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Mergers & Acquisitions
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March 21, 2025
Chancery Nixes Mid-Case Appeal In Sears Appraisal Suit Fix
A Delaware vice chancellor refused on Friday to certify a mid-case appeal sought by bankrupt Sears Hometown Stores and its billionaire controller after a Court of Chancery ruling that an investor should get a full $4.06 per share post-squeeze-out merger award despite pursuing an alternative stock appraisal that was dead-ended by bankruptcy.
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March 21, 2025
Divisive Del. Corporate Law Bill May Get Compromise Tweak
A Delaware state representative reported active interest Friday in possible "opt-in" requirements for proposed changes to the section of Delaware's general corporation law pertaining to potentially conflicted business transactions and controlling investors.
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March 21, 2025
Block & Leviton, Elsberg To Co-Lead Agiliti Squeeze-Out Suit
Block & Leviton and Elsberg Baker & Maruri have won co-lead counsel roles in a consolidated proposed investor class action in Delaware's court of chancery challenging an alleged squeeze-out of minority shareholders of medical equipment company Agiliti Inc.
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March 21, 2025
Off The Bench: Celts Sold, Tennis 'Cartel,' DraftKings In Deep
In this week's Off The Bench, two BigLaw titans help steer the record sale of a prestigious NBA franchise, tennis pros heap damning antitrust allegations on the sport's leadership, and DraftKings remains mired in a dispute over its use of baseball players' likenesses to promote their gambling offers.
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March 21, 2025
Exactech Strikes $10M Deal With TPG In Ch. 11
Counsel for medical implant maker Exactech Friday told a Delaware bankruptcy judge it has reached a $10 million settlement of potential claims against its equity sponsor a week before it will seek approval to send its Chapter 11 plan out for a vote.
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March 21, 2025
Israel-Focused SPAC Raises $125M To Pursue Merger
Shares of Gesher Acquisition Corp. II began trading on the Nasdaq on Friday after the blank-check company detailed plans to raise $125 million in its initial public offering with the goal of merging with an Israeli company.
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March 21, 2025
Taxation With Representation: Cravath, Paul Weiss, Cooley
In this week's Taxation With Representation, Google acquires Wiz, QXO Inc. acquires Beacon Roofing Supply, and the Boston Celtics are bought by a group led by private equity firm co-founder William Chisholm.
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March 21, 2025
AstraZeneca To Invest $2.5B In China Research Hub
Pharmaceutical giant AstraZeneca on Friday announced plans to invest $2.5 billion in Beijing over the next five years to establish a new global strategic research and development center, inking agreements with three biotechs to help develop new treatments and advance life sciences in China.
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March 21, 2025
Apollo, BP Ink $1B Deal For Stake In European Gas Pipeline
BP has agreed to sell a 25% noncontrolling stake in a BP entity invested in the Trans-Anatolian Natural Gas Pipeline, or TANAP, to funds managed by Apollo Global Management for $1 billion, the companies said Friday.
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March 21, 2025
How Dealmaking Attorneys Are Navigating Trump's Tariffs
While dealmakers expected a robust start to 2025 under the second Trump administration with less regulatory scrutiny, the president's changing tariff actions have slowed deal activity and left attorneys working diligently to help clients navigate an uncertain mergers and acquisitions environment.
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March 21, 2025
White & Case Leads Alfa Laval In €800M Cryogenics Biz Deal
Swedish company Alfa Laval AB said Friday that it has agreed to acquire the cryogenics business of French industrial giant Fives Group for €800 million ($870 million) in an all-cash and debt-free deal guided by White & Case LLP.
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March 20, 2025
Nippon Calls Consumer Suit Over US Steel Merger 'Baseless'
Nippon Steel Corp. has urged a California federal court to throw out a consumer suit over its blocked $14.9 billion merger with U.S. Steel Corp., calling it yet another "in a long line of baseless lawsuits" over a merger of public companies that they have "no standing to challenge in the first place."
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March 20, 2025
Judge Nixes Bid For InfoWars Publisher In Alex Jones Ch. 7
A Texas bankruptcy judge has rejected a new $8 million cash offer for Free Speech Systems, the publisher of InfoWars, writing he already ruled out a sale of FSS' assets in the Chapter 7 of conspiracy theorist Alex Jones.
