Mergers & Acquisitions

  • November 18, 2024

    Will AG-Elect Stick To NC Dems' Playbook, Or Take New Path?

    Incoming North Carolina Attorney General and "TikTok candidate" Jeff Jackson may be the latest in a long line of Democrats to serve as the state's top cop, but questions remain as to how closely he might follow in the footsteps of his powerful predecessors when it comes to issues like pursuing the very social media app that bolstered his campaign.

  • November 18, 2024

    J&J Posts $1.17B Bond For Del. Merger Milestone Appeal

    Johnson & Johnson Inc. has posted a $1.167 billion surety-backed bond ahead of its planned appeal challenging a Delaware Chancery Court's finding that it owes more than $1 billion to a medical robotics developer's former shareholders caught up in a post-acquisition dispute.

  • November 18, 2024

    Live Nation Says Ticket Buyers Must Arbitrate Antitrust Suit

    Live Nation moved to arbitrate a proposed consumer antitrust class action alleging it monopolizes concert promotions and secondary ticketing services for major venues, arguing in New York federal court Friday the customers agreed to arbitrate any dispute each time they logged in to their accounts or accepted secondary ticket transfers.

  • November 18, 2024

    FCC's Carr Likely To Test Agency's Ability To Rein In Big Tech

    Brendan Carr's selection as the next Federal Communications Commission chair prompted a wave of plaudits from industry and some dismay from liberal groups, but one thing stands out among experts: He will push to counter what he sees as out-of-control conduct by tech platforms.

  • November 18, 2024

    Treasury Finalizes Tougher Foreign Investment Law Penalties

    The Treasury Department on Monday finalized a rule sharpening its enforcement authority to stop or demand additional information regarding foreign-investment deals that the U.S. deems potential threats to national security.

  • November 18, 2024

    Wachtell-Led CVS Adds Glenview CEO, Others To Board

    CVS Health, represented by Wachtell Lipton Rosen & Katz, said Monday it has struck a deal with activist investor Glenview Capital Management to appoint four new board members, including Glenview CEO Larry Robbins. 

  • November 18, 2024

    Simpson Thacher Adds Cleary Gottlieb Banking, Credit Pro

    Simpson Thacher & Bartlett LLP announced Monday that a former Cleary Gottlieb Steen & Hamilton LLP attorney will be joining the firm's New York office to focus on banking and credit matters, touting her history representing some of the world's largest financial sponsors and their portfolio companies.

  • November 18, 2024

    Comtech Agrees To Board Shake-Up With Ex-CEOs

    Comtech Telecommunications Corp. said Monday it has reached an "amicable resolution" with an investor group that includes two former CEOs who had sought a board shake-up, agreeing to the appointment of two new directors and the withdrawal of the CEOs' proposed full slate of directors.

  • November 18, 2024

    Health Care Co. CareMax Hits Ch. 11 With Plans To Sell Assets

    Medical services company CareMax Inc. has filed for Chapter 11 protection in Texas bankruptcy court, listing $422.6 million of funded debt and disclosing plans to sell its assets during the case.

  • November 18, 2024

    Spirit Airlines Files For Ch. 11 With Equity-Swap Plan

    Budget air carrier Spirit Airlines filed for Chapter 11 protection in a New York bankruptcy court Monday with $3.6 billion in funded debt and a preapproved equity swap restructuring plan.

  • November 18, 2024

    Segro Lets £552M Offer For Tritax EuroBox Lapse

    British real estate investment trust Segro PLC said Monday that its all-stock bid of approximately £552 million ($697 million) for Tritax EuroBox has lapsed after the latter accepted asset management giant Brookfield's competing cash bid of £557 million.

  • November 15, 2024

    Jordan Says DOJ, FTC, CFTC Teed Up Actions Ahead Of Trump

    House Judiciary Committee Chairman Jim Jordan, R-Ohio, lambasted three federal departments and their leaders, accusing them of either trying to push out enforcement actions or make last-minute hires during President Joe Biden's final days in office.

  • November 15, 2024

    Trump's SDNY Pick A Familiar Face In Wall Street's Legal Wing

    Jay Clayton's nomination to be the Manhattan U.S. attorney would seat a highly regarded Wall Street lawyer in one of the top law enforcement jobs in the country, but he may face headwinds over his industry relationships and lack of criminal prosecution experience.

