December 3, 2008

Antitrust: Government Sues For Divestiture in $76 Million Deal

Recently, the Federal Trade Commission sought to unwind an M&A transaction completed more than six months ago that was not subject to HSR notification requirements. This is the latest in a string of antitrust challenges to consummated transactions. As recently as 2006, the FTC challenged the Hologic/Fischer transaction, which resulted in the near complete divestiture of the acquired business. Learn more from some memos in our “Antitrust” Practice Area.

Issuing FDIC-Guaranteed Debt under the TLGP

About ten days ago, the FDIC issued its Final Rule regarding its Temporary Liquidity Guarantee Program (known as “TLGP”), which includes the debt guarantee program under which the FDIC is guaranteeing the unsecured senior debt of eligible entities. The TLGP is an opt-out program with an opt-out deadline of December 5th.

In connection with the FDIC’s final rule, Corp Fin has issued an interpretive letter clarifying that offerings of TLGP-guaranteed debt don’t need to be registered under the ’33 Act (since the guaranteed debt will be exempt under Section 3(a)(2)).

The first offerings of debt guaranteed under the program have already been launched – and it has been estimated that as much as $300 billion of debt may ultimately be issued under the TLGP. To help you prepare for this wave, we have just announced a new webcast for members – “How to Issue FDIC-Guaranteed Debt under the TLGP” – to be held on December 17th. With all the big issues being hashed out right now, our panel of Wall Street lawyers will be able to give you the latest developments. This is a “biggie.”

If you’re not a member of, try a ’09 no-risk trial to access this webcast for free. If you are a member, please renew your membership today since all memberships are on a calendar-year basis.