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Mergers & Acquisitions

  • June 19, 2019

    Paul Weiss Assists As KPS Sells Brakes Maker In €690M Deal

    Private equity firm KPS Capital Partners, working with legal adviser Paul Weiss, has agreed to sell Netherlands-based Chassis Brakes International Group to a unit of Hitachi Ltd. for €690 million ($773 million), the companies said Wednesday.

  • June 19, 2019

    Axalta Taps MoFo As It Weighs Company Sale

    Axalta on Wednesday detailed plans to carry out a strategic review of the vehicle coatings company, including a potential sale of the entire business, with guidance from Morrison & Foerster as well as Evercore and Barclays.

  • June 18, 2019

    How Law Firms Can Prep M&A, PE Teams For A Recession

    The possibility of a recession has clients asking how to prepare for the effects it would have on mergers and acquisitions and private equity fundraising, but it's equally important that law firms ensure their attorneys are equipped to handle the work that would result from such an economic downturn.

  • June 18, 2019

    One Aviation Floats Ch. 11 Sale To Lender After Plan Stalls

    Airplane manufacturer One Aviation sought approval late Monday for bidding procedures governing a Chapter 11 sale of assets to its bankruptcy lender, days after creditors and the U.S. trustee called out the company for not moving swiftly enough toward its proposed equity swap.

  • June 18, 2019

    COPA Hospital Mergers Take Heat From FTC, State Regulators

    The head of the Federal Trade Commission said Tuesday he’s skeptical of the Certificates of Public Advantage programs, state mechanisms that let local hospital mergers move forward without federal oversight, garnering support from two state antitrust regulators at an agency workshop who agreed the process can be abused. 

  • June 18, 2019

    Receipt Paper Merger Dropped Amid UK Probe

    Receipt paper and label maker Iconex LLC dropped a planned deal on Tuesday to purchase a pair of suppliers from Hansol Paper after the U.K.'s competition enforcer raised concerns about the move last week.

  • June 18, 2019

    Was A $5M Fine Just The Cost Of Closing A $6B Deal?

    When the Federal Trade Commission and the U.S. Department of Justice announced that Canon and Toshiba would pay $2.5 million each to settle allegations they deliberately skirted obligations to report Canon's $6 billion purchase of Toshiba Medical Systems, the agencies pronounced it a stern warning to others who might be tempted to close mergers without providing the obligatory disclosure.

  • June 18, 2019

    Deals Rumor Mill: Dish, Chi-Med, NiSource

    Dish Network is said to be close to dropping $6 billion to buy assets from Sprint and T-Mobile, Hutchison China MediTech has reportedly postponed the launch of a planned Hong Kong listing, and NiSource is said to be considering selling a subsidiary tied to last year’s deadly pipeline explosions in Massachusetts.

  • June 18, 2019

    DOJ Talks Show Broadcast Definition Must Change, NAB Says

    Two days of discussion at the U.S. Department of Justice yielded further evidence that antitrust enforcers are needlessly stopping broadcast deals because they are clinging to an outdated view of how stations stack up against online platforms, the National Association of Broadcasters said in its latest comments to the regulator.

  • June 18, 2019

    UK Says Illumina's $1B Genomic Sequencing Deal Problematic

    The U.K.'s competition enforcer said Tuesday that DNA-sequencing company Illumina Inc.'s planned $1.2 billion purchase of Pacific Biosciences of California Inc. raises concerns about the supply of gene sequencing systems in the country.

  • June 18, 2019

    Ex-Time Warner Workers Try To Keep Vacation Pay Suit Alive

    A proposed class of more than 8,000 former Time Warner Cable employees have urged a California federal judge not to nix their suit claiming Charter Communications shorted them on vacation time following the telecom giants' merger.

  • June 18, 2019

    Hudson's Bay Investor Blasts $1.3B Insider-Led Buyout Bid

    Real estate investment firm Land & Buildings urged Hudson’s Bay on Tuesday to spurn an insider-led buyout that values the retailer's stock at roughly CA$1.74 billion ($1.3 billion), contending the bid is “woefully inadequate” given the target’s iconic real estate holdings.

  • June 18, 2019

    Mayer Brown Adds Ex-Greenberg Traurig Shareholder

    Mayer Brown has hired a former Greenberg Traurig LLP shareholder with extensive experience advising private equity sponsors on portfolio company acquisitions and sales, the firm announced.

