Mergers & Acquisitions

  • January 16, 2017

    BREAKING: Essilor, Luxottica Ink Deal To Form $49B Eyewear Giant

    France-based Essilor will merge with Italy’s Luxottica, the owner of Ray-Ban and Oakley, in an all-stock deal that stands to create a $49 billion eyewear giant with strengths in both production and distribution, according to a Monday announcement.

  • January 13, 2017

    Gardere Welcomes 5 Attys In Texas, Colo. Offices

    Gardere Wynne Sewell LLP added partners to its corporate and bankruptcy practice groups in Dallas, along with a senior counsel with expertise in advising startups, a senior attorney focusing on restructuring and a supply network associate, the firm announced Thursday.

  • January 13, 2017

    One Williams Suit Tossed In Two-Edged, $428M Merger Fight

    A Delaware vice chancellor approved a stockholder request Thursday to dismiss one class suit from near-twin damage claims arising from a $13 billion Williams Cos. merger defense that cost the the company $428 million to abandon last year.

  • January 13, 2017

    Deal Makers Buoyed After JPMorgan Forum Despite Clouds

    Deals lawyers say they emerged from JPMorgan’s annual health care conference energized for an uptick in activity — in stark contrast to last year’s gloomier vibe — despite the uncertainty that looms regarding the fate of Obamacare and the Trump administration’s drug pricing policies.

  • January 13, 2017

    Manufacturer Group OK’d To Fight IRS Anti-Inversion Rule

    Despite objections from the IRS, the National Association of Manufacturers got the green light from a Texas federal judge Thursday to fight a recent anti-inversion rule and argue that the agency violated its legal obligations to solicit public comments.

  • January 13, 2017

    Hampshire Nets Nearly $1M In Del. Ch. 11 Goods, IP Sale

    Menswear supplier Hampshire Group Ltd. knit together a quick bankruptcy sale of its top brands in Delaware on Friday, netting less than $1 million but still calling the development an important step toward an orderly Chapter 11 liquidation.

  • January 13, 2017

    Outgoing FTC Chief Leaves Tough Merger Review Legacy

    During nearly four years at the helm of the Federal Trade Commission, outgoing Chairwoman Edith Ramirez built a reputation for being unafraid to go to court to tackle anti-competitive mergers, leaving a string of high-profile wins in her wake.

  • January 13, 2017

    Blue Nile Investor Sues To Stop $500M Bain Capital Buyout

    A shareholder of online diamond retailer Blue Nile Inc. filed a challenge to the $500 million take-private bid of Bain Capital Private Equity LP in Delaware’s Chancery Court Friday, saying the proxy statement outlining the deal failed to disclose important information about financial projections.

  • January 13, 2017

    Weil Steers PE-Backed Blank Check Co. In $375M IPO

    A blank check company formed by private equity firm The Gores Group priced a $375 million initial public offering on Thursday, with guidance from Weil Gotshal & Manges LLP, as it looks to make acquisitions in industries within its management's expertise.

  • January 13, 2017

    Investors Left In Dark About $912M Cardinal Sale, Suit Says

    A Cardinal Financial Corp. shareholder has hit United Bankshares Inc., Cardinal and its executives with a putative class action in Virginia federal court claiming the companies held back information related to Cardinal’s proposed $912 million sale to United, preventing shareholders from making an informed vote.

  • January 13, 2017

    Health Hires: 7 New Life Sciences, Health Additions

    The beginning of 2017 has seen Squire Patton Boggs LLP, Orrick Herrington & Sutcliffe LLP and Fenwick & West LLP grow their life sciences teams, and Dinsmore & Shohl LLP, Mandelbaum Salsburg PC, Saul Ewing LLP and Buchanan Ingersoll & Rooney PC expand their health care groups.

  • January 13, 2017

    Deals Rumor Mill: AltaGas, Arris International, Intrawest

    Canadian energy infrastructure company AltaGas could pay up to $6 billion for Washington, D.C.-based natural gas utility WGL Holdings, telecommunications equipment manufacturer Arris International is in talks to buy Brocade Communications’ networking equipment business and private equity-owned ski resort operator Intrawest Resorts is on the chopping block.

  • January 13, 2017

    Taxation With Representation: Baker, Cleary, Paul, Kirkland

    In this week’s Taxation With Representation, The Williams Cos. Inc. is undertaking an $11.4 billion repositioning of its financial relationship with its master limited partnership, Japanese pharmaceutical company Takeda is purchasing an oncology-focused firm in Massachusetts for $5.2 billion, and a new partnership will buy controlling stakes in McDonald’s in China and Hong Kong for $2.08 billion.

  • January 13, 2017

    Advent, Bain Team To Buy German Payments Firm Concardis

    Private equity giants Advent International and Bain Capital have teamed up to buy German payments company Concardis GmbH, the companies confirmed Friday, in a move meant to boost Concardis’ growth and accelerate its international expansion.

  • January 13, 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 DLA Piper and Latham. Here, Law360 recaps the ones you might have missed.

  • January 13, 2017

    KKR Inks $1.3B Deal For Hitachi Power Tool Unit

    Private equity giant KKR & Co. said Friday that it has reached an agreement to acquire the power tool and life science equipment division of Japan’s Hitachi Ltd. in a deal that values the business at 147.1 billion Japanese yen ($1.28 billion), guided by Simpson Thacher & Bartlett LLP.

