In Brief: CLO Edition
2017 Nov 18
Today's Top Story
ACC Interviews Merck's Kenneth C. Frazier on the GC as Ally to Corporate Leaders
The Association of Corporate Counsel (ACC) teamed with John L. Weinberg Center for Corporate Governance at the University of Delaware to interview Kenneth C. Frazier, president and CEO of Merck & Co., Inc., on leadership, corporate culture, and the evolving role of the general counsel (GC). During the interview with ACC President and CEO Veta T. Richardson and Ann C. Mule, associate director of the Weinberg Center, Frazier discussed his views on the role of the GC as an invaluable asset to corporate leadership. He touched upon how to build leadership credibility with the C-suite, board of directors, and within the wider legal community, as well as offered his thoughts on key governance issues.
Japanese Regulators Raid Airbnb
On 17 November, Airbnb Japan said the Japan Fair Trade Commission raided its offices last month, but denied any wrongdoing. Regulators seized documents from the home rental site's offices in Tokyo on suspicion that it broke antitrust rules by asking users not to list properties on rival sites, according to the Nikkei business daily. The Nikkei said that Airbnb forced some users to sign contracts promising not to use other sites. The Airbnb spokesman said this was not the case, reports Reuters (17 November, Wilson).
Mergers and Acquisitions
Tabcorp, Tatts Merger Has Been Approved
The Australian Competition Tribunal has approved the AU$11 billion merger of gaming companies Tabcorp and Tatts. In September, the Federal Court knocked back the merger on an application from the competition watchdog, the Australian Competition and Consumer Commission (ACCC), and sent the issue back to the tribunal for reconsideration. However, the tribunal found the merger would have a substantial benefit. The merger brings together TAB betting, lotteries, Keno, and gaming services, reports Business Insider (17 November, Pash).
U.S. Treasury Dealers Accused of Collusion by Investors
A group of 17 U.S. public pension funds and insurers have filed a lawsuit in New York alleging that their access to some electronic trading venues in the world's biggest government bond market was blocked by a group of banks. The case, brought by investors such as the American Federation of Teachers, the Cleveland Bakers and Teamsters Pension Fund, and the Alaska Electrical Pension Fund, marks an escalation in a two-year battle between banks and their clients over access to the best available prices in the US$14 trillion U.S. Treasury market. This lawsuit will be added to a series of revised class action suits that accuses 10 banks of colluding to fix the price at which new U.S. government securities were sold, harming investors, reports the Financial Times (16 November, Rennison, Scaggs).
SCYNEXIS Appoints Scott Sukenick as General Counsel
Biotechnology company SCYNEXIS, Inc. recently announced the appointment of Scott Sukenick, J.D., as general counsel, effective 15 November 2017. Sukenick will be responsible for leading the company's corporate strategic and tactical legal initiatives, including intellectual property and compliance, reports Markets Insider (16 November).
Keystone Pipeline Leaks 210,000 Gallons of Oil on Eve of Permitting Decision for TransCanada
Keystone pipeline running from Canada across the Great Plains leaked on 16 November, spilling about 5,000 barrels of oil — or 210,000 gallons — southeast of the small town of Amherst in northeast South Dakota. The spill comes just days before a crucial decision on 20 November by the Public Service Commission in Nebraska over whether to grant a permit for a new, long-delayed sister pipeline called Keystone XL, which has been mired in controversy for several years, reports the Washington Post (16 November, Mufson, Mooney). Both are owned by Calgary-based TransCanada. The spill on the first Keystone pipeline is the latest in a series of leaks that critics of the new pipeline say shows that TransCanada should not receive another permit. TransCanada said that the latest leak was "completely isolated" within 15 minutes. The company said it obtained permission from the landowner to assess the spill and plan cleanup.
