Mergers & Acquisitions

  • November 21, 2017

    3 Key Issues In DOJ's AT&T-Time Warner Merger Complaint

    The U.S. Department of Justice upended conventional wisdom with its lawsuit Monday claiming that the vertical integration of AT&T Inc.'s DirecTV distribution network with Time Warner Inc.'s must-have content would lead to hundreds of millions of dollars worth of price increases and squelch innovative competition in digital video distribution.

  • November 21, 2017

    Akorn Reaches $24M Deal To End Investors' Accounting Suit

    Specialty drugmaker Akorn Inc. has reached a $24 million deal to settle a proposed investor class action alleging that the company’s failure to fix widespread accounting problems and weak internal controls led it to report inflated revenue figures to the market, according to papers filed in Illinois federal court on Monday.

  • November 21, 2017

    Bet-The-Business Merger Trial? O'Melveny Gets Tapped Again

    As the government tries to block AT&T from buying Time Warner in what could be the first merger trial under the new administration, the telecom giant has put its hopes for a digital content future in the hands of a firm that's been no stranger to courtroom faceoffs in the last decade. Here, Law360 looks at the biggest challenges O'Melveny & Myers LLP has defended in recent years.

  • November 21, 2017

    Sporting Goods Co. Gets Nod On Breakup Fee In Ch. 11 Sale

    A Delaware bankruptcy judge approved a $150,000 expense reimbursement Tuesday should bankrupt Maurice Sporting Goods Inc.’s Chapter 11 stalking horse sale stumble, despite acknowledging concerns about insufficient legal backing and problematic features.

  • November 21, 2017

    Deals Rumor Mill: AppLovin, Nestlé, SQM

    AppLovin and China’s Orient Hontai are altering their $1.4 billion deal to try to pass regulatory muster, Nestlé is among those wooing U.S. organic and vegetarian food maker Hain Celestial, and multiple suitors are vying for a roughly $4.8 billion stake in a Chilean lithium producer.

  • November 21, 2017

    Ardian Reacquires European Biz Process Outsourcing Firm

    Private equity outfit Ardian has agreed to reacquire Competence Call Center Group roughly four years after having sold the European business process outsourcing services provider to Silverfleet Capital, the companies said on Tuesday.

  • November 21, 2017

    Del. Chancery Won't DQ Morris Nichols From Dollar Tree Case

    A Delaware Chancery Court judge Tuesday denied a request to disqualify Morris Nichols Arsht & Tunnell LLP from representing Dollar Tree in an ongoing dispute with spinoff company Dollar Express on the grounds that the law firm had given prior legal advice on the dividend distribution that is at the heart of the case.

  • November 21, 2017

    Oncor Stakeholder Goes After NextEra For $72M Breakup Fee

    A minority shareholder in Texas utility Oncor Electric Delivery Co. LLC told the Delaware Chancery Court on Monday that NextEra Energy owes it $72 million as a breakup fee for a merger shot down by state regulators.

  • November 21, 2017

    AT&T-Time Warner Judge Is No Stranger To Mega-Mergers

    The U.S. Department of Justice’s challenge of AT&T’s planned Time Warner purchase was assigned to Senior Judge Richard J. Leon on Tuesday, a D.C. district judge with extensive antitrust experience who required extra conditions before greenlighting the government’s settlement with Comcast for its NBC Universal deal.

  • November 21, 2017

    Talos-Stone Union Creates $2.5B Offshore Driller

    Talos Energy LLC and Stone Energy Corp., which emerged from bankruptcy earlier this year, on Tuesday said they will merge in an all-stock deal that will create an offshore drilling company with an enterprise value of $2.5 billion and an initial market capitalization of $1.9 billion.

  • November 21, 2017

    Pepper Hamilton Regains Life Sciences Duo In Philly

    Pepper Hamilton LLP announced Tuesday that it had lured back two Philadelphia attorneys who focus on transactional work in the life sciences industry from Hogan Lovells as partners, with one to take a leadership role in the firm’s growing health sciences department.

  • November 20, 2017

    Shawe Forges Deal To Buy TransPerfect After Bitter Fight

    TransPerfect co-founder Philip Shawe is slated to buy out the shares of his rival Elizabeth Elting, according to letter Monday from the court-appointed custodian overseeing the sale process, potentially resolving what has been a maelstrom of bitter disputes in Delaware Chancery Court over control of the legal translation firm.

  • November 20, 2017

    Court Skeptical Of All In Koch, Oxbow Post-Trial Argument

    A Delaware vice chancellor cautioned Monday that he remained “skeptical of both sides” after post-trial arguments over a private equity investor’s bid to cash out or force a sale of billionaire William I. Koch’s Oxbow Carbon LLC.

  • November 20, 2017

    NY Justices Won't Hold NY Derivative Claims To Cayman Rule

    New York’s highest court said Monday that a minority investor in Scottish Re Group Ltd. did not have to get permission from a Cayman Islands court to pursue derivative claims on behalf of the Cayman-incorporated reinsurer, reversing a state appeals court ruling that stood to limit New York courts’ ability to hear derivative suits involving Cayman companies.

  • November 20, 2017

    DigitalGlobe Investors Seek Share Appraisal In $2.4B Deal

    Shareholders of satellite imaging company DigitalGlobe Inc. filed a petition in Delaware state court late Friday seeking appraisal of their shares in the firm following a $2.4 billion cash-and-stock merger with MacDonald Dettwiler and Associates Ltd. that closed last month.

