Mergers & Acquisitions

  • April 29, 2024

    Kemp Klein Adds Bankruptcy Atty In Mich.

    Detroit-area-based Kemp Klein Law Firm has announced it hired a new bankruptcy-focused corporate lawyer to bolster its corporate, litigation and bankruptcy practices.

  • April 29, 2024

    Catching Up With Delaware's Chancery Court

    A multibillion-dollar Tesla trust proposal, a Truth Social bond, power plays over Prince's estate, and three in the ring for World Wrestling Entertainment. All of this and much more came up in Delaware Chancery Court dockets last week.

  • April 29, 2024

    Paramount CEO Departs As Rumors Of Skydance Deal Swirl

    Paramount Global said Monday that CEO Bob Bakish is stepping down and will be replaced by three senior company executives, as the company is said to be closing in on a merger deal with Skydance Media.

  • April 29, 2024

    No Need To Delay $811M Immigrant Bond Co. Fine, CFPB Says

    The Consumer Financial Protection Bureau told a Virginia federal judge that there is no need to hold off fining a bonding company $811 million for predatory bonding practices, saying the company's fear of collapse is mooted by a recent sale.

  • April 29, 2024

    Protein Co. Nutriati Insiders Rushed $10M Sale, Del. Suit Says

    Stockholders of Nutriati Inc. have sued the plant-based protein producer's directors and officers and others in Delaware's Chancery Court, alleging that insider breaches of fiduciary duty resulted in a hasty, low-ball sale of the business in 2022 to one of its major investors.

  • April 29, 2024

    Excess Insurer Seeks Inclusion In OpenText Merger Row

    Allied World National Assurance asked a Michigan federal court to allow it to join a coverage dispute against its excess insured OpenText, maintaining that the software company's primary insurer will soon reach its limits on defense costs in the underlying class action over OpenText's merger with Covisint.

  • April 29, 2024

    Bruin Capital Buys Turf Management Co. PlayGreen

    Sports-focused private equity shop Bruin Capital, advised by Simpson Thacher & Bartlett LLP, announced on Monday that it is acquiring a majority stake in PlayGreen BV Inc., the Netherlands-based holding company that owns turf management company Stadium Grow Lighting.

  • April 29, 2024

    Smith Gambrell Adds 4 Attorneys To New York Office

    Smith Gambrell & Russell LLP has added four attorneys in its New York office, two through a merger with a firm that specialized in representing companies from German-speaking countries in the U.S., and two from the recently shuttered Ingram LLP.

  • April 29, 2024

    L'Occitane Chair Bids $6.4B To Take Cosmetics Brand Private

    L'Occitane International SA said Monday that its billionaire executive director and chair is leading an offer to purchase all the company's shares he does not already own, in a take-private transaction that would value the company at about €6 billion ($6.4 billion) on an equity basis.

  • April 29, 2024

    Deciphera Stock Soars On $2.4B Deal With Japan's Ono

    Deciphera Pharmaceuticals Inc. said Monday it has agreed to be purchased by Japan's Ono Pharmaceutical Co. Ltd. for $2.4 billion, which sent the Waltham, Massachusetts-based cancer drugmaker's stock soaring more than 72%.

  • April 29, 2024

    Davis Polk, Wachtell Steer $2B Heartland-UMB Bank Merger

    UMB Financial Corp. has agreed to purchase Heartland Financial USA Inc. in an all-stock transaction valued at roughly $2 billion, with Davis Polk and Wardwell LLP and Wachtell Lipton Rosen & Katz serving as their respective legal advisers, the regional banking competitors said Monday. 

  • April 29, 2024

    Hipgnosis Backs Blackstone's New $1.6B Offer In Bidding War

    Blackstone said on Monday that the directors of music rights company Hipgnosis Songs will back a new $1.6 billion offer by the private equity giant after they said they would withdraw their backing for an earlier $1.5 billion bid from a U.S. competitor, Concord Chorus.

  • April 26, 2024

    Law360 Reveals Titans Of The Plaintiffs Bar

    In the past year, plaintiffs have won settlements and judgments for millions and billions of dollars from companies such as Wells Fargo, Goldman Sachs, Facebook and Fox News, with many high-profile cases finally wrapping up after years of fighting. Such cases — involving over-the-top compensation packages, chemical contamination, gender discrimination and data mining — were led by attorneys whose accomplishments earned them recognition as Law360's Titans of the Plaintiffs Bar for 2024.