  • June 18, 2019

    3 Firms Steer Intertrust's $330M Deal For Viteos

    Amsterdam-based Intertrust has acquired Viteos from private equity firm PPC Enterprises and an affiliate of investment firm 22C Capital in a deal, steered by Simpson Thacher & Bartlett LLP, Dechert LLP and Trilegal, that boasts a $330 million enterprise value, the companies said Tuesday.

  • June 18, 2019

    Evry, Tieto Link Up For $1.5B IT Merger Guided By 6 Firms

    Finnish information technology business Tieto said Tuesday it has agreed to buy Norwegian competitor Evry for roughly NOK13.2 billion ($1.5 billion) in a deal guided by six firms that will create “the most competitive digital services and software company in the Nordics.“

  • June 17, 2019

    Eventbrite Investors Tap Rosen, Glancy Prongay To Lead Suit

    Investors in Eventbrite Inc. asked a California federal judge to name as lead counsel the Rosen Law Firm and as co-lead counsel Glancy Prongay & Murray in their case accusing the events management and ticketing website of failing to reveal the bumpy integration of newly acquired Ticketfly.

  • June 17, 2019

    Blown Deadlines Doom Fertilizer Investor Suit, Chancery Told

    Managers of crop protection venture Verdesian Life Sciences told the Delaware Chancery Court Monday that an investor suit challenging a $313 million company acquisition and other allegedly "unfavorable" acts is doomed by some "fatal flaws," including missed claim deadlines and a failure to verify the complaint.

  • June 17, 2019

    F+W Nets Almost $8M From Ch. 11 IP Asset Sales

    Bankrupt niche publisher F+W Media Inc. told a Delaware judge Monday that it had realized nearly $8 million in proceeds from a series of Chapter 11 sales of its intellectual property just a week after getting court approval of a separate sale of book assets garnered $5.6 million.

  • June 17, 2019

    Deals Rumor Mill: Enterprise Products, ArisGlobal, Bayer

    Enterprise Products Partners reportedly wants to sell its stake in a South Texas oil terminal, Nordic Capital is said to be buying a majority stake in ArisGlobal, and Fosun International might bid for the animal health unit of pharmaceutical giant Bayer.

  • June 17, 2019

    Canada Watchdog Challenges PE Firm's Software Maker Buy

    Canada’s competition enforcer said Monday it is challenging private equity firm Thoma Bravo’s recent acquisition of oil and gas software provider Aucerna over concerns about its ownership of a competing company.

  • June 17, 2019

    Bracewell, Shapiro Bieging Lead $2.1B Bank Merger

    Prosperity Bancshares, led by Bracewell, on Monday inked a $2.1 billion deal for fellow bank holding company LegacyTexas, advised by Shapiro Bieging, paving the way to form the second-largest Texas-headquartered bank.

  • June 17, 2019

    Sears Says It Had The Right To End Retiree Insurance Plan

    Sears has told a New York bankruptcy court that its Chapter 11 case doesn’t need a retiree committee to look into the disputed cancellation of a retiree life insurance plan, saying it has no money to pay for the insurance even if the retirees are entitled to it.

  • June 17, 2019

    Liberty Hall Sells AIM To Sekisui Chemical Group For $510M

    Private equity firm Liberty Hall Capital Partners on Monday said it agreed to sell aerospace composite products maker AIM Aerospace to Japanese chemical company Sekisui Chemical Group for $510 million in cash, in a deal steered by Gibson Dunn & Crutcher LLP.

  • June 17, 2019

    3 Firms Guide $1.8B Keane, C&J Oilfield Services Tie-Up

    C&J Energy Services and Keane Group Inc. said Monday they will join forces to create a major player in oilfield services valued at $1.8 billion, striking a deal steered by Schulte Roth & Zabel, Simpson Thacher and Kirkland & Ellis.

  • June 17, 2019

    3 Firms Steer Sotheby's Take-Private Deal Valued At $3.7B

    Fine art broker Sotheby’s said Monday it has agreed to be acquired by BidFair USA in a take-private deal carrying an enterprise value of $3.7 billion that was steered by Sullivan & Cromwell, Hughes Hubbard and Ropes & Gray.

Expert Analysis

  • Activist Investors And The Evolving Role Of Directors

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    Recent developments between Arconic and activist investor Elliott exemplify the need for directors to be more informed and involved on the day-to-day operations of a company — and less reliant on, and more skeptical of, management, say Morton Pierce and Michelle Rutta of White & Case.

