SAG, and its predecessor Stewart and Smith, have been providing consulting advice to the institutional investing community since the mid-1980s. Our objective is to provide timely and informed counsel to our clients on the panoply of issues that impact event-driven strategies. Our clients are involved primarily in risk arbitrage, event-driven, pairs trading or long/short investing. Much of the work we do is in the areas of antitrust, corporate governance, regulatory review and litigation analysis. With our years of relevant experience, we believe we have a unique understanding of the research needs of our clients.
Our risk arb focus is to anticipate potential regulatory issues arising in the context of reviews of announced or potential merger transactions by agencies such as the U.S. Department of Justice or Federal Trade Commission, as well as the FCC or FERC. We also analyze the process of review in international jurisdictions such as the EU, Canadian Competition Bureau, MOFCOM or the Bundeskartellamt. Our goal is for our clients to understand the risk these transactions face, both substantively and from a timing perspective, and the potential for successful resolution.
In addition, we advise on issues relating to the DMA should they arise, such as efforts clauses, divestiture caps, termination rights and remedies. We attend antitrust-related trials.
In the area of corporate governance, we advise on the status of a corporation’s defenses against hostile advance, and potential strategies that might be employed by both the acquirer and target. We have developed a significant database relating to these situations, and a deep understanding of the approach taken by the Delaware Court of Chancery and other jurisdictions when these matters reach litigation. We also attend hearing on these matters.
Although less frequently, SAG will also advise on issues arising in such contexts as litigation or legislation. In the litigation context, we review legal filings to develop a deep understanding of the issues presented and potential outcomes on liability and damages. In legislative matters, we review bills to develop an understanding of the ramifications and likelihood of passage.