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McBrayer Blogs

Showing 40 posts tagged Mergers and Acquisitions.

Canada Pension Plan to Acquire Neiman Marcus Despite IPO Registry

In July, the distinguished luxury retailer Neiman Marcus registered for an initial public offering. The current owners of the department store chain are a group of investors led by private equity firms TPG Capital L.P. and Warburg Pincus LLC. In response to losses in Neiman’s credit facilities, according to Reuters, the group had been seeking a non-public buyer among private equity firms and even sovereign wealth funds, but the offers did not meet price expectations. Those efforts were exhausted, and an IPO seemed to be the best remaining option. More >

Airline Mergers Spark Discussions Across the Industry

Business owners in Kentucky know that it is very challenging to balance the needs of a business with the resources available. In some cases, one of these significantly outweighs the other and it is appropriate to pursue options that would legally join two companies, and their respective resources, together.  More >

For $340 Million, Globecomm Allows Wasserstein to Take it Private

Wasserstein & Co., the private equity firm founded by the late Bruce Wasserstein who also bought New York magazine in 2003, has made a deal to acquire satellite communications giant Globecomm Systems Inc. and take the firm private sometime in the fourth quarter of this year. Wasserstein & Co. was founded in 2001 and is known for making substantial merger and acquisition deals, including one worth $3 billion. More >

Employee Non-Compete Agreements in Mergers and Acquisitions

Businesses routinely execute non-compete agreements with their employees in order to protect legitimate business interests. These agreements are not just an important interplay in the employer/employee context, but also factor into many other business deals, such as partnership, franchise, or consulting agreements. Recently, the effect of a merger on a non-compete agreement has become a hot topic. More >

Acquisitive Air Products May Face Hostile Acquisition of its Own

Air Products and Chemicals, Inc., which sells gases and chemicals for industrial uses, has a reputation for attempting hostile acquisitions of other companies, most recently, Pennsylvania-based Airgas, Inc. Now it appears that Air Products could itself be facing an unwelcome takeover bid -- from Pershing Square Capital Management, which has already acquired a 9.8-percent stake in the company. More >

SEC Lifts Private Placement Advertising Ban: How Will it Work?

Earlier this month, the Securities and Exchange Commission announced what promises to be a fundamental change in the way small business startups can raise capital from private investors. Before this change, SEC financial services regulations, particularly Rule 506 of Regulation D of the Securities Act of 1933, have prohibited solicitation or general advertising of private placements in an effort to seek capital investments. In an effort to comply with the Jumpstart Our Business Startups Act, or JOBS Act, the new rule will permit the advertising of private placement offerings as long as two conditions are met. To simplify: only “accredited” purchasers will be allowed, and no “bad actors,” as defined by the Dodd-Frank Act, will be allowed to advertise. More >

Excitement in Biotech Industry Brings Wave of IPOs, Merger Offers

Large pharmaceutical companies, in the market for profitable new drugs to replace revenue streams from top drugs with expiring patents, are looking to smaller biotech companies for innovative products. That demand, along with a simplified Food and Drug Administration approval process for therapies for important unmet medical needs, has brought a wave of proposed and actual acquisitions of venture capital-backed biotech startups in just the first half of this fiscal year. More >

FCC Approves Sprint, Clearwire Buyouts Over Rival's Objection

Despite a furious national security objection by rival DISH Network Corporation, the Federal Communications Commission has approved the $21.6 billion acquisition of Sprint Nextel Corporation by SoftBank of Japan. After the order was released on Friday, SoftBank moved forward quickly and announced it expects to complete the transaction by tomorrow, July 10. More >

Yahoo!/Tumblr Deal and the Tax Cost of Cash Acquisition Payments

When Yahoo! recently acquired the blogging service Tumblr, the two companies structured the deal so that virtually all of the $1.1 billion price tag for Tumblr will be paid in cash. In the current economy, many companies, particularly tech companies, have a lot of cash available, making the more traditional payment in stock appear less desirable. However, tax planning during mergers or acquisitions can be invaluable because, with proper counsel, the organizations can anticipate and mitigate the tax ramifications for the companies, individuals and shareholders. More >

Owensboro Health Acquires Ohio Valley Surgical Specialists

Ohio Valley Surgical Specialists, an organization of surgeons and surgical medical professionals founded in the mid 1920s, has agreed to a merger with Owensboro Health. The acquisition, which is slated to become official today, should provide Owensboro Health with a number of business and medical contributions key to the success of its $385-million, 477-bed, state-of-the-art hospital which is currently under construction. More >

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