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Mergers & Acquisitions

  • June 6, 2018

    Fintech-Focused Blank Check Co. Upsizes IPO To $500M

    Far Point Acquisition Corp., a special purpose acquisition company backed by hedge fund Third Point LLC and run by former NYSE Group President Tom Farley in order to buy a fintech company, on Wednesday increased the funding target of its initial public offering to $500 million.

  • June 6, 2018

    Cadwalader Steers Apparel Co.'s Board Toward Gender Equity

    A Destination Maternity investor was frustrated with the direction of the flagging apparel company when he tapped Cadwalader Wickersham & Taft LLP partners Richard Brand and Braden McCurrach to help craft a campaign to put more women on the company's male-dominated board.

  • June 6, 2018

    Planet Hollywood Owner Gets Bertucci's At Auction For $20M

    Restaurant holding company and Planet Hollywood parent Earl Enterprises has purchased bankrupt Bertucci’s at auction for $20 million, bringing the Italian casual dining chain into its wide-ranging portfolio.

  • June 6, 2018

    Convicted Valeant Exec Says Dishonest Juror Tainted Trial

    A former Valeant Pharmaceuticals International Inc. manager awaiting sentencing for his role in a $9.7 million kickback plot has urged a Manhattan federal judge to scrap his conviction, saying one of the jurors lied to hide that she's embroiled in a lawsuit alleging she abused disabled adults at a care facility.

  • June 6, 2018

    'Reckoning' For Antitrust As Comcast-NBCU Conditions End

    U.S. antitrust enforcement is nearing a “moment of reckoning,” Sen. Richard Blumenthal said Wednesday as he looked to the expiration, in a matter of months, of conditions placed on Comcast’s acquisition of NBCUniversal, conditions the Connecticut Democrat has said may need to be extended.

  • June 6, 2018

    Ascendas-Singbridge, Temasek Form $299M Real Estate JV

    Singapore developer Ascendas-Singbridge has joined forces with global investment firm Temasek to form a 20 billion Indian rupee ($299 million) joint venture that will invest in warehouse and manufacturing areas across India, according to an announcement from the companies on Wednesday.

  • June 6, 2018

    Deals Rumor Mill: PetSmart, Azelis, BHP

    PetSmart has tapped restructuring advisers to help trim its debt, British private equity firm Apax Partners is considering selling off Azelis SA, and oil giants including BP Plc and Chevron Corp. have bid for the U.S. shale portfolio of Australian mining giant BHP Billiton Ltd.

  • June 6, 2018

    Fortive Offers $2.7B To Acquire J&J Medical Products Unit

    A Johnson & Johnson unit has received a $2.7 billion offer from industrial equipment maker Fortive Corp. for Advanced Sterilization Products, a leading provider of sterilization and disinfection solutions, according to statements by both companies Wednesday.

  • June 6, 2018

    King & Spalding Nabs International Arbitration Pro In Paris

    King & Spalding LLP on Wednesday said a former Hughes Hubbard & Reed LLP international arbitration expert has joined the firm's Paris office, bringing 20 years of experience in dispute resolution, including construction-related matters in the energy and infrastructure sectors.

  • June 6, 2018

    Nasdaq Withdraws Proposal To Ease SPAC Listing Rules

    Nasdaq Stock Market has withdrawn a proposal to ease its listing rules for special purpose acquisition companies, which are increasingly popular vehicles that conduct initial public offerings to fund acquisitions, the U.S. Securities and Exchange Commission said on Tuesday.

  • June 6, 2018

    Tronc's Ex-Chairman Scraps Planned $208.6M Sale Of Stake

    The former chairman of Chicago-based Tronc Inc. said he scrapped plans to sell his more than one-quarter stake in the newspaper publisher for $208.6 million after the prospective buyer, McCormick Media, breached its obligations under their purchase agreement.

  • June 6, 2018

    Advocate Says Sprint, T-Mobile Merger Would Hurt Consumers

    An antitrust advocate has urged the U.S. Department of Justice to torpedo a proposed $59 billion merger between wireless carriers Sprint and T-Mobile, saying that the separate disruptive force of the two companies keeps the other big telecoms on their toes and that a merger would mean higher prices and fewer options for consumers.

  • June 6, 2018

    Athenahealth CEO Steps Down Amid Review, Elliott Offer

    Massachusetts-based health care software giant Athenahealth Inc. said Wednesday that its CEO has stepped down amid the board of directors’ search for strategic alternatives for the business, misconduct allegations against the executive, and an all-cash offer from activist investor Elliott Management Corp.

  • June 6, 2018

    Latham, Vinson Assist On $3.13B Deal For EnLink Stakes

    Global Infrastructure Partners has agreed to pay $3.125 billion for all of Devon Energy Corp.’s interests in Dallas-based EnLink Midstream Partners LP, in a deal guided by law firms Latham & Watkins LLP and Vinson & Elkins LLP, according to a Wednesday statement.

  • June 5, 2018

    FTC Clears Northrop's $9.2B Orbital Buy With Remedies

    The U.S. Federal Trade Commission said Tuesday that it has cleared Northrop Grumman Corp.’s bid to acquire defense technology services company Orbital ATK Inc. in a deal worth $9.2 billion including debt, but will require the company to sell certain rocket motors to competitors on a nondiscriminatory basis, among other commitments.

