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Mergers & Acquisitions
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January 13, 2025
Proskauer Faces Revived DQ Bid In NJ Hospital Antitrust Fight
CarePoint Health is once again pushing to have Proskauer Rose LLP disqualified as counsel for healthcare network RWJBarnabas Health Inc. in an antitrust lawsuit in New Jersey federal court, asserting that a magistrate judge erred in previously denying its request.
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January 13, 2025
Cravath-Led J&J Paying $14.6B For Neuropsychiatric Drug Co.
Johnson & Johnson said Monday it has agreed to purchase Intra-Cellular Therapies Inc., a biopharmaceutical company focused on therapies for neuropsychiatric and neurological disorders, for approximately $14.6 billion.
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January 13, 2025
CFIUS Grants Nippon, US Steel Extension To Abandon Deal
The government committee that reviewed Nippon Steel's proposed $14.9 billion acquisition of U.S. Steel before President Joe Biden blocked the deal earlier this month has granted an extension until June for the companies to abandon the deal, according to a U.S. Steel securities filing Monday.
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January 13, 2025
3 Firms Build Clearwater's $1.5B Buy Of Enfusion
Software company Clearwater Analytics on Monday unveiled plans to buy investment management and hedge fund industry-focused software company Enfusion in a $1.5 billion deal built by three law firms.
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January 13, 2025
Nvidia's Healthcare Ambitions Grow In New Partnerships
Nvidia announced Monday that it has inked four new healthcare partnerships, a move that comes on the first day of the annual J.P. Morgan Healthcare Conference in San Francisco.
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January 13, 2025
GSK To Buy US Biotech Biz IDRx For Up To $1.15B
British pharmaceutical giant GSK PLC said Monday that it will buy Boston-based IDRx Inc. for up to $1.15 billion as it seeks to expand its portfolio of treatments for gastrointestinal cancers.
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January 12, 2025
Hospital Operator Hits Ch. 11 With $1B-Plus Debt, Sale Plans
Listing more than $1 billion in debts, California-based hospital operator Prospect Medical Holdings Inc. and several subsidiaries on Saturday filed a Chapter 11 petition in bankruptcy court in the Northern District of Texas, saying they intend to advance the planned sales of several facilities and refocus on operations in their home state.
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January 10, 2025
X Fights Finding Severance Row Contract Claims Can Survive
X Corp. and Elon Musk squared off with ex-Twitter workers in Delaware federal court, filing dueling briefs that took opposing stances over whether a district judge should adopt a recommendation to keep alive some breach-of-contract allegations in the workers' proposed class action claiming they were cheated out of severance benefits.
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January 10, 2025
4 Trends That Will Shape Venture Capital Funding In 2025
Venture capital funding appears primed to improve in 2025 as market participants shake off the effects of a post-pandemic crash, with surging demand for artificial intelligence, expectations of friendlier government policies, and more exits through public listings and acquisitions.
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January 10, 2025
US Trustee Balks At Ch. 11 Bid Protections In First Mode Case
A package of bid protections for the stalking horse of bankrupt electric-engine developer First Mode needs to be reined in, the Office of the U.S. Trustee has said, urging a Delaware bankruptcy judge to reject the debtor's request that expenses and fees tied to the $15 million bid be paid as priority claims.
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January 10, 2025
Off The Bench: Venu Deal Off, Fox Suit, Gender Rules Wobble
In this week's Off The Bench, a last-minute merger ends litigation over the new sports streaming service Venu, only for its backers to mothball the project entirely, Fox Sports is rocked by lurid sexual harassment claims, and a federal judge knocks down an attempt to expand transgender discrimination protections.
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January 10, 2025
KKR, PSP Buy $2.8B Stake In American Electric Power Units
Private equity giant KKR and Canada-based Public Sector Pension Investment Board, both advised by Simpson Thacher & Bartlett LLP, have agreed to take a minority stake in Morgan Lewis & Bockius LLP-led American Electric Power's transmission companies in Ohio, Indiana and Michigan, in a $2.82 billion deal.
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January 10, 2025
UK Litigation Roundup: Here's What You Missed In London
This past week in London has seen legal services group RBG Holdings face a winding-up petition from founder Ian Rosenblatt amid soured talks about the group's leadership, J.P. Morgan file a fresh claim against WeRealize, retailer Asda face an intellectual property claim over a specific type of mandarin and financier Nathaniel Rothschild sue German entrepreneur Lars Windhorst and his investment vehicle Tennor International. Here, Law360 looks at these and other new claims in the U.K.
