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Mergers & Acquisitions

  • October 17, 2018

    Shell Reaps $1.9B In Sale Of Danish Upstream Assets

    A subsidiary of Royal Dutch Shell PLC has agreed to sell its stake in Danish upstream business Shell Olie-og Gasudvinding Danmark BV to an affiliate of Norwegian Energy Co. ASA for $1.9 billion, the companies said on Wednesday.

  • October 16, 2018

    Quick Chancery Appeal Sought For Rocky $4.8B Akorn Merger

    Warring pharmaceutical companies Akorn Inc. and Fresenius Kabi AG asked Delaware’s Chancery Court late Monday to clear the way for an immediate Akorn appeal from a recent ruling that Fresnius could terminate a $4.8 billion merger, putting off for now litigation over Fresenius’ damage claims.

  • October 16, 2018

    No Proof Potomac Hurt Investors In PLX Deal, Chancery Says

    Shareholders of semiconductor firm PLX Technology Inc. failed to prove that breaches of fiduciary duty by its directors caused them any financial harm, a Delaware Chancery Court judge ruled Tuesday, saying that activist investor Potomac Capital Partners LP was off the hook for claims of impropriety over its role in the acquisition of PLX.

  • October 16, 2018

    CVR Takes Another Swing At Wachtell In Icahn Takeover Case

    Following the recent dismissal of a drawn-out malpractice suit against Wachtell Lipton Rosen & Katz, CVR Energy Inc. on Monday filed a modified complaint focused on allegedly faulty U.S. Securities and Exchange Commission disclosures prepared by the firm more than six years ago.

  • October 16, 2018

    BASF Offers To Cut Deals On Nylon Buy To Win EU Nod

    Germany’s BASF has made several commitments to the EU in hopes of addressing antitrust concerns stemming from its planned €1.6 billion ($1.85 billion) purchase of Solvay's nylon business, the chemical giant said Monday.

  • October 16, 2018

    NY Appeals Court Ends Failed Xerox-Fuji Deal Litigation

    A New York state appeals court on Tuesday dissolved injunctions barring Fuji from pursuing its since-terminated $6.1 billion combination with Xerox and nixed litigation surrounding the failed deal, finding the business judgment rule applies and negates potential conflicts among the companies’ top brass.

  • October 16, 2018

    Winston Strawn Guides Industrial-Focused SPAC's $225M IPO

    Winston & Strawn LLP-led blank check company Graf Industrial Corp. said it has priced its $225 million initial public offering at $10 per share as it began trading on the New York Stock Exchange on Tuesday.

  • October 16, 2018

    Deals Rumor Mill: Uber, Lyft, Tribune

    Proposals have valued Uber at a whopping $120 billion in its initial public offering, Lyft tapped JPMorgan Chase & Co., Credit Suisse and Jefferies as underwriters on its IPO, and Hicks Equity Partners is eyeing Tribune Media and its nearly four dozen TV stations.

  • October 16, 2018

    Sinovac Investor Can't Halt Share Issue In Board Dispute

    A federal judge declined to impose a stock injunction against Chinese biopharmaceutical firm Sinovac on Monday after a Massachusetts family and its private equity arm had argued the company was unlawfully issuing private placement shares to prevent a takeover of its board on the island of Antigua.

  • October 16, 2018

    Skadden, Cleary Steer Hanwha Solar Cell Tie-Up

    South Korea’s Hanwha Q Cells Co. Ltd. on Tuesday said majority shareholder Hanwha Solar Holdings Co. will acquire the remaining portion of the company it does not own in a deal guided by Skadden Arps Slate Meagher & Flom LLP and Cleary Gottlieb Steen & Hamilton LLP that values the solar cell manufacturer at $825 million.

  • October 16, 2018

    The Path To Becoming A Supreme Court Advocate

    A look at the careers of attorneys who have dominated oral advocacy at the U.S. Supreme Court over the last decade shows a similar path for men and women, with a few key differences. Here’s how the top 10 male and female advocates stack up. (This article is part of a series examining the gender gap among high court advocates.)

  • October 16, 2018

    Vinson & Elkins Adds Ex-Kirkland M&A Pro To New York Office

    A former partner at Kirkland & Ellis LLP with experience representing Nexstar Broadcasting Group Inc. and print and online media company Tronc Inc. in transactional matters has joined Vinson & Elkins LLP's mergers and acquisitions practice as a partner in its New York office, the firm said on Tuesday.

  • October 16, 2018

    $20M SEC Settlements For Musk, Tesla Approved By Judge

    A New York federal judge on Tuesday signed off on a pair of settlements that will see Tesla Inc. and its embattled CEO Elon Musk pay the U.S. Securities and Exchange Commission $20 million apiece to end claims that Musk misled investors in tweets about taking the Silicon Valley-based electric car maker private.

  • October 15, 2018

    Nine West Creditors Ask To Sue Sycamore For LBO Losses

    The unsecured creditors of Nine West Holdings Inc. on Saturday asked a New York bankruptcy court for permission to file more than $1 billion in claims against company owner Sycamore Partners for allegedly stripping the company’s assets and sending it into Chapter 11.

  • October 15, 2018

    Gender Disparity At The High Court: How Top Law Firms Measure Up

    For the women at elite law firms, an enduring gender gap among advocates can create a high hurdle for their high court ambitions. Here, Law360 looks at the law firms where women score Supreme Court arguments, and where they don’t. (This article is part of a series examining the gender gap among high court advocates.)

