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Mergers & Acquisitions

  • August 20, 2018

    5th Circ. Revives Insurance Adjuster's Suit Over Soured Deal

    A split Fifth Circuit on Friday revived insurance adjuster IAS Services Group LLC’s claim that the owner of another adjuster fraudulently misrepresented his firm’s future prospects to induce IAS to buy the business for $3.6 million, but affirmed the dismissal of IAS’ breach-of-contract claim.

  • August 20, 2018

    China Biologic's Former CEO Leads $3.9B Takeover Bid

    China Biologic Products Holdings Inc. has received a $3.9 billion cash offer from its former chief executive and a consortium of investment firms, according to U.S. Securities and Exchange Commission filings by the company on Monday.

  • August 20, 2018

    Good Tech Board Strikes $17M Deal In BlackBerry Merger Suit

    Directors and funds sued in Delaware’s Chancery Court over a technology firm’s underpriced sale to BlackBerry Ltd. in 2015 reported a $17 million settlement Monday, in the near-final piece of a $52 million overall settlement that broke down in August 2017.

  • August 20, 2018

    Chancery Class Says 'Phantom' Rights Benefited Ebix CEO

    Phantom approvals and disclosure failures propped up a potential $825 million in allegedly backdated stock appreciation rights provided to the CEO of software company Ebix Inc., a class attorney asserted Monday during the opening of a three-day Delaware Chancery Court trial challenging the benefit.

  • August 20, 2018

    Deals Rumor Mill: TPG, Standard Chartered, Hess

    TPG Capital is reportedly mulling a deal to invest in the ailing Jet Airways Ltd., Standard Chartered PLC is discussing a deal to sell its private equity unit to Intermediate Capital Group, and PTTEP PCL and OMV are eyeing Hess Corp.’s Southeast Asian offshore natural gas assets.

  • August 20, 2018

    Tech-Focused SPAC Churchill Capital Primes $400M IPO

    Churchill Capital Corp., a special purpose acquisition company that is raising money likely to acquire a software business, on Monday set pricing terms for a $400 million initial public offering, represented by Paul Weiss Rifkind Wharton & Garrison LLP.

  • August 20, 2018

    EU Clears $70B Linde-Praxair Deal With Divestitures

    The European Commission on Monday said it cleared German gas giant Linde AG’s planned $70 billion merger with Praxair Inc. after the companies agreed to sell off assets and businesses to assuage concerns that the tie-up would hamper competition on the continent.

  • August 20, 2018

    Sun Capital Pushes Del. Court To Throw Out RICO Suit

    Sun Capital Partners Inc. has asked a Delaware federal judge to toss a Racketeer Influenced and Corrupt Organizations Act suit filed by convenience store operator GPM Investments LLC, arguing the company failed to support its claims the private equity firm engaged in a scheme to pass off $60 million in pension fund liabilities.

  • August 20, 2018

    Davis Polk Guides Tyson In $2.16B Keystone Foods Buy

    Tyson Foods Inc., led by Davis Polk & Wardwell LLP, said Monday it will shell out $2.16 billion in cash for Keystone Foods Holdings Ltd., a Pennsylvania-based unit of Brazil’s Marfrig Global Foods that provides meats to quick-service restaurants, as the food giant looks for international growth opportunities.

  • August 20, 2018

    PepsiCo Inks $3.2B Cash Deal To Buy SodaStream

    American food and beverage giant PepsiCo has agreed to buy Israeli sparkling water giant SodaStream in a cash deal worth $3.2 billion that has already been unanimously approved by both companies' boards, the pair announced on Monday.

  • August 17, 2018

    Chancery Rejects Bid To Unwind $170M Furniture Co. Merger

    A Delaware Chancery judge on Friday sided with directors of furniture company Design Within Reach Inc. and its hedge fund backers at Glenhill Capital Management LP, and rejected investor claims that a roughly $170 million merger with Herman Miller Inc. should be voided because of a quickly fixed mistake.

  • August 17, 2018

    Deals Rumor Mill: Mafengwo, Marfrig, LafargeHolcim

    Mafengwo wants to raise as much as $300 million in new funding, Marfrig inked a deal to sell Keystone Foods to Tyson Foods Inc. for $2.5 billion and LafargeHolcim Ltd. has earned the interest of Asian powerhouses for its Indonesian unit.

  • August 17, 2018

    Health Hires: Dorsey & Whitney, DLA Piper, Epstein Becker

    Dorsey & Whitney LLP, DLA Piper, Epstein Becker Green, Spencer Fane LLP, Minerva Neurosciences and Carlton Fields are among the latest firms to boost their health and life sciences offerings with new hires. 

  • August 17, 2018

    Don't Miss It: Davis Polk, Willkie Guide Week's Hot Deals

    With so much mergers and acquisitions news this week, you may have missed several deals announced in recent days helmed by firms such as Davis Polk & Wardwell LLP and Willkie Farr & Gallagher LLP. Here, Law360 recaps the ones you might have missed.

  • August 17, 2018

    Calif. Water Scraps Bid For Holding Co. After Offer Rejected

    California Water Service Group said Friday that it scrapped its bid to buy SJW Group, just hours after the water utility's roughly $1.44 billion revised takeover offer for the San Jose-based holding company was rejected.

  • August 17, 2018

    Cava Mediterranean Chain Buys Zoe's Kitchen For $300M

    Cava Group Inc. has acquired Zoe’s Kitchen Inc. for approximately $300 million including debt, in a deal that combines the privately held Mediterranean-style chain's 66 locations with the struggling fast-casual eatery group’s 261 for a total of 327 restaurants in 24 states, the companies said Friday.

