Mergers & Acquisitions

  • April 09, 2024

    Paul Hastings-Led STG Makes £147M Offer For Software Co.

    Gresham Technologies PLC said on Tuesday it has agreed to an offer from U.S. private equity firm STG Partners LLC to buy the software business for £146.7 million ($185.6 million).

  • April 09, 2024

    HSBC To Take $1B Hit From Sale Of Argentina Unit

    HSBC said Tuesday that it will book a $1 billion loss on the sale of its business in Argentina to local lender Grupo Financiero Galicia, as the London-based bank continues to shift its focus to Asia.

  • April 08, 2024

    Ex-Autonomy Exec Says Boss's Invoice Ask Caused Concern

    A former Autonomy finance employee took the stand Monday in the criminal fraud trial of ex-CEO Michael Lynch and finance director Stephen Chamberlain, telling a California federal jury that he was "not comfortable" with one of Chamberlain's invoice requests and was sacked after raising concerns about accounting irregularities.

  • April 08, 2024

    Gamers Can't Block Microsoft From 'Dismantling' Activison

    A California federal judge on Monday refused to block Microsoft from further integrating Activision Blizzard into its business after it acquired the gaming titan last year, saying the gamers who are still challenging the union between the companies have a similar motion pending before the Ninth Circuit.

  • April 08, 2024

    3 Firms To Lead Weber Investor Suit Over $3.7B PE Buyout

    Prickett Jones & Elliot, Grant & Eisenhofer PA, and Kessler Topaz Meltzer & Check will together represent a proposed class of investors in grill maker Weber Inc. in consolidated litigation in Delaware's Court of Chancery over a $3.7 billion squeeze-out by private equity firm BDT Capital Partners LLC, Chancellor Kathaleen St. Jude McCormick decided on Monday in what she described as a "close call."

  • April 08, 2024

    SEC 'Shadow Trading' Victory Could Bring DOJ Knocking

    Now that the U.S. Securities and Exchange Commission has convinced a jury that a pharmaceutical executive committed insider trading by purchasing a competitor's stock in a practice often referred to as "shadow trading," attorneys say federal prosecutors might be tempted to dip their toe into the waters of the previously untested legal theory.

  • April 08, 2024

    FTC's Slaughter Defends International Cooperation

    Several federal agency leaders said Monday they are working across the government to help boost competition, as Federal Trade Commissioner Rebecca Kelly Slaughter touted the importance of cooperation on competition issues at home and abroad.

  • April 08, 2024

    Southwest Gas Unit Centuri Eyes Spinoff Through $242M IPO

    Southwest Gas Holdings Inc.'s infrastructure services unit Centuri Holdings Inc. on Monday unveiled terms for an estimated $242 million initial public offering that would lead to Centuri becoming a standalone public company, represented by Morrison Foerster LLP and underwriters' counsel Skadden Arps Slate Meagher & Flom LLP.

  • April 08, 2024

    Chancery Approves $36M Sirius XM Settlement, $9.6M Atty Fee

    Sirius XM Holding Inc. stockholders who sued in Delaware's Court of Chancery over an alleged ongoing squeeze-out by Liberty Media Corp. won court approval Monday of a $36 million settlement to end their litigation, along with a $9.6 million payout for their attorneys and $50,000 for the lead plaintiff.

  • April 08, 2024

    McConnell Expresses Support For TikTok Divestiture Bill

    Senate Minority Leader Mitch McConnell, R-Ky., on Monday stressed the need for the House-passed bill to clamp down on TikTok, citing vast national security concerns.

  • April 08, 2024

    Judge Urged To Reject UnitedHealth's Antitrust Deal Qualms

    Patients who cut a $55 million antitrust settlement with NorthShore University HealthSystem are urging an Illinois federal court to reject objections by United Healthcare Services, arguing that the insurer has no standing to derail the deal and that its challenge to the agreement could dilute their recovery.

  • April 08, 2024

    Czech Firm Says Its Vista Deal Offers Benefits Over Rival Bid

    Czechoslovak Group A.S. on Monday reaffirmed its commitment to its planned $1.9 billion acquisition of Vista Outdoor's sporting products business, which is also being pursued by rival bidder MNC Capital, noting that it has fully committed financing and has already received antitrust clearance from the Federal Trade Commission.

  • April 08, 2024

    PE Firm Calls FTC's Antitrust Claims 'Many Yesterdays' Old

    A Texas anesthesiology company and the private equity firm that created it told a Houston federal judge Monday that the Federal Trade Commission has gone back "many yesterdays ago" in making its antitrust case, arguing that there's no imminent threat of a monopoly in an attempt to get the case dismissed.

