Mergers & Acquisitions

  • August 26, 2016

    WhatsApp's Facebook Data-Sharing Plan Rouses Watchdog

    Mobile messaging service WhatsApp revealed Thursday that it's going to start sharing users’ phone numbers and other data with parent company Facebook in order to better target ads, a move that drew immediate backlash from a privacy group that vowed to bring its concerns to the Federal Trade Commission.

  • August 26, 2016

    Redstone Granddaughter Drops Viacom Settlement Challenge

    A granddaughter of Sumner Redstone dropped objections that were holding up the settlement of the Viacom media empire power struggle after receiving promises of meeting the mogul and firmly securing a billion-dollar stake in his trust.

  • August 26, 2016

    Health Hires: K&L Gates, Pharma Trade Org, Tucker Ellis

    K&L Gates LLP has expanded its health care group with a new partner from Baker Donelson Bearman Caldwell & Berkowitz PC, the Philadelphia Drug Exchange has appointed new general counsel and Tucker Ellis LLP has opened a St. Louis office where attorneys will focus on product liability and medical device and pharmaceutical liability, among other areas.

  • August 26, 2016

    Deals Rumor Mill: Herbalife, Hurtigruten, China Vanke

    Carl Icahn could sell his roughly $1 billion stake in Herbalife to a group that includes rival Bill Ackman, numerous private equity firms have interest in buying Norwegian cruise operator Hurtigruten and real estate developer China Vanke hopes to buy an approximately $386 million Shanghai office tower from Carlyle.

  • August 26, 2016

    Investor Ends Class Action Over $461M AnchorBank Sale

    An Anchor BanCorp Wisconsin Inc. investor asked a Wisconsin federal court on Friday to end his class action accusing executives of structuring a $461 million sale to benefit themselves and shortchange investors in light of a Seventh Circuit decision earlier this month that curbs certain disclosure-only settlements.

  • August 26, 2016

    Alere Drags Abbott To Court In Bid To Force $5.8B Deal

    Massachusetts-based diagnostic service provider Alere Inc. filed suit against Abbott Laboratories on Thursday, asking Delaware’s Chancery Court to force through their proposed $5.8 billion tie-up, escalating a monthslong stalemate in which Abbott has expressed concerns with Alere’s business practices, controls and the merger in general.

  • August 26, 2016

    Software Co.'s $20M Suit Claims Merger Misrepresentations

    Software company E2.0 LLC was hit by a $20 million lawsuit Thursday in Delaware federal court claiming the company deceived C3 Inc. in the run-up to the companies’ merger, lying about energy savings associated with its software, opening sham accounts to report false customer usage levels and talking up a shoddy product.

  • August 26, 2016

    Don't Miss It: Hot Deals & Firms We Followed This Week

    With so much mergers and acquisitions news this week, you may have missed several deals announced in recent days, with firms such as Womble Carlyle at the helm. Here, Law360 recaps the ones you might have missed.

  • August 26, 2016

    FTC Signs Off On Amendments To Hart-Scott-Rodino Rules

    The Federal Trade Commission announced on Friday that it has approved final amendments to the Hart-Scott-Rodino premerger notification rules, which the agency said will streamline the process of submitting HSR filings.

  • August 26, 2016

    $3.3M Incentive Fee In $35M Occam Deal Too High, Atty Says

    A class attorney balked Friday at a proposed record-breaking $3.35 million incentive fee for one shareholder’s help in winning a $35.5 million award in a Delaware Chancery Court challenge to the Occam Networks Inc. merger with Calix Inc., suggesting instead a still-record $1 million.

  • August 26, 2016

    Scrapbookers' McDermott Malpractice Suit Now But A Memory

    McDermott Will & Emery LLP on Thursday beat a suit in Ohio federal court accusing it of committing malpractice by failing to tell defunct scrapbooking giant Antioch Co. LLC to sue its directors for breach of fiduciary duty in connection with a 2003 deal that sold the company to its employees, saying the suit would have failed anyway.

  • August 26, 2016

    Taxation With Representation: Ropes, Cooley, Wachtell

    In this week’s Taxation with Representation, Pfizer announces a $14 billion deal for a biotechnology company, a Canadian retail giant drops $4.4 billion on CST Brands and Berry Plastics grows its North American presence with the purchase of a smaller rival.

  • August 26, 2016

    Apollo Taking Cloud Giant Rackspace Private In $4.3B Deal

    Paul Weiss Rifkind & Garrison LLP represented Apollo Global Management LLC on the private equity firm’s $4.3 billion dollar purchase of cloud computing giant Rackspace in a deal that also involves an equity investment by Searchlight Capital Partners LP, which was advised by Wachtell Lipton Rosen & Katz.

  • August 25, 2016

    Objectors Say $275M Breakup Fee Too Big In $18B EFH Deal

    A trio of parties objected Thursday in Delaware bankruptcy court to a proposed $18.4 billion merger of bankrupt Energy Future Holdings' interest in Oncor Electric Delivery Co. LLC, saying that a breakup fee included in the proposal is too large and will chill the solicitation of other bids for the assets.

  • August 25, 2016

    ExamWorks Investors Seek Stock Appraisal After $2B Buyout

    Investors in independent medical exam company ExamWorks Group Inc. petitioned the Delaware Chancery Court on Thursday to appraise the value of its shares now that the deal for Leonard Green & Partners to purchase it in an all-cash deal worth about $2.2 billion has closed.

