Insights: Mergers & Acquisitions

Mergers & Acquisitions

Paramount/Warner Brothers (Updated)

Paramount announced this week that it had commenced an all-cash tender offer to acquire Warner Brothers for $30 per share in cash. As expected, Paramount’s proposed transaction is for the entirety of Warner Brothers, including its cable networks. Sources of financing include Affinity Partners, the private equity firm led by Jared Kushner. In...

Mergers & Acquisitions

Netflix/Warner Brothers

The companies are expected to file HSR by January 12. President Trump weighed in on the deal over the weekend, stating that Netflix has "a very big market share" that "goes up a lot" when adding Warner Brothers. He further remarked that he will be involved in any regulatory decision and claimed that the deal "could be a problem.” His comments...

Mergers & Acquisitions

The companies were set to file HSR by December 3. We believe there is a likelihood of a second request from the FTC. Feedback from industry participants (who are not involved in the deal) suggests that the merger combines the two largest suppliers of high-end Wi-Fi gateway radio frequency front-end (RFFE) modules and would leave the market with...

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...