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Mergers & Acquisitions
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January 23, 2025
Greenlight CLO Rejoins Nelson Mullins As Corporate Co-Chair
The former chief legal officer at family-oriented personal finance company Greenlight Financial Technology Inc. has rejoined Nelson Mullins Riley & Scarborough LLP in Atlanta to co-chair the firm's corporate practice group.
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January 23, 2025
Bain Matches CC Capital's Rival Bid For Insignia Financial
Bain Capital has submitted a revised bid of more than $1.9 billion for Australia's Insignia Financial Ltd., matching an earlier revised offer submitted by fellow U.S. private equity firm CC Capital Partners just days ago, Insignia said Thursday.
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January 22, 2025
American, JetBlue Ink $1.9M Atty Fee Deal After Antitrust Loss
A Massachusetts federal judge signed off Tuesday on a settlement requiring American Airlines and JetBlue to cover $1.9 million worth of legal fees that a group of state attorneys general spent successfully challenging the two airlines' Northeast Alliance joint venture as anticompetitive.
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January 22, 2025
Del. Justices Probe $10.4B Anaplan-Thoma Bravo Deal
The Delaware Supreme Court on Wednesday repeatedly asked attorneys what Anaplan Inc.'s officers needed to tell shareholders before they voted on the company's $10.4 billion sale to private equity firm Thoma Bravo, probing what sorts of disclosures would be required under the First State's so-called Corwin doctrine.
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January 22, 2025
Former Pioneer CEO Sues FTC Over Exxon Board Block
The former CEO of Pioneer Natural Resources, Scott Sheffield, accused the Federal Trade Commission of violating his constitutional rights by barring him from serving on Exxon Mobil Corp.'s board when the agency cleared a $60 billion merger between Exxon and Pioneer.
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January 22, 2025
Securities Defense Bar Notched More Dismissals In '24
Courts threw out more securities class actions last year than they had in years before, reversing a six-year downturn in the number of shareholder suits resolved through settlement or dismissal, according to a Wednesday report by National Economic Research Associates Inc.
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January 22, 2025
Waste Co. Says Ex-Director Used Secret Info For Sabotage
Commercial waste management company RTS has accused a former board director in Delaware Chancery Court of misusing its confidential information and deliberately sabotaging the business to try to force a cheap sale to the ex-director's private equity firm.
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January 22, 2025
Pa. Justices Revive Case Over Hospital Care Discontinuation
Pennsylvania's highest court on Wednesday ruled a trial court had reasonable grounds to halt plans by now-bankrupt hospital operator Prospect Medical Holdings Inc. to discontinue emergency and acute care services at a Delaware County facility.
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January 22, 2025
Paul Weiss Repping Aptiv On Plans To Split Into 2 Companies
Paul Weiss Rifkind Wharton & Garrison LLP-led technology company Aptiv PLC on Wednesday announced plans to separate its Electrical Distribution Systems business, creating two independent companies that it says are "optimally positioned" to serve customers.
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January 22, 2025
Paul Weiss Guides Ares On $304M Form Technologies Buy
Paul Weiss is guiding an Ares Management-led group on the $304 million purchase of a majority of Form Technologies Inc.'s common equity, in a transaction that allows Kirkland & Ellis LLP-advised Form to "substantially deleverage" its balance sheet, Form said Wednesday.
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January 22, 2025
Mergers & Acquisitions Group Of The Year: Simpson Thacher
Simpson Thacher & Bartlett LLP's mergers and acquisitions team clinched some of the biggest deals that reshaped the technology and media landscapes in the past year, including Cisco Systems' $28 billion purchase of Splunk and Paramount's $28 billion merger with Skydance Media, landing the law firm a spot among the 2024 Law360 Mergers & Acquisitions Groups of the Year.
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January 22, 2025
Saudi Wealth Fund Selling Biz Service Firm In $907M Deal
Saudi Arabia's Public Investment Fund said Wednesday it has agreed to sell business services and digital solutions firm Thiqah to Elm Company, a Saudi Arabian digital security firm, in a deal valued at $907 million.
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January 21, 2025
Ex-Meta COO Sanctioned For Deleting Cambridge Emails
A Delaware Court of Chancery judge on Tuesday sanctioned Meta Platforms Inc.'s former Chief Operating Officer Sheryl Sandberg in consolidated litigation over the Facebook Cambridge Analytica data scandal, finding that she likely selectively deleted emails that related to the litigation.
