A Bigger Comcast May Beget More Deals

Just last month, Discovery Communications, the owner of cable networks including Animal Planet and TLC, had considered acquiring rival Scripps Networks Interactive in a deal that would have been valued at more than $10 billion.

Discovery never went ahead.

But according to people close to the company, a main reason Discovery did not go down the road of a merger was that it believed it was already big enough to negotiate effectively with big cable operators like Comcast.

Were Comcast to get much bigger, a person with knowledge of Discovery’s thinking said, there could be a pressing need for consolidation among cable network owners. “If Comcast ends up with 40 million subscribers, all the content providers could have a real problem,” this person said at the time.

That fear is getting closer to becoming reality. With its proposed $45.2 billion acquisition of Time Warner Cable, announced on Thursday, Comcast would have 30 million subscribers, the most of any cable operator by a wide margin.

And the prospect of such a behemoth looming over the media landscape could touch off a once-in-a-generation frenzy of deal-making.

Companies that own cable networks may feel the need to get bigger to better negotiate their fees with a cable operator that could have seven times as many subscribers as its nearest rival. Other cable operators like Charter, Cox and Cablevision could try to consolidate as well. And local television station groups, constrained by decades-old regulations that limit their growth, could be squeezed by a newly enlarged Comcast.

“There is a sense of worry among content providers,” said Michael Nathanson, partner at MoffettNathanson Research, which specializes in media analysis. “They’ll never say it publicly, because Comcast is their biggest partner and there is no reason to go out and get people riled up. But privately there is concern.”

As a result, cable network groups may decide to fight scale with scale.

“Could you see transactions like Disney buying Discovery?” said Richard Greenfield, an analyst with BTIG. “Sure.”

Such a deal would bring Discovery’s suite of cable networks together with the ABC broadcast network, as well as ESPN, the sports network that charges cable operators the most money per household for the right to carry its signal.

Mr. Greenfield said that despite its price tag, even a deal under which Discovery might buy Scripps would not give the combined company enough scale to increase its pressure on an enlarged Comcast.

Other content deals potentially on the horizon involve companies like Viacom, the powerhouse behind networks including MTV, Nickelodeon and the Paramount movie studio; and AMC, home of popular shows like “Mad Men” and “The Walking Dead.”

Viacom’s chairman, Sumner Redstone, is 90, and the company is widely expected to change hands before long. AMC is a public company riding high thanks to a few popular shows, but is vulnerable given its limited suite of networks.

“At some point Viacom will come up for sale, and it makes sense that it should be consumed into a larger entity,” said Mr. Greenfield. “And why is AMC Networks a stand-alone entity?”

Representatives from Time Warner, Viacom, Scripps, Discovery, CBS, ESPN, and Hearst Television all declined to comment for this article.

At the heart of the tensions roiling the television business today are the steep fees that cable and broadcast networks charge cable operators for the right to carry their shows.

Those fees have been rising sharply in recent years, benefiting content groups like CBS, Time Warner and Disney, which own networks, but squeezing the cable operators that have been forced to pay up, including Comcast and Time Warner Cable.

Disagreements between the two sides have led to nasty public disputes, the biggest of which came last year when CBS demanded that Time Warner Cable increase its payments. Time Warner Cable balked, and eventually took CBS off the air. But Time Warner Cable customers revolted, the company eventually backed down, and CBS got its rate increase.

When CBS reported earnings on Thursday, the company’s chief executive, Leslie Moonves, emphasized the strength of this strategy, saying that CBS would be collecting $2 billion a year in such fees by 2020.

Comcast is engaged in these negotiations too, fighting to pay a lower price for the right to carry cable and broadcast networks.

But since it took control of NBCUniversal, a content powerhouse with its own cable and broadcast networks, Comcast has not been nearly as aggressive in those negotiations as some of its peers.

That gives some industry insiders hope. Now that Comcast owns television networks as well as cable systems, there is a belief that it is more sympathetic to the needs of content creators.

And indeed, Comcast is expected to bend over backward to convince partners, rivals and regulators that its acquisition of Time Warner Cable will not use its scale to bully the competition.

“They’re going to go on bended knee to every content provider, access group, and activist and say: ‘What do we need to give you to get this done?’ ” said one broadcasting executive who spoke on the condition of anonymity.

Still, should Comcast succeed in acquiring Time Warner Cable, it will use its enlarged scale to its advantage, potentially negotiating to pay lower fees to cable and broadcast networks.

“This certainly increases Comcast’s leverage,” said Mr. Greenfield of BTIG. “One of the reasons Comcast is looking to get bigger is that the content guys have been crushing the distributors for years.”

Speaking last month, the person close to Discovery said that if Comcast were to get much larger, cable networks would have much less leverage.

“If Comcast drops you now, the other guys â€" DirecTV, Dish, Time Warner Cable â€" will pick you up,” this person said. “But if Comcast gets bigger and then dropped you, you couldn’t have a business.”

At the same time, other cable operators may also feel the urge to consolidate in response to Comcast’s deal. Charter, which had pursued Time Warner Cable before Comcast spoiled its bid, has advocated consolidation.

But outside Comcast, Time Warner Cable and Charter, there are few big cable companies poised for big-time deal-making.

Cablevision is controlled by the Dolan family, and has so far resisted participating in industry consolidation. Cox, another regional cable operator, is also controlled by a family and is viewed as disinclined to sell.

A third constituency potentially impacted by the merger of Comcast and Time Warner Cable is the group of companies that operate local television stations, such as Lin Media, Sinclair Broadcast Group and Nexstar Broadcasting Group.

These companies also receive fees from cable operators like Comcast and Time Warner Cable. A bigger Comcast could have more leverage to negotiate lower rates with these groups.

And while local broadcast groups would like to expand, they are largely constrained by media consolidation rules that prevent companies from owning more than one local television station in a given market.

“The local station owners are asking: How are we limited to owning this number of stations in a market, when the biggest markets in the country have only one, now larger, cable operator?” said Mr. Nathanson of MoffettNathanson Research.

It will be years before the full effects of a Comcast takeover of Time Warner Cable are felt across the media landscape, if the deal is even approved. But content creators, rival cable operators and local stations are already scrambling to understand what an enlarged Comcast might mean for their own business.

“If I’m Fox or Disney, it’s going to be hard to lose much,” said Mr. Nathanson. “If I’m a small cable network, I’m worried. I might try to get bigger down the road. And if I’m a local station owner, there could be real near-term issues.”

Lawmakers Promise Scrutiny of Comcast Deal

The ink on Comcast’s $45.2 billion agreement to acquire Time Warner Cable is barely dry, but already lawmakers have begun to weigh in on the antitrust issues raised by the deal, the largest this year so far.

Senator Jay Rockefeller, the Democrat from West Virginia who heads the Commerce, Science and Transportation Committee, said that the proposed merger “raises serious questions that deserve thorough scrutiny.” Other lawmakers, including Senators Al Franken, Edward J. Markey and Amy Klobuchar made similar statements.

The acquisition of Time Warner Cable would turn Comcast into a cable colossus with a dominant market share. That raises questions about whether federal regulators, concerned about decreased competition and harm to consumers, will block the deal over antitrust issues.

Comcast has promised to divest itself of three million Time Warner Cable subscribers in an effort to appease wary regulators.

“There’s not enough competition, we need more competition, not less,” Mr. Franken said in an interview with CNN on Thursday. “This is going exactly in the wrong direction.”

