MAGAZINE
October 2015 Issue
Financier Worldwide Magazine
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COVER STORY
Assessing suitable candidates for the C-suite
The C-suite. For many low to mid-level executives looking to ascend the greasy corporate pole it represents the ultimate destination, the business world’s version of utopia. For organisations striving to execute successful...
FEATURES
M&A momentum in the medical device sector
Historically diverse and innovative, but consistently subject to regulatory hurdles and demands for reform, the medical device sector is ever-evolving and 2015 trends have been no exception. Chief among these are three trends identified by...
Private equity in the food and beverage space
Although not a unique phenomenon, the food and beverage sector does appear to have been somewhat recession-proof amid the global economic downturn of recent years. This durability, set alongside a gradual but...
Evolution of SEC clawback provisions
For top executives, ‘clawback’ provisions have been an uncomfortable but unavoidable feature of the corporate landscape for some time. The Securities and Exchange Commission (SEC) has had clawback rules in place for...
The Toshiba Corporation has been a mainstay of Japanese business since its inception in 1875. It was recently ranked the second largest technology company in Japan in terms of revenue generation and appeared to be the epitome of good corporate governance. But it...
Outlook for the gaming industry
Over the course of the last few years, the global gaming industry has undergone a period of significant transformation. The turbulent global financial market has had a considerable impact on the space, with a number...
ROUNDTABLE
THE PANELLISTS: Sanya Sukduang, Finnegan, Henderson, Farabow, Garrett & Dunner LLP; Georgia Chiu, Hogan Lovells; Paul D. Collier, Kirkland & Ellis LLP; Richard Vary, Nokia; Jürgen Dressel, Novartis Pharma AG; Gary E. Hood, Polsinelli PC; Brian Hinman, Royal Philips.
For companies involved in the competitive world of innovation there is always a chance they will have to make or defend a patent infringement allegation. Whether the dispute relates to rights, royalties or any other kind...
SPECIAL REPORT
International dispute resolution
For multinational firms unfortunate enough to find themselves embroiled in a dispute in an overseas market, the challenges and potential consequences are immense. In addition to an understandable reluctance to enter into a dispute in a foreign territory...
FORUM: Challenges of managing investor treaty arbitrations
FW moderates a discussion on the challenges of managing investor treaty arbitrations between Andrew Cannon at Herbert Smith Freehills LLP, Alexander A. Yanos at Hughes Hubbard & Reed LLP, and Julie Bédard at Skadden, Arps, Slate, Meagher & Flom LLP.
Choosing which court or tribunal will decide any disagreement under a business contract
Trowers & Hamlins LLP When businesses negotiate contracts they usually focus – quite rightly – on the commercial terms. At the back of the contract or in separate conditions will be the boilerplate legal terms, often including a ‘jurisdiction...
Managing litigation risk in commercial relationships
Blake Morgan LLP Expensive disputes can occur even in the best maintained contracting relationships but many can be headed off by careful thought and drafting at the outset. A well run contracts team will have – and will follow – a written and...
Regulation and Court proceedings – two sides of the same coin, or different coins entirely?
Collyer Bristow LLP A number of interim decisions in the English Courts concerning disputes about interest rate hedging and LIBOR manipulation have recently thrown a spotlight on the interplay between regulatory investigations and...
White & Case “A ‘compulsory attempt at mediation’ brings insured disadvantages which are not easily understood. The attempt is therefore void.” These are the pithy and unambiguous words of the Frankfurt Higher Regional...
ADR is here to stay and should be
Drinker Biddle & Reath How can you not admire a judge who begins his 110 page post-trial Opinion with these words, “I did not try this case very well. I did try it fairly. As the Supreme Court has recognised, ‘a litigant is entitled to a fair trial but not a...
Bird & Bird The English group litigation system is far removed from the opt-out, US-style class action model. We are, however, seeing a significant change in the group litigation landscape in the UK and, following the financial...
Making money without capital – international litigation
CANDEY Commercial disputes, otherwise known as litigation, are often perceived with anxiety, time intensive and costly distractions from a company’s core business. They can, however, present incredible opportunities to acquire or...
Q&A: Managing and resolving mining & commodities disputes
FW moderates a discussion on managing and resolving mining & commodities disputes between Dawna Wright at FTI Consulting, Warren Beech at Hogan Lovells, Craig A.B. Ferris at Lawson Lundell LLP, and Cameron Ford at Rio Tinto...