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January 21, 2025
Del. Justices Seal Oracle's Win In $9.3B NetSuite Merger Suit
The Delaware Supreme Court on Tuesday affirmed the Chancery Court's toss last year of a challenge to Oracle Corp.'s $9.3 billion acquisition of NetSuite Corp. in 2016, saying the Chancery did not err in finding that the transaction was untainted from influence by Oracle's management or its founder and top shareholder.
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January 21, 2025
Judge OKs Deal To Keep Some American Freight Stores Open
A Delaware bankruptcy judge on Tuesday approved a sale in Chapter 11 that will keep the lights on in more than two dozen American Freight home furnishing stores by transferring their leases from the bankrupt Franchise Group.
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January 21, 2025
Colo. Court OKs Use Of LLC Test For LPs In Ranch War
A Colorado state appeals court affirmed a trial court's decision to dissolve a partnership that owned a ranch in the state, ruling for the first time that a test for determining when judicial dissolution is necessary can be applied to limited partnerships.
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January 21, 2025
Paul Hastings Repping TikTok Buyout Consortium
Global law firm Paul Hastings LLP said Tuesday it is representing an American investor group, led by the founder of Employer.com, that has launched a formal bid to acquire the U.S. operations of TikTok.
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January 21, 2025
Ex-Cannabis Exec Hit With Insider Trading Charges
A former executive of cannabis giant Verano Holdings and friends from his country club have been hit with both criminal charges and a civil lawsuit for insider trading, with the government alleging they bought stock in a rival cannabis company Verano had planned to acquire based on nonpublic information.
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January 21, 2025
Dozen Morris Manning Attys Headed To Reed Smith, Firm Says
A dozen attorneys from Morris Manning & Martin LLP's Atlanta office, including the firm's private equity co-chair and other leaders, have told the firm they are leaving to join Reed Smith LLP, a Morris Manning spokesperson told Law360 Pulse on Tuesday.
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January 21, 2025
New SEC Task Force Eyes 'Sensible' Crypto Regulations
A day after being appointed acting chairman of the U.S. Securities and Exchange Commission, Mark T. Uyeda on Tuesday launched a cryptocurrency task force to develop "a comprehensive and clear regulatory framework" for such assets.
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January 21, 2025
FTC Gives Nod To Chevron's $53B Hess Buy, With Conditions
The Federal Trade Commission has formally approved a consent order resolving antitrust concerns over Chevron Corp.'s planned $53 billion acquisition of Hess Corp., one that bars CEO John Hess from joining the combined company's board.
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January 21, 2025
Pactiv Evergreen's $6.7B Sale To Novolex Goes Unchallenged
Food merchandising product maker Pactiv Evergreen on Tuesday revealed that the waiting period for its $6.7 billion merger with packaging products manufacturer Novolex has expired, clearing the path for the deal to close.
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January 21, 2025
Former DOJ Antitrust Leader Joins Cravath From Paul Weiss
The former co-chair of Paul Weiss Rifkind Wharton & Garrison LLP's antitrust practice group, who previously served as the ranking deputy at the U.S. Department of Justice's Antitrust Division, has joined Cravath Swaine & Moore LLP as a New York-based litigation partner.
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January 21, 2025
Mergers & Acquisitions Group Of The Year: Latham
Latham & Watkins LLP had a big 2024 highlighted by high-profile, blockbuster deals as diverse as Skydance Media's merger with Paramount Global, and Healthpeak's $21 billion merger with Physicians Realty Trust, earning the firm a spot among the 2024 Law360 Mergers & Acquisitions Groups of the Year.
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January 21, 2025
Bain-Backed Kantar Group Selling Media Arm In $1B Deal
London-based marketing data and analytics company Kantar Group has disclosed what it called a proposed sale of its Kantar Media unit to HIG Capital for approximately $1 billion.
Expert Analysis
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A Look At State AGs Supermarket Antitrust Enforcement Push
The ongoing antitrust intervention by state attorneys general in the proposed Kroger and Albertsons merger suggests that states are straying from a Federal Trade Commission follow-on strategy in the supermarket space, which involved joining federal investigations or lawsuits and settling for the same divestment remedies, say attorneys at Troutman Pepper.
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How To Survive Shareholder Activism
In an era where shareholder activism is on the rise, companies must identify weaknesses, clearly communicate strategies, update board composition and engage with shareholders consistently in order to avoid disruptive shareholder activism and safeguard the interests of both the company and its shareholders, say J.T. Ho at Orrick and Greg Taxin at Spotlight Advisors.
