Click cover to download

(Subscriber-only password access)

Not a subscriber?

Click here to join the FREE mailing list and receive password access

COVER STORY

M&A due diligence in Latin America

The rapid growth of Latin American markets presents firms and investors with attractive business opportunities. But while M&A opportunities are plentiful, so too are the countries in the region viewed as ‘corruption prone’. Latin America, as a whole, rated poorly on...

FEATURES

Desire for M&A is strong in pharma sector

The pharmaceutical and life sciences (PLS) sector once again demonstrated its willingness to engage in mergers and acquisitions in the first quarter of 2013, with both deal volume and value increasing in the quarter, relative to the first quarter of 2012.  According... 

Yahoo!’s Tumblr acquisition continues mobile push

Yahoo! announced in May that the company had entered into a definitive agreement to acquire online content sharing site Tumblr for $1.1bn in cash.  In a statement, Yahoo! noted that, as per its promise “not to screw it up”, Tumblr would continue to be... 

The rise of the digital currency

Alternative forms of currency are not a new phenomenon. From the WIR Bank in Switzerland and the Ithaca HOURS system in New York to traditional commodities based currencies like the gold standard, alternative currencies are still popular. When faith in local currencies falters,.. 

Infrastructure development in Africa

Infrastructure development in Africa is entering a crucial period. Following decades spent in the economic shadows, the continent is experiencing an economic drive and, despite facing a number of daunting challenges, is making great strides in political and socio-economic...

ROUNDTABLE 

Bankruptcy litigation

THE PANELLISTS: Rafael X. Zahralddin, Elliott Greenleaf; James H.M. Sprayregen, Kirkland & Ellis LLP; Paul Hessler, Linklaters LLP; Christopher Ward, Polsinelli PC; Daniel Hayek, Prager Dreifuss; and Anthony W. Clark, Skadden, Arps, Slate, Meagher & Flom LLP.

Bankruptcy matters now come loaded with complex litigation and investigatory issues, and recent court rulings have had a profound impact on the process – particularly Stern V. Marshall. Added to this, the roles of participants in the bankruptcy process have changed... 

SPECIAL REPORT

Infrastructure & project finance

In many states, the improvement and expansion of infrastructure is a key priority in light of increasing economic and population growth. Unable to fund such projects alone, governments have turned to policies and incentives designed to attract private investment to the space. As a...

FORUM: Public-private partnerships in the Americas

FW moderates a discussion on public-private partnerships (PPPs) in the Americas between John S. Haythorne at Dentons, Mike Matheou at Hogan Lovells US LLP, Scott Kolbrenner at Houlihan Lokey, and Edward R. Neaher Jr. at White & Case LLP.

The future of P3s in the US: financing the funding gap for infrastructure

Taylor-DeJongh The United States is facing an infrastructure funding crisis. In 2013 the American Society of Civil Engineers (ASCE) gave the US infrastructure a grade of D, which is the same grade received in 2009. The country’s bridges are falling down and the roads are in disrepair and...

National fibre strategies: decisive steps needed

Arthur D. Little There are clear socioeconomic benefits from investments into advanced telecommunication networks, as high-speed broadband contributes to the diversity and strength of economies. However, significant investment into fibre is now necessary as it is no longer possible to modernise and...

Funding alternatives for infrastructure in Brazil

Barretto Ferreira e Brancher Sociedade de Advogados (BKBG) As an emerging market, Brazil is currently a focus for international investors. We will therefore examine and summarise a number of alternatives foreign investors have for investing in Brazil. We will also look at infrastructure requiring local investment as a result of the 2014...

Ukraine: trends and opportunities in the energy sector

Arzinger Due to its unique geographical location and its gas storage capacity, Ukraine plays a key role both in the European and global fuel and energy markets. On the one hand, Ukraine is an energy-dependent country with insufficient volume of its own conventional energy sources (oil and...

Current trends in public-private partnerships in the Middle East

Norton Rose Fulbright The regional infrastructure market faces a number of challenges. A combination of the Arab Spring and the global financial crisis continues to have a three-fold effect in the region: a number of governments are concentrating on national security rather than infrastructure...

Challenges and opportunities in the port sector in India

Dua Associates India has a coastline of more than 7500 kilometres that is serviced by 13 major ports and 187 notified minor and intermediate ports. Between April and November 2012, ports in India handled 623.05 metric tonnes of cargo, according to a recent study. This reflects an increase of only...

DEALfront 

mergers & acquisitions

MidAmerican acquires NV Energy

MidAmerican Energy Holdings Co., a gas and electric company owned by Warren Buffet’s Berkshire Hathaway Inc., continued its program of expansion in May when it announced that it had agreed to purchase NV Energy Inc. for $5.6bn. In a joint statement the two companies confirmed... 

Smithfield Foods agrees to be purchased by Shuanghui in record deal

Following nearly four years of sporadic negotiations, Shuanghui International Holdings Limited and Smithfield Foods Inc. announced on 29 May that they had entered into a definitive merger agreement, valuing Smithfield at roughly $7.1bn including net debt. Once completed,... 

private equity & venture capital

Valeant Pharma buys PE owned Bausch & Lomb in $8.7bn deal

On 27 May Valeant Pharmaceuticals International Inc. announced that it had entered into a definitive agreement to acquire Bausch and Lomb from private equity firm Warburg Pincus LLC for $8.7bn. The acquisition of Bausch & Lomb is Valeant’s largest purchase to date... 