Ms. Klobuchar, the head of the Senate antitrust committee, has also reportedly promised a hearing to “carefully scrutinize the details of this merger and its potential consequences for both consumers and competitions.”

Comcast won’t have to pay a price even if federal regulators make the deal fall apart. Comcast’s agreement with Time Warner Cable includes no provision for a break-up fee, which a company typically must pay to walk away from a transaction.

Batista’s Flagship Company Presents Bankruptcy Plan

SAO PAULO â€" The flagship company of the Brazilian businessman Eike Batista took a big step toward exiting bankruptcy on Friday as it presented a court with its creditor-approved restructuring plan.

The petroleum company OGX, now known as OGpar, declared Latin America’s largest corporate default last October when it sought court protection after missing payments on $3.8 billion worth of bonds. The company also owes about $2 billion to suppliers.

The outline of the plan, which converts debt to equity and ends Mr. Batista’s control of the company, was disclosed on Dec. 24, but the company only concluded this week negotiations for $215 million in financing to continue operating the company.

Márcio Costa, a partner in the Rio de Janeiro law firm Sérgio Bermudes Advogados, which handled the bankruptcy filing for OGpar, said he was “very optimistic” the plan would be approved by the court in Rio de Janeiro because it already has the support of a majority of creditors.

A bankruptcy lawyer in São Paulo, who spoke on the condition of anonymity because he is representing one of OGpar’s creditors, said that approval should come quickly and that the various lawsuits swirling around the firm would not be an obstacle.

Under the plan, creditors will own 90 percent of the company and current shareholders will own 10 percent. Half of that 10 percent will go to Mr. Batista. Because he is also one of the company’s creditors through his stake in a sister company, OSX, his total ownership of OGpar will be about 9.4 percent.

The plan values the company, whose main assets are stakes in two offshore oil fields, at $1.5 billion. Should that estimate prove accurate, the company’s worth will be equivalent to about one quarter of the debt that it accumulated.

Adriano Pires, director of the Brazilian Infrastructure Center in Rio de Janeiro, said the company’s value was uncertain. “No one knows exactly how much their fields will produce; $1.5 billion could be too high an estimate, but it could also be too low.”

If the court approves the plan, the company’s bondholders, led by foreign fixed-income funds, will become its owners.

Because these foreign funds never intended to own a controlling interest in a Brazilian petroleum company, they will probably try to sell the company quickly if it becomes profitable, Mr. Pires said.

These funds will likely end up with losses even under the most optimistic scenario for OGpar’s production. Pimco, which industry sources say is the company’s largest bondholder, may take a particularly big hit. Details of Pimco’s current stake are not publicly available, but documents on Pimco’s website show several mutual funds purchased OGX bonds in 2013 as they were falling. The Pimco Income Fund, for example, owned OGX bonds with a face value of $128 million and a market value of $100 million in March 2013. By September 2013, it had accumulated OGX bonds with a face value of $177 million, but the market value had collapsed to $29 million.

Minority shareholders are suing Mr. Batista and Brazil’s securities regulator, the C.V.M., is investigating him over allegations that include inadequate disclosure and insider trading.

But it is clear that Mr. Batista, once the world’s seventh-richest person with a net worth of more than $30 billion, lost than more than anyone from the implosion of his six publicly traded companies, meant to create an empire of synergies to develop, transport and export his country’s rich natural resources.

Media, government officials and foreign investors celebrated him at first, though many Brazilian business leaders, traditionally discreet and risk averse, kept their distance.

His companies failed to become profitable in time to service their debt loads, and all six have either entered bankruptcy, transferred control or sold key assets.

Mr. Batista’s stake in the companies he listed on the São Paulo stock exchange is now worth less than $1 billion. Although his privately owned firms have assets likely worth at least another $1 billion, his debts may be even greater.

If new management succeeds in turning around the companies he founded, in which he is still a large shareholder, Mr. Batista’s fortunes will improve.
Mr. Batista appears to be cutting costs. Last year he sent his company yacht to the junkyard, and earlier this year he sold his private jet.

Chief Compliance Officer at SAC Capital Is Stepping Down

Steven Kessler, the chief compliance officer at SAC Capital Advisors, will step down on Feb. 28, marking the latest turn in the the final chapter of Steven A Cohen’s once wildly successful hedge fund.

Mr. Kessler, who worked at SAC for nine years, will leave the firm to spend more time with his family, according to a memo sent to the firm on Friday. John Casey, another SAC compliance officer will take Mr. Kessler’s position.

The move comes as SAC begins a process of winding down and rebranding itself after pleading guilty to criminal insider trading charges late last year. As part of the plea, Mr. Cohen agreed to close his hedge fund to outside investors. He has set in motion plans to start a new so-called family office that will manage employee money and his personal $9 billion.

SAC has been under investigation for nearly a decade but an indictment in July of last year triggered a series of legal setbacks that led to the closing down of the 22-year-old hedge fund. That investigation, which resulted in two former employees being convicted of insider trading and six others pleading guilty, touched the higher echelons of the hedge fund and Mr. Kessler.

As prosecutors drew closer to the firm early last year, they issued a flurry of subpoenas to some of SAC’s top lieutenants, including Mr. Kessler; Thomas Conheeney, SAC’s president, and Phillipp Villhauer, head of trading.

Mr. Villhauer and Mr. Conheeney were called to the witness stand in the recent insider trading trial of the former SAC portfolio manager Michael S. Steinberg.

SAC, which once said it had spent tens of millions of dollars on compliance and brought in heavyweight lawyers like Mr. Kessler, a former Goldman Sachs compliance officer, will no longer need to spend as much money on compliance as it moves to a leaner version of its former self, according to people familiar with the hedge fund.

A spokesman for SAC, Jonathan Gasthalter, declined to comment.

Jos. A. Bank Takes a Page From a Long Ago Deal

In purchasing Eddie Bauer, Jos. A. Bank Clothiers has cleverly structured its deal to try and avoid criticism that its pursuit of Eddie Bauer shuts down Men’s Wearhouse’s own bid for the men’s clothing company. It’s a deft maneuver, based on both Delaware law and a bit of ancient history.

Back in 1989, Paramount made a hostile offer for the company then known as Time Inc. Time had agreed to a business combination with Warner Communications. But Paramount’s offer appeared to create more value. In the face of having to try to convince its own shareholders to reject the Paramount deal and go ahead with the Warner merger, Time’s board opted to steamroll its own shareholders. Time restructured the Warner deal so it would be a straight out cash acquisition. The deal would effectively be a poison pill, since it made Time too big and too leveraged to be acquired by Paramount. The fact that many Time shareholders favored the Paramount bid was beside the point.

Paramount sued, but the Delaware Supreme Court sided with Time. The court held that so long as Time’s board had not agreed to a change of control, the acquisition could not be challenged. Time had adequately documented its strategic reasons for doing the deal, so it was free to acquire Warner even though it had effectively blocked the more valuable Paramount deal.

The decision upheld the principle that company boards could make acquisitions, even ones that blocked competing offers, with relative impunity. Shareholders could do nothing to stop it. Other countries, including the United Kingdom, require a significant vote on an acquisition to prevent these maneuvers, but most states in the United States do not.

Jos. A. Bank could thus have simply acquired Eddie Bauer without shareholder approval.