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'Outsourcing' Ruling, 5 Years On: A Warning, Not A Watershed
A New York federal court’s 2019 ruling in U.S. v. Connolly, holding that the government improperly outsourced an investigation to Deutsche Bank, has not undercut corporate cooperation incentives as feared — but companies should not completely ignore the lessons of the case, say Temidayo Aganga-Williams and Anna Nabutovsky at Selendy Gay.
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Series
Serving In The National Guard Makes Me A Better Lawyer
My ongoing military experience as a judge advocate general in the National Guard has shaped me as a person and a lawyer, teaching me the importance of embracing confidence, balance and teamwork in both my Army and civilian roles, says Danielle Aymond at Baker Donelson.
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Big Business May Come To Rue The Post-Administrative State
Many have framed the U.S. Supreme Court’s recent decisions overturning Chevron deference and extending the window to challenge regulations as big wins for big business, but sand in the gears of agency rulemaking may be a double-edged sword, creating prolonged uncertainty that impedes businesses’ ability to plan for the future, says Todd Baker at Columbia University.
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Equity Rights Offering Considerations As Maturity Cliff Looms
Current market uncertainties make an equity rights offering — involving affiliate backstop investors — a cost-effective, capital-raising transaction for distressed companies looking to manage their leverage ahead of the impending maturity of a substantial number of COVID-era debt issuances, say attorneys at Winston & Strawn.
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A Midyear Forecast: Tailwinds Expected For Atty Hourly Rates
Hourly rates for partners, associates and support staff continued to rise in the first half of this year, and this growth shows no signs of slowing for the rest of 2024 and into next year, driven in part by the return of mergers and acquisitions and the widespread adoption of artificial intelligence, says Chuck Chandler at Valeo Partners.
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Mitigating Risks Amid 10-Year Sanctions Enforcement Window
In response to recent legislation, which doubles the statute of limitations for actions related to certain U.S. sanctions and provides regulators greater opportunity to investigate possible violations, companies should take specific steps to account for the increased civil and criminal enforcement risk, say attorneys at Freshfields.
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A Look At Acquisition Trends For Radiopharmaceuticals
As radiopharmaceutical drugs are increasingly used for the diagnosis and treatment of certain diseases, interest from Big Pharma entities is following suit, despite some questions around the drugs' capacity to expand beyond their limited niche, says Adrian Toutoungi at Taylor Wessing.
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Opinion
States Should Loosen Law Firm Ownership Restrictions
Despite growing buzz, normalized nonlawyer ownership of law firms is a distant prospect, so the legal community should focus first on liberalizing state restrictions on attorney and firm purchases of practices, which would bolster succession planning and improve access to justice, says Michael Di Gennaro at The Law Practice Exchange.
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Series
Solving Puzzles Makes Me A Better Lawyer
Tackling daily puzzles — like Wordle, KenKen and Connections — has bolstered my intellectual property litigation practice by helping me to exercise different mental skills, acknowledge minor but important details, and build and reinforce good habits, says Roy Wepner at Kaplan Breyer.
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What UK Digital Markets Act Will Mean For Competition Law
The new Digital Markets Act’s reforms will strengthen the Competition and Markets Authority's investigatory and enforcement powers across its full remit of merger control and antitrust investigations, representing a seismic shift in the U.K. competition and consumer law landscape, say lawyers at Travers Smith.
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Texas Ethics Opinion Flags Hazards Of Unauthorized Practice
The Texas Professional Ethics Committee's recently issued proposed opinion finding that in-house counsel providing legal services to the company's clients constitutes the unauthorized practice of law is a valuable clarification given that a UPL violation — a misdemeanor in most states — carries high stakes, say Hilary Gerzhoy and Julienne Pasichow at HWG.
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In Memoriam: The Modern Administrative State
On June 28, the modern administrative state, where courts deferred to agency interpretations of ambiguous statutes, died when the U.S. Supreme Court overruled its previous decision in Chevron v. Natural Resources Defense Council — but it is survived by many cases decided under the Chevron framework, say Joseph Schaeffer and Jessica Deyoe at Babst Calland.
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First-Of-Its-Kind Chancery Ruling Will Aid SPAC Defendants
The Delaware Chancery Court's first full dismissal of claims challenging a special purpose acquisition company transaction under the entire fairness doctrine in the recent Hennessy Capital Acquisition Stockholder Litigation establishes useful precedent to abate the flood of SPAC litigation, say Lisa Bugni and Benjamin Lee at King & Spalding.