Mergers & Acquisitions

  • March 14, 2024

    Gamers Seek To Block Microsoft From 'Dismantling' Activision

    Gamers who are still challenging Microsoft's now-completed union with gaming titan Activision Blizzard say a California federal court must hand down an order stopping further integration of the two businesses after Microsoft laid off 1,900 people from the gaming company.

  • March 14, 2024

    Near Intelligence's Ch. 11 Plan Gets Court's Approval

    A Delaware bankruptcy judge on Thursday confirmed consumer data platform Near Intelligence's Chapter 11 plan, which went through without objection after negotiations resolved outstanding concerns.

  • March 14, 2024

    Ex-Real Estate Exec Accused Of $77M WeWork Stock Fraud

    Manhattan federal prosecutors announced Thursday that the former CEO of real estate investment firm ArciTerra was indicted, alleging he issued a bogus $77 million offer for WeWork shares in an ultimately failed attempt to cash in on call options after juicing the stock price.

  • March 14, 2024

    Food Delivery App Can't Beat Investor Suit Over SPAC Deal

    A New York federal judge has trimmed a suit against Grab Holdings Ltd., a company that operates mobile food delivery and ride-hailing services, but retained allegations that several sections of a proxy statement Grab filed with a special-purpose acquisition company were false and misleading.

  • March 14, 2024

    Chancery Concedes Appraisal Math Error In HBK Share Award

    Delaware's Court of Chancery has issued a rare post-merger appraisal ruling correction, adding $6.1 million to an earlier post-deal valuation of Pivotal Software Inc. shares held by two HBK Capital Management affiliates at the time of Pivotal's $2.7 billion sale to VMWare Inc. in 2019.

  • March 14, 2024

    Mnuchin Says He's Forming Investor Group To Buy TikTok

    Former U.S. Treasury Secretary Steven Mnuchin said Thursday he is forming an investor group to buy TikTok, one day after a measure to separate the social media platform from its Chinese owners passed the House.

  • March 14, 2024

    Deals Rumor Mill: Trump-Musk, Icahn-Illumina, Paramount

    Donald Trump asked Elon Musk to buy Truth Social, Carl Icahn drops latest Illumina board Challenge but presses on with lawsuit, and PE firm Apollo is still eyeing Paramount. Here, Law360 breaks down the notable deal rumors from the past week.

  • March 14, 2024

    Chesapeake Investor Challenges $7.4B Southwestern Deal

    A shareholder of Chesapeake Energy Corp. sued the company and some of its officers and directors on Wednesday in an attempt to enjoin a proposed $7.4 billion acquisition of Southwestern Energy, saying investors cannot make an informed decision on whether to approve the deal or not based on the incomplete financial information provided.

  • March 14, 2024

    KKR Lobs €2.8B Takeover Bid At German Energy Biz

    Private equity giant KKR on Thursday lobbed a €2.8 billion ($3.05 billion) takeover bid at German renewable energy platform and independent power producer Encavis AG in a deal built by at least five firms that is aimed at strengthening Germany's energy future and supports the renewable energy transition in Europe.

  • March 14, 2024

    Financier Denies Misusing Proceeds In Mike Ashley Dispute

    Financier Amanda Staveley has denied misusing a £10 million ($12.8 million) loan provided by former Newcastle United owner Mike Ashley to pay a consultant, saying it was a legitimate brokerage payment to secure the takeover of the English football club.

  • March 14, 2024

    Weil, Memery Crystal Lead £28M Offer For SmartSpace

    British software company SmartSpace said Thursday that visitor management systems maker Sign In Solutions Inc. has offered to buy it for approximately £28.4 million ($36.2 million) in a deal guided by Weil Gotshal & Manges LLP and Memery Crystal.

  • March 14, 2024

    Biden Comes Out Against $14.9B US Steel-Nippon Merger

    President Joe Biden came out in opposition of U.S. Steel's planned $14.9 billion merger with Japan's Nippon Steel Corp. on Thursday, echoing lawmakers who have expressed concerns about the sale of an American institution to a foreign power. 

  • March 14, 2024

    Jones Day, Cooley Steer AstraZeneca's $1B Bid For Amolyt

    AstraZeneca said Thursday that it has agreed to acquire Amolyt Pharma, a clinical stage biotechnology company, in a deal worth up to $1.05 billion to expand its late-stage rare disease pipeline in an acquisition guided by Jones Day and Cooley LLP.

