January 2013 Issue

Financier Worldwide Magazine

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Japanese outbound M&A

Japanese outbound M&A has followed a sharp upward trajectory in recent years and 2012 proved particularly successful – by the third quarter, Japanese companies had spent over $66bn in 559 overseas acquisitions. The ability of Japanese companies to run overseas operations has, however... 



Autonomy deal gives HP a headache

Since ascending to the position in September 2011, Hewlett Packard (HP) chief executive Meg Whitman has reiterated that the company is in the formative stages of “a multiyear turnaround”. In retrospect, 2012 will be viewed by the company as an ‘annus horribilis’. The company’s worrying...

The shape of PE in emerging markets

The economic crisis faced by the eurozone and the rest of the ‘old world’ has seen the world’s emerging markets become an increasingly popular destination for private equity (PE) investors. New investment opportunities have appeared in Latin America, emerging Europe and South East Asia....

Can Intel and Qualcomm pull Sharp from the mire?

Beleaguered electronics manufacturer Sharp Corp was given a boost in mid-November, when it was widely reported that telecommunications firm Qualcomm Inc., and chip manufacturer Intel Corp are in talks with a view to jointly investing $378m in the troubled company. Although few details of...

A world awash in money: capital trends through 2020

The financial crisis that began in 2008 has had a wide ranging and lasting effect on global capital markets. Without a doubt, the markets of today are vastly different to those we saw pre-crisis. Bain and Company’s report ‘A world awash in money: capital trends through 2020’, examines...

Apple and HTC end patent battle

Another chapter of the highly publicised smartphone ‘patent wars’ has come to an end with the announcement that Apple Inc and HTC Corporation have reached a global settlement of their disputes. The terms of the agreement will remain confidential, although it is understood that HTC will...




Cyber security

THE PANELLISTS: Jamie Bouloux, AIG; Ron Raether, Faruki Ireland & Cox P.L.L.; Jacob Olcott, Good Harbor Security Risk Management; Neal Lawson, Intelligent Discovery Solutions, Inc.; L. Richard Fischer, Morrison & Foerster; and Russell Schrader, Visa Inc.

The digital age has brought great leaps in innovation and growth but the heavy reliance of businesses on information technology has exposed them to numerous new threats. The past year has seen many high-profile cases of cyber crime, of which the financial services sector has been a...




Global restructuring & insolvency

Though the financial crisis of 2008 may be fading into history, the world continues to grapple with its effects. Restructuring and insolvency advisers in particular are still dealing with the aftermath. While 2010 and 2011 saw a reduction of large filings and restructurings, as the market...

FORUM: Distressed M&A and investing in the current market

FW moderates a discussion examining distressed M&A and investing in the current market between Kon Asimacopoulos at Kirkland & Ellis International LLP, Melanie L. Cyganowski at Otterbourg, Steindler, Houston & Rosen, P.C., Rick van Dommelen at PwC, and James G. Gereghty, Jr. at Siguler Guff & Company, L.P.

Turbulent times

INSOL Europe We live in turbulent times. In economic terms, the years 2008-11 have been paralleled only by 1929. The continued global crisis puts all our talents to the test. What we see is unique in history, and neither the IMF nor the World Bank, nor any national government, has the ultimate answer....

Challenges in European restructurings

The Blackstone Group International Partners LLP The corporate financial restructuring environment in Europe exhibits several challenges – legal, structural, and company specific. European restructurings are driven by: (i) the prevalent insolvency regime in the debtor’s jurisdiction of incorporation, where its financial liabilities...

Understanding the role of CRO

ACM Partners In our experience, there is no role – not investor, not founder, not CEO, and not consultant – that brings with it a sense of urgency and authority comparable to that which comes naturally with the title of Chief Restructuring Officer. Although temporary, it is an unquestionably powerful...

Is there an extraterritorial reach to SIPA?

Otterbourg, Steindler, Houston & Rosen, P.C. Does the Securities Investor Protection Act (SIPA) and its incorporation of the US Bankruptcy Code’s provisions governing the recovery of preferential payments and fraudulent transfers enable a trustee appointed under SIPA to reach beyond US borders? With the failures of Bernard L. Madoff...

