Mergers & Acquisitions

  • February 15, 2024

    Vice Chancellor Sam Glasscock Retiring From Del. Chancery

    Delaware's Court of Chancery will lose its current longest-serving, and perhaps most folksy, jurist this year with the planned retirement of Vice Chancellor Sam Glasscock III from the court after nearly 25 years, Delaware's chief justice revealed today.

  • February 14, 2024

    Campbell Soup Says It Gave FTC Info For $2.7B Sauce Deal

    Campbell Soup Co. has given the Federal Trade Commission all the information the agency has asked for concerning its planned acquisition of Sovos Brands, the owner of the popular sauce brand Rao, before the agency decides whether to give the $2.7 billion union its blessing.

  • February 14, 2024

    Telefonica Gets Win In $570M Busted Deal Dispute

    A New York state judge has said Spanish telecommunications company Telefonica SA is entitled to compensatory damages in a suit it launched against Millicom International Cellular SA over claims the mobile provider reneged on a $570 million deal to buy Telefonica's Costa Rican subsidiary.

  • February 14, 2024

    Karuna Faces Investor Suit Over $14B Bristol Myers Buyout

    A Karuna Therapeutics Inc. shareholder has filed suit against the Boston-based biotechnology company alleging a proxy statement related to a proposed $14 billion buyout deal between Karuna and Bristol Myers Squibb contained false and misleading information and omitted key facts.

  • February 14, 2024

    Del. Justices Mull Reviving $500M Maxim Merger Suit

    Former shareholders of circuit maker Maxim Integrated Products Inc. told Delaware's top court Wednesday the investors weren't fully informed when they approved a $21 billion merger with Analog Devices Inc. that also cut off a $500 million, four-quarter string of dividends.

  • February 14, 2024

    Adagio Medical Goes Public In $128M SPAC Merger

    Adagio Medical, a catheter ablation tech maker, and Arya Sciences, a special purpose acquisition company, said on Wednesday that they would merge, taking the combined company public at a $128 million value, guided by respective legal adviser Reed Smith and Kirkland.

  • February 14, 2024

    Colo. Wants To Stop $24B Kroger Merger, 'No Poach' Deal

    Colorado's attorney general on Wednesday sued to block a proposed $24.6 billion merger between Kroger and Albertsons, alleging in a state court complaint that the deal between the state's two largest grocery chains would result in a virtual monopoly in some regions and harm consumers and workers.

  • February 14, 2024

    Breast Implant Co. Wants Ch. 11 Sale Closed In 60 Days

    A Delaware bankruptcy judge granted breast implant manufacturer Sientra preliminary approval Wednesday to tap $22.5 million in Chapter 11 financing and start the process of selling its business within a two-month timetable.

  • February 14, 2024

    Drug Co. Paratek's Officers Sued In Del. Over $462M Sale

    Former stockholders of drug developer Paratek Pharmaceuticals Inc. have sued five directors and officers in Delaware's Court of Chancery, accusing those named of slow-walking company sale efforts and snubbing up to 50% higher offers in favor of a $462 million deal that allegedly assured the directors and officers maximum benefits.

  • February 14, 2024

    Biotech Nabs $200M Via Private Placement, Starts CEO Search

    Public gene therapy company enGene Holdings Inc. announced Wednesday that it will sell 20 million of its common shares, raising an anticipated private placement of around $200 million, to fund the development of its lead compound EG-70.

  • February 14, 2024

    Juul Gets More Antitrust Claims To Arbitration

    A California federal judge has sent two more claims against Juul to arbitration and dismissed a request for an injunction to block Altria's already-unwound investment in the company.

  • February 14, 2024

    NYCB Faces Another Class Action Over CRE Challenges

    A New York Community Bank investor has brought a proposed class action alleging that executives falsely boasted of the bank's financial condition after making two large acquisitions, when the deals in fact weighed down its balance sheet and led to a significant dividend reduction.

  • February 14, 2024

    Musk To Face Severance Fight In Del. Court After Stay Lifted

    A proposed class action claiming workers didn't receive their severance or were fired after Elon Musk acquired Twitter is back on track after a Delaware federal judge lifted a temporary stay Wednesday.

  • February 14, 2024

    Owner Forms Holding Co. For NBA's Suns, WNBA's Mercury

    Phoenix Suns owner Mat Ishbia on Wednesday announced the formation of a new holding company that will own the NBA's Suns, the WNBA's Mercury, the operating rights to their arena and a new G League developmental affiliate that the Suns recently bought.