  • January 13, 2017

    JMC Capital Snags $206M For Industrial Products, Tech Fund

    Boston, Massachusetts-based JMC Capital Partners has closed its second fund after raking in $206 million from limited partners, with plans to acquire lower middle market companies within the industrial products and industrial technology sectors, the firm has said.

  • January 12, 2017

    Warburg Pincus Can’t Beat Rural/Metro Investors’ Fraud Suit

    A California federal judge on Thursday tentatively ruled that Warburg Pincus can’t escape a securities fraud suit brought by Oaktree Capital Management-owned funds claiming the private equity firm misrepresented the financial health of now-bankrupt Rural/Metro Corp., saying the funds had raised a strong inference that a managing director’s statement was meant to deceive.

  • January 12, 2017

    American Apparel Sells IP, Wholesale Inventory For $103M

    Bankrupt clothing maker and retailer American Apparel received court approval Thursday in Delaware for a $103 million sale of its worldwide intellectual property rights and its wholesale inventory to a stalking horse bidder.

  • January 12, 2017

    SEC’s Universal Proxy Proposal Draws Wide-Ranging Critique

    The U.S. Securities and Exchange Commission’s proposed rulemaking concerning universal proxy access is drawing mixed reviews from industry professionals, with some suggesting slight tweaks and others bemoaning the impact such changes may have on public companies.

Expert Analysis

  • Avoiding The Hidden Costs Of Bargain-Priced E-Discovery

    Michael Cousino

    Many organizations are interested in finding electronic discovery partners who offer tantalizingly low prices for electronic discovery services. However, unforeseen gaps, lax security practices, ignorance of global practices and delayed deliverables can all add up to a surprisingly large final cost, says Michael Cousino of Epiq Systems.

  • Why Anti-Corruption Due Diligence Is Important In M&A

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    When acquiring and investing in companies, it is critical to evaluate and mitigate the risk of both previous and future violations of the Foreign Corrupt Practices Act. Mark Mendelsohn and Peter Jaffe of Paul Weiss Rifkind Wharton & Garrison LLP discuss unique challenges for investors and essential considerations for mergers and acquisitions.

  • The Outlook For Hart-Scott-Rodino Under President Trump

    Jack Sidorov

    With the arrival of the Trump administration and the domestic and foreign policy shifts that may ensue, few eyes have looked at what changes may lie ahead with regard to Hart-Scott-Rodino antitrust premerger notification law and policy. Yet there are two reasons to believe that significant changes may be in store, says Jack Sidorov of Lowenstein Sandler LLP.

  • The Serious And Immense Impact Of A Medical Device Hack

    Charles J. Andres

    A host of different government agencies enforce laws that impose obligations for companies that manufacture and sell medical devices to the public. Attorneys at Wilson Sonsini Goodrich & Rosati PC explore the many different ramifications of a medical device hack and provide some suggestions on planning for and responding to such a breach.

  • Saving Lawyers 1 Breath At A Time: Mindfulness In The Law

    Jennifer Gibbs

    As critical as lawyers are to society, they are reported to be the most frequently depressed occupational group in the United States. In response to the inherently stressful nature of the practice of law, more and more lawyers are turning to an ancient contemplative practice called “mindfulness,” says Jennifer Gibbs of Zelle LLP.

  • Understanding How Blockchain Could Impact Legal Industry

    R. Douglas Vaughn

    Blockchain is essentially a computerized public ledger that can apply to almost anything that a person might save into a database or spreadsheet. This versatile technology may enhance the legal industry by providing an improved record keeping system, setting up "smart contracts" and tracking intellectual property and land records, say R. Douglas Vaughn and Anna Outzen of Deutsch Kerrigan LLP.

  • Trends In Public-Target Mergers: Takeaways From ABA Study

    Excerpt from Lexis Practice Advisor
    Claudia K. Simon

    The American Bar Association recently released its annual study on commonly negotiated deal points in acquisitions of U.S. public companies. In this article, Schulte Roth & Zabel LLP partner Claudia Simon, who chaired the ABA study, highlights some of the findings, including trends related to breakup fee triggers, tender offers and mixed-consideration deals.

  • 'Fair Value' Takeaways From Merion V. Lender Processing

    Gail Weinstein

    The Delaware Chancery Court relied entirely on the merger price to determine “fair value” in Merion Capital v. Lender Processing Services, confirming that an appraisal award likely will not exceed the merger price in a nonaffiliated transaction where there was a pre-signing market check with “meaningful competition,” say attorneys with Fried Frank Harris Shriver & Jacobson LLP.

  • Chancery Confirms Fate Of Fee-Shifting Bylaws

    Lisa R. Stark

    To the extent it was unclear following the 2015 amendments to the Delaware General Corporation Law, the Delaware Chancery Court’s decision in Solak v. Sarowitz confirms to practitioners that any fee-shifting bylaw or charter provision adopted by a stock corporation and relating to internal corporate claims is invalid, say Lisa Stark and Taylor Bartholomew of K&L Gates LLP.

  • Controlling Stockholder Doesn't Equal Entire Fairness Review

    Daniel E. Wolf

    The contours and terms of an M&A transaction are as important as the question of whether there is a “controlling” stockholder to a court’s determination of whether — and to what extent — the more onerous entire fairness standard will be applied, say Daniel Wolf and Gilad Zohari of Kirkland & Ellis LLP.