  • To Guard Against Waiving Privilege, Don't CC The Boss

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    Argos Holdings v. Wilmington Trust, a recent New York federal court opinion, cautions that attorneys and companies should not simply assume that privileged communications may be shared with a company’s owner or affiliates without waiving attorney-client privilege, even when the company’s and the owner’s interests are completely aligned, say attorneys at Katten Muchin.

  • Getting Out Of Legal Project Management Debt

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    If a client does not demand the application of project management techniques at the start of a matter, or a law firm does not routinely apply them, it is highly likely that additional, avoidable work — legal project management debt — will materialize throughout the matter, says Anthony Widdop of Shearman & Sterling.

  • 6 Ways To Keep Your Jury From Zoning Out

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    Science suggests that at least some jurors pay attention to less than 65% of the evidence during a trial due to "task-unrelated thoughts," but there are steps attorneys can take to present information in a more engaging, cognition-friendly fashion, say Dennis Stolle and Dennis Devine of Barnes & Thornburg.

  • Pitfalls To Avoid As Cannabis M&A Takes Off

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    Although 2019 is shaping up to be a banner year for mergers and acquisitions in the cannabis industry, parties must be mindful of the particular challenges of these deals, such as often contradictory regulatory regimes, significant stock price volatility and inflated valuation metrics, says John Bessonette of Kramer Levin.

  • 5 Myths In Legal Crisis Communications

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    Having worked at a boutique law firm, a crisis communications agency and in BigLaw, I have identified a number of common misconceptions across these disparate business models when it comes to crisis and litigation communications, says Robert Gemmill of Hogan Lovells.

  • How Del. High Court Sees Discussion Vs. Negotiation In M&A

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    Although there is still no bright-line test, last month's Delaware Supreme Court decision in Olenik v. Lodzinski clarified the difference between “preliminary discussions” and “negotiations” for purposes of the requirement set forth in the 2014 case Kahn v. M&F Worldwide, say attorneys at Fried Frank.

  • An Overview Of The Debate Over Litigation Finance Disclosure

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    In light of a New York federal court's recent decision in Benitez v. Lopez, which joins a growing body of case law denying forced disclosure of commercial litigation finance, Stephanie Spangler of Norris McLaughlin and Dai Wai Chin Feman of Parabellum Capital break down the arguments commonly raised for and against disclosure.

  • Key Tax Issues In Rollover Equity Transactions: Part 2

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    In the final installment of this two-part series about tax issues in rollover equity transactions, Scott Dolson of Frost Brown Todd tackles tax and net income allocation provisions in LLC operating agreements, when equity rollovers are technically compensation, and the potential tax consequences of rolling over equity-like bonus rights.

  • Key Tax Issues In Rollover Equity Transactions: Part 1

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    Target company equity owners, investment bankers and private equity firms navigating the rollover equity aspects of a typical M&A transaction need to consider the key factors that affect how participants will be taxed, whether structuring a taxable or a tax-free rollover, says Scott Dolson of Frost Brown Todd.

  • When To Seek Appraisal: A New Checklist

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    Last month's Delaware Supreme Court opinion in Verition Partners v. Aruba, when read with the court's decisions in Dell and DFC Global, provides guidance for stockholders determining whether to seek appraisal or accept the deal price, say Michael Maimone and Joseph Schoell of Drinker Biddle.

  • How To Identify And Deal With Narcissists In Law

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    Given that a large swath of the legal profession may display some narcissistic tendencies, it is important for lawyers to know how to address the narcissist in the room — and it may be you, says Jennifer Gibbs of Zelle.

  • New Clarity From NLRB On Successor Bargaining Duties

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    The National Labor Relations Board's recent Ridgewood Health Care Center decision will benefit successor employers in escaping so-called perfectly clear successor liability, providing flexibility following an acquisition of a business with a unionized workforce, say Amber Rogers and Gary Enis at Hunton.

  • China May Soon See Variable Interest Entity M&A Review

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    Though the new Chinese anti-monopoly authority did not genuinely touch upon variable interest entity structures with the inclusion of the Tencent Mobility transaction in its first quarter approved merger filings, there is no material barrier to the authority’s review of filings involving VIE-structured companies, say Wei Huang and Chang Gao of Tian Yuan Law Firm.

  • The Latest Trends In Multiforum Securities Litigation

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    The intent and purpose of the Private Securities Litigation Reform Act of 1995 and the Securities Litigation Uniform Standards Act of 1998 continue to be eroded as plaintiffs exert pressure on defendants by filing parallel securities actions in both federal and state courts, often simultaneously, say attorneys at Troutman Sanders.

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