  • February 14, 2024

    BAE's $5.6B Bid For Ball Aerospace Arm Clears Review

    The U.S. Department of Justice has ended its review of BAE Systems PLC's acquisition of Ball Corp.'s aerospace subsidiary for $5.6 billion, providing the last approval needed for the transaction, the companies said Wednesday.

  • February 14, 2024

    Mergers & Acquisitions Group Of The Year: Latham

    Latham & Watkins LLP had a strong year bringing companies and assets together for their clients, from the UFC's $21 billion merger with the WWE to guiding the years' largest energy transaction in the U.S., earning it a spot among Law360's 2023 Mergers And Acquisitions Groups of the Year.

  • February 14, 2024

    North Face, Vans Owner VF Makes Deal With Engaged Capital

    Activist investor Engaged Capital got its wish for two new board members at apparel company VF Corp. after striking a deal with the company to add Caroline Brown, as well as another director in the near future with guidance from the firm.

  • February 14, 2024

    KKR Buys Stake In Health Tech Biz Cotiviti At $10.5B Valuation

    Private equity firm KKR & Co. Inc. has agreed to acquire a stake in healthcare analytics company Cotiviti from Veritas Capital, Cotiviti announced Wednesday, in a deal valuing the target at about $10.5 billion.

  • February 14, 2024

    Belgian Law Firm Guides Shipowner In €2B Bid For Rival

    Belgian shipping group Compagnie Maritime Belge NV said Wednesday it has launched a bid to buy all the shares in rival Euronav NV that it does not already own for €2 billion ($2.2 billion) to expand its presence in Europe.

  • February 13, 2024

    Ambrx Shareholders Sue Over Proposed $2B J&J Deal

    Two new suits filed in Delaware federal court allege Ambrx Biopharma Inc. and its top executives omitted important information about a $2 billion proposed Johnson & Johnson buyout in the deal's proxy statement.

  • February 13, 2024

    Soroc Tech Sues In Del. For $115M Merger Takeback

    Soroc Technology Holdings LLC sued MainOne Technology Solutions LLC on Tuesday in Delaware's Court of Chancery, seeking recovery of the $115 million it paid in early 2022 for its acquisition of MainOne's interest in DecisionOne Corp.

  • February 13, 2024

    Food Co. Whole Earth Brands Taken Private In $209M Deal

    Food company Whole Earth Brands said Tuesday it will be acquired by private equity-backed Sweet Oak Holdings, which will take the company private in a deal worth about $209 million that was crafted by DLA Piper and Greenberg Traurig LLP.

  • February 13, 2024

    Qihoo 360, Investors Ink $29.75M Deal Over $9.3B Merger Suit

    Investors suing Chinese software company Qihoo 360 Technology Co. Ltd. asked a New York federal judge to approve a $29.75 million settlement ending claims the firm worked to push down its share price in order to pay shareholders an unfairly low price when it went private by means of a $9.3 billion merger.

  • February 13, 2024

    Insurers Must Pay Pharma Co. Defense Costs In SEC Probe

    A drug development company formed by a merger is entitled to insurance payments for expenses it paid two of its former officers in connection with federal subpoenas because the insurer failed to show that an exclusion applied, a California federal judge ruled Monday.

  • February 13, 2024

    Kroger Says Its Past Shows Albertsons Deal Will Drop Prices

    Kroger has shared some statistics that it says show its merger with the country's second-biggest grocery chain, Albertsons, won't be a bad thing, pointing to evidence that prices usually drop at a grocery chain after being acquired by Kroger.

Expert Analysis

  • Series

    Children's Book Writing Makes Me A Better Lawyer

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    Becoming a children's book author has opened doors to incredible new experiences of which I barely dared to dream, but the process has also changed my life by serving as a reminder that strong writing, networking and public speaking skills are hugely beneficial to a legal career, says Shaunna Bailey at Sheppard Mullin.

  • A Review Of 2023's Most Notable Securities Litigation

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    There is much to be learned from the most prominent private securities cases of 2023, specifically the Tesla trial, the U.S. Supreme Court's Slack decision and the resolution of Goldman Sachs litigation, but one lesson running through all of them is that there can be rewards at the end of the line for defendants willing to go the distance, say attorneys at Fried Frank.