  • August 17, 2018

    Taxation With Representation: Akin Gump, Wachtell, Kirkland

    In this week’s Taxation With Representation, Diamondback snapped up Energen for $9.2 billion, Federal Street Acquisition Corp. bought Universal Hospital Services for $1.7 billion, Cabot Microelectronics Corp. bought KMG Chemicals for $1.6 billion and Best Buy acquired GreatCall for $800 million.

  • August 17, 2018

    Rising Star: Debevoise & Plimpton's Sue Meng

    Debevoise & Plimpton LLP's Sue Meng says she loves to help companies as they grow, as exemplified most recently when she guided Envision Healthcare HCA, which she started working with in 2011, in its recent $15 billion merger with AmSurg, earning her a spot as one of six mergers and acquisitions law practitioners under age 40 honored by Law360.

  • August 17, 2018

    Ropes & Gray Can Breathe Easy With Toshiba Deal Sealed

    Ropes & Gray LLP’s Tsuyoshi Imai recalls finally being able to take a breath when Bain Capital, a longtime client and the lead in the buyer group for Toshiba Memory, finally overcame its last hurdle — regulatory clearance in China — to seal its complex, controversial and critically time-sensitive 2.3 trillion yen ($20.8 billion) takeover of the business.

  • August 17, 2018

    3 Reasons Attys Should Learn A Foreign Language

    Becoming fluent in a foreign language may seem daunting, but the challenge can offer big rewards, including career opportunities and personal satisfaction, for attorneys willing to take it on. Here, Law360 looks at three reasons why lawyers should learn languages other than their own.

Expert Analysis

  • The 'Post-Fact' Jury In The 'Fake News' Era

    Ross Laguzza

    The "fake news" phenomenon is ever more prominent in the political arena — but not in the jury box. At a trial, jurors don’t have to rely on the media or any other source to tell them the facts and issues, since they have a front-row seat to the action, says Ross Laguzza, a consultant at R&D Strategic Solutions LLC.

  • Series

    Judging A Book: Lipez Reviews 'Last Great Colonial Lawyer'

    Judge Kermit Lipez

    In his new book, "The Last Great Colonial Lawyer: The Life and Legacy of Jeremiah Gridley," Charles McKirdy argues that Gridley — someone I had never heard of — was the last great colonial lawyer, and that his cases illuminate his times. The author largely substantiates both claims, says First Circuit Judge Kermit Lipez.

  • How FIRRMA Will Change National Security Reviews: Part 2

    Jeff Bialos

    The newly enacted Foreign Investment Risk Review Modernization Act significantly expands the authority of the U.S. government to review and restrict foreign investments on national security grounds. But FIRRMA also has provisions that may exempt some transactions from review, and accelerate review of others, say Jeffrey Bialos and Mark Herlach of Eversheds Sutherland LLP.

  • Long-Awaited Bonus Depreciation Insight For Partnerships

    Junaid Chida

    Earlier this month, the IRS finally released proposed regulations under the bonus depreciation provisions of the Tax Cuts and Jobs Act. The guidance provides long-awaited clarification on the availability of 100 percent bonus depreciation to partnership basis adjustments, say attorneys at O'Melveny & Myers LLP.

  • How FIRRMA Will Change National Security Reviews: Part 1

    Jeffrey Bialos

    The Foreign Investment Risk Review Modernization Act empowers the U.S. government to review a far broader group of transactions than ever before to determine if they threaten national security. FIRRMA's expansive new coverage includes oversight of real estate investments and transfers of "emerging and foundational technologies," say Jeffrey Bialos and Mark Herlach of Eversheds Sutherland LLP.

  • A Teachable Moment On Adequate Disclosures

    Marc Casarino

    Full and accurate disclosure of information by a corporation to its stockholders is a basic component of obtaining consent to mergers and other fundamental transactions. But the Delaware Supreme Court's decision in Morrison v. Berry is a stark reminder that implementing adequate disclosures is easier said than done, say Marc Casarino and Lori Smith of White and Williams LLP.

  • An Update, Not A Transformation, Of CFIUS Review Process

    Scott Flicker

    The Foreign Investment Risk Review Modernization Act, a reform of the review process overseen by the Committee on Foreign Investment in the United States, has just been signed into law. But to a great extent, it merely codifies CFIUS’ current practice of expansively interpreting its jurisdiction, stretching review timelines and taking a broad view of national security, say attorneys with Paul Hastings LLP.

  • Interview Essentials For Attorneys On The Move

    Eileen Decker

    Across the country this fall, recent law school graduates, law firm associates and experienced professionals will interview for positions in private practice and government service. Sharing tips on how to stand out in this high-pressure, hypercompetitive process are Eileen Decker, former U.S. attorney for the Central District of California, and Keith Jacoby, co-chairman of Littler Mendelson PC’s class action practice group.

  • Companies Could Face Pressure Over Board Composition

    Arthur Kohn

    Companies should expect that the New York City Comptroller's Office, State Street Global Advisors and others will continue to seek dialogue, engagement and disclosure on diversity and other important social issues. Based on 2018 proxy season results, investors' votes may increasingly become a referendum on social concerns, say attorneys with Cleary Gottlieb Steen & Hamilton LLP.

  • Roundup

    Clerking For Ginsburg

    Clerking For Ginsburg

    Justice Ruth Bader Ginsburg joined the U.S. Supreme Court 25 years ago and is not planning to retire anytime soon — she has hired clerks through 2020. What's it like to assist Justice Ginsburg? In this series, former clerks reflect on the experience.