MAGAZINE

May 2013 Issue

Financier Worldwide Magazine


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COVER STORY

Effective succession planning

While succession planning is a critical factor in the future success of any organisation, many firms fail to consider the implications of absent or inadequate preparations. Poor planning can result in a loss of strategic momentum and investor confidence, as well as prolonged and...

 

FEATURES

Big deals drive global M&A in Q1 2013

According to Dealogic’s ‘Global M&A Review: First Quarter 2013’, M&A deal value reached $690.3bn in Q1 2013 – up 18 percent compared with the same period in 2012. The 2013 figure was bolstered considerably by three competing bids for...

Anschutz Company cancels AEG sale

The Anschutz Company announced in March that it will be retaining its ownership of sports and entertainment giant the Anschutz Entertainment Group Inc. (AEG). The auction of the entertainment unit was terminated after the parent company failed to receive any bids it felt met…

FAO calls for increased investment in global agriculture

The global discussion surrounding agricultural investment and financing has intensified greatly in recent years. As the world’s population booms, greater pressure is being applied to existing global food producing infrastructure. Indeed, while the global population continues…

Cyprus ‘bail in’ avoids eurozone disaster

In the early hours of 25 March, the government of Cyprus announced that it had reached a last minute deal with international lenders, securing a €10bn rescue package and avoiding the complete collapse of the nation’s banking system. However, the 11th hour…

MF Global’s liquidation plan approved

On 5 April a Manhattan bankruptcy judge approved the liquidation plan of commodities brokerage MF Global Holdings Ltd., finalising one of the largest and most controversial bankruptcies in US history. The confirmation of the plan, which came nearly 18 months after…

 

ROUNDTABLE

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Managing pensions

THE PANELLISTS: Helen Powell, Allen & Overy LLP; Steve Godson, Capital Cranfield Trustees Limited; Robert Westrek, Hay Group; and Harry Smorenberg, Smorenberg Corporate Consultancy.

Pension management, with its growing implications for sponsoring companies and trustees, is an increasingly complex affair. Yet, many companies fail to make the issue a priority, due largely to the sheer volume of regulation and guidance, and the costs involved. But with an aging…

 

SPECIAL REPORT

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Operating an effective board

Today’s boards face intense scrutiny on a broad front and, in an evolving corporate landscape, must deliver in the area of strategy and company performance, while steering the firm from emerging risks and crises. All the while, they must balance the…

FORUM: Executive compensation and the pay-for-performance challenge

FW moderates a discussion on executive compensation between Pamela Baker at Dentons US, Carl Sjostrom at Hay Group, James E. Gregory at Proskauer, and Jens Massmann at Ernst & Young.

Boards, compliance and reputation: diving shallow versus diving deep

RAND Center for Corporate Ethics and Governance The corporate boardroom in 2013 is under pressure to change. That pressure is coming from multiple different directions. Basic questions have been raised about the evolving role of boards, at a time when scandal and perceptions of corporate opportunism have resulted in a loss of...

Auditor independence: mandatory auditor rotation and the increased burden for audit committees

McKenna Long & Aldridge LLP The role of independent committees of a board of directors, such as the audit committee, the compensation committee, the nominating and governance committee, and perhaps a risk management committee, is becoming increasingly important as significant responsibilities shift to the...

Enterprise risk management tools create shareholder value

ERM Strategies, LLC Enterprise Risk Management (ERM) has received increased attention over the last decade from corporate directors and officers, perhaps due to the challenging and often inconsistent execution of business strategy at many organisations. These business leaders are looking at ERM as a...

10b5-1 trading plans under the microscope

Woodruff-Sawyer & Co. Could abuses of 10b5-1 trading plans become the next corporate governance scandal? The fundamental principle underlying Rule 10b5-1 of the US securities laws is that an insider is not engaged in manipulating the market – even if the insider possesses material,...

Latin America: M&A anti-corruption due diligence

BDO Consulting Rapid growth in Latin American markets present attractive business opportunities for investors, as demonstrated by significant private equity investment during 2012, up 21 percent from 2011, according to the Latin American Private Equity and Venture Capital Association. While the...

IP risks and opportunities – portfolio management and product clearance

Kilburn & Strode LLP Every fighter knows that you are not going to win a battle by soaking up the blows without giving a little back. Every business knows the same thing, and IP matters are no different. Whenever you consider IP you should always be thinking about two things. For your own...