  • November 20, 2017

    Sporting Goods Wholesaler Maurice Hits Ch. 11 In Del.

    Maurice Sporting Goods Inc. filed for Chapter 11 protection in Delaware on Monday with roughly $100 million in debt and private investment company Middleton Partners LLC lined up as the stalking horse bidder in a planned asset sale.

  • November 20, 2017

    Blank Check Co. Highland Acquisition Pulls $250M IPO

    Highland Acquisition Corp., a blank check company formed by executives of hedge fund Highland Capital Management LP, withdrew plans Monday for a $250 million initial public offering intended to pursue an acquisition in the health care, media, telecommunications, entertainment or energy industries that was filed last year.

  • November 20, 2017

    Dorsey & Whitney Snags Energy Atty From Holland & Hart

    Dorsey & Whitney LLP has added a former Holland & Hart LLP partner with experience helping clients in the natural resources and energy field to its offices in Salt Lake City, Utah, the firm has announced.

  • November 20, 2017

    Deals Rumor Mill: The Weinstein Co., Qualcomm, Bridgepoint

    The Weinstein Co. has received a $275 million buyout offer, Qualcomm's $38 billion NXP acquisition is set to earn Japanese regulatory approval, and a U.K. private equity firm is seeking €5 billion ($5.9 billion) from investors for its next investment fund.

  • November 20, 2017

    Eaton Says Investors' 2nd Complaint In Tax Info Suit Fails

    Eaton Corp. PLC asked a New York federal judge on Friday to dismiss a second amended complaint in a proposed shareholder class action alleging the company defrauded shareholders about its desire or ability to sell a major business unit in the wake of a controversial merger.

Expert Analysis

  • How Collaboration Is Changing Inside Some Law Firms

    Chris Cartrett

    In our recent survey of business of law professionals, nearly half of respondents said that who they collaborate with, inside their law firm, is different from five years ago, says Chris Cartrett of legal software provider Aderant.

  • Don't Want To Be The Next Kodak? Embrace Blockchain

    Dario de Martino

    The opportunities presented by blockchain and cryptocurrencies are exciting. But failure to understand these technologies may trigger a Kodak moment, and put successful companies at the mercy of those that quickly pivoted, say Dario de Martino and Spencer Klein of Morrison & Foerster LLP.

  • Beware Unique Challenges When Acquiring Internet Tech

    Nicholas Merker

    Internet of things devices bring the promise of tremendous insight for product manufacturers and marketers, but also bring a number of risks and potential liabilities that may not necessarily be obvious. Acquiring these new technologies creates new areas of risk that some companies may not appropriately understand during the procurement process, say Nicholas Merker and Eric Goodman of Ice Miller LLP.

  • Delaware Suit Brings Lessons For Externally Managed REITs

    Steven Haas

    A Delaware court recently denied a motion to dismiss H&N Management Group v. Crouch, a shareholder derivative suit brought against an externally managed real estate investment trust alleging breach of fiduciary duties. The case is a reminder about managing conflicts of interest, among other things, say Steven Haas and David Wright of Hunton & Williams LLP.

  • Preserving The Business Deal In The Final Hours

    Justin Stolte

    When an asset transaction in the oil and gas sector is close to being executed, a deal team is often faced with a very short time in which to provide additional financing information and a final purchase and sale agreement. As a consequence, certain concerns may be inadequately addressed or completely forgotten, says Justin Stolte of Gibson Dunn & Crutcher LLP.

  • The Psychology Of Hourly Fee Arrangements

    J.B. Heaton

    The range of possible and better fee agreements is wide. But such alternatives will become popular only if litigants confront the psychological tendencies shaping their existing fee arrangements, says J.B. Heaton, a partner at Bartlit Beck Herman Palenchar & Scott LLP.

  • Investing In Urgent Care: Trends And Developments To Watch

    Bart Walker

    With the rise of narrow networks and increasing deductibles for health insurance plans, patients are paying more attention to the costs of specific providers and models of care, while insurers and plan sponsors continue looking for ways to drive patient volumes to lower-acuity and lower-cost settings. Urgent care providers have been a direct beneficiary of this shift, say attorneys with McGuireWoods LLP.

  • 2 Del. Decisions Bring Practice Points For MLP Planners

    Thomas Mullen

    Two recent decisions by the Delaware courts — Brinckerhoff v. Enbridge Energy and Morris v. Spectra Energy — underscore the importance for a master limited partnership sponsor to avail itself fully of the latitude provided by the Delaware Revised Uniform Limited Partnership Act to privately order the affairs of the MLP, say attorneys with Potter Anderson & Corroon LLP.

  • Self-Collection In E-Discovery — Risks Vs. Rewards

    Alex Khoury

    As judges become better educated about the complexities of collecting electronically stored information, in particular the inefficacy of keyword searching, they are increasingly skeptical of self-collection. And yet, for many good reasons (and a few bad ones), custodian self-collection is still prevalent in cases of all sizes and in all jurisdictions, says Alex Khoury of Balch & Bingham LLP.

  • When A Firm Is 'Failing': CentraCare Vs. Energy Solutions

    Lisl Dunlop

    Very few merging firms have been successful in invoking the "failing firm" defense before the federal antitrust agencies. Two recent cases — one in health care and one in the waste disposal industry — provide insights into using the defense in practice, say Lisl Dunlop and Shoshana Speiser of Manatt Phelps & Phillips LLP.