Showing results for: “sirius xm merger”
Manne & Williamson get results from the FTC and DOJ!
My co-author, Marc Williamson, just alterted me to this section in the recently-published FTC/DOJ Merger Guidelines Commentary (.pdf): Industry Usage of the Word “Market� Is Not Controlling Relevant market definition is, in the antitrust context, a technical exercise involving analysis of customer substitution in response to price increases; the “markets� resulting from this definition process ... Manne & Williamson get results from the FTC and DOJ!
Retirement Benefits and the Lucent/Alcatel Deal
As a merger between Lucent and Alcatel inches closer to completion, Lucent’s retirees worry about what may happen to their benefits. Billed as a “merger of equals,� concerns about Lucent’s retirement accounts have been a speed bump. While Lucent has nearly a $2.7 billion surplus in its three of its pension plans, it faces a ... Retirement Benefits and the Lucent/Alcatel Deal
DOJ Approves Whirlpool/Maytag Merger
The DOJ will not challenge Whirlpool’s (much-blogged-about) proposed acquisition of Maytag (HT: WSJ Law Blog). This Reuters blurb suggests that antitrust experts believe the decision “is a key test of the Justice Department’s new antitrust chief and could provide a glimpse of how tough he will be in reviewing mergers” (HT: Antitrust Review). I’m skeptical ... DOJ Approves Whirlpool/Maytag Merger
"Go-Shop" Provisions in Acquisition Agreements
A standard provision of an acquisition agreement is a “no-shop/no-talk.� Under this provision, the target company contractually agrees with the buyer not to solicit or talk to other buyers, even if unsolicited, regarding making a superior bid. A no-shop/no-talk is designed to protect the buyer against another buyer stealing the deal. However, the provision is ... "Go-Shop" Provisions in Acquisition Agreements
NYSE Files Registration Statement
As expected, NYSE Group filed an S-1 registration statement today for the resale of shares received by former seat-holders in the NYSE/Archipelago merger that closed last week. The registration statement is for $100 million of common stock but according to this article, the amount will likely be revised upward. The NYSE will not receive any ... NYSE Files Registration Statement
AT&T/BellSouth Merger Agreement
Click here for the AT&T/BellSouth Merger Agreement. Below are a few tidbits: AT&T agrees to keep Cingular’s headquarters in Atlanta, Georgia for at least five years post-closing. AT&T would be entitled to a bust-up fee of $1.7 billion if BellSouth withdraws for a better deal. The agreement contains typical restrictions on the parties for acquisitions, ... AT&T/BellSouth Merger Agreement
SCOTUS (Almost) Nails Another One …
Another 8-0 antitrust decision from SCOTUS. Very interesting. For those of you who have not been following, the Court rejected the longstanding, but almost uniformly criticized, presumption that patents confer market power for the purpose of antitrust analysis. WSJ Law Blog sums up the facts here, concluding with a quote from Steve Sunshine that the ... SCOTUS (Almost) Nails Another One …
CBS v. Howard Stern
Today’s NYT has an article on CBS’s suit against Howard Stern for breach of contract (click here). According to the article: The lawsuit, which also names Sirius and Stern’s agent as defendants, claims Stern improperly used CBS radio’s air time to promote his new show with Sirius, which began last month. CBS also claims Stern ... CBS v. Howard Stern
Hanno Kaiser's antitrust primer
While we’re on the topic of antitrust, I thought I would take this opportunity to draw our readers’ attention to a nice series of posts over at Antitrust Review. Collectively these posts make up the beginnings of an excellent primer on antitrust economics, told in Hanno Kaiser’s inimitable manner. I don’t agree with all of ... Hanno Kaiser's antitrust primer
Decline of the Blogosphere
With the blogosphere in decline, we figure we have to either eat or be eaten. We prefer the former over the latter, so we’re mulling hostile takeover attempts of ideoblog, conglomerate and/or bainbridge. We’ve also implemented various anti-takeover defenses including a non-chewable deadhand poison pill and a ten-class staggered board.
Pennsylvania Changes Rules for Sovereign
I’ve blogged before about Soveriegn’s proposed acquisition of Community Bank and related stock issuance to Santander. Sovereign’s largest shareholder, Relational Investors, is against the deal and petitioned the NYSE to block it (see here). The NYSE declined. I applauded the NYSE for this decision (see here), largely because it enforced its rules as written and ... Pennsylvania Changes Rules for Sovereign
Directors' Duties Even in Solvent Firms
In the Ribstein & Alces paper mentioned below by Keith, Ribstein & Alces write: The problem with holding that directors have duties to the “corporation” is that the corporation is composed of contracts among claimants with varying and possibly conflicting interests in the firm’s wealth. In solvent firms this is not troubling. Serving the firm’s ... Directors' Duties Even in Solvent Firms
