Mergers & Acquisitions

  • December 4, 2017

    TPG Sweetens Deal For Medical Device Co. Exactech To $737M

    Florida-based Exactech Inc. on Monday said that private equity giant TPG Capital raised its offer price for the orthopedic implant device maker in a deal now valued at $737 million, just weeks after the companies agreed to a tie-up valued at $625 million.

  • December 4, 2017

    Hartford Sells Life Insurance Business For $2.05B

    Hartford Holdings Inc. has agreed to sell its life insurance and annuity businesses to a group of investors led by Cornell Capital LLC for $2.05 billion and an ownership stake, the insurer said Monday.

  • December 4, 2017

    Wanda Group Founder Pays $470M For Wanda Hotel Stake

    Property developer Dalian Wanda Group Co. Ltd.'s founder is paying nearly HK$3.67 billion ($469.5 million) for a majority stake in Wanda Hotel Development Co. Ltd., according to a stock exchange release Monday.

  • December 3, 2017

    Tax Bill’s Swift Passage May Create Legal Quandaries

    The accelerated course of the Republicans’ $1.4 trillion tax cut bill, heralding some of the most sweeping changes for corporations in decades, has created ambiguities that could take years to iron out while the process to reconcile differences between the House and Senate versions of the bill will leave nothing sacrosanct, including the cardinal 20 percent corporate tax rate.

  • December 3, 2017

    CVS Inks $69B Takeover Of Aetna

    CVS Health Corp. unveiled a $69 billion deal for Aetna Inc. on Sunday, paving the way for a union of a major pharmacy operator and a health insurance giant after Aetna saw its own takeover of a rival implode amid antitrust scrutiny earlier this year.

  • December 1, 2017

    Insurance Tech Co.'s Value Depleted By Controller, Suit Says

    Minority shareholders of insurance technology company Bolt Solutions Inc. filed suit Friday in Delaware alleging the firm’s majority shareholder and board of directors engaged in self-dealing to sell the controlling interest in Bolt and eroded any value due to minority investors through repeated capital injections.

  • December 1, 2017

    Chancery Tosses Shareholder Suit Over Oracle Merger

    The Delaware Chancery Court on Thursday dismissed a suit disputing a 2016 merger between Oracle Corp. and a cloud service provider, saying the objecting shareholder failed to show a single shareholder or shareholder group forced through an unfair deal.

  • December 1, 2017

    2 Blank Check Cos. In Energy, Leisure Raise $500M Total

    Two private equity-backed companies aiming to acquire and build up existing businesses in the energy and leisure industries began trading Friday after raising $300 million and $200 million in their respective initial public offerings.

  • December 1, 2017

    1 Firm Tops November IPO Activity Amid Deal-Making Surge

    Davis Polk & Wardwell LLP edged past peers in terms of initial public offerings in November, guiding seven offerings from operating companies and blank check issuers, when counting representation of issuers and underwriters, that raised nearly $1.5 billion in total proceeds.

  • December 1, 2017

    Don't Miss It: Hot Deals & Firms We Followed In Last 2 Weeks

    With so much mergers and acquisitions news in the last two weeks, you may have missed several deals announced in recent days helmed by law firms including Kirkland & Ellis LLP and Skadden Arps Slate Meagher & Flom LLP.

  • December 1, 2017

    ETE Refused $1.5B Williams Merger Termination Fee In Del.

    Delaware’s Chancery Court on Friday dismissed a demand for a $1.48 billion termination fee that Energy Transfer Equity LP sought after successfully suing last year to shut down its own merger with The Williams Cos., a deal once valued at $38 billion.

  • December 1, 2017

    Deals Rumor Mill: Merck, Mednax, Volkswagen

    Merck’s consumer health business could be valued at around €4 billion in a sale, multiple private equity suitors have interest in buying Florida-based medical services group Mednax, and Volkswagen is in talks to buy a stake in a Russian maker of light commercial vehicles.

  • December 1, 2017

    Lufthansa Offers Concessions For €210M Air Berlin Buy

    Deutsche Lufthansa AG offered Europe’s antitrust enforcer concessions Thursday for its plan to purchase €210 million ($238.1 million) in assets from the beleaguered Air Berlin PLC after the commission found that the deal could hurt competition.

  • December 1, 2017

    Cabinet Co. American Woodmark Inks $1.075B Deal For Rival

    Kitchen cabinet and vanity manufacturer American Woodmark Corp. on Friday said it nailed down a deal to buy rival bath and kitchen cabinetmaker RSI Home Products Inc. in a transaction worth roughly $1.075 billion.

  • December 1, 2017

    Taxation With Representation: Debevoise, Clifford, Sullivan

    In this week’s Taxation with Representation, Meredith Corp. acquired Time Inc. for $2.8 billion, Thoma Bravo picked up Barracuda for $1.6 billion, Cerberus snapped up BBVA’s real estate business for $4.74 billion and Altran shelled out $2 billion for Aricent.

  • December 1, 2017

    Senate GOP Reaches SALT, Pass-Through Tax Rate Deals

    The Senate’s $1.4 trillion tax cut bill appeared to be nearing final passage in the chamber Friday after agreements were reached to increase the tax benefit for pass-through businesses and permit a deduction for state and local property taxes.