  • March 14, 2024

    UK Law Change Threatens PE Firm's Newspaper Group Bid

    The government has set out rule changes that would prevent foreign states from owning British newspapers and other print media, a move that could block the takeover of The Daily Telegraph newspaper and The Spectator news magazine by RedBird IMI, an Abu Dhabi-backed private equity firm.

  • March 13, 2024

    Velodyne Investors Seek OK On $27.5M Deal Over CEO Ouster

    Velodyne Lidar stockholders asked a California federal judge Wednesday to preliminarily approve a $27.5 million deal to resolve claims that the company failed to disclose adverse facts regarding the ouster of its founder and that it omitted from securities filings that it'd been investigating director misconduct that led stock prices to fall.

  • March 13, 2024

    BP, ADNOC Shelve $2B NewMed Deal Amid Gaza War

    BP and the state-owned Abu Dhabi National Oil Co. are suspending talks surrounding a $2 billion offer to acquire a controlling interest in Israel-based NewMed Energy, with the two oil giants citing "uncertainty created by the external environment" as the war in Gaza continues with no end in sight.

  • March 13, 2024

    Judge Says Air Purifier Co. Risks $13M Claim Without Counsel

    A Florida bankruptcy judge on Wednesday told an Israel-based maker of air purification systems that it has three weeks to hire a new attorney and comply with discovery demands or its $12.8 million claim against the bankrupt Molekule Inc. will be stricken.

  • March 13, 2024

    FTC Bid To Block Kroger's $25B Albertsons Deal Set For Aug.

    An Oregon federal court has scheduled an August hearing on the Federal Trade Commission's challenge of Kroger's planned $24.6 billion purchase of fellow grocery store giant Albertsons, a deal also under attack by state enforcers in Washington and Colorado.

  • March 13, 2024

    Atty Sanctioned Over Challenge To $60B Exxon-Pioneer Deal

    A Texas judge has sanctioned a New York lawyer with a long history of filing frivolous lawsuits almost $60,000 for litigation brought over ExxonMobil's proposed $59.5 billion merger with Pioneer Natural Resources, the largest merger announced in 2023.

  • March 13, 2024

    KKR Leads $500M HarbourView Music-Backed Financing

    HarbourView Equity Partners said Wednesday it has secured about $500 million in debt financing through a music asset-backed securitization led by KKR, which will be used to further expand HarbourView's music investment capabilities. 

  • March 13, 2024

    BigLaw Paper Poacher Gets 15 Mos. In Merck Insider Case

    A Manhattan federal judge hit a former FBI trainee from Pennsylvania with a 15-month prison sentence Wednesday for illegally trading on a Merck & Co. deal using secrets gleaned from legal papers in the possession of his BigLaw ex-girlfriend.

  • March 13, 2024

    Womble Bond Adds Parker Hudson Corporate Pros In Atlanta

    Womble Bond Dickinson has strengthened its corporate capabilities by adding two former Parker Hudson Rainer & Dobbs LLP attorneys in Atlanta, including a former Womble Bond partner who is returning to the firm.

  • March 13, 2024

    North American Deal-Makers Bearish On 2024 M&A

    A minority of deal-makers in North America expected increases in mergers and acquisitions activity moving into 2024, though their counterparts in Asia and the EMEA region were significantly more optimistic, a new report from software company SS&C Intralinks shows. 

  • March 13, 2024

    House OKs TikTok Divestment Bill Despite Free Speech Worry

    The House voted 352-65 on Wednesday to pass legislation that would require ByteDance Ltd. to divest TikTok or face a ban in the United States, in a vote that transcended party lines.

  • March 13, 2024

    Wood Pellet Maker Enviva Hits Ch. 11 With Over $1B Debt

    Enviva, the world's largest producer of industrial wood pellets, has filed for Chapter 11 protection in Virginia bankruptcy court with a plan to cut its debt load by $1 billion, months after it reported hundreds of millions in losses after a faulty bet on future prices of the energy source.

Expert Analysis

  • Fintech 'Prenups': Planning For A Card Program Breakup

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    After a year of economic downturns, some banks and their fintech partners are realizing they may have rushed to the altar without a good prenup, but planning ahead can curb both foreseeable and unexpected issues in the event of a termination of a bank-fintech card-issuing agreement, say Andrew Grant at Ketsal and Richard Malish at Community Federal Savings Bank.

  • Decline In Same-Industry M&A Tells A Nuanced Policy Story

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    In light of newly available Hart-Scott-Rodino Act data suggesting that intraindustry mergers are down overall and pharmaceutical and hospital intraindustry transactions tend to face greater antitrust scrutiny than in the past, attorneys at Morgan Lewis explore whether Biden administration enforcement policies may be curbing pro-competitive strategic M&A.

