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Countering ‘Too Big to Jail’

“Federal prosecutors are nearing criminal charges against some of the world’s biggest banks, according to lawyers briefed on the matter, a development that could produce the first guilty plea from a major bank in more than two decades,” Ben Protess and Jessica Silver-Greenberg write in DealBook. In doing so, prosecutors are looking to address public outrage and alter the belief that Wall Street institutions are “too big to jail.”

Prosecutors in Washington and New York have met with regulators about how to criminally punish banks without putting them out of business and damaging the economy. “The new strategy underpins the decision to seek guilty pleas in two of the most advanced investigations: one into Credit Suisse for offering tax shelters to Americans, and the other against France’s largest bank, BNP Paribas, over doing business with countries like Sudan that the United States has blacklisted. The approach applies to American banks, though those investigations are at an earlier stage,” Mr. Protess and Ms. Silver-Greenberg write.

The discussions with regulators “offer a lens into the political and legal minefields that prosecutors navigate when investigating big banks,” Mr. Protess and Ms. Silver-Greenberg write. Before, fears that indicting Wall Street would be detrimental to the financial system shaped prosecutors’ thinking. But Attorney General Eric H. Holder Jr. and Preet Bharara, the United States attorney in Manhattan, are now signaling a change in course.

 

ALSTOM BACKS G.E. BID  |  General Electric and Alstom, the French industrial giant, said on Wednesday that G.E. is ready to acquire Alstom’s energy business in a $13.5 billion deal, David Jolly writes in DealBook. But Alstom left open the possibility of a deal with Siemens, Germany’s largest diversified industrial group, and said it would establish a committee of independent directors to review G.E.’s proposal before the end of May.

Since news of the talks between Alstom and G.E. leaked last week, the French government has been seeking to force Alstom’s chief executive, Patrick Kron, to put the brakes on a deal, Mr. Jolly writes. Arnaud Montebourg, France’s economic minister, has demanded that Alstom consider a proposal from Siemens for an asset swap. But Mr. Kron and the company’s controlling shareholder, Martin Bouygues, have favored the G.E. proposal.

TOP OFFICER AT BARCLAYS IN AMERICA IS LEAVING  |  Barclays announced on Tuesday that Hugh E. McGee III, head of the bank’s business in the United States and one of the leaders who spearheaded an ambitious growth campaign, is leaving the bank on Wednesday, Chad Bray and Michael J. de la Merced write in DealBook. Mr. McGee’s departure â€' he is the latest senior executive to leave the bank in the last two years â€' comes as Barclays is moving to shrink its investment bank’s size and goals.

Regulators are requiring foreign banks to keep more of their assets in the United States even as Barclays looks to reshape its business and cut costs. At the same time, Barclays executives have been forced to defend the bonus payments in the investment banking unit to its shareholders and the public. In a statement, Mr. McGee said, “My focus has always been on clients, but given the need for Barclays leadership to focus on regulatory issues for the foreseeable future, I have decided that it is time for me to move on to new challenges.”

ON THE AGENDA  |  The ADP private payroll report is out at 8:15 a.m. The initial estimate of first-quarter G.D.P. is released at 8:30 a.m. The Federal Reserve’s policy-making committee makes an announcement at 2 p.m. after concluding its two-day meeting. Alan Greenspan, a former Federal Reserve chairman, is on CNBC at 4:30 p.m. The Carlyle Group releases first-quarter earnings before the bell.

On the Hill: The House Subcommittee on Financial Institutions and Consumer Credit holds a hearing at 10 a.m. entitled “Examining How Technology Can Promote Consumer Financial Literacy.”

A LOOK AT STOCK COMPENSATION  |  Eye-popping paydays for corporate leaders are nothing new. But the bulk of executive pay is often the result of good fortune rather than individual performance, Steven M. Davidoff writes in the Deal Professor column. Such has been the case for Marissa Mayer, the chief executive of Yahoo, who had received compensation worth potentially $214 million by the end of last year, most of which had little to do with her company’s performance.

Instead, her good fortune stems from Yahoo’s stake in the Chinese Internet giant Alibaba. To lure Ms. Mayer away from Google in 2012, Yahoo awarded her a generous pay package that included millions of dollars in restricted stock and options. Since then, the enthusiasm over a likely initial public offering by Alibaba has driven up Yahoo’s stock, and, as a result, the value of her pay package has increased. While Ms. Mayer does have some achievements at Yahoo, Mr. Davidoff writes, “Alibaba has most likely added most of the money to Ms. Mayer’s pocket.”