  • December 1, 2017

    Danish Energy JV Drops $3.3B On Gas Field Redevelopment

    A joint venture of major energy companies including a Royal Dutch Shell PLC unit and A.P. Moller-Maersk Group will invest 21 billion Danish crowns ($3.35 billion) to redevelop a North Sea gas field and extend its operational life, Moller-Maersk said in a statement Friday.

  • November 30, 2017

    Judge Finds No Evidence DuPont Knowingly Misled Investors

    A Delaware state judge has dismissed a shareholder’s suit alleging DuPont executives intentionally misrepresented the potential success of a spinoff of the company’s performance chemicals division into the Chemours Co., saying the shareholder had failed to show executives purposely misled investors.

  • November 30, 2017

    Reynolds Wins Ruling Over ITG In Fla. Tobacco Fee Dispute

    Tobacco company ITG Brands LLC lost out on Thursday in a dispute over whether or not it’s obligated to keep trying to reach a deal with Florida over costs tied to its $7 billion dollar purchase of four cigarette brands from R.J. Reynolds Tobacco, after Delaware’s Chancery Court ruled the burden is solely ITG’s to bear.

  • November 30, 2017

    Hyper-Accelerated Maurice Sale Plans Draw Trustee Rebuke

    A 32-day sale timeline proposed by bankrupt retail distributor Maurice Sporting Goods Inc. drew an objection from the U.S. trustee Thursday, who said the plan does not provide enough time for the assets to be marketed or for bidders to perform due diligence before the Dec. 13 bid deadline.

Expert Analysis

  • With New Scrutiny, Life Sci Startups Become Risky Targets

    Ben Wallfisch

    Amid a growing enforcement focus on startups and other smaller life sciences companies, larger companies need robust strategies to protect themselves from acquiring liability, says Ben Wallfisch of Norton Rose Fulbright.

  • Series

    Making Pro Bono Work: Building Sponsorship Relationships

    Michael Scudder

    Within their first year, associates should make it a priority to take on a pro bono matter and approach a partner about supervising the project. By collaborating with a partner on a pro bono case, young associates can cultivate sponsorship relationships while simultaneously contributing to the public good, say Michael Scudder and Jay Mitchell of Skadden Arps Slate Meagher & Flom LLP.

  • Series

    Making Pro Bono Work: Beyond The Hurdles

    Ann Warren

    There are various barriers to corporate pro bono work, including lack of malpractice insurance coverage, limited resources, and the transactional nature of the majority of in-house legal work. But at the end of the day, we’ve overcome many of these barriers, says Ann Warren, associate general counsel of Duke Energy Corp.

  • NY Commercial Division Rule Changes Promote ADR Use

    Christopher Palermo

    Recent rule changes in the Commercial Division of the Supreme Court of New York are the latest of several efforts made to foster greater use of mediation and to institutionalize alternative dispute resolution, says Christopher Palermo, a litigation partner at Bleakley Platt & Schmidt LLP who serves on the Commercial Division Advisory Council.

  • Bylaw Response To ‘Placeholder Slate’ Tactic Is Unproven

    Richard Grossman

    In the past year, more than 50 publicly traded companies have amended their bylaws to address the potential for a so-called “placeholder slate” of directors nominated by activist shareholders. However, neither the bylaw amendments nor the placeholder-slate tactic has been tested in court, leaving their ultimate fate undetermined, say attorneys with Skadden Arps Slate Meagher & Flom LLP.

  • The Law Firm CFO’s Role In The Strategic Planning Process

    Tyler Quinn

    Today's law firm chief financial officer should be involved in many areas beyond traditional financial management, including operations, risk management and information technology. He or she can support strategic planning throughout the process, from development of the plan to its implementation, measurement and eventual evolution, say Tyler Quinn and Marc Feigelson of Kaufman Rossin PA.

  • On Second Thought: EFH Court's Extraordinary Move

    Steven Wilamowsky

    The Delaware bankruptcy court’s recent decision in Energy Future Holdings, granting a motion to reconsider a decision it made over a year ago and denying a breakup fee it had previously approved, is at once troubling and instructive, say Steven Wilamowsky and Sara Ghadiri of Chapman and Cutler LLP.

  • Financial Crisis Anniversary

    New Post-Recession Metrics For BigLaw Partner Success

    Peter Zeughauser

    After nearly a decade of recession-accelerated change in the legal industry, “merit-based” compensation has largely come to mean measuring attorney success using some combination of origination and working attorney hours metrics. However, there are signs that the real impact of the recession is still around the corner, and that building a book isn’t enough, says Peter Zeughauser of Zeughauser Group.

  • Learning From DOJ’s Parker Hannifin Merger Challenge

    Jack Sidorov

    The U.S. Department of Justice's recent lawsuit challenging Parker Hannifin’s consummated acquisition of Clarcor serves as an important reminder that the agencies can — and in some limited instances will — challenge consummated transactions that were reported to them under the Hart-Scott-Rodino Act, says Jack Sidorov of Lowenstein Sandler LLP.

  • Preparing For NYC's New Salary History Law

    Michael Albano

    Recent guidance from the New York City Commission on Human Rights clarifies several aspects of the city's new salary history law that takes effect this month, including its application in the context of corporate acquisitions, say attorneys with Cleary Gottlieb Steen & Hamilton LLP.