Mergers & Acquisitions

  • August 18, 2017

    Stockholder Suit Over $353M Martha Stewart Sale Nixed

    Domestic diva Martha Stewart followed “with precision” measures to protect minority stockholders during the $353 million sale of her company to Sequential Brands Group, Inc. in late 2015, a Delaware vice chancellor said Friday in a ruling that dismissed shareholder challenges to the deal.

  • August 18, 2017

    DLA Piper Adds Ex-AIG Counsel, M&A Specialist In NYC

    DLA Piper has added an insurance and mergers and acquisitions pro from AIG to its insurance practice in New York, part of the firm’s ongoing effort to focus on the financial sector in general and the insurance industry in particular.

  • August 18, 2017

    Mirvac Group Inks $123M Deal For Shopping Center Stake

    Australian developer and property owner Mirvac Group on Friday said that it has purchased the remaining stake in a shopping center near Sydney that it didn’t already own from PAYCE Consolidated Ltd. for AU$155.3 million ($123.3 million).

  • August 18, 2017

    Russian KFC Owner Can Be Taxed On Stock Sale: 3rd Circ.

    A Third Circuit panel on Friday largely affirmed a U.S. Tax Court decision that the primary shareholder in a company that owned most of Russia’s Pizza Huts and KFCs could be taxed on stock he bought from a minority shareholder, saying the primary shareholder must accept the "consequences of his business decisions."

  • August 18, 2017

    Sanchez Energy Sells Eagle Ford Assets For $105M

    Texas-based Sanchez Energy Corp. on Thursday said it had entered into a definitive agreement to sell Eagle Ford Shale assets for about $105 million in cash, according to a company announcement.

  • August 18, 2017

    UK OKs Heineken's $393M Punch Taverns Buy With Pub Sales

    The U.K.’s Competition and Markets Authority on Friday assented to Heineken NV’s £305 million ($393 million) deal to purchase some 1,900 pubs owned by Punch Taverns PLC, saying that the brewer’s plan to sell pubs in 33 locations throughout the country alleviated its competitive concerns about the transaction.

  • August 18, 2017

    Stada Investors OK Sweetened €4.12B Bain, Cinven Buyout

    Enough of Stada Arzneimittel AG investors have backed Bain Capital’s and Cinven’s sweetened €4.12 billion ($4.8 billion) takeover of the German pharmaceutical company for it to move forward, after an earlier buyout offer from the private equity shops fell flat, according to a Friday statement.

  • August 18, 2017

    Taxation With Representation: Sullivan, Kirkland, Davis Polk

    In this week's Taxation With Representation, one Andeavor master limited partnership buys another for $1.5 billion, a transportation logistics company trades hands between private investment companies for nearly $1 billion, two clothing companies join up in an $820 million deal, and the Miami Marlins get traded for $1.2 billion.

  • August 18, 2017

    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 helmed by firms such as Covington & Burling LLP and Fenwick & West LLP. Here, Law360 recaps the ones you might have missed.

  • August 18, 2017

    Clark Hill Says It Couldn't Foresee Conflict In VW Appeal

    Clark Hill LLP has requested to withdraw as counsel for consumers from a Ninth Circuit case against Volkswagen, saying it unexpectedly inherited the case after a recent merger and had an obvious conflict as it also represents Volkswagen in other matters.

  • August 18, 2017

    Country Club Biz Keeps $20M Award Over Shrunk Project

    The Pennsylvania Superior Court said Wednesday it would not reconsider a $20 million jury verdict in favor of a country club management company in a fight with a real estate developer over the reduction of a residential project around a club, which the company claimed flouted their contract.

  • August 18, 2017

    Deals Rumor Mill: AT&T, Fiat Chrysler, Air Berlin

    AT&T is mulling a sale of its nearly $1 billion Digital Life home security business, multiple Chinese companies have refuted media speculation that they are interested in buying Fiat Chrysler, and recently bankrupt Air Berlin could be acquired by INTRO-Verwaltungs.

  • August 18, 2017

    Great Hill Partners Puts Up $240M For ZoomInfo

    Boston-based private equity firm Great Hill Partners has acquired business-to-business contact information provider ZoomInfo for $240 million, the company confirmed to Law360 on Friday.

  • August 18, 2017

    US Power Giant Calpine To Be Taken Private In $5.6B Deal

    Texas-based Calpine Corp., a North American power giant that serves customers in 25 states, Canada and Mexico, will be taken private in a deal worth $5.6 billion, according to a Friday statement.

  • August 17, 2017

    Paul Weiss Accused By Financial Co. Of Bad Merger Advice

    A financial services company issued a summons Wednesday in New York state court against Paul Weiss Rifkind Wharton & Garrison LLP, accusing the firm of giving bad advice about Delaware law ahead of a merger that opened the company up to potential liability, including a class action lawsuit.

  • August 17, 2017

    Chinese Investment Co. Snags MassMutual Unit For $1.7B

    MassMutual International LLC has agreed to sell its Hong Kong-based subsidiary to a Chinese financial services company for $1.01 billion in cash and roughly $664.6 million worth of stock, the insurance holding company announced Thursday.

