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Mergers & Acquisitions

  • June 18, 2018

    Chancery Sticks Enviro Cleanup Co. With Spinoff's $1.6M Bill

    An environmental cleanup firm that sold an affiliate for $58 million in 2015 can’t demand post-deal repayment of $1.6 million in non-covered insurance expenses because the sale contract never required it, Delaware’s Chancellor ruled early Monday.

  • June 18, 2018

    Hansen Medical Must Face Shareholder Suit Over Merger

    A suit alleging that controlling investors of Hansen Medical Inc. pushed through a squeeze-out merger and secured benefits for themselves at the expense of a putative class of minority holders survived a motion to dismiss Monday in Delaware Chancery Court.

  • June 18, 2018

    GCs Tackle Law Firm Culture In Diversity Push

    Following an American Bar Association pledge, in-house attorneys are taking a harder line in demanding diversity from their outside counsel, and they're seeking to play a larger role in the workings of the law firms they hire.

  • June 18, 2018

    The Hurdles Facing BigLaw’s Minority Women

    We asked BigLaw for data on female minority lawyers for the first time this year, and the results show an industry that is failing to attract and retain them. Here’s a look at the challenges facing these attorneys — and how a few firms are defying the norm.

  • June 18, 2018

    The Best Firms For Minority Equity Partners

    The legal industry is making sluggish gains when it comes to attracting and retaining attorneys of color, but this select group of firms is taking broader strides to diversify at the top.

  • June 18, 2018

    Linkwell Investor Says Execs Waived Attorney-Client Privilege

    Two former Linkwell Corp. executives can’t claim they complied with state law and followed the advice of Sidley Austin LLP while keeping communications that support those assertions cloaked by attorney-client privilege, an investor told a Florida federal court Monday.

  • June 18, 2018

    Oil Co. Loses Bid To Recoup $17.7M Tax Refund For Bad Debt

    A Texas federal judge handed the Internal Revenue Service a quick win Monday in a suit brought by oil field services company Baker Hughes Inc. seeking to recover $17.65 million in taxes it claims should have been allowed as a deduction for a bad debt made before it acquired BJ Services Co. in 2009.

  • June 18, 2018

    Rockport DIP Financing Is Approved, But Allocation Is Punted

    The post-petition financing package for bankrupt shoemaker The Rockport Co. LLC received final approval Monday from a Delaware judge, but she punted on the part of the package that determined how the company’s secured debt would be allocated to various debtor entities.

  • June 18, 2018

    FTC Wraps Trial Warning Marine Cos. Set For Monopoly

    The Federal Trade Commission urged a D.C. federal judge Monday to block the world’s largest marine chemical supplier from buying its closest rival for $400 million, saying during closing arguments that no one else is either capable of filling the competitive gap the deal would create or interested in doing so.

  • June 18, 2018

    Proskauer Called ‘Conflicted’ In Sale Leaving $15M Tax Bill

    Proskauer Rose LLP was “hopelessly conflicted” when it advised a holding company in a sale to The Diversified Group Inc. nearly two decades ago that left trustees with a $15 million tax bill, the company said in a recent suit filed in New Jersey.

  • June 18, 2018

    Horizon Cancels €169M Towbar Co. Buy Amid Antitrust Woes

    Tow truck and trailer equipment maker Horizon Global Corp. has dropped its planned €169 million ($198.9 million) purchase of the Brink Group after competition authorities in the United Kingdom and Germany raised concerns over the remaining towbar suppliers in the market if the deal went through.

  • June 18, 2018

    CDK Slams Attempted Info Grab In Car Dealer Data MDL

    Software provider CDK Global LLC urged an Illinois federal judge on Monday to reject what it called overbroad discovery demands from plaintiffs in consolidated multidistrict litigation alleging CDK monopolized access to car sales and service data in software licensed to auto dealerships, saying documents related to a recently scuttled acquisition are irrelevant.

  • June 18, 2018

    Fujifilm Sues Xerox For Killing $6.1B Merger

    Fujifilm hit Xerox with a complaint in New York federal court Monday over the termination of their $6.1 billion combination, alleging that two shareholder activists pressured Xerox into walking away from the deal and seeking more than $1 billion in damages.

  • June 18, 2018

    Baker Botts Attracts Capital Markets Partner In Houston

    Baker Botts LLP has added a former Kirkland & Ellis LLP attorney as a capital markets partner with a focus on debt and equity capital markets transactions, corporate governance and compliance in Houston, the firm announced Monday.

  • June 18, 2018

    3 Firms Guide $1.4B Sale Of Rent-A-Center To PE Firm

    Vintage Capital Management LLC will pay $1.365 billion to acquire Rent-A-Center, the companies said in a statement Monday, with Wilson Sonsini Goodrich & Rosati PC guiding the private equity firm and Winston & Strawn LLP and Sullivan & Cromwell LLP respectively guiding the rent-to-own retailer and its board.

  • June 18, 2018

    In Their Own Words: Minority Partners On Reaching The Top

    Despite decades of industrywide initiatives, movement up the ladder has stagnated for minority lawyers. Here, five industry success stories tell Law360 about the paths they took and what needs to change in BigLaw.