DEALfront
mergers & acquisitions
Berkshire Hathaway agrees $32bn Precision deal
Warren Buffet’s Berkshire Hathaway announced on 10 August that it had agreed to acquire Precision Castparts Corp in a deal worth around $37.2bn, including the assumption of Precision’s outstanding net debt. According to a...
GE agrees to sell healthcare business to Capital One for $9bn
General Electric Co. (GE) announced that it reached an agreement to sell the healthcare financial services (HFS) of GE Capital, its US lending business, to Capital One for approximately $9bn. GE Capital’s HFS provides...
private equity & venture capital
Symantec to sell Veritas to private equity group in $8bn deal
Symantec Corporation has entered into a definitive agreement to sell its information management business, Veritas, to an investor group led by the Carlyle Group for $8bn in cash. Upon closing of the...
Blackstone exits Avintiv for $2.45bn
Private equity giant the Blackstone Group LP is to exit its investment in its portfolio company Avintiv Inc after announcing that the business is to be acquired by the Berry Plastics Group Inc in a deal worth around $2.45bn. The deal...
bankruptcy & corporate restructuring
Alpha Natural Resources files for Chapter 11
Coal mining giant Alpha Natural Resources has filed voluntary petitions to reorganise under Chapter 11 of the US Bankruptcy Code. The board of directors of Alpha took the decision to file for Chapter 11 with the...
Following a period of lengthy negotiation with its creditors, Royal Imtech N.V.’s German subsidiary Imtech Germany announced in early August that it had filed for insolvency in a German court. The filing, as noted by Royal Imtech in a...
PROFESSIONALinsight
Mergers & Acquisitions
Communicating with shareholders in M&A
Boudicca Proxy Ltd. The received wisdom is that M&A situations and takeovers are decided by directors and their coterie of lawyers and advisers in lengthy boardroom discussions. After negotiations, terms are agreed and contracts are signed, and...
MOFCOM in M&A deals – increasing certainty of outcomes and managing expectations
Herbert Smith Freehills Merger control can have significant implications for the timing and structure of any M&A transaction. Where a transaction is subject to the Chinese merger control regime, regulated by the Anti-Monopoly Bureau of the PRC’s Ministry...
Banking & Finance
Forex judgment: what happens in New York, stays in New York?
Bristows LLP The recent US case of Foreign Exchange Benchmark Rates Antitrust Litigation, US District Court, Southern District of New York has propelled the foreign exchange (Forex) scandal back into the media glare – and with it, opened a legal...
Challenges of Volcker Rule compliance for non-US banks
Yulchon The US regulation known as the Volcker Rule (the Rule) reaches far and wide, restricting the activities of ‘banking entities’ as defined in the Rule, a term that includes non-US banking organisations (FBOs) that become subject to the Rule...
Fraud & Corruption
Hacking: the future of insider dealing?
Kingsley Napley On 10 August 2015, the US Securities and Exchange Commission (SEC) announced fraud charges against an international hacking and insider dealing ring. Ukrainian hackers are accused of tapping into press release distributers...
US District Court cuts off conspiracy liability and rejects DOJ’s attempt to extend FCPA’s reach
Vinson & Elkins On 13 August the US District Court for the District of Connecticut rejected an attempt by the Department of Justice (DOJ) to extend the already expansive reach of the US Foreign Corrupt Practices Act (FCPA) to a non-US resident foreign...
CONTRIBUTORS
Bird & Bird
Blake Morgan LLP
Boudicca Proxy Ltd.
Bristows LLP
CANDEY
Collyer Bristow LLP
Drinker Biddle & Reath
Finnegan, Henderson, Farabow, Garrett & Dunner LLP
FTI Consulting
Herbert Smith Freehills LLP
Hogan Lovells
Hughes Hubbard & Reed LLP
Kingsley Napley
Kirkland & Ellis LLP
Lawson Lundell LLP
Nokia
Novartis Pharma AG
Polsinelli PC
Rio Tinto
Royal Philips
Skadden, Arps, Slate, Meagher & Flom LLP.
Trowers & Hamlins LLP
Vinson & Elkins
White & Case
Yulchon