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Mergers and Acquisitions Report (05/05/08 - 05/13/08)
By: The M&A Researcher   Tuesday, May 13, 2008 3:21 PM
Symbols: BAC, BCE, CCU, CFC, CKXE, CLAY, DAL, ERTS, FIG, FLI, HUN, NOK, NVT, NWA, PENN, TTWO

Penn National Gaming(PENN) - Fortress (FIG)
May 8, 2008 (11:35a) - Colorado Gaming Commission Status

A Colorado Gaming Commission official has disclosed that the review of this transaction has not proceeded to the point where it can be added to the May Commission meeting agenda.

This marks the second state gaming regulator, along with Iowa, where the pending review will continue into at least June of this year.

Northwest Airlines (NWA) - Delta Air Lines (DAL)
May 8, 2008 (10:30a) - Status Report

This entry will note that the Congressional hearings related to this merger occurred yesterday. As with every transaction forced to endure this sort of public scrutiny, the overall impact of the hearings will have virtually no impact on the regulatory reviews or timing of the transaction in general.

At this time there appears to be no substantial opposition from federal or state politicians to the proposed combination, nor is any motivated opposition anticipated in the future. On the contrary, the overall tenor of political opinion on this deal seems to be positive, primarily from the perspective of the airline industry's welfare as a whole.

While the DOJ will very likely issue a second request in this transaction, there continues to be no expectation of a terribly lengthy or arduous HSR review process. This combination presents almost no route overlaps and therefore can not technically be considered anti-competitive in the manner in which airline mergers are reviewed under the current antitrust guidelines.

This publication continues to anticipate a relatively quick HSR review of roughly four months, and an overall deal length of roughly six months. This would put the close in approximately mid/late-October 2008, in a worst-case scenario.

NAVTEQ Corp. (NVT) - Nokia Corp. (NOK)
May 8, 2008 (10:05a) - EU Status

Reports are now surfacing with indications -- from unidentified sources -- the the European Commission will approve the Tele Atlas/TomTom next Wednesday, May 14. Although this approval has been generally anticipated for several weeks, this is the first relatively legitimate timing estimate for this potential event.

Assuming the Tele Atlas/TomTom deal is cleared without further delays, the same outcome is virtually assured for this transaction within the next several weeks. It would be extremely surprising if the EU's review for this transaction slips beyond June despite the current August 8 extended review deadline.

In short, this deal should be successfully completed within the next six weeks, or perhaps sooner, if the Tele Atlas/TomTom merger is cleared as is fully expected.

Countrywide Financial (CFC) - Bank of America (BAC)
May 6, 2008 (10:55a) - Status Report

According to just about every source imaginable -- other than BAC -- BAC is now on the verge of altering the terms of the merger agreement or terminating the deal outright due to CFC's continuing problems and plummeting share price.

It will be noted at this point that the current situation essentially mirrors the previous debacles where BAC probably should have taken action with respect to the merger agreement, yet chose not to do so. Thus, when BAC claims it remains committed to completing this deal, it is very difficult to not take this at face value.

Evidently, BAC's desire to become the country's top mortgage entity supersedes any/all underlying issues associated with CFC. This seems to be the driving rationale behind BAC's somewhat perplexing actions (or non-actions) in this transaction.

While virtually every sign points to an deal destined to fail, BAC has convinced this publication that it will indeed complete this transaction in the anticipated time frame and, apparently, under the current terms of the merger agreement.


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