  • August 25, 2016

    $3.5B Auspex-Teva Merger Challenge Axed By Chancery

    A Delaware Chancery Court threw out a complaint from shareholders challenging the $3.5 billion Auspex Pharmaceuticals Inc. all-cash merger with Teva Pharmaceuticals Industries Ltd., finding Thursday that the investors failed to show the deal was steered by self-interested Auspex officers.

  • August 25, 2016

    Deals Rumor Mill: Alibaba Group, SunEdison, GfK

    A unit of Alibaba Group valued at $60 billion could go public in Hong Kong next year, Chinese clean energy company Golden Concord hopes to scoop up some of bankrupt SunEdison's assets and German market research firm GfK is mulling a sale or merger.

  • August 25, 2016

    Ballard Spahr To Lead BGC-GFI Appraisal Action

    A Delaware Chancery court on Thursday appointed Ballard Spahr LLP to lead an appraisal petition from a group of shareholders who are seeking a review of the price paid by BGC Partners Inc. in its contentious takeover of fellow broker-dealer GFI Group Inc.

  • August 25, 2016

    Tesla Clears Antitrust Review In $2.6B SolarCity Purchase

    Electric car giant Tesla Motors Inc. cleared the antitrust hurdle in its proposed $2.6 billion all-stock acquisition of solar panel manufacturer SolarCity Corp. this week, as the Federal Trade Commission granted an early termination in its review of the purchase without taking any action.

  • August 25, 2016

    ON Semiconductor Will Divest To Secure $2.4B Fairchild Buy

    ON Semiconductor Corp. has agreed to sell its Ignition IGBT division to Littelfuse Inc. to assuage the Federal Trade Commission’s concern that the company’s proposed $2.4 billion acquisition of Fairchild Semiconductor International would violate federal antitrust laws.

Expert Analysis

  • Defining Attorney-Client Relationships In The Electronic Age

    Elizabeth Fitch

    As technology has advanced, the ways in which attorneys communicate with clients, potential clients, former clients and the public has created new and ill-defined issues relating to whether an attorney-client relationship exists. Attorneys Elizabeth Fitch and Theodore Schaer discuss the often nebulous yet hazardous concepts that could lead to malpractice issues.

  • State Of Texas Legal Market: It Isn’t Just About Oil

    Geoff Schuler

    Some market watchers believe that law firms with significant energy-related practices have experienced precipitous declines in revenue and profits due to the dip in oil prices. Yet, firms continue to be bullish on Texas, and those still looking for a point of entry will jump at the right opportunity, say consultants with LawVision Group LLC.

  • The Evolving M&A Litigation Landscape Post-Trulia

    Daniel E. Wolf

    While the impact of the January 2016 Delaware decision in Trulia is profound, rumors that it represented the demise of M&A litigation were greatly exaggerated. Deal litigation continues, albeit in different forums, with different claims, and subject to different risk mitigation tactics, say Daniel Wolf and David Feirstein of Kirkland & Ellis LLP.

  • China’s Buying Spree: Is It Real And Sustainable?

    Yingxi Fu-Tomlinson

    China’s record-breaking number of overseas acquisitions in the first half of the year does not paint a complete picture. As the number of proposed deals surges, the number of high-profile failed and withdrawn Chinese offers has also grown, say Yingxi Fu-Tomlinson and Aileen Chou of Kaye Scholer LLP.

  • 4 Reasons Law Firm Business Development Initiatives Fail

    Adam Donovan

    By understanding four common reasons why law firm business development initiatives fail, we can more accurately define success, avoid pitfalls, and improve return on investment, says Adam Donovan, senior manager of patent business strategy at Fish & Richardson PC.

  • FTC Alums: Retail Mergers Reflect New Approaches At FTC

    Joshua D. Wright

    The Federal Trade Commission is poised to take the next step — perhaps the most significant one in its century-long history — in the evolution of its approach to merger enforcement. This evolution is apparent in the context of retail markets, as illustrated by FTC decision-making and analysis in the recent Safeway and Family Dollar transactions, say former FTC Commissioner Joshua Wright and Theodore Serra of Wilson Sonsini Goodrich & Rosati PC.

  • From BigLaw To Your Own Firm: 4 Tips For Legal Startups

    Russell Shinsky

    Highly successful attorneys who are thinking about leaving the safe haven of a large law firm to go out on their own face a number of issues specific to the legal profession. Russell Shinsky, chairman of Anchin Block & Anchin LLP's law firms industry group, shares four pillars of a successful startup law firm.

  • Chancery Endorses Share Tracing In Dell

    Nicholas O'Keefe

    After a string of decisions that have been widely interpreted as rejecting a share-tracing requirement in appraisal proceedings, the Delaware Chancery Court in Dell adopted a new test that introduces a means by which defendant corporations can rebut an appraisal petitioner’s prima facie case, says Nicholas O'Keefe of Kaye Scholer LLP.

  • FTC Alums: 5 Institutional Challenges For The FTC

    William E. Kovacic

    The five institutional challenges confronting the Federal Trade Commission deal with fundamental assumptions that guided the agency’s creation. These challenges are policy perennials and will face the agency regardless of who wins the 2016 presidential election, says former FTC Chairman William Kovacic, a professor at George Washington University Law School.

  • The ETE-Williams Dispute Through A Tax Lens

    Peter J. Connors

    The covenant in the merger agreement between Energy Transfer Equity and the Williams Companies requiring a tax opinion from Latham & Watkins LLP specifically is common in such agreements. Peter Connors and Jason Halper of Orrick Herrington & Sutcliffe LLP take a close look at why Latham decided not to write the opinion, and why Delaware Vice Chancellor Sam Glasscock decided that Latham acted in good faith.