  • Behind The 'CVR Spin' Method Of Unlocking Assets In M&A

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    The spinoff of contingent value rights, or the CVR spin, can unlock secondary and noncore assets in public mergers and acquisitions, while resolving the market dislocation of some traditional divestitures, say attorneys at Gibson Dunn.

  • 2nd Circ.'s Nine West Ruling Clarifies Safe Harbor Confusion

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    The Second Circuit’s recent ruling in Nine West’s Chapter 11 suit clarifies that courts in the circuit will apply a transfer-by-transfer analysis to determine the applicability of Section 546(e) of the Bankruptcy Code, and that to be safe harbored, a financial institution must act as an agent with respect to the specific transfer at issue, says Leonardo Trivigno at Carter Ledyard.

  • 5 Models For Structuring Health Provider-Payor Partnerships

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    With recent data showing that the U.S. continues to spend more and get less for healthcare services compared to other industrialized nations, providers and payors should consider a variety of partnership structures that can help achieve the so-called triple aim of improving the health of individuals and populations while reducing per capita costs, says John Howard at Thompson Coburn.

  • Del. Dispatch: How Moelis Upends Stockholder Agreements

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    The Delaware Court of Chancery's Moelis decision last month upended the standard corporate practice of providing governance rights in stockholder agreements and adds to a recent line of surprising decisions holding that long-standing, common market practices violate Delaware law, say attorneys at Fried Frank.

  • Business Litigators Have A Source Of Untapped Fulfillment

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    As increasing numbers of attorneys struggle with stress and mental health issues, business litigators can find protection against burnout by remembering their important role in society — because fulfillment in one’s work isn’t just reserved for public interest lawyers, say Bennett Rawicki and Peter Bigelow at Hilgers Graben.

  • Understanding Insurance Is Key To Limiting Antitrust Liability

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    As regulators signal their intent to continue last year's aggressive campaign of corporate antitrust litigation, businesses must make active management of their liability insurance policies, along with a firm knowledge of the limits of their coverage, central to their strategies for limiting the enormous financial risks of enforcement, say attorneys at Nossaman.

  • What FTC's 'Killer Acquisition' Theory Means For Pharma Cos.

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    The Federal Trade Commission's recent lawsuit to block Sanofi's acquisition of a pharmaceutical treatment developed by Maze Therapeutics builds on previous enforcement actions and could indicate the agency's growing willingness to use its so-called killer acquisition theory against perceived attempts to eliminate nascent competition, say attorneys at Morgan Lewis.

  • Series

    Skiing Makes Me A Better Lawyer

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    A lifetime of skiing has helped me develop important professional skills, and taught me that embracing challenges with a spirit of adventure can allow lawyers to push boundaries, expand their capabilities and ultimately excel in their careers, says Andrea Przybysz at Tucker Ellis.

  • Think Like A Lawyer: Forget Everything You Know About IRAC

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    The mode of legal reasoning most students learn in law school, often called “Issue, Rule, Application, Conclusion,” or IRAC, erroneously frames analysis as a separate, discrete step, resulting in disorganized briefs and untold obfuscation — but the fix is pretty simple, says Luke Andrews at Poole Huffman.

  • How Advance Notice Bylaws Are Faring In Del. Courts

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    Recent decisions make it clear that the Delaware Chancery Court is carefully reviewing public companies' amended advance notice bylaws in order to balance the competing interests of boards and shareholders, and will likely strike down bylaws that improperly interfere with stockholder franchises, say attorneys at Olshan Frome.

  • How New EU Tax And Transfer Pricing Rules May Affect M&A

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    Companies involved in mergers and acquisitions may need to adjust fiscal due diligence procedures to ensure they consider potential far-reaching effects of newly implemented transfer pricing measures, such as newly implemented global minimum tax and European Union anti-tax avoidance directives and proposals, says Patrick Tijhuis at BDO.

  • Strategies For Single-Member Special Litigation Committees

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    The Delaware Supreme Court's recent order in the Baker Hughes derivative litigation allowing testimony from a single-member special litigation committee highlights the fact that, while single-member SLCs are subject to heightened scrutiny, they can also provide unique opportunities, says Josh Bloom at MoloLamken.

  • Lessons For D&O Policyholders From Pharma Co. Ruling

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    A California federal court's recent decision in AmTrust v. 180 Life Sciences, requiring insurers to advance defense costs for a potentially covered claim, provides a valuable road map for directors and officers insurance policyholders, rebutting the common presumption that a D&O insurer's duty to advance costs is more limited than under other policies, say attorneys at Pasich.

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