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March 20, 2025
South Korea Can't Nix $32M Award To US Hedge Fund
South Korea on Thursday lost its bid to set aside an arbitral award ordering it to pay some $32 million to a U.S. hedge fund following a dispute over a government bribery scandal that allegedly underpinned the $8 billion merger of two Samsung affiliates in 2015.
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March 20, 2025
MoFo Adds 4 BraunHagey Corporate Attys In San Francisco
Morrison Foerster LLP announced Thursday that it has continued adding corporate attorneys from BraunHagey & Borden LLP, bringing a team of venture capital specialists to its San Francisco office, two as partners and two as associates.
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March 20, 2025
NY Nursing Home Gets Ch. 11 Sale OK, Averting Closure
Nursing home operator Cold Springs told a New York bankruptcy judge Thursday the buyer of its 588-bed facility has quelled a dispute with a healthcare workers' union, clearing the way for a Chapter 11 sale.
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March 20, 2025
4 Firms Build Kraken's $1.5B NinjaTrader Buy
Cryptocurrency platform Kraken on Thursday unveiled plans to buy U.S. retail futures trading company NinjaTrader in a $1.5 billion deal guided by four law firms.
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March 20, 2025
Oracle Eyes Stake In TikTok's US Entity, And More Rumors
Oracle is considering acquiring a stake in TikTok's U.S. operations that would allow the social media giant to continue doing business here under certain security assurances. Meanwhile, Brookfield Asset Management has emerged as the top contender to acquire Colonial Pipeline, and German drugmaker Stada is delaying its IPO until at least September because of market volatility. Here, Law360 breaks down the notable deal rumors from the past week.
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March 20, 2025
Three Firms Assist On Record $6.1B Boston Celtics Sale
The defending NBA champion Boston Celtics and their longtime owners, represented by Gunderson Dettmer and Cooley LLP, have been purchased for $6.1 billion by a Wachtell Lipton Rosen & Katz-advised group led by private equity firm co-founder William Chisholm, setting a new record for a North American pro sports franchise.
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March 20, 2025
Medical Malpractice Insurers Ink $1.3B Merger Deal
Physician-owned medical malpractice insurer The Doctors Company has agreed to acquire ProAssurance Corp. in a deal valued at approximately $1.3 billion, in what the company said will create a combined entity with approximately $12 billion in assets.
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March 20, 2025
Judge Trims Ex-Sales Director's Suit Against Insurer
An Ohio federal judge dismissed parts of a $21 million lawsuit accusing a Cleveland-based life insurance firm of wrongly withholding commissions from a former outside sales director, but left the businessman's claims for defamation and declaratory judgment untouched for further proceedings.
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March 20, 2025
SoftBank Paying $6.5B For Ampere In AI Infrastructure Push
SoftBank Group Corp. said Thursday it has agreed to acquire Ampere Computing, an independent silicon design company, in an all-cash transaction valued at $6.5 billion, representing a significant expansion of SoftBank's investments in AI infrastructure and computing technologies.
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March 20, 2025
Energy Production Biz Begins £52M Share Buyback Program
Diversified Energy Co. PLC launched on Thursday a share buyback program worth up to £52.3 million ($68 million), a week after the natural gas producer said it had completed the purchase of energy business Maverick.
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March 20, 2025
4 Firms Help Seal $11B QXO, Beacon Deal After Buyout Battle
QXO Inc. said Thursday it has agreed to acquire Beacon Roofing Supply Inc. for $11 billion following an at-times contentious takeover attempt that included Beacon's rejection of a prior QXO buyout proposal, in a deal guided by four law firms.
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March 19, 2025
All GOP FTC Tamps Down Dissent, Ratchets Up Legal Fights
Dissenting voices may become an endangered prospect at the Federal Trade Commission after President Donald Trump fired the agency's two Democrats on Tuesday, with no sign of plans to name new members.
Expert Analysis
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How Law Firms Can Avoid 'Collaboration Drag'
Law firm decision making can be stifled by “collaboration drag” — characterized by too many pointless meetings, too much peer feedback and too little dissent — but a few strategies can help stakeholders improve decision-making processes and build consensus, says Steve Groom at Miles Mediation.
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Opinion
Litigation Funding Disclosure Key To Open, Impartial Process
Blanket investor and funding agreement disclosures should be required in all civil cases where the investor has a financial interest in the outcome in order to address issues ranging from potential conflicts of interest to national security concerns, says Bob Goodlatte, former U.S. House Representative for Virginia.