  • November 15, 2024

    Hedge Fund Group Urges Trump To Reject 'Punitive' Policies

    A leading industry group representing hedge funds and other alternative asset managers is urging President-elect Donald Trump to abandon "punitive" economic policies and instead propose tax and regulatory relief, including business-friendly priorities at the U.S. Securities and Exchange Commission.

  • November 15, 2024

    Pennsylvania AG Can't Stop Glass Plant From Moving To Ohio

    A Pennsylvania federal judge denied the Keystone State attorney general's bid to stop a private equity firm from shutting down a Pyrex plant it purchased and moving its operations to Ohio, ruling that "there is simply insufficient evidence presented" to show that the move will be anticompetitive.

  • November 15, 2024

    4 Oil Giants Invest $500M To Boost Global Energy Access

    Four oil and gas industry giants — BP, Equinor, Shell and TotalEnergies — announced a commitment Friday to invest a total of $500 million in support of a United Nations goal to ensure access to clean and affordable energy worldwide by 2030. 

  • November 15, 2024

    Taxation With Representation: Cravath, MoFo, Gibson Dunn

    In this week's Taxation With Representation, Cardinal Health takes a majority stake in GI Alliance and acquires Advanced Diabetes Supply Group, Just Eat offloads Grubhub to Wonder Group, Rivian Automotive and Volkswagen Group launch a joint venture, and Ovintiv Inc. buys Montney Basin assets from Paramount Resources Ltd.

  • November 15, 2024

    Danone Boosts Lifeway Bid To $306M After Rejection

    Danone North America PBC has boosted its bid to buy the remainder of Lifeway Foods Inc. from $25 per share to $27 per share — for a total offer of roughly $306 million — after being "disappointed" by Lifeway's rejection of the prior offer, Danone said in a letter to Lifeway on Friday. 

  • November 15, 2024

    Electronics Biz Makes £249M Bid For UK Tech Parts Co.

    Electronics component manufacturer Volex PLC said Friday that it has made a second offer to buy TT Electronics PLC, a British multinational technological parts maker, that values the company at £248.6 million ($315.6 million).

  • November 14, 2024

    Man Found Guilty Of Scamming NBA Players Seeks New Trial

    A Georgia businessman and recidivist fraudster is seeking a retrial after being convicted of swindling former NBA players Dwight Howard and Chandler Parsons out of a combined $8 million, in a scheme under which the pro basketball players believed their money was going toward legitimate investments.

  • November 14, 2024

    All Merger Fixes 'Should Be On Table,' FTC's Holyoak Says

    One of the Federal Trade Commission's Republican members on Thursday signaled a significant softening of the Biden era's tough stance against merger remedies meant to fix otherwise problematic mergers is likely once the GOP takes the majority at the agency.

  • November 14, 2024

    FTC's Holyoak Says New Comment Portal Shows Merger Bias

    Federal Trade Commissioner Melissa Holyoak said Thursday the design of a new portal allowing the public to comment on pending deals shows signs of the current leadership's view that all mergers are bad.

  • November 14, 2024

    XL Fleet SPAC Suit Tentatively Settled For $4.75M In Del.

    Investors in a December 2020 blank-check company merger that took hybrid-car retrofit venture XL Fleet public have preliminarily settled a four-count fiduciary duty breach suit in Delaware's Court of Chancery for $4.75 million.

  • November 14, 2024

    Paramount Ruling Breaks Key Litigation Tool, Chancery Told

    A Delaware magistrate in a Chancery decision shielding company records from stockholder demands based on anonymous, presuit sources and purportedly new, post-demand requests threatens one of the few sources available for probing corporate wrongdoing, a stockholder attorney told a vice chancellor on Thursday.

  • November 14, 2024

    DOJ Deputy Says Biden Stance Led To Fewer Harmful Mergers

    The deputy head of the U.S. Department of Justice's Antitrust Division offered a full-throated defense Thursday of the Biden administration's aggressive competition enforcement record, arguing, with a Republican takeover imminent, that "more demanding standards" for transaction remedies prompted real change by merging companies seeking to avoid a merger challenge.

Expert Analysis

  • 4 Takeaways From Biden's Crypto Mining Divestment Order

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    A May 13 executive order prohibiting the acquisition of real estate by a foreign investor on national security grounds — an enforcement first — shows the importance of understanding how the Committee on Foreign Investment in the United States might profile cross-border transactions, even those that are non-notified, say attorneys at Kirkland.

