Hogan bags $4.8bn mandate as aggressive bid tactics rule
Norilsk Nickel calls in Hogan in competitive bid as aggressive acquirers power M&A market
May 16, 2007 at 10:07 PM
4 minute read
Hogan & Hartson is the latest firm to benefit from the stream of unsolicited bid activity with the firm's London arm picking up a mandate to advise on this month's bid for Canada's LionOre Mining.
The US firm is advising Russia's Norilsk Nickel on its $4.8bn (£2.42bn) unsolicited bid, which tops a previous agreed bid made by Switzerland's Xstrata in March.
The deal is being led by Hogan's London arm, with US-qualified corporate partner Todd Schafer leading. Freshfields Bruckhaus Deringer and Canada's Davies Ward Phillips & Vineberg are advising Xstrata with McCarthy Tetrault acting for LionOre.
The bid comes amid a sharp upturn in aggressive bid tactics as acquirers hunt for a limited pool of coveted assets. Though few bids are turning into outright hostile takeover attempts, advisers report a growing willingness from bidders to appeal over the heads of target companies' management to shareholders.
Such tactics have even become common from private equity acquirers, who once avoided such deals.
Hogan London corporate head Jonathan Coppin told Legal Week: "There is now so much appetite from companies as well as private equity houses, things are getting very congested. There is more chance that someone else will come in with a competing proposal after an offer has already been recommended. What has changed is that competing bidders are increasingly prepared to go over the board's head to shareholders and make an unsolicited offer."
The trend has been a boost for M&A advisers as it has sharply increased the number of bidders in play, a trend amplified by the current popularity of auction-driven disposals. Likewise, the importance of regulatory and competition issues in the majority of big-ticket bids has put legal advisers in the driving seat in many deals.
For example, this year's most high profile unsolicited deal – the bidding war for ABN Amro between Royal Bank of Scotland and Barclays – has generated roles for a raft of firms. Linklaters, De Brauw Blackstone Westbroek, Slaughter and May, Clifford Chance and NautaDutilh are just some of the firms already involved.
Meanwhile, Weil Gotshal & Manges' London arm won a coveted instruction for Terra Firma when the private equity house entered the fray for Alliance Boots.
The FTSE 100 company was ultimately sold to the original bidder, Kohlberg Kravis Roberts & Co, after the US private equity house substantially raised its original offer to secure the UK's largest ever take-private.
Other examples of unsolicited bid activity this year include Spanish construction company's Sacyr Vallehermoso's A6.6bn (£4.5bn) hostile bid for French infrastructure group Eiffage in April. This saw Bredin Brat advise Eiffage with Jeantet Associes advising the Spanish company.
Similarly Homburger and Skadden Arps Slate Meagher & Flom advised reinsurance company SCOR on its hostile approach to French rival Converium Holding for A1.758bn (£1.19bn). Skadden, Simpson Thacher & Bartlett and Fried Frank Harris Shriver & Jacobson are currently advising on News Corporation's $5bn (£2.5bn) bid for Dow Jones in the US, which was rejected last week despite an aggressive premium.
The increase in competitive and hostile bids is also good news for firms' revenues. Fees on hostile bids can be as much as five times as high as on a recommended offer, while a competitive bid situation often also generate a substantial uplift for both target and bidder advisers.
Lovells corporate partner Nigel Read commented: "The bids are often very large and high profile and, providing you are not doing the bid on a contingent basis, you make more for this type of work."
This content has been archived. It is available through our partners, LexisNexis® and Bloomberg Law.
To view this content, please continue to their sites.
Not a Lexis Subscriber?
Subscribe Now
Not a Bloomberg Law Subscriber?
Subscribe Now
NOT FOR REPRINT
© 2024 ALM Global, LLC, All Rights Reserved. Request academic re-use from www.copyright.com. All other uses, submit a request to [email protected]. For more information visit Asset & Logo Licensing.