 

Mergers & Acquisitions »

Volkswagen Extends Offer to Acquire Control of Scania  |  The German company is seeking control of at least 90 percent of the Swedish truck maker’s shares to enact so-called squeeze-out provisions, which would allow it to force the remaining shareholders to sell their shares.
DealBook »

Alliant Techsystems’ Break-Up and the Return of the Morris TrustAlliant Techsystems’ Break-Up and the Return of the Morris Trust  |  Alliant Techsystems chose to break itself apart through a rarely used corporate maneuver known as the Morris trust, meant to avoid incurring taxes. DealBook »

Prana Living, Yoga Gear Maker, Is Sold to Columbia SportswearPrana Living, a Yoga Gear Maker, Is Sold to Columbia Sportswear  |  Prana will join Columbia’s stable of sports apparel brands, as health and lifestyle companies find a booming market. DealBook »

The Quirk That Bolsters Allergan’s DefenseThe Quirk That Bolsters Allergan’s Defense  |  In any maneuvering around a proxy contest, the $45.6 billion takeover target could have an advantage â€" as well as time, Steven M. Davidoff writes in the Deal Professor column. Deal Professor »

Pfizer Most Likely Just the Tip of the Tax SwordPfizer Most Likely Just the Tip of the Tax Sword  |  The biggest charm of Pfizer’s offer for AstraZeneca lies in switching to a lower-tax domicile, a strategy that is sure to be duplicated, Robert Cyran writes for Reuters Breakingviews. DealBook »

How Tax Laws Distort the Pfizer DealHow Tax Laws Distort the Pfizer Deal  |  We don’t know if Pfizer is targeting a British rival because the combined firm will be more efficient or because of the tax savings, Victor Fleischer writes in the Standard Deduction column. DealBook »

INVESTMENT BANKING »

BNP Paribas Warns $1.1 Billion Might Not be Enough to Cover U.S. Fines  |  The French bank BNP Paribas, which reported a 5 percent rise in first-quarter profit on Wednesday, said there was a “high degree of uncertainty” about the nature and penalties it might face in an investigation by American prosecutors into whether it processed payments for countries facing United States sanctions, including Iran. DealBook »

Britain Outlines Stress Test for Its BanksBritain Outlines Stress Test for Its Banks  |  The Bank of England says banks will have to have enough capital to withstand 12 percent unemployment and a 35 percent decline in housing prices. DealBook »

Santander Offers $6.5 Billion to Buy the Rest of Its Brazil UnitSantander Offers $6.5 Billion to Buy the Rest of Its Brazil Unit  |  Santander announced a deal to acquire the 25 percent of Santander Brasil that it did not already own for about $6.5 billion. DealBook »

Barclays Said to Form ‘Bad Bank’  |  Barclays of Britain is planning to move its commodities division into a so-called “bad bank” of unwanted assets and units, which will be overseen by Eric Bommensath, the co-chief executive for corporate and investment banking, Bloomberg News writes, citing an unidentified person familiar with the situation. BLOOMBERG NEWS

PRIVATE EQUITY »

Settling the Bets of the Private-Equity Megadeal’s Golden AgeSettling the Bets of the Private-Equity Megadeal’s Golden Age  |  Energy Future Holdings, which lost billions of dollars as natural gas prices fell, will become one of the largest Chapter 11 filings in corporate history. DealBook »

A Texas Bankruptcy Seeks a Home in DelawareA Texas Bankruptcy Seeks a Home in Delaware  |  Energy Future Holdings, a company concentrated in Texas, turned to a Delaware court for its bankruptcy case, prompting an objection, Stephen J. Lubben writes in the In Debt column. DealBook »

Following K.K.R. on TwitterFollowing K.K.R. on Twitter  |  Kohlberg Kravis Roberts, the oldest of the giant private equity firms, is dipping a toe into social media. DealBook »

HEDGE FUNDS »

Emails Show Concern on Sotheby’s BoardEmails Show Concern on Sotheby’s Board  |  Directors of Sotheby’s have expressed concern about compensation and the board’s performance, according to emails disclosed in a dispute with Daniel S. Loeb. DealBook »