  • Exploring An Alternative Model Of Litigation Finance

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    A new model of litigation finance, most aptly described as insurance-backed litigation funding, differs from traditional funding in two key ways, and the process of securing it involves three primary steps, say Bob Koneck, Christopher Le Neve Foster and Richard Butters at Atlantic Global Risk LLC.

  • Del. Dispatch: Chancery's Evolving Approach To Caremark

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    Though Caremark claims are historically the least likely corporate claims to lead to liability, such cases have been met in recent years with increased judicial receptivity — but the Delaware Court of Chancery still expressly discourages the reflexive filing of Caremark claims following corporate mishaps, say attorneys at Fried Frank.

  • Series

    Teaching Yoga Makes Me A Better Lawyer

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    Being a yoga instructor has helped me develop my confidence and authenticity, as well as stress management and people skills — all of which have crossed over into my career as an attorney, says Laura Gongaware at Clyde & Co.

  • A Vision For Economic Clerkships In The Legal System

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    As courts handle increasingly complex damages analyses involving vast amounts of data, an economic clerkship program — integrating early-career economists into the judicial system — could improve legal outcomes and provide essential training to clerks, say Mona Birjandi at Data for Decisions and Matt Farber at Secretariat.

  • Standardizing Early Case Appraisal In Securities Class Actions

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    While an initial economic assessment of securities class action litigation is far too often not undertaken, it's an important step in planning the defense strategy that can provide counsel, clients and insurers with a much clearer view of the case, and can be simplified through standardized analyses, says Assen Koev at SCA iPortal.

  • Del. Ruling Highlights M&A Deal Adviser Conflict Disclosures

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    The Delaware Supreme Court recently reversed the Court of Chancery's dismissal of challenges to Nordic Capital's acquisition of Inovalon, demonstrating the importance of full disclosure of financial adviser conflicts when a going-private merger seeks business judgment rule review, say attorneys at Debevoise.

  • Key Antitrust Class Certification Questions Remain Unclear

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    The U.S. Supreme Court, by recently rejecting certiorari in Visa v. National ATM, turned down the opportunity to clarify how to analyze disputed evidence bearing on the certification of antitrust class actions, leaving the applicable standards unclear instead of resolving this split of authority, says Jonathan Berman at Jones Day.

  • E-Discovery Quarterly: Recent Rulings On Text Message Data

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    Electronically stored information on cellphones, and in particular text messages, can present unique litigation challenges, and recent court decisions demonstrate that counsel must carefully balance what data should be preserved, collected, reviewed and produced, say attorneys at Sidley.

  • Dual-Track IPO-M&A Exit Strategies For Life Science Cos.

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    A dual-track process for life sciences companies offers a proven path to securing favorable deal terms for an exit, and strategic moves can include running a crossover financing round in the lead-up, say attorneys at McDermott.

  • How New Rule Would Change CFIUS Enforcement Powers

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    Before the May 15 comment deadline, companies may want to weigh in on proposed regulatory changes to enforcement and mitigation tools at the disposal of the Committee on Foreign Investment in the United States, including broadened subpoena powers, difficult new mitigation timelines and higher maximum penalties, say attorneys at Venable.

  • PE In The Crosshairs Of Public And Private Antitrust Enforcers

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    A series of decisions from a California federal court in the recently settled Packaged Seafood Products Antitrust Litigation, as well as heightened scrutiny from federal agencies, serve as a reminder that private equity firms may be exposed to liability for alleged anti-competitive conduct by their portfolio companies, say attorneys at Axinn.

  • Series

    Swimming Makes Me A Better Lawyer

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    Years of participation in swimming events, especially in the open water, have proven to be ideal preparation for appellate arguments in court — just as you must put your trust in the ocean when competing in a swim event, you must do the same with the judicial process, says John Kulewicz at Vorys.

  • A Recipe For Growth Equity Investing In A Slow M&A Market

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    Carl Marcellino at Ropes & Gray discusses the factors bolstering appetite for growth equity fundraising in a depressed M&A market, and walks through the deal terms and other ingredients that set growth equity transactions apart from bread-and-butter venture capital investing.

  • PE-Healthcare Mergers Should Prepare For Challenges

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    State and federal regulators are increasingly imposing new requirements on healthcare transactions involving private equity partners, with mergers that would have drawn little scrutiny a few years ago now requiring a multijurisdictional risk analysis during the deal formation process, say attorneys at Stinson.

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