But if Jos. A Bank had simply done this, it would have been criticized for appearing to try to end the Men’s Wearhouse bid â€" a combination that seemed to make sense to both companies, which in the space of a year, have offered to acquire each other.

Instead, Jos. A Bank voluntarily put in its acquisition agreement a way out if Men’s Wearhouse comes back.

The Eddie Bauer acquisition agreement permits Jos. A. Bank to terminate the deal if a superior proposal is made for Jos. A Bank. A superior proposal is defined in the agreement as a proposal that provides for a full acquisition of Jos. A. Bank and that the Jos. A Bank board determines “would reasonably be expected to create greater value” than the Eddie Bauer acquisition and the plan to buy back up to $300 million of its own stock that the company also announced on Friday.

If Jos. A. Bank does receive a superior proposal, its board can terminate the Eddie Bauer acquisition by paying $48 million to Eddie Bauer’s owner, Golden Gate Capital. This corresponds to 3 percent of the value of Jos. A. Bank, based on the $57.50 offer price by Men’s Wearhouse. This is within the range of termination fees that targets typically pay if a subsequent bidder comes along.

Because this deal is, in part, structured like a private equity deal, if Jos. A. Bank’s financing falls through, Eddie Bauer can terminate the acquisition agreement and Jos. A Bank will be required to pay $55 million to Eddie Bauer’s owners. Otherwise, Jos. A. Bank can be forced to complete the deal.

The right to an exit that Jos. A. Bank negotiated is a clever maneuver. It allows Jos. A. Bank to say publicly to its shareholders: Look, we are acting in your best interests, and, in fact, we actually negotiated an out to take a better deal if it should come along.

But at the same time, the provision leaves the decision solely with Jos. A. Bank’s board. Given that antitrust regulators are still reviewing the Men’s Wearhouse’s bid, Jos. A. Bank’s board has a wide open hole to just say no to the Men’s Wearhouse bid. The more immediate value, the board could argue, is in the Eddie Bauer transaction. Men’s Wearhouse would have to come back with quite a bid to overcome this presumption, something it no doubt knows and many in the media speculated it was unlikely to do.

So Jos. A Bank cleverly gets around the heavy-handedness of appeared to unilaterally end the Men’s Wearhouse bid though a maneuver similar to Time’s while also getting its escape. Nice. It all means that what many investors who thought a combination of Men’s Wearhouse and Jos. A. Bank was a done deal are now left to see it as a dim alternative.

Activists Raise Stake in Williams Companies and Hire an Adviser

The two activist hedge funds looking to spur change at the Williams Companies disclosed on Friday that they have raised their collective stake in the gas pipeline company and have hired an investment banker to aid them in their campaign.

The firms, Corvex Management and Soroban Capital Partners, said in a regulatory filing that they have increased their economic interest in Williams to just under 10 percent of the company’s value, up from an initial 5.3 percent.

In a small but interesting development, the hedge funds said that the vast majority of their holdings, comprising 8.8 percent of the company, are in actual shares. It’s likely that the firms will use that to argue that they have significantly more money at stake â€" some $2.5 billion worth â€" than if their position was composed largely of derivatives that give them an economic interest in the equivalent amount of stock.

Moreover, the two said that they have hired Moelis & Company to advise them on their options.

Since going public with their stake in December, Corvex and Soroban have suggested that they want Williams to consider pursuing more mergers. The hedge funds have also suggested that they are seeking seats on the pipeline operator’s board.

Corvex, which is run by a protégé of the billionaire Carl C. Icahn, has been busy with a number of activist campaigns. Besides Williams, it has also made targets of CommonWealth REIT, a real estate investment trust, and Hertz Global Holdings, the rental car company.

Soroban was founded by several former executives of the hedge fund TPG-Axon, and its investments have included energy companies like Plains GP Holdings and SemGroup.

Activists Raise Stake in Williams Companies and Hire an Adviser

The two activist hedge funds looking to spur change at the Williams Companies disclosed on Friday that they have raised their collective stake in the gas pipeline company and have hired an investment banker to aid them in their campaign.

The firms, Corvex Management and Soroban Capital Partners, said in a regulatory filing that they have increased their economic interest in Williams to just under 10 percent of the company’s value, up from an initial 5.3 percent.

In a small but interesting development, the hedge funds said that the vast majority of their holdings, comprising 8.8 percent of the company, are in actual shares. It’s likely that the firms will use that to argue that they have significantly more money at stake â€" some $2.5 billion worth â€" than if their position was composed largely of derivatives that give them an economic interest in the equivalent amount of stock.

Moreover, the two said that they have hired Moelis & Company to advise them on their options.

Since going public with their stake in December, Corvex and Soroban have suggested that they want Williams to consider pursuing more mergers. The hedge funds have also suggested that they are seeking seats on the pipeline operator’s board.

Corvex, which is run by a protégé of the billionaire Carl C. Icahn, has been busy with a number of activist campaigns. Besides Williams, it has also made targets of CommonWealth REIT, a real estate investment trust, and Hertz Global Holdings, the rental car company.

Soroban was founded by several former executives of the hedge fund TPG-Axon, and its investments have included energy companies like Plains GP Holdings and SemGroup.

Weekend Reading: Cable Deals and JPMorgan Hiring

A look back on our reporting of the past week’s highs and lows in finance.

FRIDAY

Jos. A. Bank to Buy Parent of Eddie Bauer in Deal Worth $825 Million | The transaction appears to be an effort by Jos. A. Bank to blunt a $1.6 billion hostile takeover bid by Men’s Wearhouse. DealBook »

THURSDAY

Industry Shifts May Aid Comcast in Takeover Bid | Comcast’s proposed acquisition of Time Warner Cable will face extensive scrutiny. DealBook »

Comcast Path: Daring Deals to Add Reach | The deal for Time Warner Cable solidifies Comcast’s reputation as an enterprise with grand, even audacious, ambitions. DealBook »

In Matter of Weeks, Meeting of Minds on Cable Giants’ Deal | How Comcast’s $45 billion deal for Time Warner Cable came to be. DealBook »

Banks in London Devise Way Around Europe’s Bonus Rules | Big banks operating in London are adhering to the bloc’s rules on banking bonuses by revamping the way they pay top employees so they still receive the extra money. DealBook »

French Bank Is Suspected of Violating Blacklistings | BNP Paribas is suspected of violating American rules against doing business with countries like Iran and Cuba. DealBook »

WEDNESDAY

Comcast Deal Seeks to Unite 2 Cable Giants | Comcast has announced an agreement to acquire Time Warner Cable for more than $45 billion in stock, a deal that would combine the biggest and second-biggest cable television operators in the country. DealBook »

After Changes, Volcker Rule Suit Dropped | The American Bankers Association announced on Wednesday that it was dropping its lawsuit to block parts of the Volcker Rule from going into effect after regulators modified what the group found most objectionable. DealBook »

Former S.E.C. Enforcer Returns to Milbank | George Canellos, the latest Wall Street regulator to switch sides, will start his new job in mid-March, two months after leaving the Securities and Exchange Commission. DealBook »

Société Générale Reports Profit in Fourth Quarter | The French bank’s earnings of 322 million euros, or $439 million, rose across the board and were more than double the market consensus. DealBook »

Grupo Bimbo to Acquire Canada Bread | Bimbo agreed to pay $1.67 billion for Canada Bread, which is based in Toronto and is 90 percent owned by Maple Leaf Foods. DealBook »