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January 10, 2025
EU Greenlights $35B Synopsys-Ansys Deal With Remedies
The European Commission said Friday it has conditionally approved Synopsys Inc.'s proposed $35 billion acquisition of Ansys Inc. after the companies agreed to certain divestitures, as the megadeal continues to make regulatory progress across jurisdictions.
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January 10, 2025
Taxation With Representation: Kirkland, Davis Polk, Wachtell
In this week's Taxation With Representation, Constellation acquires Calpine, Cintas seeks a deal with UniFirst Corp., Stryker Corp. acquires Inari Medical Inc., and Paychex Inc. buys Paycor.
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January 10, 2025
Justices Seem Inclined To Uphold TikTok Sale-Or-Ban Law
The U.S. Supreme Court seemed likely Friday to uphold a law requiring TikTok to divest from its Chinese parent company over national security concerns or face a nationwide ban, despite some justices expressing concern over the law's impact on the free speech rights of Americans who use the wildly popular social media platform.
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January 10, 2025
ESPN, Fox, Warner Bros. Abruptly Scrap Sports Streaming JV
ESPN, Fox and Warner Bros. Discovery called off their Venu joint live sports streaming venture Friday, just days after ESPN parent company The Walt Disney Co. used the acquisition of a majority stake in streaming startup FuboTV Inc. to nix Fubo's challenge to Venu on the courthouse steps.
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January 10, 2025
BCLP's Global Healthcare Chair Jumps To Dechert
Dechert LLP has brought on the former global chair of healthcare and life sciences at Bryan Cave Leighton Paisner LLP as a corporate and securities partner and leader of its healthcare regulatory practice.
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January 10, 2025
Travers Smith-Led DBAY Bids £350M For Alliance Pharma
Asset manager DBAY Advisors said Friday that it and a European private equity fund have agreed to acquire British consumer healthcare company Alliance Pharma for approximately £350 million ($428 million) in a deal guided by Slaughter and May and Travers Smith LLP.
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January 10, 2025
DOJ Sues To Block Amex GBT's $570M Deal For Rival CWT
The U.S. Department of Justice filed a lawsuit Friday seeking to block American Express Global Business Travel Inc.'s planned $570 million acquisition of corporate travel management rival CWT Holdings LLC.
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January 10, 2025
Constellation Energy Buying Calpine In $26.6B Megadeal
Constellation has agreed to acquire Calpine at a net purchase price of $26.6 billion, in a deal that will merge two of the largest power generation companies in the U.S., the companies announced Friday.
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January 09, 2025
Skadden Opens Abu Dhabi Office With Freshfields Hire
Skadden Arps Slate Meagher & Flom LLP announced Thursday that its first Middle East office has opened in Abu Dhabi, United Arab Emirates, spearheaded by a new corporate transactional partner who previously led the region for Freshfields Bruckhaus Deringer LLP.
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January 09, 2025
Activision Brands $75B Del. Merger Suit 'Scattershot'
An attorney for former Activision-Blizzard directors and top officers told Delaware's chancellor on Thursday that stockholder attorneys are pursuing a massive but "scattershot" suit challenging the company's $75.4 billion merger with Microsoft Corp., a deal that produced both a disputed $31 billion premium and a 329-page third amended lawsuit.
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January 09, 2025
Lutnick, Cantor Seek Toss Of BGC Reorganization Suit In Del.
An attorney for billionaire Howard Lutnick and Cantor Fitzgerald told a Delaware vice chancellor on Thursday that former BGC Partners LP stockholders who sued over allegedly unfair terms in its conversion into a public company raised derivative claims that instead belong to the converted company.
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January 09, 2025
Kroger Drops FTC Constitutionality Fight After Nixed Merger
Kroger on Thursday voluntarily dismissed its case challenging the constitutionality of the Federal Trade Commission's in-house court, after the agency dropped its administrative case targeting the grocery chain's abandoned deal for Albertsons.
Expert Analysis
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Takeaways From DOJ's Intervention On Pricing Algorithm Use
A recent U.S. Justice Department amicus brief arguing that a Nevada federal judge wrongly focused on the nonbinding aspect of software company Cendyn Group's pricing algorithm underscores the growing challenge of determining when, if ever, pricing algorithms are legal, say attorneys at Rule Garza.