 

DEALfront

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mergers & acquisitions 

First Quantum completes Inmet takeover

Canadian mining and metals firm First Quantum Minerals Ltd announced on 2 April that, after a protracted and hostile takeover attempt, it has finally completed its successful acquisition of the Inmet Mining Corporation. First Quantum has agreed to pay around C$5.1bn… 

Hess Corp sells Russian oil unit for $2.05bn

Leading global energy company, the Hess Corporation, announced on 1 April that it had agreed to the sale of its Russian oil and gas subsidiary Samara-Nafta to OAO Lukoil for a total consideration of $2.05bn. The sale, first proposed by... 

private equity & venture capital 

CSM confirms sale of bakery units to Rhône Capital

Following a near year-long search for a buyer, CSM nv announced in March that it had reached an agreement with US private equity firm Rhône Capital for the sale of its bakery supplies businesses. According to a statement released… 

KKR sells Intelligence Holding to Temp Holdings for $716m

US private equity firm Kohlberg Kravis Roberts & Co. L.P (KKR) announced in late March that it had entered into a definitive agreement with Japanese recruitment agency Temp Holdings Inc. for the sale of staffing agency Intelligence Holdings Ltd... 

bankruptcy & corporate restructuring 

Atlantic City casino files for Chapter 11 bankruptcy protection

Revel Entertainment Group, the owners of floundering casino Revel Atlantic City, filed for Chapter 11 bankruptcy in late March, less than a year after the casino opened for business. The group filed a bankruptcy plan which would turn control of the resort over to its lenders and... 

American Airlines / US Airways merger wins court approval

In a move that has been defined as a ‘watershed event’ for the AMR Corporation, the proposed merger of American Airlines and US Airways won the approval of a Manhattan bankruptcy court in late March. The merger, which needs to be ratified by antimonopoly authorities... 

 

PROFESSIONALinsight 

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Banking & Finance 

The Cyprus bailout: will Ukraine find itself a new haven for direct foreign investments?

Chadbourne & Parke LLP Recently, many in Europe closely monitored events in Cyprus, the latest struggling eurozone country to be bailed out. But perhaps – other than the Cypriots themselves – none were as nervous as Russian and Ukrainian businesses. Estimates placed Russian deposits in Cypriot... 

The ‘capital-marketisation’ of export finance

Norton Rose LLP Exports are the lifeblood of many of the world’s economies. The promotion of exports is therefore a critical element of many countries’ economic policy. Important instruments of export promotion are guarantees issued by export credit agencies (ECAs). In... 

Lender protections in the project finance market of the Dominican Republic

Jiménez Cruz Peña The Dominican Republic (DR) is a robust emerging market ripe with lucrative finance opportunities for both lenders and project sponsors. Its well-developed regulatory framework, political and economic stability and ample governmental support have contributed to a recent increase of... 

The Volcker Rule’s (foreseeable) impact on foreign markets and institutions: a bit too much?

Vieira de Almeida & Associados We have a saying in Portugal: “pior a emenda do que o soneto”. It is hard to translate into English, but it is generally used to mean that, sometimes, correcting a faulty situation actually renders it worse than it was before. The phrase allegedly originated in... 

 

Data Management 

Data as a key asset – maximising value and minimising risk in a changing legal landscape

Olswang Every day, we generate an estimated 2.5 quintillion bytes of data – that’s 2.5 with 18 zeros worth, including 12 terabytes of tweets. Over 90 percent of the data stored in the world today was generated in the last two years.  Searching for value... 

FATCA and compliance under Japanese data privacy laws

Nishimura & Asahi On 17 January 2013, the US Treasury Department issued final regulations implementing the US Foreign Account Tax Compliance Act of 2010 (FATCA), a statute principally designed to reduce offshore tax evasion by ‘US persons’ (a defined term that includes not only citizens... 

 

LEGALregulatory 

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Bankruptcy & Restructuring

Legacy liabilities in Canadian restructurings

Blake, Cassels & Graydon LLP Legacy liabilities have become an increasingly important concern for insolvency practitioners. The ability to restructure companies and carve out the valuable revenue producing assets which generate positive cash flow and continued employment without the noose of legacy liabilities... 

One year later: Germany’s corporate insolvency law reform turns out success story

Kirkland & Ellis International LLP Germany has one of the strongest industries in the world, but its insolvency laws, which stem from the late 19th century, used to treat companies with multimillion euro balance sheets no different from a sole trader on the high street. Upon an insolvency filing of a debtor company... 

Prevention or cure – the use of segregated portfolios and side pockets

Campbells In the dying days of the post-Lehman financial crisis, a number of cases have reached the courts of the Cayman Islands concerning the ‘orderly’ wind down of hedge funds by their managers. It seems that these cases emphasise the importance of forward planning in...


CONTRIBUTORS

Allen & Overy LLP

BDO Consulting

Blake, Cassels & Graydon LLP

Campbells

Capital Cranfield Trustees Limited

Chadbourne & Parke LLP

Dentons US

ERM Strategies, LLC

Ernst & Young

Hay Group

Jiménez Cruz Peña

Kilburn & Strode LLP

Kirkland & Ellis International LLP

McKenna Long & Aldridge LLP

Nishimura & Asahi

Norton Rose LLP

Olswang

Proskauer

RAND Center for Corporate Ethics and Governance

Smorenberg Corporate Consultancy

Vieira de Almeida & Associados

Woodruff-Sawyer & Co.


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