You Might Like
View AllA&O Shearman, Hogan Lovells & 10 Top Stories That Shaped Africa in 2024
4 minute readChristmas Mega-Deal Roundup: Direct Line, Wingstop and Foxtel Find Buyers
3 minute readFreshfields, MoFo Act on $1.8B TOPPAN Deal As Japan's US Buying Spree Continues
Trending Stories
- 1Data Breach Lawsuit Against Byte Federal Among 1,500 Targeting Companies in 2024
- 2Counterfeiters Ride Surge in Tabletop Games’ Popularity, Challenging IP Owners to Keep Up
- 3Health Care Data Breach Class Actions Saw December Surge in NY Courts
- 4Florida Supreme Court Disbars 3, Suspends 11, Reprimands 1 in Final Disciplinary Order of 2024
- 5Chief Justice Roberts Ends Year With Defense Against 'Illegitimate' Attacks on Judiciary
Who Got The Work
Michael G. Bongiorno, Andrew Scott Dulberg and Elizabeth E. Driscoll from Wilmer Cutler Pickering Hale and Dorr have stepped in to represent Symbotic Inc., an A.I.-enabled technology platform that focuses on increasing supply chain efficiency, and other defendants in a pending shareholder derivative lawsuit. The case, filed Oct. 2 in Massachusetts District Court by the Brown Law Firm on behalf of Stephen Austen, accuses certain officers and directors of misleading investors in regard to Symbotic's potential for margin growth by failing to disclose that the company was not equipped to timely deploy its systems or manage expenses through project delays. The case, assigned to U.S. District Judge Nathaniel M. Gorton, is 1:24-cv-12522, Austen v. Cohen et al.
Who Got The Work
Edmund Polubinski and Marie Killmond of Davis Polk & Wardwell have entered appearances for data platform software development company MongoDB and other defendants in a pending shareholder derivative lawsuit. The action, filed Oct. 7 in New York Southern District Court by the Brown Law Firm, accuses the company's directors and/or officers of falsely expressing confidence in the company’s restructuring of its sales incentive plan and downplaying the severity of decreases in its upfront commitments. The case is 1:24-cv-07594, Roy v. Ittycheria et al.
Who Got The Work
Amy O. Bruchs and Kurt F. Ellison of Michael Best & Friedrich have entered appearances for Epic Systems Corp. in a pending employment discrimination lawsuit. The suit was filed Sept. 7 in Wisconsin Western District Court by Levine Eisberner LLC and Siri & Glimstad on behalf of a project manager who claims that he was wrongfully terminated after applying for a religious exemption to the defendant's COVID-19 vaccine mandate. The case, assigned to U.S. Magistrate Judge Anita Marie Boor, is 3:24-cv-00630, Secker, Nathan v. Epic Systems Corporation.
Who Got The Work
David X. Sullivan, Thomas J. Finn and Gregory A. Hall from McCarter & English have entered appearances for Sunrun Installation Services in a pending civil rights lawsuit. The complaint was filed Sept. 4 in Connecticut District Court by attorney Robert M. Berke on behalf of former employee George Edward Steins, who was arrested and charged with employing an unregistered home improvement salesperson. The complaint alleges that had Sunrun informed the Connecticut Department of Consumer Protection that the plaintiff's employment had ended in 2017 and that he no longer held Sunrun's home improvement contractor license, he would not have been hit with charges, which were dismissed in May 2024. The case, assigned to U.S. District Judge Jeffrey A. Meyer, is 3:24-cv-01423, Steins v. Sunrun, Inc. et al.
Who Got The Work
Greenberg Traurig shareholder Joshua L. Raskin has entered an appearance for boohoo.com UK Ltd. in a pending patent infringement lawsuit. The suit, filed Sept. 3 in Texas Eastern District Court by Rozier Hardt McDonough on behalf of Alto Dynamics, asserts five patents related to an online shopping platform. The case, assigned to U.S. District Judge Rodney Gilstrap, is 2:24-cv-00719, Alto Dynamics, LLC v. boohoo.com UK Limited.
Featured Firms
Law Offices of Gary Martin Hays & Associates, P.C.
(470) 294-1674
Law Offices of Mark E. Salomone
(857) 444-6468
Smith & Hassler
(713) 739-1250