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Equitable Mootness Insights From Greenlit Ch. 11 Plan Appeal
A Texas federal court recently allowed a challenge to ConvergeOne's Chapter 11 bankruptcy plan to proceed because it wouldn't disrupt the IT company's confirmed plan or harm creditors, reinforcing the importance of judicial restraint in applying equitable mootness where limited relief is possible, say attorneys at Parkins & Rubio.
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Litigation Inspiration: Reframing Document Review
For attorneys — new ones especially — there is much fulfillment to find in document review by reflecting on how important, interesting and pleasant it can be, says Bennett Rawicki at Hilgers Graben.
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Expect More State Scrutiny Of PE In Healthcare M&A
While a California bill that called for increased antitrust scrutiny of many healthcare private equity transactions was recently vetoed by the governor, state legislatures are likely to continue introducing similar laws, particularly if the Trump administration eases federal enforcement, say attorneys at Morgan Lewis.
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3 Changes Community Banks Should Expect Under Trump
A second Trump administration promises a sea change for regional and community banks, including shifts in the regulatory environment, Community Reinvestment Act rules and the M&A landscape, say attorneys at Manatt.
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How CFIUS' Updated Framework Affects Global Investors
The recent change to the monitoring and enforcement regulations governing the Committee on Foreign Investment in the United States will broaden administrative practices around nonnotified transaction investigations, increase the scope of information demands from the committee and accelerate its ability to impose mitigation on parties, say attorneys at Simpson Thacher.
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Service Providers Must Mitigate 'Secondary Target' Risks
A lawsuit recently filed in an Illinois federal court against marketing agency Publicis over its work for opioid manufacturers highlights an uptick in litigation against professional service providers hired by clients that engaged in alleged misconduct — so potential targets of such suits should be sure to conduct proper risk analysis and mitigation, say attorneys at Dechert.
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Opinion
FTC Actions In Oil Cases Go Against Its Own Rulemaking
Two recent Federal Trade Commission actions concerning the oil and gas industry appear to defy its own merger guidelines, with allegations that fall far short of the commission's own standard — raising serious questions about the agency's current approach, say attorneys at Clifford Chance.
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Series
Flying Makes Me A Better Lawyer
Achieving my childhood dream of flying airplanes made me a better lawyer — and a better person — because it taught me I can conquer difficult goals when I leave my comfort zone, focus on the demands of the moment and commit to honing my skills, says Ivy Cadle at Baker Donelson.
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Takeaways From Final Regulations For China Investment Ban
The U.S. Department of the Treasury’s final rule banning U.S. investment in emerging Chinese technology clarifies some key requirements, includes additional exceptions for covered transactions and attempts to address concerns that the rule will put U.S. businesses at a competitive disadvantage, say attorneys at Simpson Thacher.
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Series
Circus Arts Make Me A Better Lawyer
Performing circus arts has strengthened my ability to be more thoughtful, confident and grounded, all of which has enhanced my legal practice and allowed me to serve clients in a more meaningful way, says Bailey McGowan at Stinson.
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Recent Listeria Outbreaks Hold Key Compliance Lessons
Listeria outbreaks in ready-to-eat foods from Boar's Head and other companies, and the U.S. Department of Agriculture and U.S. Food and Drug Administration responses to these outbreaks, should be closely evaluated from an overall compliance and risk management perspective by food manufacturers, retailers and industry investors, say attorneys at Kirkland.
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3 Ways To Train Junior Lawyers In 30 Minutes Or Less
Today’s junior lawyers are experiencing a skills gap due to pandemic-era disruptions, but firms can help bring them up to speed by offering high-impact skill building content in bite-sized, interactive training sessions, say Stacey Schwartz at Katten, Diane Costigan at Winston & Strawn and Lauren Tierney at Freshfields.
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Expect Surging Oil And Gas Industry Under New Trump Admin
Throughout his recent campaign, President-elect Donald Trump promised increased oil and natural gas production and reduced reliance on renewables — and his administration will likely bring more oil and gas dealmaking, faster federal permitting and attempts to roll back incentives for green energy, say attorneys at Sidley.
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Opinion
The Right Kind Of Deregulation In Commercial Airline Industry
Similar to the economic deregulation that occurred more than four decades ago during the Carter administration, the incoming Trump administration should restore the very limited federal regulatory role in the economics of the airline industry, says former U.S. transportation secretary James Burnley at Venable.