TUESDAY

U.S. Targets Buyers of China-Bound Luxury Cars | Federal prosecutors in six states have filed actions against businesses that buy luxury cars at domestic dealerships and then send them to China. DealBook »

Charter’s Bid for a Deal in Cable Heats Up | In its most aggressive move to take over Time Warner Cable, Charter proposed a full slate of directors to its target’s board. DealBook »

Barclays to Cut 12,000 Jobs in Face of Steep Losses | The British bank announced the job cuts, part of a continued restructuring, as it posted a fourth-quarter loss of £514 million, or about $843.9 million. DealBook »

UBS Suspends 2 Bankers in Inquiry Into Hiring Practices in China | UBS has placed two bankers on leave as it investigates its hiring the daughter of the chairman of a Chinese chemicals company that is considering a share sale the bank has sought a role in. DealBook »

Volatility In Market, And Losses, Close a Fund | Brevan Howard Asset Management is reportedly closing down the $2 billion fund after it lost 15 percent last year as emerging markets from Brazil to Turkey were rattled by tightening United States monetary policy. DealBook »

Deal Professor: S.E.C.’s Review of Trading Will See Some of Its Own Work | The S.E.C. may have helped create the problem it is now hoping to solve â€" where institutional investors say they are outgunned by high-frequency traders and individual investors are adrift, Steven M. Davidoff writes. DealBook »

MONDAY

Some Errors in Software at Exchange for Bitcoins | Mt. Gox, once the largest Bitcoin exchange in the world, said its problems had been caused by a previously undetected glitch in the basic Bitcoin protocol that made it possible for users to falsify transactions. DealBook »

DealBook Column: AOL’s Error Leads to a Study in ‘I’m Sorry’ | Tim Armstrong, the chief executive of AOL, apologized Saturday for his public remarks about two employees’ “distressed babies.” Andrew Ross Sorkin asks if his apology was authentic. DealBook »

Icahn Ends Call for Apple Stock Buyback | The activist investor Carl C. Icahn’s six-month campaign for Apple to increase shareholder payouts ended as other major investors voiced opposition, but Mr. Icahn still claimed a victory of sorts. DealBook »

Lawsuit Challenges Government’s Deal With JPMorgan Chase | According to a lawsuit that a nonprofit group filed against the Justice Department on Monday, the crucial details of the deal were for the government’s eyes only. DealBook »

Court Rejects Apple Appeal in E-Book Case | Apple appealed the placement of a monitor to ensure compliance with federal antitrust laws. DealBook »

SUNDAY

Chinese Official Made Job Plea to Chase Chief | Federal authorities are also investigating whether at least six other big banks hired applicants explicitly to win business from Chinese companies. DealBook »

The New Normal for Tech Companies and Other: the Stealth I.P.O. | Start-ups and much larger companies are taking increasing advantage of a 2012 law that allows them to file for public offerings while slowing the release of financial information. DealBook »

Barclays and Regulators Look at Possible Theft of Customer Data | The bank and British regulators are looking into the possible theft of personal data concerning at least 2,000 clients after a British newspaper report. DealBook »

New York City Comptroller Resists Investor’s Calls for Apple Buyback | Scott M. Stringer will urge investors to vote against a proposal for a stock buyback worth $50 billion, arguing that Apple’s management should make such decisions itself. DealBook »

SATURDAY

In the SAC Saga, It’s Hard to Chase a Shadow | For traders at SAC Capital Advisors, it was another trial, another conviction. But its chief, Steven A. Cohen, remains out of range. DealBook »

WEEK IN VERSE

“Winterlong” | We’re listening to Neil Young’s timeless winter tune instead of Mayor Bill de Blasio’s snow day feud with Al Roker. YouTube »

Weekend Reading: Cable Deals and JPMorgan Hiring

A look back on our reporting of the past week’s highs and lows in finance.

FRIDAY

Jos. A. Bank to Buy Parent of Eddie Bauer in Deal Worth $825 Million | The transaction appears to be an effort by Jos. A. Bank to blunt a $1.6 billion hostile takeover bid by Men’s Wearhouse. DealBook »

THURSDAY

Industry Shifts May Aid Comcast in Takeover Bid | Comcast’s proposed acquisition of Time Warner Cable will face extensive scrutiny. DealBook »

Comcast Path: Daring Deals to Add Reach | The deal for Time Warner Cable solidifies Comcast’s reputation as an enterprise with grand, even audacious, ambitions. DealBook »

In Matter of Weeks, Meeting of Minds on Cable Giants’ Deal | How Comcast’s $45 billion deal for Time Warner Cable came to be. DealBook »

Banks in London Devise Way Around Europe’s Bonus Rules | Big banks operating in London are adhering to the bloc’s rules on banking bonuses by revamping the way they pay top employees so they still receive the extra money. DealBook »

French Bank Is Suspected of Violating Blacklistings | BNP Paribas is suspected of violating American rules against doing business with countries like Iran and Cuba. DealBook »

WEDNESDAY

Comcast Deal Seeks to Unite 2 Cable Giants | Comcast has announced an agreement to acquire Time Warner Cable for more than $45 billion in stock, a deal that would combine the biggest and second-biggest cable television operators in the country. DealBook »

After Changes, Volcker Rule Suit Dropped | The American Bankers Association announced on Wednesday that it was dropping its lawsuit to block parts of the Volcker Rule from going into effect after regulators modified what the group found most objectionable. DealBook »

Former S.E.C. Enforcer Returns to Milbank | George Canellos, the latest Wall Street regulator to switch sides, will start his new job in mid-March, two months after leaving the Securities and Exchange Commission. DealBook »

Société Générale Reports Profit in Fourth Quarter | The French bank’s earnings of 322 million euros, or $439 million, rose across the board and were more than double the market consensus. DealBook »

Grupo Bimbo to Acquire Canada Bread | Bimbo agreed to pay $1.67 billion for Canada Bread, which is based in Toronto and is 90 percent owned by Maple Leaf Foods. DealBook »

TUESDAY

U.S. Targets Buyers of China-Bound Luxury Cars | Federal prosecutors in six states have filed actions against businesses that buy luxury cars at domestic dealerships and then send them to China. DealBook »

Charter’s Bid for a Deal in Cable Heats Up | In its most aggressive move to take over Time Warner Cable, Charter proposed a full slate of directors to its target’s board. DealBook »

Barclays to Cut 12,000 Jobs in Face of Steep Losses | The British bank announced the job cuts, part of a continued restructuring, as it posted a fourth-quarter loss of £514 million, or about $843.9 million. DealBook »

UBS Suspends 2 Bankers in Inquiry Into Hiring Practices in China | UBS has placed two bankers on leave as it investigates its hiring the daughter of the chairman of a Chinese chemicals company that is considering a share sale the bank has sought a role in. DealBook »

Volatility In Market, And Losses, Close a Fund | Brevan Howard Asset Management is reportedly closing down the $2 billion fund after it lost 15 percent last year as emerging markets from Brazil to Turkey were rattled by tightening United States monetary policy. DealBook »

Deal Professor: S.E.C.’s Review of Trading Will See Some of Its Own Work | The S.E.C. may have helped create the problem it is now hoping to solve â€" where institutional investors say they are outgunned by high-frequency traders and individual investors are adrift, Steven M. Davidoff writes. DealBook »

