Warner Inc. that their merger would spur competition for better service for consumers, not stifle it, saying he's seen anti-competitive behavior from merged companies before.

  • February 17, 2017

    Anthem Wins Rush On Cigna Merger Appeal

    The D.C. Circuit on Friday granted Anthem Inc.’s bid to speed up its appeal of a lower court’s ruling blocking its proposed $54 billion acquisition of Cigna Corp. in a short order Friday, setting oral arguments for the case for March 24.

  • February 17, 2017

    Ex-Neurostar Investors Say Buyer Is Holding On To Escrow

    Former securityholders of medical imaging device maker Neurostar Solutions Inc. said in a lawsuit unsealed Friday in Delaware Chancery Court that the company that bought the firm in 2014 is withholding more than $1.7 million of cash placed into escrow as part of the deal without justification.

  • February 17, 2017

    Tax Trial Over Cable Co. Sale Hangs On Diligence

    A Kentucky family suing the IRS to recover $15 million in alleged tax overpayments and civil tax evasion penalties stemming from the sale of their cable company will argue in court that the penalties are unprecedented given their efforts to conform to the law, according to a trial brief filed in Kentucky federal court Thursday.

  • February 17, 2017

    Deals Rumor Mill: Kinder Morgan, DigitalGlobe, Ventas

    Kinder Morgan seeks funding for the $5.2 billion expansion of the Trans Mountain pipeline and is considering an IPO of shares in the project, MacDonald Dettwiler is nearing an up to $3 billion acquisition of earth imagery and information provider DigitalGlobe and Ventas may acquire senior living community operator Brookdale.

  • February 17, 2017

    EFH Wins Official Ch. 11 Plan OK After 'Extraordinary' Case

    A Delaware bankruptcy judge on Friday officially confirmed Energy Future Holdings Corp.’s Chapter 11 plan featuring the $18 billion sale of the company to NextEra Energy Inc., overruling objections from the U.S. Trustee’s Office over fees for creditors' professionals paid from the estate and asbestos claimants' protest of a bar date for unmanifested claims.

  • February 17, 2017

    Orrick Adds Ex-Squire Patton Tech Pro With Deals Expertise

    Orrick Herrington & Sutcliffe LLP has hired an ex-Squire Patton Boggs LLP partner with a focus on technology who advises private and public entities in raising capital, mergers, acquisitions and reorganizations to bolster its San Francisco and Silicon Valley offerings, the firm has announced.

  • February 17, 2017

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

    With so much mergers and acquisitions news this week, you may have missed several deals announced in recent days helmed by firms such as Vinson and Latham. Here, Law360 recaps the ones you might have missed.

  • February 17, 2017

    New RBS State Aid Plan To Get EU Review As Divestiture Fails

    The European Union's antitrust watchdog plans to investigate a new deal the British government revealed Friday to spare the Royal Bank of Scotland PLC from having to divest a final set of retail banking operations to balance out the state aid it received during the financial crisis.

  • February 17, 2017

    ATopTech Fires Back At Objections Over Sale, Bonus Plans

    Software firm ATopTech Inc. on Friday countered arguments made by the U.S. trustee and Synopsys Inc. in objections over the company’s bid procedures and employee bonus plan, saying the requests are fair and reasonable and serve to get the best value out of its assets.

  • February 17, 2017

    Taxation With Representation: Weil, Skadden, Kirkland

    In this week’s Taxation With Representation, Japanese telecommunications giant SoftBank Group acquires a private equity firm for $3.3 billion in cash, Hologic buys medical aesthetics company Cynosure for $1.65 billion, and a Texas oil and gas company purchases new assets in North Louisiana for $465 million.

  • February 17, 2017

    El Paso Pipeline Stuck With $1M Appeal Bond Fee

    The Delaware Chancery Court on Thursday told El Paso Pipeline Partners LP that it will have to pay $1 million in appeal bond premiums it incurred after successfully challenging a $100 million class judgment in an investor dispute over a Kinder Morgan merger.

  • February 17, 2017

    Oil & Gas Deals Already Soaring To Record Highs In 2017

    Global oil and gas deal-making skyrocketed to record highs at the outset of 2017 as the sector forges a turnaround in the wake of a wave of price instability that spurred a series of distressed sales, experts say.

  • February 17, 2017

    Belgian Airplane Parts Maker To Drop $190M On US Co.

    Belgium-based Sonaca Group is looking to expand into the United States with the purchase of LMI Aerospace Inc. under a deal worth roughly $190 million, the aircraft parts manufacturers said in an announcement on Friday.

  • February 17, 2017

    Yahoo Execs Put $4.8B Verizon Deal At Risk, Investor Says

    A Yahoo Inc. shareholder on Thursday accused the technology giant’s top executives and directors of releasing misleading reports that Yahoo was unaware of any security breaches when brokering its potential $4.8 billion acquisition by Verizon, despite knowledge of massive cyberattacks that breached billions of consumer accounts.

  • February 17, 2017

    Kraft Heinz Drops $143B Unilever Buyout Offer After 2 Days

    Private equity-backed U.S. food and beverage company Kraft Heinz dropped its $143 billion takeover approach for London-listed Unilever Sunday, just two days after it made the mammoth offer that Unilever called too low.

