DealBook: Is This the Next Big Deal to Fall Apart?

Jun 4, 2020

DealBook: Is This the Next Big Deal to Fall Apart?

Credit...Angela Weiss/Agence France-Presse — Getty Images

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The Tiffany deal loses its luster

The French luxury giant LVMH agreed to buy Tiffany for $16.2 billion last November, at a price many thought at the time to be high for the storied jeweler. It looks even more expensive after the pandemic, and now LVMH is weighing whether to press for the deal to be re-priced.
LVMH’s C.E.O., Bernard Arnault, is talking with advisers about his options, and the matter was discussed at a board meeting on Tuesday, Michael has learned. Among the points the company could raise are whether Tiffany has suffered a “material adverse change” to its business, or whether it will miss financial projections agreed to in the deal.
• Women’s Wear Daily, which first reported LVMH’s deliberations, raised the prospect that Tiffany could fail to cover its debt covenants, citing unnamed sources. Shares in Tiffany plunged after the report.

LVMH hasn’t broached the subject with Tiffany — at least not yet, two people with knowledge of the matter told Michael. For its part, Tiffany believes that its deal agreement is ironclad, and that it’s in no danger of failing to meet its financial obligations. (It declared a quarterly dividend two weeks ago, something one of the people said wouldn’t have happened if the jewelry chain was concerned about its finances.)
• LVMH still believes there’s strategic value in acquiring Tiffany, which would give it another major luxury brand and landmark real estate on Fifth Avenue in Manhattan. Neither side expects LVMH to try to walk away — at least, not at this moment.
• LVMH said this morning that it won’t buy Tiffany shares in the open market, ruling out a potential tactic to lower the overall price of the deal.
It could become the latest deal to be reconsidered as a result of the pandemic, as prospective buyers get cold feet and sellers fight to keep the transactions alive. A partial scorecard: L Brands agreed to break off a sale of Victoria’s Secret to Sycamore Partners; Woodward and Hexcel called off their merger; Xerox abandoned a hostile bid for HP; Carlyle is fighting in court to get out of an agreement to buy a stake in American Express’s corporate travel business; SoftBank and WeWork are tussling over a share sale; and BorgWarner and Delphi agreed to cut the price of their deal after threatening lawsuits.
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Today’s DealBook Briefing was written by Andrew Ross Sorkin in Connecticut, and Michael J. de la Merced and Jason Karaian in London.

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‘Why, why, why?’

Every day this week, we have featured statements from companies and business leaders about racial discrimination and social unrest following the death of George Floyd. Today, we’re sharing excerpts from a letter by Craig Arnold, the C.E.O. of the industrial conglomerate Eaton. He sent the message to Eaton’s 95,000 employees on Monday; many responded by expressing thanks, sharing personal stories and supporting his call to action.
“Why, why, why? I wish I had the answer,” Mr. Arnold writes.

Perhaps something has gone horribly wrong with our society. Yes, I say society because it would be too easy to place the blame on a few bad apples. We will always have a few bad apples. For too long, the majority of Americans, decent and caring individuals, have stood by and allowed the worst of us to go unchecked. We have allowed hate and those who have little regard for the life of another person to practice with impunity. We have rationalized our way into accepting behavior that is unacceptable because we’re too busy — or too fearful — to get involved.

“I understand the anger, frustration, and hopelessness that exist in so many of our minority communities,” he writes, and worries that rioting will “shift the dialogue from the root cause of the problem.”

It would be easy for the events over the last few days to suggest that we are dealing with an insurmountable problem — certainly a problem that is too big for any one individual to confront. I disagree. Just imagine for a moment that you were one of the police officers on the scene the day that George Floyd died. And when he said, ‘I can’t breathe,’ you did what should have been done. You intervened and put a stop it. Where would we be today? Maybe still dealing with protests in the streets of major cities, maybe not. At a minimum, we would have one less senseless loss of life. One person can make a difference — you can make a difference.

Let the games begin?

Two of America’s pro sports leagues, Major League Baseball and the N.B.A., are working to resume play after calling off games because of the pandemic. Neither has a clear path to reopening just yet.
N.B.A. owners will vote today on resuming the 2019-2020 season at Walt Disney World late next month, The Times’s Marc Stein reports. The teams that would participate — 16 teams in playoff positions in the rankings and six that were close to making them — would send essential personnel to live at the Disney resort, and play games in empty arenas.
• The players’ union still has to approve the plan, though the league’s commissioner, Adam Silver, has been negotiating with the head of the union, Chris Paul, for weeks. (Bob Iger of Disney, which owns ESPN and the resort, is also involved.)
They’re further along than M.L.B. Team owners yesterday rejected a proposal by the players’ union for a shortened 114-game season, after the players turned down an offer for an 82-game season. Owners may counter with a 50-game proposal, which the union would most likely reject.