MONDAY

Some Errors in Software at Exchange for Bitcoins | Mt. Gox, once the largest Bitcoin exchange in the world, said its problems had been caused by a previously undetected glitch in the basic Bitcoin protocol that made it possible for users to falsify transactions. DealBook »

DealBook Column: AOL’s Error Leads to a Study in ‘I’m Sorry’ | Tim Armstrong, the chief executive of AOL, apologized Saturday for his public remarks about two employees’ “distressed babies.” Andrew Ross Sorkin asks if his apology was authentic. DealBook »

Icahn Ends Call for Apple Stock Buyback | The activist investor Carl C. Icahn’s six-month campaign for Apple to increase shareholder payouts ended as other major investors voiced opposition, but Mr. Icahn still claimed a victory of sorts. DealBook »

Lawsuit Challenges Government’s Deal With JPMorgan Chase | According to a lawsuit that a nonprofit group filed against the Justice Department on Monday, the crucial details of the deal were for the government’s eyes only. DealBook »

Court Rejects Apple Appeal in E-Book Case | Apple appealed the placement of a monitor to ensure compliance with federal antitrust laws. DealBook »

SUNDAY

Chinese Official Made Job Plea to Chase Chief | Federal authorities are also investigating whether at least six other big banks hired applicants explicitly to win business from Chinese companies. DealBook »

The New Normal for Tech Companies and Other: the Stealth I.P.O. | Start-ups and much larger companies are taking increasing advantage of a 2012 law that allows them to file for public offerings while slowing the release of financial information. DealBook »

Barclays and Regulators Look at Possible Theft of Customer Data | The bank and British regulators are looking into the possible theft of personal data concerning at least 2,000 clients after a British newspaper report. DealBook »

New York City Comptroller Resists Investor’s Calls for Apple Buyback | Scott M. Stringer will urge investors to vote against a proposal for a stock buyback worth $50 billion, arguing that Apple’s management should make such decisions itself. DealBook »

SATURDAY

In the SAC Saga, It’s Hard to Chase a Shadow | For traders at SAC Capital Advisors, it was another trial, another conviction. But its chief, Steven A. Cohen, remains out of range. DealBook »

WEEK IN VERSE

“Winterlong” | We’re listening to Neil Young’s timeless winter tune instead of Mayor Bill de Blasio’s snow day feud with Al Roker. YouTube »

A Deal Tailor-Made for Disaster

Jos. A. Bank’s daft deal is knitting its shareholders in a bind. To avoid being acquired, or perhaps to fetch a higher price from rival Men’s Wearhouse, the company is issuing stock to buy Eddie Bauer at $56 a share, only to buy more back at $65. If the $875 million transaction isn’t unraveled, investors will find themselves painfully stitched up.

The two companies have been ineptly circling each other since October, when Jos. A. Bank made an unsolicited offer for its larger rival. Jos. A. Bank’s chairman said at the time that his company would be willing to sell to Men’s Wearhouse if the price was right. Jos. A. Bank then rejected a $55-a-share offer, more than a 30 percent premium to its undisturbed price.

Buying Eddie Bauer is a poor alternative. There are few synergies between a suit retailer and the rugged outdoor clothing company. And there may be a conflict of interest. The current owner of Bauer is Golden Gate Capital, which had earlier lined up to provide financing for Jos. A. Bank to buy Men’s Wearhouse.

And the second part of the Bauer deal - buying back $300 million of Jos. A. Bank stock at $65 a share - is just plain bonkers. The board may believe a proportional tender offer makes sense because the company is undervalued. But the market values the stock at $55 a share. This is the equivalent of Jos. A. Bank expecting its customers to pay $10 for a pair of socks marked $8 in its stores.

This could simply be a tactic to push Men’s Wearhouse into paying more. Indeed, both transactions can be annulled if the board decides another offer is superior. But Men’s Wearhouse may not increase its offer - and even if it did, it would have to lop off a $48 million break fee. The risk is that Jos. A. Bank will be left independent â€" with an ill-fitting acquisition, and lots of cash squandered on a silly buyback.

Robert Cyran is a columnist for Reuters Breakingviews. For more independent commentary and analysis, visit breakingviews.com.

Financial Stability Board to Examine Currency Markets

LONDON - The Financial Stability Board said Friday that it would review foreign exchange markets in light of a series of investigations into potential manipulation of currency benchmark rates.

The board, a task force set up by the Group of 20 last year, will examine the process for how foreign exchange rates are calculated and analyze market practices surrounding those currency rates.

“Recently, a number of concerns have been raised about the integrity of foreign exchange rate benchmarks,” the group said. “The F.S.B. has consequently decided to incorporate an assessment of FX benchmarks into its ongoing program of financial benchmark analysis.”

The task force, whose chairman is Mark Carney, the Bank of England governor, has been working to ensure the transparency and reliability of global benchmark exchange rates following a series of scandals involving the London interbank offered rate, or Libor, and other benchmark rates.

Banks have paid billions of dollars of fines in the last two years stemming from the manipulation of those rates.

The board’s group examining the currency market will be led by Guy Debelle, assistant governor for financial markets at the Reserve Bank of Australia, and Paul Fisher, executive director for markets at the Bank of England.

Any recommendations the Financial Stability Board makes about overhauling the benchmark rates could only be implemented if financial regulators decide to act on them.

Many of the world’s largest banks, including Citigroup, UBS and Goldman Sachs, have acknowledged that they are facing inquiries from regulators in Britain, the United States and other parts of the world into potential manipulation of the currency markets.

Last week, the New York State Department of Financial Services became the latest regulator to join the fray, requesting documents from a number of banks, including Credit Suisse, the Royal Bank of Scotland and Deutsche Bank, according to a person briefed on the matter.

The Department of Financial Services, headed by Benjamin M. Lawsky, is the first state regulator to scrutinize currency trading. Its jurisdiction covers any bank operating with a New York State charter.

Martin Wheatley, the chief executive of Britain’s Financial Conduct Authority, has said that the currency manipulation allegations are “every bit as bad as they have been with Libor.” His agency is one of the regulators examining practices in the foreign exchange markets, which are lightly regulated.

More than a dozen currency traders at some of the world’s largest banks, including Barclays, JPMorgan Chase and UBS, have been placed on leave over questions about whether they colluded to manipulate benchmark currency rates.

Deutsche Bank, the largest player in the currency trading market with a share of about 15.2 percent, and Citigroup have both fired employees as they conduct internal investigations in the matter.

Neither the banks nor any of the traders who have been suspended or fired have been accused of wrongdoing.

Against this backdrop, senior foreign exchange executives at several banks have decided to step down and pursue other interests in recent weeks.

More Reflection, Less Action

Earlier this week, I found myself talking with the chief of staff to the chief executive at a large company. The two of them had been on the road together for four consecutive weeks. I asked how that felt. “It’s brutal,” he said. “But it’s typical. My boss essentially has no openings on his schedule for the next three months.”

Think about that for a moment:

This executive had no times at work when he could just breathe deep and relax for a half hour, nor could he step back after a key meeting and quietly metabolize what had just happened or look forward and muse about strategy. He could not simply wander through his office, talking to people about what they’re doing, in order to energize and enrich them, and himself.

It’s not possible to move from one activity to the next at blinding speed and be reflective at the same time. The more complex and demanding the work we do, the wider, deeper and longer the perspective we require to do it well. It’s almost impossible to do that when we create no white space in our lives.