  • June 18, 2018

    LaSalle Board Of Directors Backs Blackstone's $4.8B Bid

    Maryland-based real estate investment trust LaSalle Hotel Properties said Monday its board of trustees has determined that Pebblebrook Hotel Trust's $4.17 billion offer to acquire the company does not amount to a "superior proposal" under the terms of its $4.8 billion merger agreement with private equity firm Blackstone Group LP that includes debt.

  • June 18, 2018

    Baytex Pays $2.1B For Western Canadian Shale Producer

    Canadian oil producer Baytex Energy Corp. on Monday said it's agreed to buy driller Raging River Exploration Inc. in a CA$2.8 billion ($2.1 billion) all-stock deal that will enlarge Baytex's development footprint in oil-rich shale regions of Alberta and Saskatchewan.

  • June 18, 2018

    $340M Ch. 11 Sale Of Nine West, Bandolino Brands Approved

    Nine West Holdings Inc. received bankruptcy court approval on Monday to sell its namesake women’s fashion business as well as its Bandolino brand to Authentic Brands Group for $340 million in cash, a sum nearly 75 percent higher than the purchaser’s stalking horse bid.

  • June 18, 2018

    Deals Rumor Mill: GameStop, Kraft Heinz, Forest City Realty

    Video game retailer GameStop could be sold to a private equity firm, Kraft Heinz is mulling a sale of a powdered milk energy drink brand in India called Complan and Forest City Realty is once again in talks to be taken over by Brookfield Asset Management.

Expert Analysis

  • Knowledge Lawyers Can Help Firms Stay Ahead Of The Curve

    Vanessa Pinto Villa

    In a profession notoriously averse to change, it should come as no surprise that there is skepticism about the value of having attorneys perform nonbillable tasks. But U.S. law firms have slowly begun to incorporate knowledge lawyers into their operations — and the trend is likely to continue, says Vanessa Pinto Villa of Hogan Lovells.

  • Congressional Forecast: June

    Layth Elhassani

    In advance of their weeklong July 4 recess, members of Congress are pursuing a busy legislative schedule, focused on the fiscal year 2019 National Defense Authorization Act and other appropriations bills, reform of export controls, immigration and border security, and the farm bill authorization, says Layth Elhassani of Covington & Burling LLP.

  • An Unprecedented Look Inside The FARA Unit

    Brian Fleming

    For close observers of the Foreign Agents Registration Act, the June 8 release by the U.S. Department of Justice of over 50 FARA advisory opinions was a watershed. These opinions offer an unprecedented glimpse into how the FARA Registration Unit interprets the law, say Brian Fleming and Andrew Herman of Miller & Chevalier Chtd.

  • Why FTC Accepted Conduct Remedies In Northrop Deal

    Francesca Pisano

    The Federal Trade Commission’s approval of Northrop Grumman’s bid to buy Orbital ATK shows that, despite a long-standing preference for structural remedies, the FTC is still willing to consider behavioral or conduct remedies to resolve potential concerns associated with vertical mergers, says Francesca Pisano of Arnold & Porter.

  • Why Lawyers Shouldn't Accept Fees In Cryptocurrency: Part 2

    John Reed Stark

    The legal industry has already begun to feel the impact of anti-bribery and anti-money laundering requirements. When involved with cryptocurrency trading and remittance, law firms face more than the risk of being perceived as organizations that support money laundering practices, says John Reed Stark of John Reed Stark Consulting LLC.

  • Why Lawyers Shouldn't Accept Fees In Cryptocurrency: Part 1

    John Reed Stark

    Law firms are increasingly accepting cryptocurrency as payment for services. While this might seem innovative and forward-thinking, ironically it is much more of a throwback, says John Reed Stark of John Reed Stark Consulting LLC.

  • Impediments To Legal Industry's 'Inevitable' Future: Part 2

    Craig Levinson

    I agree with the legal pundits speculating that NewLaw’s present and future disruptors will radically change the legal services industry, but that change may not come quite as rapidly as predicted. Regardless, now is the time for both the incumbents and the challengers to best position themselves for the eventual shakeup, says Craig Levinson, founder of Levity Partners.

  • Dr Pepper Shines Spotlight On Delaware Appraisal Rights

    Gail Weinstein

    The Delaware Chancery Court recently held that appraisal rights are not available to the stockholders of Dr Pepper in connection with the company's proposed merger with Keurig Green Mountain, raising the question of whether the reverse triangular merger structure in this case will be utilized in other transactions to eliminate appraisal rights, say attorneys with Fried Frank Harris Shriver & Jacobson LLP.

  • UK Employment Law Risks In Cross-Border M&A

    Richard Moore

    U.K. employment law has developed in myriad ways and continues to do so. The acquisition of U.K.-based companies or assets will therefore often give rise to employment law considerations that are unfamiliar to U.S. buyers, says Richard Moore of Lewis Silkin LLP.

  • Impediments To Legal Industry's 'Inevitable' Future: Part 1

    Craig Levinson

    Legal pundits continue to make predictions that newer entrants into the industry — NewLaw firms, the Big Four and alternative legal service providers — will progressively seize greater amounts of market share from traditional law firms. But the BigLaw response has been underwhelming at best, and a glimpse at the market forces puts its lack of urgency into perspective, says Craig Levinson, founder of Levity Partners.