  • April 08, 2024

    McMahon Sells Millions More In TKO Stock Amid Abuse Suit

    WWE's disgraced founder Vince McMahon, who was recently accused of trafficking a former employee, continues to loosen his grip on the wrestling company he founded, most recently selling $311 million worth of stock in WWE's parent, according to a Monday securities filing.

  • April 08, 2024

    Catching Up With Delaware's Chancery Court

    Last week, a much-watched Chancery Court Match.com decision got reversed, a Philip Morris motion got stubbed out, and a long-frozen Blue Bell Creameries suit started churning again. Delaware's Court of Chancery also saw new suits filed for legal fees, arguments over multibillion-dollar pay packages, and a judge flummoxed over Truth Social.

  • April 08, 2024

    Tradeweb Pays $785M For Investment Tech Firm ICD

    Tradeweb Markets Inc., advised by Fried Frank Harris Shriver & Jacobson LLP, on Monday announced that it has agreed to buy institutional investment technology provider Institutional Cash Distributors LLC, advised by Kirkland & Ellis LLP, for $785 million.

  • April 08, 2024

    Plot Holes Doom JPMorgan 'Fraud' Narrative, Frank Exec Says

    The founder of a startup meant to help college students apply for financial aid said an indictment claiming she duped JPMorgan Chase & Co. into a buyout should be dismissed because it fails to identify her alleged co-conspirators or fraudulent statements.

  • April 08, 2024

    Schumer Seeks More Data, Details About Capital One Deal

    Senate Majority Leader Chuck Schumer said Monday that he has requested more information about Capital One and Discover Financial Services' planned $35.3 billion merger, including data on the interest rates they charge and details about any potential layoffs that could stem from the deal.

  • April 08, 2024

    3 Firms Build $2.3B Hospitality Biz SPAC Merger

    Singapore-headquartered Hotel101 Global Pte Ltd., a hotel prop-tech operator pioneering a standardized "condotel" business model, announced Monday that it plans to go public through a merger with blank-check company JVSPAC Acquisition Corp. in a deal built by three firms that will give it an equity value of $2.3 billion post-closing.

  • April 08, 2024

    Kirkland-Led Vista Buying Medtech Co. 'Model N' For $1.25B

    Kirkland & Ellis LLP-led Vista Equity Partners has agreed to buy Fenwick & West LLP-advised Model N, a provider of revenue optimization and compliance tools for healthcare tech companies, in a take-private transaction valued at approximately $1.25 billion, the companies said Monday. 

  • April 08, 2024

    Simpson Reps Blackstone On $10B AIR Communities Buy

    Blackstone has agreed to purchase Apartment Income REIT Corp. in a take-private transaction valued at approximately $10 billion, with Simpson Thacher & Bartlett LLP and Skadden Arps Slate Meagher & Flom LLP serving as legal counsel, respectively, the firms said Monday. 

  • April 05, 2024

    Meta Looks To Nix FTC's Antitrust Case Over Acquisitions

    Meta Platforms urged a D.C. federal court on Friday to toss the Federal Trade Commission's antitrust case against it, saying the agency has found no evidence showing its acquisitions of Instagram and WhatsApp hurt competition or consumers.

  • April 05, 2024

    Jury Finds Pharma Exec 'Shadow Traded' With Inside Info

    A California federal jury found Friday that a former Medivation executive is liable for using inside information from his company when he purchased stock in rival pharmaceutical maker Incyte, in a novel civil "shadow trading" case brought by the U.S. Securities and Exchange Commission.

  • April 05, 2024

    L3Harris To Sell Antenna Business To Kanders For $200M

    Florida-based single-family investment officer Kanders & Co. Inc., advised by Ropes & Gray LLP, announced on Friday that it will buy and combine the antenna and related businesses from aerospace and defense company L3Harris Technologies for $200 million.

  • April 05, 2024

    Allianz Selling Mid-Size, Entertainment Holdings In $1.4B Deal

    Allianz Group said Friday that its corporate and specialty insurance unit is selling off its U.S. insurance business for midsize corporations and entertainment businesses for $450 million in cash to Arch Insurance North America.

Expert Analysis

  • How Advance Notice Bylaws Are Faring In Del. Courts

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    Recent decisions make it clear that the Delaware Chancery Court is carefully reviewing public companies' amended advance notice bylaws in order to balance the competing interests of boards and shareholders, and will likely strike down bylaws that improperly interfere with stockholder franchises, say attorneys at Olshan Frome.