  • 4 Key Ways CFIUS Affected Private Equity In 2023

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    Sponsors and investment professionals should note how escalated enforcement by the Committee on Foreign Investment in the United States in 2023 affected private equity deal making and evaluate their CFIUS-related procedures in preparation for the regulator's reach to expand further next year, say attorneys at Kirkland.

  • How Clients May Use AI To Monitor Attorneys

    Excerpt from Practical Guidance
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    Artificial intelligence tools will increasingly enable clients to monitor and evaluate their counsel’s activities, so attorneys must clearly define the terms of engagement and likewise take advantage of the efficiencies offered by AI, says Ronald Levine at Herrick Feinstein.

  • UK Takeover Code Changes: Key Points For Bidders, Targets

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    Newly effective amendments to Rule 21 of the U.K. Takeover Code, which remove legal and administrative constraints on a target operating its business in the ordinary way during an offer, will add clarity for targets and bidders, and are likely to be welcomed by both, say lawyers at Davis Polk.

  • 7 Enforcement Predictions For US Export Controls, Sanctions

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    Federal agencies' assertions of coming increases in export-control and sanctions-violations enforcement are not new, but recent improvements in resources and inter-agency cooperation allow for certain predictions about how the administration’s latest approach to enforcement may be applied going forward, say attorneys at Akin.

  • 8 Ways To Negotiate Improved Disgorgement Outcomes

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    The U.S. Securities and Exchange Commission's nearly $3.4 billion collected in disgorgements in 2023 shows that substantial disgorgement claims from regulators and law enforcement are the new norm, but corporations may be able to dramatically reduce what they owe by using eight strategies to argue for reduced net profit calculations, say experts at AlixPartners.

  • Series

    The Pop Culture Docket: Judge D'Emic On Moby Grape

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    The 1968 Moby Grape song "Murder in My Heart for the Judge" tells the tale of a fictional defendant treated with scorn by the judge, illustrating how much the legal system has evolved in the past 50 years, largely due to problem-solving courts and the principles of procedural justice, says Kings County Supreme Court Administrative Judge Matthew D'Emic.

  • What Banks Should Know About FDIC Assessment Rule

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    Max Bonici at Venable answers questions banking organizations may have about the Federal Deposit Insurance Corp.'s recent approval of a rule implementing a special assessment on banks to recoup costs associated with protecting uninsured depositors after the bank failures earlier this year, and highlights other considerations for uninsured deposits.

  • Series

    Performing Music Makes Me A Better Lawyer

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    The discipline of performing live music has directly and positively influenced my effectiveness as a litigator — serving as a reminder that practice, intuition and team building are all important elements of a successful law practice, says Jeff Wakolbinger at Bryan Cave.

  • EU Rejection Of Booking.com Deal Veers From Past Practice

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    The European Commission's recent prohibition of Booking's purchase of Etraveli based on ecosystem theories of harm reveals a lower bar for prohibiting nonhorizontal mergers, and may mean increased merger scrutiny for companies with entrenched market positions in digital markets, say lawyers at Linklaters.

  • Breaking Down High Court's New Code Of Conduct

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    The U.S. Supreme Court recently adopted its first-ever code of conduct, and counsel will need to work closely with clients in navigating its provisions, from gift-giving to recusal bids, say Phillip Gordon and Mateo Forero at Holtzman Vogel.

  • Mitigating Antitrust Risk Amid Increased Dealmaking Scrutiny

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    While deals continue to get done despite 60% of significant merger investigations in the U.S. last year concluding with a complaint or abandoned transaction, private equity firms should identify and assess potential antitrust risks and develop strategies to mitigate them early in the deal process, say attorneys at Dechert.

  • Opinion

    Legal Profession Gender Parity Requires Equal Parental Leave

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    To truly foster equity in the legal profession and to promote attorney retention, workplaces need to better support all parents, regardless of gender — starting by offering equal and robust parental leave to both birthing and non-birthing parents, says Ali Spindler at Irwin Fritchie.

  • Opinion

    Activist Short-Sellers Are The Dark Knights Of Wall Street

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    While so-called activist short-sellers have been subject to increased scrutiny in recent years, these investors work in the shadows like Batman to expose fraud on Wall Street, often generating leads that may move regulators to take action, say attorneys at Labaton Sucharow.

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