Free Speech, Due Process and Trial by Jury
While these megadeals promise efficiency gains and economies of scale, they’ve had a chilling effect on one critical area: in-house legal hiring. Consolidation has temporarily shifted priorities, leaving legal teams focused on deal execution, integration, compliance and cost-cutting.
In today’s global business environment, market participants continuously seek innovative ways to grow their businesses, obtain capital to execute their business plans and leverage shared resources. One popular strategy is forming a joint venture, which is a business arrangement where two or more parties pool resources to achieve a common commercial goal. Structuring a JV is complex, and success hinges on careful planning, negotiation and management, as poorly structured JVs can lead to conflicts, inefficiencies and ultimately failed outcomes.
This article explores several key issues to be addressed when forming a joint venture and provides a roadmap for avoiding some common pitfalls that derail many partnerships. By carefully defining a JV’s scope, negotiating for appropriate consent rights, protecting against leakage from affiliate agreements, addressing fiduciary duties and establishing clear transfer provisions, parties can create a JV structure that helps to ensure alignment and maximizes the likelihood of success for all involved.
A $50 billion data center joint venture is nothing to ignore. Neither are the footnotes that occasionally accompany a monumental deal. The CDT Roundup this week looks at the big numbers that are building up around AI-driven data centers, and a few tiny cautions about what to expect of them. FYI, we didn't ignore our usual roster of last week's deals — even those under $50 billion.
Data from Pitchbook for the first three quarters of 2024 shows that global M&A has rebounded both in volume and value over the same period last year. The CDT Roundup parses their report and looks at how those global numbers compare with North America in general and Texas in particular. The numbers, extracted from the Corporate Deal Tracker database, surprise. That, and the usual summary of deal traffic during what proved to be an ironically light week.
Dykema's 20th anniversary M&A Outlook Survey is grounded in optimism, a far cry from the doom-saying that characterizes these final days of the presidential race. The survey, taken between late July and early August suggests that M&A may well thrive between now and mid-2025. The CDT Roundup takes a look at the apparent reasoning behind such optimism, along with the usual list of Texas-related transactions reported last week.
Chevron's announcement last week of a $6.5 billion divestiture of a couple of Canadian upstream interests reminded us that the California company is on the verge of relocating its C-Suite to Houston. But included, along with the household furniture and company file cabinets, is an ongoing beef with their new Texas neighbors, Exxon Mobil, over Chevron's proposed $53 billion merger with Hess Corp. The CDT Roundup catches up with recent developments regarding the disputed merger, along with the usual list of firms and lawyers behind last week's Texas-related transactions.
There's no way to play down 22 reported transactions for this week valued at more than $23 billion; it was a good week, especially when 15 of those are M&A and your capital markets deals include two IPOs. But in addition to the usual summary of all those deals, along with the firms and lawyers behind them, we take our quarterly look at the number of publicly-reported transactions we've handled in the CDT Roundup thus far in 2024.
A special master for a federal court in Delaware has named Amber Energy Inc. as its court-approved bidder for CITGO, one of the largest refiners and distributors of petroleum products in the U.S. The sale, which values Houston-based CITGO at $7.28 billion, is aimed at settling some of the $21.3 billion in claims against CITGO's former owners, the state-controlled energy company of Venezuela.
The two-deal parlay by TPG, which formally ends AT&Ts $49 billion venture into the home entertainment business, was advised by Gibson Dunn, Ropes & Gray, Cleary Gottlieb, Steptoe & Johnson, HWG, Crowell & Morning, White & Case and Mintz, Levin.
Private equity is back; particularly in middle market deals. Pitchbook says so in a report released last week. In their study of H1 data Pitchbook forecasts that middle market deal counts will reach 3,400 by the end of the year, with values of as much as $345 billion. That would make it the third-best year for middle market PE deals, ever. If you want particulars, look no further than this week's CDT Roundup, in which 13 of last week's 16 M&A/Funding deals involved some form of PE participation. The Roundup even has the names of the lawyers behind them.
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