By wider, I mean taking into account the practical effect an action is likely to have on the full range of people affected by it. By deeper, I mean considering the emotional impact the action is likely to have. And by longer, I mean thinking not just about its immediate consequences, but also its implications over time.

Consider this observation from President Obama, caught on an open mike during a stroll with Prime Minister David Cameron of Britain in 2008:

“The most important thing you need to do [in this job] is to have big chunks of time during the day when all you’re doing is thinking.”

Judgment is grounded in discernment, subtlety and nuance. “I don’t do nuance,” George W. Bush once famously said about his approach to foreign policy. But would that he had. We might have avoided a costly and unnecessary war.

Instead, we too often view the opposite of “doing” as “not doing,” and then demonize inaction. In fact, good judgment grows out of reflection, and reflection requires the sort of quiet time that gets crowded out by the next demand.

There are occasions when our first intuitive judgment is the best one - or at least moves the ball forward - but even then it makes sense to revisit decisions as new facts arise. To reflect literally means to throw light back.

The folks at Google have made a mantra out of “iterating.” They push new products out, even when they know they’re imperfect, and then constantly improve them over time. Rethinking, reconsidering, and even reimagining are built into the process.

Regular reflection also provides the space in which to decide what not to do. At the companies I visit, no topic comes up more frequently than prioritizing. It’s as though we’ve all finally recognized that there is no way to accomplish everything we’ve got on our plates - but we still haven’t figured out how to take anything off them. Time to reflect is what makes it possible to prioritize.

Instead, we keep adding new tasks, defaulting to whatever feels most urgent in the moment, while unfinished business piles up. I can’t help thinking of the classic “I Love Lucy” episode in which Lucy and Ethel are overwhelmed trying to wrap the chocolates that just keep coming at them on an assembly line.

One of the most important vehicles I use to ensure that I both reflect and prioritize is an old-fashioned handwritten to-do list, with a twist. I use it to download everything that’s on my mind - not just calls to make and emails to send, but also ideas I want to explore, conflicts I haven’t resolved, and longer-term projects I intend to pursue.

When I can’t decide whether something is worth my time, I try to stop and answer three reflective questions - a task that ends up saving rather than costing time.

1. Could someone else do this just as well or better than I can? If so, I try to turn it over.

2. Is the time and energy I invest going to produce anything I’ll still consider worth having done a month from now?

3. Will doing this make me feel that I’m living by my most important values, to add more value to others and do less harm?

We need less conventional wisdom and more genuine wisdom; less sheer output and more insights that add enduring value.

About the Author

Tony Schwartz is the chief executive of the Energy Project and the author, most recently, of “Be Excellent at Anything: The Four Keys to Transforming the Way We Work and Live.” Twitter: @tonyschwartz

Comcast Deal Shakes Up Adviser Rankings

Comcast’s $45.2 billion acquisition of Time Warner Cable has shaken up a ranking of the biggest deal makers.

Morgan Stanley, which advised Time Warner Cable, jumped ahead of competitors including JPMorgan Chase, Citigroup and Allen & Company to lead the Thomson Reuters list of merger and acquisition financial advisers for 2014. The bank has advised on $124.1 billion worth of deal so far this year, or 32 percent of all M.&A. activity, according to Thomson Reuters.

The man on the other side of the negotiating table, advising Comcast, also got a bump. Paul J. Taubman, who up until recently co-led Morgan Stanley’s securities business, now shares the 10th spot on Thomson Reuters’s list with Allen & Company, one of the advisers to Time Warner Cable.

The Time Warner Cable acquisition is the largest so far in 2014, and the third-largest to be completed since the financial crisis, according to Thomson Reuters. The deal helped worldwide merger activity jump to $391.1 billion this year, up 55 percent compared to the same period last year.

The transaction drew in some of the biggest bankers in the industry, and they’ll be reaping a major windfall for their efforts. Comcast’s advisers, who also included James B. Lee Jr., JPMorgan’s top deal maker; Barclays; Davis Polk & Wardwell; and Willkie Farr & Gallagher, could earn as much as $68 million in fees, according to estimates from Freeman & Company.

Mr. Lee has been a longtime adviser to Comcast’s founding Roberts family as it built a tiny cable operator in Tupelo, Miss., into the colossus of today. It was Mr. Lee who arranged a clandestine meeting between Ralph J. Roberts, the company’s patriarch, and General Electric’s chief executive, Jeffrey Immelt, on a golf course in Idaho nearly five years ago, setting in motion G.E.’s sale of NBCUniversal to the cable company.

Mr. Taubman has also been at Comcast’s side for years, serving as the top outside advisor to Comcast’s chief executive, Brian L. Roberts, in the NBC acquisition. Since leaving Morgan Stanley a little over a year ago, he has become a one-man mergers powerhouse, having advised Verizon in its deal to buy back the 45 percent stake in its wireless business held by Vodafone for $130 billion.

Time Warner Cable also had top-name advisers on its side. Among them was Robert Kindler, Morgan Stanley’s global head of mergers and acquisitions, who has long counted the cable company as a client.

Another was Blair Effron, a co-founder of the boutique investment bank Centerview Partners who helped sell H.J. Heinz to Warren E. Buffett and the Brazilian billionaire Jorge Paolo Lemann for $23 billion. Mr. Effron was brought in to advise Time Warner Cable’s board.

Time Warner Cable’s advisers could make as much as $75 million on the deal.

Comcast’s winning bid for Time Warner Cable came at the expense of Charter Communications, which had for months been exploring a deal to buy the cable provider. Charter’s advisers, which include Goldman Sachs and LionTree Advisors, now stand to make minimal fees.

The Tom Perkins Theory of Taxation and Representation

This time, Tom Perkins knew he was courting controversy.

Mr. Perkins, the 82-year-old venture capitalist who caused a stir last month when he said in a letter to the editor of The Wall Street Journal that protesters criticizing the wealthy were similar to Nazis, has fully embraced a new role as a spokesman for the beleaguered “1 percent.” In a conversation with a Fortune magazine editor at a San Francisco event on Thursday, Mr. Perkins spent an hour riffing on his position that the wealthiest Americans are being unfairly treated.

One major theme was taxation. Many wealthy businessmen argue that the rich pay too much in taxes. Mr. Perkins goes several steps further.

“The Tom Perkins system is: You don’t get to vote unless you pay a dollar of taxes,” he said at the end of the interview, explaining that he had spent some time formulating this theory. He cited Thomas Jefferson and Margaret Thatcher to provide ideological precedent.

“But what I really think is, it should be like a corporation. You pay a million dollars in taxes, you should get a million votes,” he said. “How’s that?”

The remark drew laughter from some in the audience, who apparently thought the investor was joking. In a summary of the event, a Fortune reporter wrote: “Perkins later said offstage that what he meant was that, with 50 percent of registered U.S. voters not paying taxes, ‘we got ourselves into a mess.’”

In any event, the comments provided a memorable cap on a conversation with a wide range of topics, monetary policy and the buses Google uses to shuttle workers to its campus (he said San Francisco had become a “suburb of Silicon Valley”). Mr. Perkins was finally asked for his “60-second idea to change the world.”

It was the moment he had been waiting for. “I’ve been thinking about this, as I was listening to you ramble on,” Mr. Perkins said to the Fortune editor, Adam Lashinsky, before revealing his theory of taxation.

