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Mergers & Acquisitions
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April 15, 2024
EQT To Swap $500M Of Gas Assets As Part Of Divestiture Plan
EQT Corp. and Equinor said Monday that they have agreed to an asset swap arrangement that will include Equinor paying $500 million in cash for a minority stake in EQT's nonoperated natural gas assets in Northeast Pennsylvania, part of a broader EQT strategy to divest assets and reduce debt ahead of its planned close of an energy mega-deal.
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April 15, 2024
Simpson Thacher, Willkie Build $1.4B Sale Of Snap One
Willkie Farr & Gallagher LLP-advised Resideo Technologies Inc. on Monday announced plans to buy smart-living products provider Snap One Holdings Corp., led by Simpson Thacher & Bartlett LLP, for $1.4 billion, which will be supported by a $500 million investment from private equity giant Clayton Dubilier & Rice LLC.
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April 15, 2024
Italian Cable Giant Prysmian Buying Encore Wire For $4.2B
Milan-based electric cabling manufacturer Prysmian said Monday it has agreed to purchase McKinney, Texas-based Encore Wire in a transaction with an approximately $4.2 billion enterprise value.
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April 15, 2024
Irish Nutrition Biz Agrees To Buy US Peer For Up To $355M
Glanbia PLC said Monday it has agreed to buy the U.S.-based "complementary" flavor manufacturer Flavor Producers LLC for an initial $300 million, as the sports nutrition product maker looks to tap into a growing market for organic-sourced tastes.
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April 15, 2024
BNP Paribas Buys 9% Stake In Insurer Ageas For €730M
French banking giant BNP Paribas said Monday that its insurance subsidiary has agreed to acquire a 9% stake in Belgian multinational insurer Ageas for approximately €730 million ($777 million) from Chinese conglomerate Fosun Group.
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April 15, 2024
Justices Pass On Norfolk Southern Claim To Rail Line Control
The U.S. Supreme Court declined Monday to hear Norfolk Southern Railway Co.'s challenge to a 2022 Surface Transportation Board ruling that the freight railroad company can't control Virginia's Belt Line, which opened it up to an antitrust suit from rival CSX Transportation Inc. over its rate-setting.
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April 15, 2024
Dentons-Led Group 1 To Buy Inchcape UK Auto Biz For £346M
Group 1 Automotive said on Monday that its U.K. subsidiary has agreed to buy out British rival Inchcape PLC for approximately £346 million ($432 million), as the U.S. auto dealer continues its expansion into Britain.
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April 12, 2024
Real Estate Authority: RE Women In BigLaw, Q1, Proptech
Law360 Real Estate Authority covers the most important real estate deals, litigation, policies and trends. Catch up on this week's key developments by state — as well as on gender diversity rates among 20 BigLaw real estate practices, M&A and financing stats from the first quarter, and the 2024 Real Estate Technology Conference in New York.
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April 12, 2024
US, EU Antitrust Officials Agree On Much, Not Sustainability
The leaders of the U.S. and European antitrust agencies said Friday their views are broadly aligned on many competition policy issues, though they also outlined opposing approaches to companies that want to collaborate on sustainability projects.
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April 12, 2024
S. Korea Must Pay Mason $32M In Samsung Merger Fight
An international tribunal ordered South Korea to pay Mason Capital Management LLC $32 million in a long-running investor-state suit filed by the New York-based hedge fund over the 2015 merger of two Samsung affiliates, according to the South Korea Ministry of Justice.
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April 12, 2024
TRO Won't Save Auto Supplier From Fallout, Judge Says
A Colorado federal judge on Friday denied an auto part supplier's bid to force a business partner to follow through on an exclusivity deal, ruling that a temporary restraining order may not prevent the supplier from having to shut down a facility.
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April 12, 2024
Hedge Fund Fires Back At Hotel REIT With Proxy Contest Suit
Blackwells Capital LLC has fired back at Braemar Hotels & Resorts Inc. with a lawsuit against the hotel REIT and its board chair Monty Bennett, seeking a green light to move forward with a campaign to place its own candidates on the company's board.
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April 12, 2024
FTC Taking Deeper Look At $35B Synopsys-Ansys Merger
The Federal Trade Commission is opening an in-depth review of Synopsys' $35 billion acquisition of fellow software company Ansys, with Synopsys telling investors that the agency had issued a "second request" for information from both companies.