Expanding use of Chapter 15 tests its protections and limits

Skadden, Arps, Slate, Meagher & Flom LLP & Affiliates Foreign companies engaged in insolvency proceedings abroad and holding assets in the United States have increasingly employed Chapter 15 of the Bankruptcy Code to achieve their restructuring objectives while avoiding the attendant costs and time associated with plenary proceedings under...

Financing the road to recovery

Cushman & Wakefield, Inc. Private equity professionals, real estate developers and their financiers have been using the refinancing-excess-cash-flow and selling-assets model for decades in their own activities and wealth creation. During the first wave of mergers, acquisitions and leveraged buyouts over a quarter...

Q&A: Managing pension liabilities in bankruptcy situations

FW speaks with Richard Farr at BDO LLP, Linc Rogers at Blake, Cassels & Graydon LLP, James H.M. Sprayregen at Kirkland & Ellis LLP, and Richard Jones at Punter Southall, about managing pension liabilities in bankruptcy situations.




mergers & acquisitions

ADM pursues Graincorp acquisition

GrainCorp Limited, the largest grain handler in Eastern Australia, announced on 15 November that it had “comfortably” rejected an unsolicited takeover bid of $2.8bn from US food giant Archer Daniels Midland Company (ADM). In light of this rejection, ADM submitted an improved second offer...

Starbucks acquires Teavana Holdings

The diversification of Starbucks Corporation’s business continued unabashed in November when the company announced it intends to purchase Teavana Holdings Inc for $620m. The deal will see Starbucks pay $15.50 per share for the chain of high-end tea stores. Currently...

private equity & venture capital

McGraw-Hill sells education unit

McGraw-Hill Companies has completed the final stage of a year-long restructuring operation by agreeing to sell off its education unit, McGraw-Hill Education, for $2.5bn. On 26 November it was announced that private equity firm Apollo Global Management had entered into a...

BC Partners and CPPIB purchase Cequel Communications

Cequel Communications Holdings LLC, which also operates as Suddenlink Communications, confirmed in November that it had been acquired by BC Partners, Canada Pension Plan Investment Board (CPPIB) and members of the Suddenlink management team. The deal, which came in at $6.6bn, had...

bankruptcy & corporate restructuring

Lehman Brothers wind down continues

Five years after it helped push Lehman Brothers Holding Inc into bankruptcy, Archstone – the premium property portfolio – will now go some way to repaying the investment bank’s numerous creditors. On 26 November the Lehman estate announced that Equity Residential (EQR) and...

AMF Bowling re-enters Chapter 11

Citing the continuing economic downturn, AMF Bowling Worldwide Inc., the world’s largest bowling-alley operator, filed for Chapter 11 bankruptcy protection in November. The filing marks the second time in 11 years that the company has sought such protection. AMF...





Private equity and sub-Saharan Africa – reasons to be cheerful

Trinity International LLP In many ways 2012 has been the year in which sub-Saharan Africa has come of age. Macroeconomic drivers remained positive as many other economies stagnated. Investor sentiment has increased as have the variety of structures and vehicles through which investments (both direct and indirect)...

UCITS - the next generation?

Loyens & Loeff EU member states had until 30 June 2011 to implement into national law the directive known as UCITS IV. Nevertheless, a directive proposal for UCITS V and a consultation paper for UCITS VI have already been published. While some may claim there is too much regulation, others consider it...

Reflections on regulatory developments

Jones Day The pace of regulatory change continued unabated in 2012. One of the major European measures in response to the financial crisis has been the CRD IV package of reforms which will implement Basel III. CRD IV consists of an EU directive and a regulation. The regulation will...

The UK would be out in the cold if it left the EU

Mayer Brown Europe-Brussels LLP A leading UK Member of the European Parliament, Andrew Duff, stated in November 2012 that “those who toy with leaving should say where they want us to go”. There are only two places to go: out as in completely out, or the half-way houses of either being a country like Norway (a member of...