  • October 15, 2018

    Hartford's $2B Navigators Buy Draws Del. Disclosure Suit

    A shareholder of The Navigators Group Inc. alleges in a Delaware federal court suit filed Monday that the insurance company and its directors omitted important information from a proxy statement detailing The Hartford Financial Services Group Inc.'s $2.1 billion acquisition of the firm.

  • October 15, 2018

    Deals Rumor Mill: Innovent, Lime, HNA

    Innovent Biologics wants to raise as much as $422 million when it goes public in Hong Kong, scooter and bike startup Lime has talked to investors about more funding and an at least $3.3 billion valuation, and HNA Group is looking to sell consulting and technology company Pactera.

  • October 15, 2018

    Co. Bids To Keep CVS Unit From Clients In Trade Secrets Row

    RxStrategies, a leading program administrator for the federal 340B Drug Pricing Program, renewed its efforts Friday to stop CVS and its in-house administrator Wellpartner from allegedly misappropriating its trade secrets to steal customers, presenting evidence it says refutes several of their defenses.

  • October 15, 2018

    Schulte Roth Guides Veritas Capital In Learning Biz Buy

    New York-based private equity firm Veritas Capital said Monday that it has agreed to acquire Cambium Learning Group Inc. in a deal guided by Schulte Roth & Zabel LLP and Lowenstein Sandler LLP that values the educational technology solutions company at $685.2 million.

  • October 15, 2018

    Fox Sports Networks Can't Go To Big-4 Affiliates, DOJ Hears

    The American Cable Association urged the U.S. Department of Justice on Monday to impose limits on the sale of Twenty-First Century Fox’s regional sports networks, required for its planned $71.3 billion merger with Disney, arguing the networks cannot go to a big-four affiliate or a pay-TV provider.

Expert Analysis

  • A Holistic Approach To Client Retention

    Dan Tacone

    In an era when law firms are fighting for business and clients can dictate the terms of the relationship, "value" has become a moving target. Firms that take a proactive approach by using strategies designed to articulate value over time will gain the competitive advantage, says Dan Tacone at Intapp Inc.

  • Q&A

    A Chat With Allens Pricing Chief Pier D'Angelo

    Pier D'Angelo

    In this monthly series, Amanda Brady of Major Lindsey & Africa interviews management from top law firms about the increasingly competitive business environment. Here we feature Pier D'Angelo, chief pricing and practice officer at Allens.

  • CFIUS Pilot Program: Immediate Investment Implications

    Ama Adams

    The Committee on Foreign Investment in the United States has announced a pilot program to review noncontrolling foreign investments in certain U.S. industries that were formerly outside the scope of its jurisdiction. This is a rapid assertion of CFIUS' new powers under the Foreign Investment Risk Review Modernization Act, say attorneys with Ropes & Gray LLP.

  • Opinion

    The ABA Was Dead Wrong About Model Rule 8.4(g)

    Bradley Abramson

    In the two years since the American Bar Association's controversial anti-discrimination and harassment rule, only one state has adopted it, while numerous state supreme courts, state attorneys general and legal groups have correctly rejected Model Rule 8.4(g) as a threat to lawyers' First Amendment rights, says Bradley Abramson, an attorney with Alliance Defending Freedom.

  • What Akorn Teaches Us About Delaware MAC Clauses

    David Leinwand

    Until Vice Chancellor J. Travis Laster’s decision this month in Akorn v. Fresenius, no Delaware court had released a buyer from its obligation to close a transaction as a result of a material adverse effect or change. But we expect the conventional wisdom to continue to hold true — that it is extremely difficult for an acquirer to establish the occurrence of a MAC, say attorneys with Cleary Gottlieb Steen & Hamilton LLP.

  • Opinion

    The Supreme Court Should Become Boring

    Alexander Klein

    In the aftermath of Justice Brett Kavanaugh's confirmation, the U.S. Supreme Court should decline review of the nation's most polarizing political questions unless and until the questions become time-sensitive, says Alexander Klein, head of the commercial litigation group at Barket Epstein Kearon Aldea & LoTurco LLP.

  • Q&A

    Back To School: BC's Kent Greenfield Talks Corporate Law

    Kent Greenfield

    In this series featuring law school luminaries, Boston College Law School professor Kent Greenfield reflects on his corporate law theories, his legal battle with the Pentagon over free speech and gay rights, and important constitutional law issues to watch out for.

  • The Rise In ESG Investing — And What Boards Can Do

    Peter Atkins

    Public companies are being bombarded with messages, requests and demands around environmental, social and governance matters. At least for companies incorporated in states such as Delaware, directors should consider whether there is a nexus between ESG issues and the pursuit of shareholder welfare, say attorneys with Skadden Arps Slate Meagher & Flom LLP.

  • How FIRRMA Changes The Game For Tech Cos. And Investors

    Steven Croley

    The Foreign Investment Risk Review Modernization Act, signed into law in August, will significantly alter how the Committee on Foreign Investment in the United States conducts its work. Emerging technology companies, and their prospective investors, must be mindful of whether investments are now subject to CFIUS jurisdiction, say attorneys at Latham & Watkins LLP.

  • Kavanaugh Cannot Be Compelled To Recuse Himself

    Donald Scarinci

    Whether Justice Brett Kavanaugh’s prior statements may be grounds for disqualification when it comes to judging certain cases is debatable, but there are no specific recusal guidelines for the U.S. Supreme Court. The justices themselves don’t even agree on where to draw the line when it comes to perceived political bias, says Donald Scarinci, a founding partner of Scarinci Hollenbeck LLC.