“It’s going to make you more angry than my letter to The Wall Street Journal did,” Mr. Perkins said.

Morning Agenda: Jos. A. Bank Makes a Move for Eddie Bauer Parent

JOS. A. BANK TO BUY PARENT OF EDDIE BAUER  |  Jos. A. Bank Clothiers said Friday morning that it had agreed to buy the parent company of Eddie Bauer in a deal valued at $825 million, including cash and debt. The purchase of Eddie Bauer, which comes amid the monthslong merger battle between Jos. A. Bank and Men’s Wearhouse, will be done with a combination of $564 million in cash and approximately 4.7 million new shares of common stock of Jos. A. Bank.

THE MAKINGS OF A CABLE BONANZA  |  Time Warner Cable had been ducking a takeover for months, so it may come as a surprise that its $42.5 billion merger with Comcast took shape in a matter of weeks. And in fact, Comcast was not intensely engaged with Time Warner Cable until about 10 days or so before the announcement of the acquisition, David Gelles writes in DealBook.

Until the end of last weekend, Brian L. Roberts, the chief executive of Comcast, was in Sochi, Russia, for the Winter Olympics. From there, he “juggled calls about the deal with a dinner hosted by the International Olympic Committee and attended by President Vladimir V. Putin, as well as meetings with the 2,700 NBC staff members on the ground,” Mr. Gelles writes. Meanwhile, the deal teams, including bankers from some of the biggest names on Wall Street, huddled in New York, speaking to Mr. Roberts by phone until he returned on Sunday.

“On Monday and Tuesday, the two sides hashed out final details. Time Warner agreed to no breakup fee â€" unusual in a merger deal â€" in exchange for Comcast pledging to divest three million subscribers and extend net neutrality commitments, both viewed as olive branches to regulators,” Mr. Gelles writes.

On Wednesday, a day before the deal announcement, Time Warner Cable’s board and management worked through a takeout dinner at the company’s headquarters in the Time Warner Center, while members of Comcast’s board met with management nearby at 30 Rockefeller Center. The deal was done before the snowstorm hit New York City. In fact, some members of Time Warner’s deal team managed to escape before the storm, with one boarding a flight to Miami and another jetting off to Aruba.

ON FORGOING A BREAKUP FEE  |  “Comcast’s $45 billion takeover of Time Warner Cable has a lot of numbers that stand out. Among them is the breakup fee if either side walks away. That figure is zero,” Michael J. de la Merced writes in DealBook. The move could either reflect the companies’ confidence that a deal will pass regulatory review or their commitment to seeing the transaction through. If regulators do block the deal, not having a breakup fee could work to Comcast’s advantage, Steven M. Davidoff writes in the Deal Professor column.

ON COMCAST’S MEDIA ASPIRATIONS  |  The deal “solidifies Comcast’s reputation as an enterprise with grand, even audacious, ambitions,” Michael J. de la Merced and Bill Carter write in DealBook, adding, “The move further establishes the reputation of Comcast’s chief executive, Brian L. Roberts, as a daring deal maker with expansive ambitions. A soft-spoken 54-year-old, he lacks the outsize personality of an executive like Rupert Murdoch but has nevertheless become an influential mogul.”

Comcast has a history of big deals, including the acquisition of AT&T’s cable business for $47 billion 13 years ago, a $17.6 billion merger with Adelphia Communications in 2005 and a $30 billion deal for NBCUniversal that was completed less than a year ago. And Comcast shows no signs of stopping â€" just last month, the company suggested it planned to team up with a utility to sell electricity in Pennsylvania.

ON THE REGULATORY SCRUTINY  |  Comcast’s proposed takeover of Time Warner Cable clearly raises the question of antitrust laws in the cable market. But the merger’s effect on broadband Internet service is perhaps an even more important consideration for regulators, Edward Wyatt writes in DealBook.

The combination of the two companies would control roughly 38 percent of the high-speed Internet market and account for nearly 32 million broadband customers, compared with 16 million for AT&T and nine million for Verizon. But on conference calls with analysts on Thursday, the companies defended the deal amid accusations that it would not get past regulators’ scrutiny of the combined company’s dominant market share.

At least for Comcast, its confidence is not unfounded. Its chief lobbyist, David L. Cohen, is a major Democratic fund-raiser and has close ties to President Obama â€" he was a guest at the White House on Tuesday for the state dinner in honor of President François Hollande of France. In addition, Comcast has connections to the regulatory agencies that will review the merger. Case in point: The current chairman of the Federal Communications Commission once served as the leader of the cable industry’s chief lobbying group.

WHAT OTHERS ARE SAYING ABOUT THE DEAL  |  The deal is about infrastructure, not content (from Fortune): “There won’t be a one model fits all, but the Comcast-Time Warner deal suggests that the pendulum of big media may be swinging back to infrastructure and not what flows through the pipes. And like always, Wall Street could be influencing that shift.”

The deal may be bad for America (from Bloomberg News): Comcast “has its own built-in conflicts of interest: It will be serving the interests of its shareholders by keeping investments in its network as low as possible â€" in particular, making no move to provide the world-class fiber-optic connections that are now standard and cheap in other countries â€" and extracting as much rent as it can, in all kinds of ways.”

But it might also be good (From Quartz): “The merger could help reset customer relationships. It comes at a good time, with Comcast actually adding TV subscribers for the first time in more than six years â€" thanks, the company claims, to a much-improved cable box that doesn’t make you want to throw it out the window.”

On a lighter note, Slate drafted a (very fake) transcript of the last phone calls that led to the deal.

ON THE AGENDA  |  Happy Valentine’s Day. The second season of the Netflix hit show “House of Cards” premiered at 3 a.m. The import price index for January is out at 8:30 a.m. The industrial production index for December is released at 9:15 a.m. Howard S. Marks, the chairman of Oaktree Capital Management, is on Bloomberg TV at 8 a.m. Sean Rad, the chief executive of the dating application Tinder, is on CNBC at 5 p.m.

BATTLE OVER BANKER BONUSES BREWS IN LONDON  |  For many, banking’s greatest draw is the promise of a hefty bonus. So when the European Union decided to limit bankers to bonuses equal to one or two times their salaries, bankers decided to fight back. Their weapon: bonuses in disguise. With these new pay packages â€" referred to by some as role-based pay and by others as “allowances” â€" global bank giants operating in London are hoping to sidestep the restrictions to ensure their top talent gets paid, Jenny Anderson and Peter Eavis write in DealBook.

They write: “As the banks tie themselves in knots to comply with the bonus cap law, the new pay packages may undermine what bank regulators worldwide have sought to do for nearly six years: force banks to stagger the payment of bonuses over much longer periods. Such deferrals, as they are known on Wall Street, enable the money to be taken back if bets go bad.”

HAPPY VALENTINE’S DAY  |  Knowing a few things about economics can help make the love-filled holiday better, a Stanford professor says. In the meantime, tell someone you love them (even if it’s just for the day).

