By Ryan Harding
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In the fall of 2015, John Deere attempted to buy Precision Planting: a specialty manufacturer of precision planting equipment. The government objected to this sale under Section 7 of the Clayton Act. This Note will examine the technology of John Deere and Precision Planting and determine whether the acquisition of Precision Planting by Deere is legal. Finally, this Note will recommend that the government take further action to prevent continued consolidation in the agricultural manufacturing industry.… Read the rest
Currently, the Australian government is considering the merits of a proposed takeover by the Singapore Exchange Limited (SGX) of the Australian Stock Exchange (ASX). The over-$8 billion deal has the goal of creating a dominant force in the Asian-Pacific region and a globally-salient exchange. In fact, the merged exchange would “create the world’s fifth-largest market operator by share value.” The discussion should be focused on the viability of the merger, especially the potential impact on investors, the region, and the world. Debates about the pros and cons would seemingly be productive to decide whether or not the deal would be the right path to take in regards to the ASX, an exchange that some say would become “irrelevant” without merging with SGX. The talks since the merger was proposed have devolved however to the levels of political infighting. In the current scrum of the Australian Parliament, a few themes … Read the rest
On September 2, 2010, 3G Capital announced that it planned to acquire Burger King Holdings. The deal itself is valued between $3 billion and $4 billion with 3G currently working on the tender offer of $24 per share for the company’s outstanding shares. With Burger King being the world’s second largest hamburger fast-food chain, it was not difficult for 3G to find financing for this highly-leveraged buyout. However, is 3G truly ready to tackle Burger King’s problems?
3G Capital is a private-investment firm based in New York with ties to Brazil. Even though Burger King is its first acquisition, 3G Capital brings prior consumer products and retail experience to the table through its previous investments in companies like Anheuser-Busch InBev. Additionally, through “investments in the Wendy’s and Carl’s Jr. restaurant chains,” 3G was able to learn about the fast-food industry. According to Diane Brady in her article, … Read the rest
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Comcast's proposed takeover of NBC Universal is expected to completely
restructure the entertainment industry's landscape. Analysts, investors, and
public interest groups alike have responded strongly to the anticipated
agreement, which is expected to be finalized imminently. The merger of the
largest American cable company with one of the largest entertainment
enterprises in the world would give the combined entity control over
approximately one out of every five viewing hours in the United States.  Not
surprisingly, the deal will be heavily scrutinized and raise considerable
questions of antitrust law, media diversity, and the future of internet usage.
This article will explore the implications of big media mergers in light … Read the rest
Rio de Janeiro will be the first Olympic location in the history of South America. This is the result of Brazil gaining status internationally and integrating to the global market. Apart from sports, globalization has had a great impact on the business transactions and also in the rules enacted in Brazil. An increasing number of international merger companies and nations had switched a red light on the antitrust law regime for merger control that coexists in the many jurisdictions. The different views of antitrust law in each country are important to determine the approach and practical implications of the review systems application. In the merger context, there are significant burdens in international business operations when companies are required to comply with a diversity of procedural requirements in domestic regimes regulations. Over sixty nations have merger notification requirements. Transactional costs are elevated when … Read the rest
On August 31, 2009, The Walt Disney Company (“Disney”) and Marvel Entertainment, Inc. (“Marvel”) entered into a merger agreement in which Disney would acquire Marvel. [ 1 ] At this time, it is up to debate whether the acquisition is a horizontal, vertical, or conglomerate/lateral transaction. Both Disney and Marvel are involved in a very broad range of products and services, but both companies center their business models on intangibles, particularly characters. As a result, much of Disney and Marvel’s business revolves around intellectual property. Unlike the products of technological and software companies, the intellectual property rights created by Disney and Marvel are less concrete but more versatile, and decidedly harder to enforce. As such, this article will consider the nature of characters as property rights, particularly those of Disney and Marvel, as they relate to the Department of Justice (“DoJ”) and Federal Trade Commission (“FTC”) Merger Guidelines … Read the rest
Amidst the economic downturn over the world, many industries have seen a stunt in growth. In fact, during recessions, often consolidation among competing businesses within an industry is the only alternative to extinction. This is evidenced in the banking industry (i.e. Merrill Lynch sold to Bank of America in order to avoid bankruptcy)  as well the auto industry (i.e. Government gives Chrysler thirty day deadline to merge with Fiat).  Yet, in recent years, it is the beer industry that has seen more mergers and acquisitions than arguably any other sector. This article will discuss the reasoning behind the consolidation within the industry, examine the strategic approaches taken in the industry when merging with or acquiring a competitor, and finally, the future of mergers and acquisitions (M&A’s) within the brewing industry.
The increasing consolidation within the beer industry is … Read the rest
On March 9, 2009 Merck Co., Inc. ("Merck") and Schering-Plough Corporation ("Schering-Plough") announced that a merger agreement had been unanimously approved by each corporation's Board of Directors  and is worth $41.1 billion dollars.  Furthermore, the merger of these two pharmaceutical giants is expected to increase efficiencies and result in cost savings of approximately $3.5 billion annually.  This merger agreement is constructed as a reverse merger, under which Merck and Schering-Plough will merge, under the name Merck.  The purpose of the unusual manner of the merger is to ensure that Schering-Plough's joint venture agreement involving Remicade with Johnson & Johnson is not terminated.  This article discusses the uniqueness of the reverse merger. Part II analyzes the structure of the reverse merger and the purpose of the merger. Part III evaluates the advantages and disadvantages of the merger of these two pharmaceutical companies. Part IV … Read the rest
On July 25, 2008 the Federal Communications Commission (“FCC”) approved the XM Satellite Radio and Sirius Satellite Radio merger voting 3-2 to approve the deal without imposing many restrictions on the combined entity. Critics of the merger asserted that the combination of two principal satellite radio companies would result in a monopoly. The FCC recognized that the Internet age has revolutionized how individuals obtain and listen to music opening the market to a variety of competition. However, the question remains whether the Sirius XM Radio merger will survive. On July 25, 2009, the day of the announcement of the merger, Sirius shares plunged 43% and XM stock declined 40%. Recently, reports indicate that Sirius XM Radio is preparing to file bankruptcy. This article will analyze the state of Sirius XM Radio as well as give recommendations to Sirius XM radio on … Read the rest
Since September, General Motors ("GM") and Chrysler's majority owner, Cerberus Capital Management have been in talks over the possibility of acquiring Chrysler.  Both companies are facing a financial crisis as both have suffered huge losses during this economic recession.  Moody's Investor Service stressed that GM would run out of operating cash next year without new sources of capital.  GM sees its merger with Chrysler as its bailout providing the company with revenue, cash flow, and cash reserves to make it through the coming year.  Merger talks have dealt with GM acquisition of Chrysler's auto business and Cerberus merger with lender Chrysler Financial Services and GM's ownership of GMAC Financial Services.  However, the question remains: how beneficial will the GM-Chrysler merger be to these companies. In this article, the advantages and disadvantages of the merger will be discussed.
II. Merger, Lifeline for GM and … Read the rest