Food and Beverage
Brazil Groups Deny Problems With Meat Shipments to Russia
Brazilian meat industry groups denied problems with beef and pork shipments to Russia, after reports that food safety bodies there were evaluating possible irregularities that could lead to an import freeze. Russia's agriculture safety watchdog was mulling a ban on all pork and beef imports from Brazil after finding the feed additive ractopamine in some shipments, reports Reuters (16 November, Gomes). Ractopamine is banned in Russia, though some countries deem it safe for human consumption. Antonio Jorge Camardelli, head of beef exporters association Abiec, said Brazil ships between 7,000 and 9,000 tonnes of beef to Russia every month and companies are "comfortable" regarding the health status of the cargos.
Big Name Investors Betting on Argentine Startups
Argentina is South America's new hotspot for venture capital, with the growth of investment inflows outpacing neighboring Chile and Brazil. While startups still face regulatory challenges and other hurdles including high inflation, President Mauricio Macri's business-friendly agenda has revived interest from foreign investors who shunned Argentina during previous populist governments, reports Reuters (16 November, Garrison). The founder of mobile banking startup Uala, Pierpaolo Barbieri, says that just a few years ago big name investors would never have put their money in early stage companies like his in Argentina. Now, in what Barbieri says is a sign of changing times, the entrepreneur can count among his backers billionaire George Soros and Point72 Ventures LLC, funded by the family office of hedge fund magnate Steve Cohen. Barbieri noted that Uala is the first Soros investment in the real economy in Argentina in 15 years.
Activist Investor Proposes That Barnes & Noble Go Private
An activist investor in Barnes & Noble Inc. has proposed a transaction that would take the bookseller private with the help of current shareholders and a hefty dose of borrowings, reports the Wall Street Journal (16 November, Benoit, Trachtenberg), an effort that could face formidable obstacles. Sandell Asset Management Corp. has reportedly approached the retailer with a plan that would value Barnes & Noble at roughly US$750 million, including company debt. The proposal calls for US$500 million in debt financing, which could be difficult to obtain at a time when both the company and the overall retail sector are struggling amid online competition. Another roughly US$250 million would come from current Barnes & Noble shareholders keeping their stakes and rolling them over into a new private entity. Sandell has indicated it will not change Barnes & Noble's management should it succeed.
Comcast Reaches Out to 21st Century Fox About an Acquisition
The Wall Street Journal (17 November, Mattioli, Hagey, Knutson) reports that Comcast Corp. has approached 21st Century Fox Inc. to express interest in acquiring a sizable ownership stake in it. The takeover interest in the media company gained momentum after news broke a week ago that Walt Disney Co. recently held discussions with the company but failed to strike a deal. The assets Fox is discussing with potential suitors include the Twentieth Century Fox studio, some U.S. cable networks, and the international business. Sources say Fox News, the Fox broadcast network, and the company's sports channels have not been part of any talks. 21st Century Fox currently boasts a market capitalization of nearly US$54 billion.
FCC Repeals Restrictions on Media Consolidation
Engadget (16 November, Locklear) reports that the U.S. Federal Communications Commission (FCC) has repealed a handful of rules that it said were keeping the media industry out of the digital age. The decades-old regulations that have been rolled back include one that prohibited a company from owning a television station and a daily newspaper within the same market. Another limited how many radio and TV stations one entity could own within a given market. A third prevented companies from owning multiple TV stations in a single market if it would result in fewer than eight independently owned stations. Also repealed was a rule that required the sale of advertising time on another station to count against the brokering station's ownership limits and one that prevented a single company from owning two of the top four stations in a market.
Corporate Social Responsibility
Australian Companies Celebrate Marriage Vote
Australian businesses have cheered the nation's majority "yes" decision in support of same-sex marriage and are urging federal parliament to legislate quickly. Qantas, Commonwealth Bank, and ANZ were among those who warmly endorsed the 61.6 percent "yes" vote in favor of marriage equality unveiled on 15 November by the Australian Bureau of Statistics. More than 840 corporations are registered with the Australian Marriage Equality organization in support of marriage equality, including Airbnb, Apple, American Express, Mirvac, and Ten Network, reports Sky News (17 November).