Small global recession – few corporates die

Company Watch As we move further into the fifth year of the global recession, few would have predicted the crisis would last so long and even fewer that insolvency practitioners around the world would still be complaining about poor activity levels. 2012 ends with UK corporate insolvencies at record...

Decline in corporate restructurings since 2008 is due for a reversal?

Gavin/Solmonese LLC US federal bankruptcy filings decreased significantly for the third straight year in 2012. For the fiscal period ending 30 September, total filings fell 14 percent to roughly 1.2 million; Chapter 11 filings decreased 12 percent to 10,597; and Chapter 7 filings fell 16 percent to 874,337....

Outlook for executive compensation

Grant Thornton UK LLP After the shareholder Spring in 2012 many companies feel under siege, but the smart money is on embracing the opportunity offered by our brave new world. If you are responsible for setting or reviewing executive pay you should consider whether you satisfy the following core pay principles...

Implementing risk management throughout the company

Parker Fitzgerald The banking sector has found itself under increasing levels of supervisory and public scrutiny. Despite it being over four years since Lehman Brothers defaulted, the industry is still plagued with scandal and struggling to regain public confidence. As the dust settles on successive...

Fraud and corruption in 2013

1stWEST Financial Corporation Looking ahead, can we expect fraud and corruption to demand more attention as a boardroom issue? Based on experience, boards of directors are sometimes less diligent than they should be in performing independent background investigations on the management team chosen to meet the company’s...

Trends in commercial and financial disputes

Skadden, Arps, Slate, Meagher & Flom LLP In 2012 we saw the continuation of a number of disputes which emanated directly or indirectly from the credit crisis. There has been continued banking litigation, multiple investigations by regulators in the UK and abroad (LIBOR has become a dirty word), disputes arising from cuts and...

Pending US Supreme Court cases could cause significant changes to securities class action practice in the US

Milbank, Tweed, Hadley & McCloy LLP The US Supreme Court is poised to issue a decision in Amgen Inc. v. Connecticut Retirement Plans and Trust Funds that could have major impacts on securities class actions in the US. For the first time since approving use of the fraud-on-the-market theory in Basic Inc. v....

Breaking seals in competition investigations – a “pandora’s box” for compliance

King & Spalding Europe’s highest court has dismissed an appeal against a European Commission (Commission) decision imposing a fine of €38m on E.ON Energie AG (E.ON) for breaking a seal during an EU competition inspection or ‘dawn raid’. The case should be viewed against the growing body of cases where...

The patent box rules

Bird & Bird LLP Under the Patent Box Rules, companies may, from 1 April 2013, elect to tax trading profits from certain intellectual property rights (IP) from at a lower than standard rate of corporation tax. Eventually, the lower Patent Box rate will be 10 percent, but the measures are being phased in...

Outlook for employers in the United States

Littler Mendelson With the balance of power in Washington unchanged by the 2012 election, the legislative gridlock should continue. In place of new legislation, employers will encounter a storm of new regulations and initiatives by the regulatory agencies, with many agencies seeking innovative enforcement...


1stWEST Financial Corporation

ACM Partners



Bird & Bird LLP

Blake, Cassels & Graydon LLP

Company Watch

Cushman & Wakefield, Inc.

Faruki Ireland & Cox P.L.L.

Gavin/Solmonese LLC

Good Harbor Security Risk Management

Grant Thornton UK LLP

INSOL Europe

Intelligent Discovery Solutions, Inc.

Jones Day

King & Spalding

Kirkland & Ellis LLP

Littler Mendelson

Loyens & Loeff

Mayer Brown Europe-Brussels LLP

Milbank, Tweed, Hadley & McCloy LLP

Morrison & Foerster

Otterbourg, Steindler, Houston & Rosen, P.C.

Parker Fitzgerald

Punter Southall


Siguler Guff & Company, L.P.

Skadden, Arps, Slate, Meagher & Flom LLP

The Blackstone Group International Partners LLP

Trinity International LLP

Visa Inc.

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