Mergers & Acquisitions »

Caught Beneath the Wheels of the Comcast Juggernaut  |  The deal for Time Warner Cable appears set to generate a return on investment below Comcast’s cost of capital, which is not surprising given the medieval governance the Roberts family uses to oversee its fiefdom, write Rob Cox and Jeffrey Goldfarb of Reuters Breakingviews.
DealBook »

Plenty to Watch in Giant Cable Deal  |  The merger math adds up, notes Jeffrey Goldfarb of Reuters Breakingviews. But the regulatory risks are high. And then there is John Malone.
DealBook »

Regulators Should Conduct Thorough Review of Cable Deal  |  Officials at the antitrust division of the Department of Justice and the Federal Communications Commission, who have spoken recently about the importance of competition in the increasingly concentrated communications industry, need to study this deal closely, The New York Times editorial board writes.
NEW YORK TIMES

PepsiCo Declines to Spin Off Beverage Unit  |  PepsiCo’s decision amounted to a rejection of a push by the activist investor Nelson Peltz, who has called the beverage business “wonderful” but stagnant.
DealBook »

Japan’s Rakuten to Acquire Viber for $900m  |  Rakuten, a Japanese Internet company, announced it had agreed to purchase Viber, an instant messaging app provider, for $900 million, The Financial Times writes.
FINANCIAL TIMES

Nestlé‘s Sale of L’Oréal Stake Raises Rumors of More  |  L’Oréal’s deal to buy back 8 percent of itself from Nestlé is leading to speculation that Nestlé may eventually sell more of its stake to generate funds for deals, Bloomberg News reports.
BLOOMBERG NEWS

INVESTMENT BANKING »

Fortress Buys Back Stake From Nomura  |  The hedge fund paid Nomura $363.4 million for its 12 percent stake. The move comes as banks around the world begin to shed noncore assets in light of new banking regulations.
DealBook »

Chief Says Lloyds Ready to Be Privatized  |  António Horta-Osório, the chief executive of the Lloyds Banking Group, said the bank was ready to be fully privatized after revealing the bank’s first pretax profit since 2010, The Financial Times writes.
FINANCIAL TIMES

Deutsche Bank Hires JPMorgan’s Germany Head  |  Deutsche Bank has named Karl-Georg Altenburg, JPMorgan Chase’s head of investment banking in Germany, Austria and Switzerland, as its co-head of investment banking and corporate finance for Europe, Middle East and Asia, Reuters reports.
REUTERS

PRIVATE EQUITY »

In Surprise Move, Terra Firma Shakes Up Renewable Energy Team  |  Terra Firma said that Damian Darragh, who worked for Terra Firma for 18 years and was head of its green power investments, was asked to leave the firm.
DealBook »

Perseus Explores Second Attempt at Recapitalization  |  The private equity firm Perseus has hired the secondary advisory firm Cogent Partners to help with its second attempt at restructuring its aging funds, The Wall Street Journal writes.
WALL STREET JOURNAL

Oak Hill Capital Considers Sale of Jacobson  |  The private equity firm Oak Hill Capital is exploring a sale of Jacobson Companies, a logistics provider, with the goal of collecting as much as $700 million on the sale, Reuters reports, citing unidentified people familiar with the situation.
REUTERS

Jawbone Raises $250 Million for $3.3 Billion Valuation  |  Jawbone, which makes headsets and products to track fitness, is raising $250 million in a deal that would value the company at $3.3 billion, Reuters reports. The private equity fund Rizvi Traverse Management is leading the funding round.
REUTERS

HEDGE FUNDS »

A Year Later, Ackman Sticks With His Bet Against Herbalife  |  William A. Ackman, the head of Pershing Square Capital Management, returned to the place where he announced his $1 billion bet against Herbalife and struck a defiant tone.
DealBook »

The Making of a Rap Tribute to the Galleon Group  |  Riding high before his undoing, Raj Rajaratnam asked the rapper Jesse Jaymes to celebrate his hedge fund’s success. The result was “The Good Ship Galleon.”
DealBook »

Asian Hedge Funds on the Rise  |  Hedge funds are setting up rapidly in Asia in pursuit of a flood of cash from large global money managers who are turning to the region, The Wall Street Journal reports.
WALL STREET JOURNAL

Foreign Investors Wary of China’s Hedge Funds  |  China’s hedge funds are generating large returns, but foreign investors are afraid to commit capital to them because of regulatory concerns, The Financial Times reports.
FINANCIAL TIMES

I.P.O./OFFERINGS »

Dropbox Hires Operating Head  |  Dropbox said it planned to name Dennis Woodside, the chief executive of Motorola Mobility and a Google executive, as its first chief operating officer, The Wall Street Journal writes. The move could indicate that Dropbox is preparing for an initial public offering.
WALL STREET JOURNAL

Box Tries to Outdo Dropbox Before I.P.O.  |  The success of the online storage company Box’s initial public offering “depends on proving it has more to offer investors than the limited file-sharing territory it’s fighting to keep from Dropbox,” Quartz writes.
QUARTZ

Tintri Raises $75 Million Before I.P.O.  |  Tintri, an information technology company focused on cloud data storage, announced on Thursday that it had raised $75 million in Series E of venture capital funding led by Insight Venture Partners, ReCode reports. The new funding values the company at $600 million and is expected to be the last funding round before the company files for an initial public offering.
RECODE

VENTURE CAPITAL »

True Ventures Raising New $250 Million Fund  |  True Ventures is aiming to raise a new $250 million fund, which would be its fourth fund, TechCrunch reports. Its last fund raised $205 million.
TECHCRUNCH

Celebrities Enter Into Endorsement Arrangements  |  “These days, seemingly everywhere you look, particularly on social media networks, there’s a famous actor, musician, or athlete touting a new start-up as the next big thing,” Felix Gillette of Bloomberg Businessweek writes.
BLOOMBERG BUSINESSWEEK

MuckerLab Raises $20 Million Seed Fund  |  MuckerLab, a start-up accelerator based in Los Angeles, has raised a new seed fund called Mucker Capital, totaling at least $20 million, TechCrunch writes.
TECHCRUNCH

Education Start-Up Collects $15 Million  |  Curious.com, an education start-up that allows users to sell self-made online videos online, announced on Thursday that it had raised $25 million in a Series B financing round, ReCode writes.
RECODE

LEGAL/REGULATORY »

S.E.C. Close to Naming New Senior Official  |  Mary Jo White has privately indicated plans to name Stephen Luparello, a former regulator turned corporate lawyer, as the head of the agency’s division of trading and markets.
DealBook »

Bailout Gave Small Bank a Chance to Survive  |  The government took a loss on Old Second National Bank in Illinois, but investors who bought its stake may come close to tripling their money, Floyd Norris writes in the High & Low Finance column.
NEW YORK TIMES

Brookstone Considers Bankruptcy Filing  |  Brookstone, the specialty retailer known for its esoteric items like massage chairs, is exploring a possible bankruptcy filing within weeks and has been in talks with the investment firms Hilco Global and Tiger Capital Group on buying or investing in the company, The Wall Street Journal reports, citing unidentified people familiar with the situation.
WALL STREET JOURNAL

Lehman Settles with Freddie Mac for $767 Million  |  Lehman Brothers Holdings has requested that a judge approve a $767 million settlement with Freddie Mac to pay off a $1.2 billion bankruptcy claim, Bloomberg News reports. Freddie Mac filed a claim on a loan it made to Lehman in 2008, which the bank never repaid because of its Chapter 11 bankruptcy filing.
BLOOMBERG NEWS

Cleveland Fed Names New Head  |  The Federal Reserve Bank of Cleveland has appointed Loretta Mester as its new president, the bank’s first new leader in more than a decade, The Financial Times writes. Ms. Mester will take the helm in June.
FINANCIAL TIMES