  • April 26, 2024

    TikTok Ban Reveals Congress' Power In Place Of CFIUS Limits

    The new law calling for TikTok's Chinese parent company to sell the app or get banned in the U.S. reflects the limits of national security reviews and shows how Congress and the president may bolster, or circumvent, them going forward.

  • April 26, 2024

    Ex-BP Manager Charged With TravelCenters Insider Trading

    A former senior manager at BP PLC on Friday became the second person accused by the U.S. Department of Justice and the U.S. Securities and Exchange Commission of engaging in insider trading over the British oil and gas company's $1.3 billion planned acquisition of TravelCenters of America Inc.

  • April 26, 2024

    Crypto Mining Co. Execs Face Suit Over Merger Shortcomings

    Executives and directors of crypto mining company Hut 8 have been hit with a shareholder derivative suit claiming they failed to disclose the severe financial and operational issues of a company Hut 8 merged with last year, later revealed in a short-seller's report.

  • April 26, 2024

    Wash. Judge Doubts He Can Block Kroger Merger

    A Washington state judge expressed "serious doubts" Friday he could block the $24.6 billion Kroger and Albertsons merger but declined to dismiss the state attorney general's lawsuit seeking to derail the deal, saying that the state still had more narrowly tailored remedies to address its anti-competition concerns.

  • April 26, 2024

    FTC's Bedoya Says Labor Concerns In Mergers Matter

    Federal Trade Commissioner Alvaro Bedoya said Friday that it's important for enforcers to consider the impact mergers can have on labor, even if they never did in the past, contending that concentration can lead to lower wages and dangerous working conditions.

  • April 26, 2024

    Republic First Bank Fails In Biggest Bust Since 2023 Turmoil

    Republic First Bank, a roughly $6 billion bank based in Philadelphia, was shuttered Friday by Pennsylvania state banking regulators and sold to Fulton Bank NA, capping off a prolonged decline that only worsened in the wake of last spring's regional bank failures.

  • April 26, 2024

    Storm Clouds Gather Over Delaware's Business Haven Rep

    Storm clouds have closed around Delaware's often staid annual corporation law update, with one prominent firm publicly citing this week a perception that Delaware judges have adopted an "increasingly suspicious or negative tone" toward boards, management and the corporate bar, potentially jeopardizing the state's business haven status.

  • April 26, 2024

    L Catterton Buys Majority Stake In KIKO Milano At $1.5B Value

    Private equity firm L Catterton said Friday it has agreed to buy a majority stake in the Percassi family's beauty brand KIKO Milano, in a deal steered by Italian law firms Bonelli Erede Lombardi Pappalardo and Gatti Pavesi Bianchi Ludovici, respectively, along with several additional consultants and financial advisers. 

  • April 26, 2024

    Therapy Co. SPAC Investors To Settle Del., Ill. Merger Suits

    An attorney for a blank-check company that took ATI Physical Therapy Inc. public told Delaware's Court of Chancery it has agreed to settle two proposed stockholder class actions in conjunction with pending federal class and derivative suits in the Northern District of Illinois.

  • April 26, 2024

    Wachtell Guides Apollo On $1.85B Deal For Minerals Co.

    Wachtell Lipton Rosen & Katz-led Apollo Global Management has agreed to purchase Morrison Foerster LLP-advised U.S. Silica Holdings Inc. at a $1.85 billion enterprise value, the producer of commercial silica disclosed Friday, sending its stock soaring more than 20%.

  • April 26, 2024

    Kirkland Steers $5B US Bid For Latham-Led Cybersecurity Biz

    British cybersecurity company Darktrace said Friday that it has agreed to accept a bid of approximately $5.3 billion to take it private from U.S. private equity firm Thoma Bravo, in a deal steered by Kirkland & Ellis LLP and Latham & Watkins LLP.

  • April 26, 2024

    Anglo American Snubs BHP's £31B Takeover Bid

    Multinational miner Anglo American said Friday that it has rejected a £31.1 billion ($39 billion) takeover bid from its Australian heavyweight rival, BHP Group, saying the offer "significantly undervalues" the company and its prospects.

Expert Analysis

  • The Legal Industry Needs A Cybersecurity Paradigm Shift

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    As law firms face ever-increasing risks of cyberattacks and ransomware incidents, the legal industry must implement robust cybersecurity measures and privacy-centric practices to preserve attorney-client privilege, safeguard client trust and uphold the profession’s integrity, says Ryan Paterson at Unplugged.

  • 5 Reasons Associates Shouldn't Take A Job Just For Money

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    As a number of BigLaw firms increase salary scales for early-career attorneys, law students and lateral associates considering new job offers should weigh several key factors that may matter more than financial compensation, say Albert Tawil at Lateral Hub and Ruvin Levavi at Power Forward.