  • June 5, 2018

    Chancery Picks Lead Firms For Towers Watson Merger Suit

    Grant & Eisenhofer PA and Kessler Topaz Meltzer & Check LLP won a closely matched lead counsel contest Tuesday for a Delaware Chancery Court suit alleging fiduciary duty breaches in Towers Watson & Co.’s $18 billion merger with insurance brokerage Willis Group Holdings PLC.

  • June 5, 2018

    Rockport's Amended Ch. 11 Bid Protections Get Court's OK

    Bankrupt shoemaker The Rockport Co. LLC cobbled together a resolution Tuesday to address the concerns of unsecured creditors about more than $6 million in bid protections for a stalking horse bidder, gaining the approval of a Delaware bankruptcy judge.

  • June 5, 2018

    Int'l Bar Sees M&A Market As Cautious Amid Regulatory Flux

    Uncertain political and regulatory frameworks in major countries are changing how deals are struck and are causing businesses to reevaluate risks associated with their transactional prospects, a panel of experts at the International Bar Association's international mergers and acquisitions conference said Tuesday.

  • June 5, 2018

    FTC Wants More Info On $1.2B Title Insurance Deal

    Title insurance giant Fidelity National Financial Inc. said in a regulatory filing Monday that the U.S. Federal Trade Commission has issued a second request for information about its planned $1.2 billion purchase of real estate services provider Stewart Information Services Corp.

  • June 5, 2018

    Nine West Creditors Can Probe $2.2B Sycamore Takeover

    A New York bankruptcy court Tuesday granted a request by the unsecured creditors of Nine West Holdings Inc. to investigate whether Sycamore Partners' $2.2 billion takeover of the women’s shoe and apparel company enriched the private equity firm at the debtors’ expense.

Expert Analysis

  • Blockchain Share Tracing Can Change Appraisal Arbitrage

    Excerpt from Lexis Practice Advisor
    Christopher Kelly

    The advent of blockchain technology and its future utilization in the securities industry present the possibility for the tracing of ownership and votes of shares of corporations being acquired. Appraisal arbitrageurs may need to evaluate the continuing attractiveness of their investment strategy as a result, say attorneys with Potter Anderson & Corroon LLP.

  • Opinion

    We Need A Cybersecurity Framework For Law Firms

    Shaun Jamison

    In order to enable lawyers to best meet cybersecurity challenges, state bars should pass rules that adopt a cybersecurity framework to be developed by a national committee, says Shaun Jamison, associate dean of faculty and professor at Purdue University's Concord Law School.

  • Equity Partnership Isn’t What It Used To Be

    Jeff Liebster

    To many young attorneys, becoming an equity partner shows a firm's long-term commitment, meaning job security and a voice in important firm matters. However, the industry has changed and nowadays it may not be better to enter a new firm as an equity partner, says Jeffrey Liebster of Major Lindsey & Africa.

  • Series

    Judging A Book: Hardiman Reviews 'Without Precedent'

    Judge Thomas Hardiman

    In his new book, "Without Precedent: Chief Justice John Marshall and His Times," professor Joel Richard Paul ably explains more than a dozen of Marshall’s most significant opinions, which comes as no surprise​. ​What is a surprise — a pleasant one — is the book's readability, says Judge Thomas Hardiman of the Third Circuit.

  • Lessons In Negotiating Transaction Tax Deduction Provisions

    Scott Barshay

    The Delaware Chancery Court's opinion in LSVC v. Vestcom serves as a reminder of the potential high-value impact of pre- and post-closing tax provisions in private M&A, as well as their interaction with purchase price adjustment provisions, say attorneys with Paul Weiss Rifkind Wharton & Garrison LLP.

  • Top Tax Changes For Law Firms: What Lawyers Need To Know

    Evan Morgan

    For law firms structured as corporations, a lower maximum corporate tax rate and repeal of the corporate alternative minimum tax are good news. But many law firms are pass-through entities, so deduction limitations mean they'll see less benefit from the new tax law, says Evan Morgan of CPA and advisory firm Kaufman Rossin PA.

  • Are Headwinds Hampering Delaware's Blockchain Initiative?

    G. Thomas Stromberg

    Despite the current cryptocurrency fervor, it remains to be seen exactly how, and how quickly, blockchain technology will be adopted by the broader corporate community, and whether Delaware will continue to lead the charge, say attorneys with Jenner & Block LLP.

  • Warranty And Indemnity Insurance Can Help M&A Buyers

    William Charnley

    In recent years, warranty and indemnity insurance has become a prevalent method of helping mergers and acquisitions counterparties close transactions by transferring warranty and liability away from the buyer and seller and onto the insurance market, say William Charnley and Ilan Kotkis of King & Spalding LLP.

  • Opinion

    Companies Should Avoid The BigLaw Bonus Structure

    Michael Moradzadeh

    Since passage of the Trump tax plan last year, companies have been touting bonuses they’ve handed down to rank-and-file employees. This highlights the trend of employers favoring bonuses over pay raises in the belief that variable, short-term rewards are less risky to the business than permanent increases in labor costs. But law firms have used this strategy for years — and there are dangers, says Michael Moradzadeh of Rimon PC.

  • Risk Of 'Below Deal Price' Appraisal Post-Dell: Part 2

    Gail Weinstein

    It remains uncertain whether the Delaware Chancery Court — when relying on the deal price to determine fair value, as prescribed in Dell — will now make a downward adjustment to exclude value arising from the merger itself, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.