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April 12, 2024
DOJ Must Cut Through Political Noise In US Steel Probe
The U.S. Department of Justice has its work cut out for it as it conducts a probe of Nippon Steel's planned $14.9 billion takeover of U.S. Steel, a potentially drawn out process that experts say will test the antitrust division's ability to remain objective in the face of immense pressure from President Biden, an influential union, and a concurrent CFIUS review.
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April 12, 2024
US Steel Stockholders Greenlight $14.9B Sale To Nippon
U.S. Steel said Friday that its shareholders have "overwhelmingly" approved the American steel company's nearly $15 billion takeover by Japan's Nippon Steel, a positive development in a deal that's otherwise received a high degree of political and regulatory scrutiny.
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April 12, 2024
Lionsgate Ups PIPE To $225M Before $4.6B SPAC Merger
Entertainment and production giant Lionsgate on Friday is raising the amount of its private investment in public equity related to its planned $4.6 billion merger with special purpose acquisition company Screaming Eagle Acquisition Corp. to $225 million, according to a filing with the U.S. Securities and Exchange Commission.
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April 12, 2024
Trump Media Attys Flag Co-Founders' Del. Suit Expansion
Attorneys for Trump Media & Technology Group and its insiders have objected to what they say is an attempt by two co-founders to secure fast-tracking of an expanded but still-sealed Chancery Court lawsuit initially focused on share-dilution claims against company insiders.
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April 12, 2024
Off The Bench: Ohtani 'Victim' In Theft, Arbitration Nod To NFL
In this week's Off The Bench, Shohei Ohtani looks to get off the hook on sports-betting allegations while his former interpreter faces charges, the NFL wins a critical court victory in the Brian Flores lawsuit, and troubled WWE founder Vince McMahon cuts even more financial ties with the company.
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April 12, 2024
HomeStreet Hit With Shareholders Suit Over FirstSun Merger
Banking company HomeStreet Inc. has been hit with a proposed class action alleging that it failed to disclose details about the sale process of its merger with FirstSun Capital Bancorp., saying that the company entered into the agreement with "little to no consideration" to any of its shareholders.
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April 12, 2024
EU Approves Biotech Co. Illumina's Plan To Divest Grail
European Union antitrust authorities on Friday approved Illumina's plan to sell off Grail, the latest development in a saga that saw the biotech company reverse course and agree to offload the cancer-screening company after authorities claimed the reacquisition was completed "unlawfully."
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April 12, 2024
Hornblower Gets OK For Creditor Vote On Ch. 11 Plan
A Texas bankruptcy judge on Friday sent Hornblower Holdings' Chapter 11 plan out for a creditor vote after hearing the cruise and tour operator had resolved creditor objections to its plan disclosure statement.
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April 12, 2024
UK To Probe Norwegian Oil & Gas Data Mega-Merger
The U.K.'s Competition and Markets Authority said on Friday it has launched an inquiry into the proposed purchase of Norwegian seismic data specialist PGS by a subsidiary of its domestic rival TGS, which supplies data to energy companies.
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April 11, 2024
Autonomy Became Less Transparent Before Sale, Jury Told
An ex-market analyst testifying Thursday in a California criminal trial over claims that former Autonomy CEO Michael Lynch duped HP into buying the British company for $11.7 billion told jurors that the company became less forthcoming about some of its accounting a couple of years before the sale.
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April 11, 2024
FTC 'Hopeful' Merger Judges Can See Past Market Definition
The Federal Trade Commission's top antitrust enforcer emphasized Thursday that the FTC and Justice Department's new merger guidelines could facilitate transaction challenges based solely on "direct" competitive effects, regardless of what market definition numbers indicate.
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April 11, 2024
Flopped Casino SPAC Investor Sues In Del. To Block Payout
An investor in a special purpose acquisition company that made a doomed, $2.7 billion effort to buy a casino in the Philippines has asked Delaware's Court of Chancery to prevent the SPAC from redeeming its outstanding shares, arguing it would violate Delaware law because the SPAC is insolvent.
Expert Analysis
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Law Firm Professional Development Steps To Thrive In AI Era
As generative artificial intelligence tools rapidly evolve, professional development leaders are instrumental in preparing law firms for the paradigm shifts ahead, and should consider three strategies to help empower legal talent with the skills required to succeed in an increasingly complex technological landscape, say Steve Gluckman and Anusia Gillespie at SkillBurst Interactive.