  • How Biotech Deals May Help Competition, Despite FTC View

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    The Federal Trade Commission's complaint against Sanofi's proposed partnership with Maze Therapeutics highlights increasing skepticism of so-called killer acquisitions, but a closer look reveals potentially legitimate reasons behind why entities might decide to delay or abandon the development of acquired products, say consultants at Analysis Group.

  • Series

    Playing Competitive Tennis Makes Me A Better Lawyer

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    My experience playing competitive tennis has highlighted why prioritizing exercise and stress relief, maintaining perspective under pressure, and supporting colleagues in pursuit of a common goal are all key aspects of championing a successful legal career, says Madhumita Datta at Lowenstein Sandler.

  • Series

    The Pop Culture Docket: Judge Djerassi On Super Bowl 52

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    Philadelphia Court of Common Pleas Judge Ramy Djerassi discusses how Super Bowl 52, in which the Philadelphia Eagles prevailed over the New England Patriots, provides an apt metaphor for alternative dispute resolution processes in commercial business cases.

  • Reverse Merger Tips For Biotechs After SEC's Recent Actions

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    Several recent U.S. Securities and Exchange Commission developments could limit the viability of reverse mergers for biotech companies, and will require additional creativity and analysis for private companies looking to go public, say attorneys at Orrick.

  • What R&W Insurance Access Means For Small-Cap M&A

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    As a slowdown in mergers and acquisitions has increased insurer appetite for underwriting small-cap transactions, buyers of small and midsize enterprises stand to benefit from easier access to representations and warranties insurance, which can add protection and reassurance for all parties involved in a deal, say Caroline Thee and Ewelina Mikocewicz at Taft Stettinius.

  • Del. Dispatch: Efforts Clause Trumps Contractual Right

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    The Delaware Court of Chancery's Chordia v. Lee ruling this month — that the efforts clause set forth in a stockholders' agreement overrode the acquired company's right to fire its officers and employees — highlights key considerations for parties in such agreements to avoid post-acquisition disputes, say attorneys at Fried Frank.

  • Employee Experience Strategy Can Boost Law Firm Success

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    Amid continuing business uncertainty, law firms should consider adopting a holistic employee experience strategy — prioritizing consistency, targeting signature moments and leveraging measurement tools — to maximize productivity and profitability, says Haley Revel at Calibrate Consulting.

  • Series

    Competing In Triathlons Makes Me A Better Lawyer

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    While practicing law and competing in long-distance triathlons can make work and life feel unbalanced at times, participating in the sport has revealed important lessons about versatility, self-care and perseverance that apply to the office as much as they do the racecourse, says Laura Heusel at Butler Snow.

  • Notes Of Interest From 5th Circ. Illumina-Grail Merger Ruling

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    Attorneys at Simpson Thacher consider the Fifth Circuit's recent decision upholding the Federal Trade Commission's challenge of the Illumina merger with Grail, its much-needed boost to the Biden administration's antitrust agenda, and some silver linings the decision offers to merging parties.

  • Where Justices Stand On Chevron Doctrine Post-Argument

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    Following recent oral argument at the U.S. Supreme Court, at least four justices appear to be in favor of overturning the long-standing Chevron deference, and three justices seem ready to uphold it, which means the ultimate decision may rest on Chief Justice John Roberts' vote, say Wayne D'Angelo and Zachary Lee at Kelley Drye.

  • GAO Decision Underscores Complexity Of '180-Day Rule'

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    The Government Accountability Office's ruling last month in Washington Business Dynamics, evaluating its eligibility for a small business set-aside contract, provides an important reminder for companies to stay vigilant of developments around the evolving "180-day rule" for submitting a proposal, say Stephen Ramaley and Adam Bartolanzo at Miles & Stockbridge.

  • Perspectives

    6 Practice Pointers For Pro Bono Immigration Practice

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    An attorney taking on their first pro bono immigration matter may find the law and procedures beguiling, but understanding key deadlines, the significance of individual immigration judges' rules and specialized aspects of the practice can help avoid common missteps, says Steven Malm at Haynes Boone.

  • Bank M&A Considerations Amid 2024's Regulatory Uncertainty

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    Following the decline in banking mergers to the lowest level in more than a decade last year, receptiveness to community bank combinations and positive macroeconomic factors may help banks with less than $50 billion in assets see increased deal-making opportunities this year, despite regulatory uncertainty, say Robert Azarow and Amber Hay at Arnold & Porter.

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