Search results for

Federal Mogul, the global automobile parts manufacturer, announced on January 12 its plans to purchase Fel-Pro, a privately owned manufacturer, for US$720 million. The transaction includes US$225 million in common stock and US$495 million in cash. The deal will make the combined company a single source for engine-dealing systems, considered vital for auto-parts makers as the industry consolidates. Advising Federal-Mogul on all corporate aspects of the deal is Cleary, Gottlieb, Steen & Hamilton, New York. Lead partner is M&A specialist William Groll. Also involved is the Chicago office of Baker & McKenzie, advising on tax issues. Representing Fel-Pro is Katten Muchin & Zavis, Chicago. Lead partner is corporate specialist David Shavitz.

Nestlé, the Swiss consumer products group, will pay £715 million to Dalgety, the UK food group, for its Spillers pet food business. The deal, subject to regulatory clearance, will give Nestlé 20% of Europe's branded pet food market. It is Nestlé's biggest acquisition since the 1992 purchase of Perrier, the French mineral water group. Two UK firms are working on the deal. Freshfields advise Nestlé while Slaughter and May advise Dalgety. Freshfield's corporate partner Julian Francis is leading the team, which includes partners Francis Sandison (tax), Nick Spearing (antitrust), Nick Carter (intellectual property) and Mark Wheelhouse (property).

Quebec has moved to drop the requirement that prospectuses must be published in French, as well as other discouragements to foreign issuers. By Andrew Fleming of Ogilvy Renault, London

China's new foreign loans regime bars non-profitable companies from seeking international finance, and also limits the profitable ones. Worries about the Asian crisis have ensured caution. By Guanxi Zheng of Stikeman, Elliott, Hong Kong

The collapse of BCCI resulted in a number of cases. The Hong Kong Court of Appeal and the Privy Council (replaced by the Court of Final Appeal in Hong Kong since July 1 1997) have recently delivered two judgments.

On November 1 1997, the Investment Fund Ordinance was amended to include an Institutional Investor's Exemption for foreign investment funds. The amendment states, provided there is no public solicitation, non-registered foreign investment funds may be offered and sold in Switzerland to institutional investors with professional treasury, such as banks, insurance companies and pension funds. The limitation to investors with professional treasury does not exclude institutional investors, which have outsourced the treasury department to a bank or the like.

In December 1997, the Ministry of Finance released its draft for a government bill on flagging rules. The draft proposal included, among other things, amendments to the thresholds triggering the flagging obligation.

On January 1 1998 a new Competition Act (Mededingingswet) came into effect fitting competition and merger control in the Netherlands to European law standards.

Under Legislative Decree No. 239 of April 1 1996, payments of interest and any other proceeds from bonds issued by banks or companies whose shares are listed on Italian regulated markets, are not subject to withholding or deduction. Under the Decree, payments are made to a legal entity resident in Italy (with certain exclusions) or to non-Italian-resident legal entities/individuals.

In December 1996, the Austrian legislature adopted the Securities Supervision Act (Wertpapieraufsichtsgesetz), which provides for the formation of the Federal Securities Supervision Authority (Bundes-Wertpapieraufsicht). On January 1 1998, a substantial part of the law's provisions concerning notification requirements entered into force. At the same time, an ordinance issued by the Ministry of Finance for implementation of the Securities Supervision Act became effective (Wertpapier-Meldeverordnung).