  • August 17, 2017

    Patheon Gets $18.5M Fees After Prevailing In Antitrust Row

    A Florida federal judge granted pharmaceutical manufacturer Patheon Inc.'s request Thursday for $18.5 million in attorneys' fees and defense costs related to former joint venture partner Procaps SA's $255 million antitrust suit, which the court said was “especially unpleasant and nasty.”

  • August 17, 2017

    Dorsey & Whitney Adds Norton Rose Corporate Pro In Dallas

    Dorsey & Whitney LLP has hired away a partner from Norton Rose Fulbright to join its corporate practice group in Dallas.

  • August 17, 2017

    Deals Rumor Mill: China Unicom, Hub International, Energen

    Shares of China Unicom have been suspended due to uncertainty related to details of the company's previously announced $11.6 billion fundraise, Hellman & Friedman is looking to sell a stake in insurance brokerage Hub International, and U.S. oil and gas exploration company Energen is being pressured by shareholders to sell.

  • August 17, 2017

    MeadWestvaco Investors Fail To Show Bad Faith By Directors

    A shareholder class action suit challenging the $9 billion merger of packaging firm MeadWestvaco Corp. did not survive a motion to dismiss from the company's board when a Delaware state court judge tossed the case Thursday, saying the shareholders did not adequately plead bad faith by the directors in the process leading up to the deal.

Expert Analysis

  • Obama's Overlooked Antitrust Legacy

    Kelsey Shannon

    There is an Obama antitrust legacy of aggressive enforcement, particularly on mergers, but this legacy is mostly ignored. The antitrust bar should care about this oversight, says Kelsey Shannon of the Lynn Law Firm.

  • 5 Tips For A Successful Legal Blog

    David Coale

    David Coale, leader of the appellate practice at Lynn Pinker Cox & Hurst LLP, shares his insights into what works — and what does not — when setting up and maintaining a legal blog.

  • Series

    Judging A Book: Kopf Reviews Posner's 'Federal Judiciary'

    Judge Richard Kopf

    There is a wonderful sketch of Seventh Circuit Judge Richard Posner dressed in a black robe with arms outstretched as if they were the billowing wings of a lean vulture. He is kicking a human brain down a hallway and wearing a half-smile that looks for all the world like a sneer. That sketch is the perfect metaphor for both Judge Posner and his new book, "The Federal Judiciary: Strengths and Weaknesses," says U.S. District Judge Ri... (continued)

  • Why D&O Policies Should Cover Del. Appraisal Proceedings

    Peter Gillon

    Appraisal proceedings, unique to Delaware law, require acquiring corporations to pay shareholders if the price of a merger or acquisition deal is below fair market value. Fortunately directors and officers insurance might be able to cover affected companies' defense and other costs, say Peter Gillon and Benjamin Tievsky of Pillsbury Winthrop Shaw Pittman LLP.

  • A Changing Tide For Venture Financing Deal Terms

    David Sorin

    Most of the prevailing core legal terms in seed- and early-stage venture capital transactions have remained relatively stable throughout the current decade. As we survey the most recent transactions, however, we are seeing some evidence that investor conservatism and increased discipline are finding their way into deal terms, say David Sorin and Herbert Moore Jr. of McCarter & English LLP.

  • The Use Of Special Masters In Complex Cases

    Shira Scheindlin

    Special master appointments can be very beneficial in resolving disputes quickly, streamlining discovery, handling delicate settlement negotiations, and — somewhat surprisingly — reducing cost and delay, says retired U.S. District Judge Shira Scheindlin, now with JAMS.

  • Roundup

    Notes From A Law Firm Chief Privacy Officer

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    As more law firms become the targets of major cyberattacks, more firms may consider appointing a chief privacy officer. In this series, CPOs at four firms discuss various aspects of this new role.

  • Roll-Ups Continue To Present Opportunities In Middle Market

    Andrew MacLeod

    For private equity firms, roll-ups remain a prime opportunity to capitalize on the value of businesses. Recent trends illustrate roll-ups occurring in large but fragmented industries that are subject to a comparatively high degree of regulation, say Andrew MacLeod and Richard Bolton of Dickinson Wright PLLC.

  • Series

    Notes From A Law Firm Chief Privacy Officer: New Demands

    Phyllis Sumner

    For outside counsel, oftentimes efficiency and responsiveness collide with security measures as clients are increasingly requiring their law firms to comply with third-party risk management programs. To meet these challenges, law firms are focusing more on the roles of chief privacy officer and chief information security officer, says Phyllis Sumner, chief privacy officer for King & Spalding LLP.

  • Recent Delaware Opinions Shake Up Appraisal Litigation

    Meredith Kotler

    In the space of less than two weeks, the Delaware courts issued two landmark appraisal decisions that, when combined with recent statutory changes, likely will dampen “appraisal arbitrage” activities going forward, say attorneys with Cleary Gottlieb Steen & Hamilton LLP.