Shulman Hodges & Bastian LLP

December 2015 Archives

Tuna merger called off after Justice Department scrutiny

Of all the stories we have highlighted this year regarding successful mergers, it is ironic that a proposed deal that ultimately did not happen would involve tuna. Nevertheless, a recent LA report described how a proposed merger between Thai Union Group and Bumblebee Foods was called off amidst concerns about how the union would harm competition in the canned tuna market.

What you should know about stalking horse bids

As we noted in our prior post, last week's decision by the Federal Reserve to increase interest rates may not initially affect Chapter 11 bankruptcy filings. However, as future increases are implemented, it is possible that future "363 sales" may be affected. After all, when credit becomes more expensive, it makes potential buyers contemplate further how the acquisition will be financially feasible in the short term as well as in the long term.

Will the interest rate increase affect future Chapter 11 filings?

Wednesday was a seminal moment in the finance industry. The Federal Reserve announced that it would raise its benchmark interest rates by .25 percent. The rate has hovered around zero for the past seven years since the great financial crash of 2008. It is also expected that further interest rates increases will be coming, which will likely push the rate to 1.37 percent by the end of next year.

What M&A attorneys can do before a transaction takes place

With the forecast of mergers and acquisitions being favorable for 2016, the importance of having experienced legal counsel involved in the process from beginning to end cannot be understated. For companies unfamiliar with the process, they may underestimate the value that a law firm brings to these transactions at the outset.

What the middle market holds for 2015

While much of the news regarding mergers and acquisitions has involved so called “mega mergers” with companies worth billions of dollars, we would be remiss if we ignored the swath of middle market mergers that have occurred in 2015. According to a number of economists, the middle market, which accounts for companies that are worth between $5 million and $500 million accounts for nearly 70 percent of everything that is important to the U.S. economy.

Non-Disclosure Agreements and

Recently, the California Court of Appeal ruled that an automobile dealership that translated a sales contract into Spanish, but neglected to include the arbitration clause in the translated agreement, could not enforce the arbitration agreement. In Ramos v. Westlake Services, LLC, Plaintiff Alfredo Ramos purchased a used automobile from Pena's Motors, an agent for Defendants Westlake Services, LLC. While the automobile's sales contract was in English, Pena's Motors staff provided Ramos with what was purportedly a complete Spanish translation of the contract. However, the Spanish translation of the contract did not contain the arbitration clause. Ramos signed the English contract, which expressly stated that he had red and understood the arbitration clause.

What small businesses should know about Chapter 11 bankruptcy

In a prior post, we highlighted a few trends that could spell the end of Chapter 11 bankruptcies for large businesses. Essentially, these enterprises have levered their assets in a way that makes the business difficult to reorganize because so many other unrelated parties may be required to agree to a plan that makes it unfeasible to execute.

Merger boom affecting the real estate industry

Many of our posts have highlighted the boom of mergers and acquisitions this year as the convergence of “cheap” money, tax benefits and potential shareholder benefits have led many companies to purchase competitors or complimentary enterprises. Indeed, a number of the major transactions we have followed involve the health care industry, but our reporting of mergers and acquisitions should not ignore the changes that affect the housing industry.

Trends that could spell the end of Chapter 11 bankruptcy

When Congress approved the current Chapter 11 bankruptcy law in the late 1970s, it was imagined that this part of the code would allow distressed businesses to leverage economic and legal interests in their companies so that they may attract buyers that would infuse money into the organization (as well as new ideas) so that the company could emerge stronger and more profitable.

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