• As The Times’s Tyler Kepner points out, it’s all about money. All the wrangling means that the M.L.B. doesn’t look likely to come back soon.

Financiers create funds to fight racial inequality

As the business world reckons with discrimination and racism, investment firms are doing what they know to address the issue: raising new funds meant to help disadvantaged groups.
• Andreessen Horowitz announced its Talent x Opportunity Fund, which will invest in entrepreneurs who “lack the typical background and resources” of the usual Silicon Valley founder. It will start with $2.2 million, and all investment profits will be poured back into the fund.
• Goldman Sachs created the Goldman Sachs Fund for Racial Equality, which will back organizations focused on fighting “racial injustice, structural inequity and economic disparity.” It will start with $10 million.
• Earlier this week, SoftBank unveiled a $100 million fund to invest in companies founded by people of color. And TechCrunch notes that other firms are weighing similar funds, perhaps by targeting start-ups created out of institutions like historically black colleges and universities.
Firms are trying to make up for structural inequality in venture capital. Just 3 percent of venture capital investors are black or African-American, according to data from the National Venture Capital Association and Deloitte, while 5 percent are Hispanic. And a report by RateMyInvestor found that just 1 percent of venture-backed founders were black, and less than 2 percent were Hispanic.

Davos won’t be the same

The next gathering of the global elite at the World Economic Forum will be larger — and smaller — than in previous years. Organizers of the event in Davos, Switzerland, announced a “twin summit” for the 2021 edition, with a large virtual element running alongside a smaller in-person forum from Jan. 26 to 29.

Half as many delegates will attend in person as before. The goal is to distribute 1,200 to 1,500 of the coveted badges for official attendees, “with business, government and media representatives a first priority,” said Adrian Monck, a managing director at the W.E.F. About 3,000 delegates attended the most recent forum, one of the last big events to be held before the pandemic.
• Including support staff and side events, some 10,000 people descend on the Swiss ski resort every year. With fewer bigwigs at the official event and social distancing measures likely to still be in place in January, the crowds should be much smaller. (Brokers who rent out apartments and chalets for thousands of dollars a night are reporting slower sales than usual.)
“Virtual hubs” will integrate with the in-person programming, the forum said, making the event “open to everyone.” The theme will be “The Great Reset.”
Can they really pull this off? The W.E.F. wouldn’t be so sure if the Swiss authorities weren’t also keen for the event to go ahead. (Switzerland has greatly reduced the spread of the coronavirus and will begin lifting lockdowns this month and reopening its borders next month.) The organization is now negotiating renewals with the companies that spend hundreds of thousands of dollars to attend the forum each year. The nature of the discussions, Jason understands, are split between executives who believe in the forum’s high-minded mission and those who see it mostly as a networking event.
• Some companies have already said that they will skip it. But others may think that a smaller event makes it even more exclusive — and therefore, more valuable.

The speed read

Deals
• The Labor Department issued new guidance that could let 401(k) retirement plans invest in private equity funds, which are normally restricted to the very wealthy. (NYT)

• The movie theater chain AMC warned that it may not be able to survive the pandemic. (AP)
Politics and policy
• The British banks HSBC and Standard Chartered publicly backed a new Chinese security law that gives Beijing more control over Hong Kong. (FT)
• James Mattis, the former secretary of defense, denounced President Trump as a divisive leader who is threatening the Constitution. (The Atlantic)
Tech
• Nearly three dozen early Facebook employees criticized Mark Zuckerberg’s decision to not alter or block certain posts by President Trump. (NYT)
• Snap said it would no longer promote Mr. Trump’s account on Snapchat’s Discover home page. (NYT)
Best of the rest
• The chief of Pilgrim’s Pride was accused of price fixing, the first charges in a major investigation of chicken producers. (NYT)
• What went wrong at the C.D.C.? (NYT)
Thanks for reading! We’ll see you tomorrow.
We’d love your feedback. Please email thoughts and suggestions to dealbook@nytimes.com.

Jun 4, 2020