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The Licensure Landscape For Psychedelics Manufacturers
As the need for bulk manufacturing of psychedelic substances grows, organizations aiming to support clinical trials or become commercial suppliers must navigate a rigorous and multifaceted journey to obtaining a license from the U.S. Drug Enforcement Administration, say Kimberly Chew at Husch Blackwell and Jaime Dwight at Promega Corp.
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What NFL Draft Picks Have In Common With Lateral Law Hires
Nearly half of law firm lateral hires leave within a few years — a failure rate that is strikingly similar to the performance of NFL quarterbacks drafted in the first round — in part because evaluators focus too heavily on quantifiable metrics and not enough on a prospect's character traits, says Howard Rosenberg at Baretz+Brunelle.
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Foreign Threat Actors Pose Novel Risks To US Tech Cos.
A recent bulletin jointly issued by several U.S. intelligence agencies warns technology startups and the venture capital community about national security risks posed by foreign threat actors, so companies interested in raising foreign capital should watch for several red flags, say Robert Friedman and Jacob Marco at Holland & Knight.
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Replacing The Stigma Of Menopause With Law Firm Support
A large proportion of the workforce is forced to pull the brakes on their career aspirations because of the taboo surrounding menopause and a lack of consistent support, but law firms can initiate the cultural shift needed by formulating thoughtful workplace policies, says Barbara Hamilton-Bruce at Simmons & Simmons.
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Planning Law Firm Content Calendars: What, When, Where
During the slower month of August, law firms should begin working on their 2025 content calendars, planning out a content creation and distribution framework that aligns with the firm’s objectives and maintains audience engagement throughout the year, says Jessica Kaplan at Legally Penned.
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4 Steps To Address New Sanctions Time Bar Extension
Recent guidance from the Office of Foreign Assets Control clarifies details of the newly extended statute of limitations for civil and criminal enforcement of U.S. sanctions law, so compliance teams should implement key updates, including to lookback periods and recordkeeping policies, say attorneys at Freshfields.
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Series
Playing Golf Makes Me A Better Lawyer
Golf can positively affect your personal and professional life well beyond the final putt, and it’s helped enrich my legal practice by improving my ability to build lasting relationships, study and apply the rules, face adversity with grace, and maintain my mental and physical well-being, says Adam Kelly at Venable.
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Law Firms Should Move From Reactive To Proactive Marketing
Most law firm marketing and business development teams operate in silos, leading to an ad hoc, reactive approach, but shifting to a culture of proactive planning — beginning with comprehensive campaigns — can help firms effectively execute their broader business strategy, says Paul Manuele at PR Manuele Consulting.
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Tips For Revamping Patent Portfolio Strategy In AI Deal Era
Recent data suggests patents are significantly enhancing exit valuations, particularly with cutting-edge technologies like those powered by artificial intelligence, but it is necessary to do more than simply align patent strategy with business goals, says Keegan Caldwell at Caldwell Law.
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Opinion
The Big Issues A BigLaw Associates' Union Could Address
A BigLaw associates’ union could address a number of issues that have the potential to meaningfully improve working conditions, diversity and attorney well-being — from restructured billable hour requirements to origination credit allocation, return-to-office mandates and more, says Tara Rhoades at The Sanity Plea.
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Opinion
It's Time For A BigLaw Associates' Union
As BigLaw faces a steady stream of criticism about its employment policies and practices, an associates union could effect real change — and it could start with law students organizing around opposition to recent recruiting trends, says Tara Rhoades at The Sanity Plea.
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How Justices Upended The Administrative Procedure Act
In its recent Loper Bright, Corner Post and Jarkesy decisions, the U.S. Supreme Court fundamentally changed the Administrative Procedure Act in ways that undermine Congress and the executive branch, shift power to the judiciary, curtail public and business input, and create great uncertainty, say Alene Taber and Beth Hummer at Hanson Bridgett.
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Mirror, Mirror On The Wall, Is My Counterclaim Bound To Fall?
A Pennsylvania federal court’s recent dismissal of the defendants’ counterclaims in Morgan v. Noss should remind attorneys to avoid the temptation to repackage a claim’s facts and law into a mirror-image counterclaim, as this approach will often result in a waste of time and resources, says Matthew Selmasska at Kaufman Dolowich.