  • How New EU Tax And Transfer Pricing Rules May Affect M&A

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    Companies involved in mergers and acquisitions may need to adjust fiscal due diligence procedures to ensure they consider potential far-reaching effects of newly implemented transfer pricing measures, such as newly implemented global minimum tax and European Union anti-tax avoidance directives and proposals, says Patrick Tijhuis at BDO.

  • Strategies For Single-Member Special Litigation Committees

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    The Delaware Supreme Court's recent order in the Baker Hughes derivative litigation allowing testimony from a single-member special litigation committee highlights the fact that, while single-member SLCs are subject to heightened scrutiny, they can also provide unique opportunities, says Josh Bloom at MoloLamken.

  • Lessons For D&O Policyholders From Pharma Co. Ruling

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    A California federal court's recent decision in AmTrust v. 180 Life Sciences, requiring insurers to advance defense costs for a potentially covered claim, provides a valuable road map for directors and officers insurance policyholders, rebutting the common presumption that a D&O insurer's duty to advance costs is more limited than under other policies, say attorneys at Pasich.

  • How Firms Can Ensure Associate Gender Parity Lasts

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    Among associates, women now outnumber men for the first time, but progress toward gender equality at the top of the legal profession remains glacially slow, and firms must implement time-tested solutions to ensure associates’ gender parity lasts throughout their careers, say Kelly Culhane and Nicole Joseph at Culhane Meadows.

  • 7 Common Myths About Lateral Partner Moves

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    As lateral recruiting remains a key factor for law firm growth, partners considering a lateral move should be aware of a few commonly held myths — some of which contain a kernel of truth, and some of which are flat out wrong, says Dave Maurer at Major Lindsey.

  • 5 Tips For Policyholders Arbitrating R&W Insurance Claims

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    With more representations and warranties insurance disputes being arbitrated, policyholder counsel should note issues that are unique to RWI claims, including those of privilege, priority and preserving subrogation, says Micah Skidmore at Haynes Boone. 

  • Series

    Cheering In The NFL Makes Me A Better Lawyer

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    Balancing my time between a BigLaw career and my role as an NFL cheerleader has taught me that pursuing your passions outside of work is not a distraction, but rather an opportunity to harness important skills that can positively affect how you approach work and view success in your career, says Rachel Schuster at Sheppard Mullin.

  • What To Know About OCC Proposals For Bank Merger Review

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    The Office of the Comptroller of the Currency's proposed changes to the agency's bank merger review process could exacerbate industry concerns with long and unpredictable processing periods because the proposal is ambiguous with respect to how the OCC will view certain transactions, say attorneys at Simpson Thacher.

  • 6 Pointers For Attys To Build Trust, Credibility On Social Media

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    In an era of information overload, attorneys can use social media strategically — from making infographics to leveraging targeted advertising — to cut through the noise and establish a reputation among current and potential clients, says Marly Broudie at SocialEyes Communications.

  • 9 Considerations For Divestitures, Carveouts And Spinouts

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    Amid new economic optimism, data protection, transitional services and seven other considerations can help legal practitioners untangle complex divestitures, carveouts and spinouts to unlock value for corporate sellers, say Kimberly Petillo-Décossard and Kristen Rohr at White & Case.

  • A Post-Mortem Analysis Of Stroock's Demise

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    After the dissolution of 147-year-old firm Stroock late last year shook up the legal world, a post-mortem analysis of the data reveals a long list of warning signs preceding the firm’s collapse — and provides some insight into how other firms might avoid the same disastrous fate, says Craig Savitzky at Leopard Solutions.

  • Mitigating The Risk Of Post-Closing M&A Earnout Disputes

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    Today's uncertain deal environment makes a well-crafted earnout an excellent way for parties to accomplish a desired transaction that would not otherwise occur, but transacting parties also need to take key steps to avoid the risk of post-closing disputes that earnouts can present, say Chad Barton and Claire Lydiard at Holland & Knight.

  • Planning For Stymied HSR Filings At FTC If Shutdown Occurs

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    If the government were to shut down in early March, the inability to submit Hart-Scott-Rodino filings with the Federal Trade Commission would grind transactions to a halt, and parties should consider numerous implications as they are negotiating or planning to close pending transactions, say attorneys at DLA Piper.

  • Texas Ruling Clarifies That Bankruptcy Shields LLC Rights

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    A Texas bankruptcy court’s recent ruling in In re: Envision makes it clear that the Bankruptcy Code preempts a section of Delaware state law that terminates a member’s interest in an LLC upon a bankruptcy filing, clarifying conflicting case law, say Larry Halperin and Joon Hong at Chapman and Cutler.

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