  • February 16, 2017

    Fisker Fight Over Karma Share Issue Retained By Del. Court

    A Delaware bankruptcy judge declined Friday to dismiss a suit challenging an equity sale by the company spun off from defunct electric carmaker Fisker Automotive’s Delaware bankruptcy, and rejected a related call to abstain from hearing the case.

  • February 16, 2017

    Dutch Gov't Floats Law To Block Foreign Telecom Takeovers

    The Dutch Ministry of Economic Affairs is proposing legislation that would allow the Dutch government to block or rescind acquisitions of telecommunications firms by foreign companies, citing national security concerns, the agency said Thursday.

  • February 16, 2017

    EFH On The Verge Of Exiting Ch. 11 With $18B NextEra Deal

    A Delaware bankruptcy judge said Thursday that Energy Future Holdings Corp.'s Chapter 11 plan centered on an $18 billion sale to NextEra Energy Inc. meets all the standards for confirmation, bringing the power giant to within inches of closing out its nearly 4-year-long and difficult $42 billion case.

  • February 16, 2017

    Keurig Gets Vt. Securities Suit Over $14B Merger Tossed

    A Vermont federal judge on Thursday tossed a proposed class action alleging that Keurig Green Mountain Inc. misled shareholders ahead of its $13.9 billion merger with a private equity firm, saying the company didn't need to tell investors about every alternative outcome.

Expert Analysis

  • A Deeper Dive Into Merger Remedies

    Steven A. Tenn

    A recent Federal Trade Commission study concludes that merger remedies generally have been successful, with “failures” representing only 17 percent of the 50 remedy orders considered. Interpreting this finding requires an understanding of the methodology used in the FTC’s study, and its benefits and limitations, says Steven Tenn, a former FTC economist now with Charles River Associates.

  • Recent Trends In Investment-Grade Debt Offerings

    Excerpt from Lexis Practice Advisor
    Ari B. Blaut

    Figures from 2016 show that the investment-grade bond market remained strong despite global change and uncertainty. Ari Blaut and Brian Farber of Sullivan & Cromwell LLP highlight practical considerations for the terms of investment-grade bond offerings in light of last year's trends.

  • A Snapshot Of M&A Activity In January

    Video Thumbnail

    2017 got off to a mixed start in terms of M&A activity, with the global market generally down and the U.S. market generally up. In this video, Ariel Deckelbaum of Paul Weiss Rifkind Wharton & Garrison LLP discusses three trends related to U.S. public company mergers and other recent changes in U.S., global and sponsor-related M&A activity.

  • In Retrospect

    Relearning The Lessons Of Korematsu's Case

    Randy Maniloff

    Fred Korematsu’s U.S. Supreme Court case challenging President Franklin Roosevelt’s executive order that led to the incarceration of approximately 120,000 people of Japanese ancestry may sound like ancient history. However, Feb. 19 marks the 75th anniversary of the order's signing, and that it’s celebrating its diamond anniversary now is breathtaking timing, says Randy Maniloff of White and Williams LLP.

  • How A General Counsel Should Think About AI: Part 2

    Bruce J. Heiman

    General counsels face the challenging task of understanding how companies can navigate the rules surrounding uses of artificial intelligence. To get smart on AI, general counsels must ask the right questions about areas such as human resources, intellectual property, liability and insurance, say Bruce Heiman and Elana Reman of K&L Gates LLP.

  • How A General Counsel Should Think About AI: Part 1

    Bruce J. Heiman

    Though the Trump administration has yet to make an official statement regarding artificial intelligence, support for AI is consistent with its expressed desire to promote American business. As such, general counsel will inevitably have to navigate what big data and AI mean for compliance with current and future laws and regulations, say Bruce Heiman and Elana Reman of K&L Gates LLP.

  • Bank M&A Lessons From 2016 Regulatory Approvals

    Robert C. Azarow

    A review of last year's regulatory orders approving bank mergers reveals common themes. For example, compliance history remained an essential element of the regulatory analysis for buyers of all sizes, and fair lending was one of the hottest compliance issues in connection with the merger approval process, say attorneys with Arnold & Porter Kaye Scholer LLP.

  • Why Dieckman V. Regency Will Have Limited Impact On GPs

    Aviva F. Diamant

    Some have commented that the Delaware Supreme Court's decision in Dieckman v. Regency could have significant consequences for general partners. In our view, however, the decision does not suggest that the Supreme Court intends to expand application of the implied covenant of good faith to general partners’ actions more generally, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.

  • Saving Lawyers 1 Less Drink At A Time

    Jennifer Gibbs

    Lawyers are likely turning to alcohol to lessen stress and anxiety, to socialize, and even to sleep better. Unfortunately, many are unaware that their nightly pour could be causing or exacerbating the anxiety that is plaguing the legal profession, says Jennifer Gibbs of Zelle LLP.

  • Opinion

    Lawyers Cannot Stay Silent While Trump Belittles The Courts

    Alexandra Wald

    This is not the first time that a president has criticized the judiciary. But what is unique about President Donald Trump's attacks is that they target not just a specific decision, but the judiciary and its decision-making power altogether. Every lawyer, regardless of political persuasion, must speak up, says Alexandra Wald of Cohen & Gresser LLP.