Elliott Says Argentina Radio Silent on Talks  |  The hedge fund Elliott Management said Argentina had not responded to efforts to negotiate settlements tied to bonds from the country’s $95 billion default in 2001, Bloomberg Businessweek writes. BLOOMBERG BUSINESSWEEK

I.P.O./OFFERINGS »

Big Chinese Pork Producer Cancels Its $1.9 Billion I.P.O.Big Chinese Pork Producer Cancels Its $1.9 Billion I.P.O.  |  The WH Group, which owns Smithfield Foods, decided to cancel its initial public offering of stock in Hong Kong because of lackluster demand. DealBook »

Withdrawn Chinese I.P.O. Is the Least Bad OutcomeWithdrawn Chinese I.P.O. Is the Least Bad Outcome  |  Delaying the offering gives the pork producer WH Group time to further integrate Smithfield and prove that it is worth a big valuation, Una Galani of Reuters Breakingviews writes. DealBook »

Revenue Up at Twitter, but Growth Is a Worry  |  In its second earnings announcement as a public company, Twitter said on Tuesday that it had more than doubled revenue, beating its own forecasts and the expectations of investment analysts, The New York Times reports. But Wall Street, it appears, is more worried about Twitter’s ability to add users and keep them engaged than about its ability to increase revenue. NEW YORK TIMES

British Parliament Berates Officials on Royal Mail I.P.O.British Parliament Berates Officials on Royal Mail I.P.O.  |  Both Conservative and Labour ministers attacked Vince Cable, the British business secretary, saying the initial public offering left as much as 1.2 billion pounds on the table. DealBook »

VENTURE CAPITAL »

SOLS, a 3-D Printing Start-Up, Raises $6.4 MillionSOLS, a 3-D Printing Start-Up, Raises $6.4 Million  |  The investment in SOLS Systems, an eight-month-old company that makes 3-D-printed custom orthotics, was led by an existing investor, Lux Capital, and a new one, Founders Fund. DealBook »

Tealium, an Ad Technology Start-Up, Raises $20 Million From Silver LakeTealium, an Ad Technology Start-Up, Raises $20 Million From Silver Lake  |  Tealium, which aims to help companies manage digital marketing tools like website tags, said the new financing came in the form of debt, rather than an equity investment. DealBook »

Doximity, an Online Network for Doctors, Raises $54 MillionDoximity, an Online Network for Doctors, Raises $54 Million  |  The money, which brings Doximity’s total financing to $81 million, highlights investor appetite for relatively specialized social networks. DealBook »

Airbnb Takes to the Barricades  |  Airbnb released a petition over the weekend that aims to put pressure on Eric T. Schneiderman, the New York attorney general, who is battling Airbnb in court for the names of 15,000 hosts in the city and other related data, the Bits blog writes. Left unmentioned is the fact that Airbnb is valued at $10 billion, more than the Hyatt Hotels Corporation. NEW YORK TIMES BITS

LEGAL/REGULATORY »

New York State Makes New Efforts to Combat Payday LendersNew York State Makes New Efforts to Combat Payday Lenders  |  Benjamin M. Lawsky, New York State’s top financial regulator, is sending cease-and-desist letters to 20 companies suspected of making illegal payday loans, 12 of which appear to use debit card information to do so. DealBook »

Alliance Battles to Save Fannie and FreddieAlliance Battles to Save Fannie and Freddie  |  Bruce R. Berkowitz’s mutual fund, an investor in Fannie Mae and Freddie Mac, is helping a group that supports the two companies, which lawmakers are trying to wind down. DealBook »

Slow Going on Overhaul of Mortgage Finance  |  The Senate Banking Committee is drafting a bill that would dismantle Fannie Mae and Freddie Mac and create a federal regulator called the Federal Mortgage Insurance Corporation, The New York Times writes. NEW YORK TIMES

2 Rulings May Curb Lawsuits Over Patents  |  The Supreme Court’s decision that existing law was too rigid should help cut the number of abusive or coercive patent suits brought by so-called patent trolls, The New York Times reports. NEW YORK TIMES

Newest Economic Data May Be Dull, but That’s Good  |  There are lots of important reports coming out this week, but don’t expect much excitement. Sometimes dull can be delightful, Neil Irwin writes on The Upshot. NEW YORK TIMES UPSHOT