Insights: Mergers & Acquisitions

Mergers & Acquisitions

Compass/Anywhere

The HSR-waiting period is set to expire on December 1. Our ongoing research continues to suggest a high probability of a second request and a potential basis for litigation, but we still expect the deal will be conditionally cleared. It is evident that the combined company will have a dominant share in certain large MSAs (e.g., San Francisco Bay...

Mergers & Acquisitions

Kimberly-Clark/Kenvue

Kenvue confronts several lawsuits and policy matters involving Tylenol and talc-based baby powder, the most noteworthy of which we highlight below. Regarding the impact of Kenvue litigation on the deal, the merger agreement carves out any Tylenol-related lawsuits or developments from its material adverse effects definition. We should note,...

Mergers & Acquisitions

Pfizer has filed two separate lawsuits against Metsera and Novo Nordisk (Novo). On October 31, Pfizer filed suit in the Delaware Court of Chancery (Chancery Court) alleging breaches of contract and fiduciary duty, as well as tortious interference in contracts. In its lawsuit, Pfizer alleges that Novo Nordisk's (Novo) offer cannot qualify as a...

Mergers & Acquisitions

Thoma Bravo (Calabrio)/Verint

The companies refiled HSR on 10/22. The HSR waiting period now expires November 21. While we acknowledge meaningful second-request risk, our expectation is that the deal will avoid such an outcome. The global WEM market for contact centers appears fairly consolidated–on a revenue basis, three firms hold as much as 75% of the market (dropping to...

Mergers & Acquisitions

Getty/Shutterstock

The U.K. CMA announced on October 20 that it had found the merger may cause harm to competition in the U.K. “editorial content” and global “stock content” markets. The companies have until October 27 to offer merger remedies to forestall a Phase 2 review. Separately, M&A trade publication Mlex reported on October 13 that the companies had...

Mergers & Acquisitions

Omnicom/Interpublic

The companies filed with the EC on October 20. We continue to expect the proposed merger will be cleared by the EC in Phase 1. The pre-notification stage of the EC’s review was longer than anticipated (~10.5 months), but we do not believe the deal has elicited substantial antitrust concern from the EC. Feedback from industry participants...