PE firm acquires Websense in $1bn deal

Private equity firm Vista Equity Partners announced on 20 May that it had entered into a definitive agreement to acquire website filtering company Websense Inc. for around $1bn.  Under the terms of the agreement Websense’s shareholders will receive $24.75... 

bankruptcy & corporate restructuring

Bankruptcy court approves Pittsburgh Corning plan

With its reorganisation plan approved by US bankruptcy Judge Judith Fitzgerald, the Pittsburgh Corning Corporation moved one step closer to emerging from bankruptcy in May, more than 13 years after the companyfiled for Chapter 11 protection.  The plan calls for the... 

Former A123 Systems wins court approval of bankruptcy plan

Bankrupt electric car battery manufacturer B456 Systems Inc., previously known as A123 Systems Inc., won court approval for its Chapter 11 bankruptcy exit plan in late May. The plan will see B456 pay off its creditors’ claims from the proceeds of selling virtually all of its... 

PROFESSIONALinsight 

Private Equity

Direct secondary transactions in the US

Neal, Gerber & Eisenberg LLP An increasing number of funds are being raised with the mandate to focus on secondary purchases of assets from funds, institutional investors, founders and management employees. Direct secondary purchases of equity are increasingly being used by these funds alone, or in conjunction... 

Private equity review – highlights of recent litigation and regulatory proceedings

Seward & Kissel LLP Private equity funds have come under increased scrutiny by regulators, investors and counterparties. This article addresses some of the current litigation and regulatory proceedings that have been brought involving or concerning private equity funds. Such proceedings highlight areas... 

Banking & Finance 

Islamic financing: new opportunities for Russian business

Patton Boggs LLP The global financial crisis was caused, among other reasons, by the widespread use of derivatives (transactions not secured by assets), and made the business community think twice about the effectiveness of traditional economic institutions. It prompted exploration for alternative... 

New powers for Brazil’s Central Bank

Pinheiro Neto A new law has just been passed in Brazil granting the Central Bank new powers to regulate e-money, mobile payments, prepaid card and gift cards (among other technologies). The new law aims to target a large portion of the population who do not have a bank account but who have access... 

Returning excess cash to shareholders of Singapore companies

Allen & Gledhill LLP With the rise in cash reserves of many companies worldwide, activist shareholders have increasingly put public pressure on the management of such companies to either actively fund growth, which can be tricky in the current economic climate, or in the alternative, to return excess... 

Malaysia’s new financial services regulatory framework

Zaid Ibrahim & Co. The Financial Services Act 2013 (FSA) and the Islamic Financial Services Act 2013 (IFSA) will be two of the most significant pieces of legislation to impact the Malaysian financial services industry when they come into force. Both legislations received Royal Assent and were gazetted... 

SPOTlight 

Assessing anti-corruption risks in transaction due diligence efforts

Locke Lord LLP Companies engaged in cross-border business transactions have become sensitised to the need to implement and enforce effective policies against corrupt business practices. Faced with increasingly aggressive governmental enforcement efforts, many companies have strengthened... 

SAREB and FABs: a first look behind the acronyms

J&A Garrigues S.L.P. The accelerated and dispersed regulation for incorporating and operating SAREB (the Spanish acronym for the Public Asset Management Company) – suddenly the biggest real estate operator in Europe with more than €144.5bn in real estate assets – has raised numerous... 

Highlights from the new Turkish Capital Markets Act

Pekin & Bayar The strong and rapidly growing Turkish economy, undoubtedly seen as a role model by various authorities, has recently been reinforced by a new Capital Markets Act no. 6362 (‘New Act’), which abolished the old Capital Markets Act no. 2499 (Old Act) that remained in force... 

Legal challenges to executive compensation in the US: have defendants won the war on ‘say-on-pay’ litigation?

Simpson Thacher & Bartlett LLP Shareholders of public companies in the United Kingdom have had the right to an advisory vote on executive compensation for a little over a decade. But for shareholders in the United States, ‘say-on-pay’ is a much more recent development.  In 2010, as... 

CONTRIBUTORS

Allen & Gledhill LLP

Arthur D. Little

Arzinger

Barretto Ferreira e Brancher Sociedade de Advogados (BKBG)

Dentons

Dua Associates

Elliott Greenleaf

Hogan Lovells US LLP

Houlihan Lokey

J&A Garrigues S.L.P.

Kirkland & Ellis LLP

Linklaters LLP

Locke Lord LLP

Neal, Gerber & Eisenberg LLP

Norton Rose Fulbright

Patton Boggs LLP

Pekin & Bayar

Pinheiro Neto

Polsinelli PC

Prager Dreifuss

Seward & Kissel LLP

Simpson Thacher & Bartlett LLP

Skadden, Arps, Slate, Meagher & Flom LLP

Taylor-DeJongh

White & Case LLP

Zaid Ibrahim & Co.