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Merger Proposals Reflect Agency Leaders' Antitrust Principles
Attorneys at Covington trace the recently proposed Hart-Scott-Rodino and merger guidelines changes to certain foundational concerns of the Federal Trade Commission and U.S. Department of Justice Antitrust Division leadership, including issues related to concentration associated with horizontal and vertical mergers.
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The Basics Of Being A Knowledge Management Attorney
Excerpt from Practical Guidance
Michael Lehet at Ogletree Deakins discusses the role of knowledge management attorneys at law firms, the common tasks they perform and practical tips for lawyers who may be considering becoming one.
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What Big Tobacco's Cannabis Investments Mean For Market
The tobacco industry appears to be shoring up investments in the cannabis market, most recently with Philip Morris’ purchase of an Israeli cannabis tech company, pointing to a bright future for vaped and noncombustible products, and signaling that marijuana rescheduling may be on the horizon, say Slates Veazey and Whitt Steineker at Bradley Arant.
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To Hire And Keep Top Talent, Think Beyond Compensation
Firms seeking to appeal to sophisticated clients and top-level partners should promote mentorship, ensure that attorneys from diverse backgrounds feel valued, and clarify policies about at-home work, says Patrick Moya at Quaero Group.
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How Merger Review Overhaul Could Affect Health Industry
For those in the health care industry considering growth and expansion strategies, the antitrust agencies' recent proposals for new Hart-Scott-Rodino rules and more complex merger guidelines will increase deal timelines, the merging parties' burden, and overall uncertainty and potential antitrust risk as to the outcome, say attorneys at Husch Blackwell.
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Perspectives
More States Should Join Effort To Close Legal Services Gap
Colorado is the most recent state to allow other types of legal providers, not just attorneys, to offer specific services in certain circumstances — and more states should rethink the century-old assumptions that shape our current regulatory rules, say Natalie Anne Knowlton and Janet Drobinske at the University of Denver.
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Identifying Trends And Tips In Litigation Financing Disclosure
Growing interest and controversy in litigation financing raise several salient concerns, but exploring recent compelled disclosure trends from courts around the country can help practitioners further their clients' interests, say Sean Callagy and Samuel Sokolsky at Arnold & Porter.
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Key Drivers Behind Widespread Adoption Of NAV Financing
While net asset value-based lending has existed for years, NAV lending has only started to move into the mainstream recently — likely due to difficult market conditions faced by sponsors including persistent inflation, high interest rates and a lack of exit opportunities, say Matthew Kerfoot and Jinyoung Joo at Proskauer.
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Series
The Pop Culture Docket: Judge Elrod On 'Jury Duty'
Though the mockumentary series “Jury Duty” features purposely outrageous characters, it offers a solemn lesson about the simple but brilliant design of the right to trial by jury, with an unwitting protagonist who even John Adams may have welcomed as an impartial foreperson, says Fifth Circuit Judge Jennifer Elrod.
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Keys To Robust AML Programs At Private Funds
Attorneys at Lowenstein Sandler explain why hedge funds, private equity funds and venture capital funds should develop risk-based anti-money laundering compliance programs despite not being subject to the Bank Secrecy Act, and offer tips on setting up a program similar to those implemented by financial institutions.
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4 Business-Building Strategies For Introvert Attorneys
Excerpt from Practical Guidance
Introverted lawyers can build client bases to rival their extroverted peers’ by adapting time-tested strategies for business development that can work for any personality — such as claiming a niche, networking for maximum impact, drawing on existing contacts and more, says Ronald Levine at Herrick Feinstein.
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Mass. Dispute Highlights R&W Insurance Considerations
The progression of the litigation in a Massachusetts state court between pH Beauty and its representations and warranties insurers to the summary judgment stage offers rare insight into coverage disputes that can arise under such policies, including takeaways for buyers and sellers looking to procure adequate coverage for future transactions, say attorneys at Hunton.
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Opinion
3 Ways Justices' Disclosure Defenses Miss The Ethical Point
The rule-bound interpretation of financial disclosures preferred by U.S. Supreme Court Justices Samuel Alito and Clarence Thomas — demonstrated in their respective statements defending their failure to disclose gifts from billionaires — show that they do not understand the ethical aspects of the public's concern, says Jim Moliterno at the Washington and Lee University School of Law.
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Caregiver Flexibility Is Crucial For Atty Engagement, Retention
As the battle for top talent continues post-pandemic, many firms are attempting to attract employees with progressive hybrid working environments — and supporting caregivers before, during and after an extended leave is a critically important way to retain top talent, says Manar Morales at The Diversity & Flexibility Alliance.