Mergers & Acquisitions

  • March 04, 2024

    Stockholder In Homebuilder MDC Challenges $5B Acquisition

    A stockholder in homebuilder MDC Holdings Inc. accused the Denver-based company of agreeing to a $4.9 billion all-cash acquisition by a Japanese homebuilder only for the benefit of MDC's board.

  • March 04, 2024

    Groups Push For Review Of $2.3B Walmart-Vizio Deal

    A group of 19 advocacy organizations including the American Economic Liberties Project and Public Citizen pushed the U.S. Department of Justice and the Federal Trade Commission to investigate the "serious threats" posed by Walmart's planned $2.3 billion acquisition of television maker Vizio.

  • March 04, 2024

    Sorrento Creditors Fight To Keep Ch. 11 In Texas

    Creditors for drug developer Sorrento Therapeutics Inc. have asked a Texas bankruptcy judge to keep the company's Chapter 11 case in the Lone Star State, saying the U.S. trustee's bid to move it comes too late and wouldn't help those hoping for recoveries.

  • March 04, 2024

    2 Ex-Latham Attys Join Freshfields As PE Practice Expands

    Freshfields Bruckhaus Deringer LLP welcomed two former Latham & Watkins LLP private equity mergers and acquisitions partners to its practice in New York on Monday, coinciding with the firm's strategy of expanding its private capital services globally.

  • March 04, 2024

    $22M Deal Proposed In Golden Nugget-DraftKings Merger Suit

    Golden Nugget Online Gaming Inc. and public stockholders who challenged the venture's $1.56 billion all-stock sale to DraftKings Inc. in Delaware's Court of Chancery have agreed to settle the case for $22 million, with up to 23% reserved for class attorneys.

  • March 04, 2024

    Activist Investors Up Macy's Takeover Offer To Roughly $6.6B

    Arkhouse Management Co. and Brigade Capital Management have boosted their offer to buy Macy's to roughly $6.6 billion from $5.8 billion, propelling the retailer's stock to a nearly 14% rally on Monday.

  • March 04, 2024

    Catching Up With Delaware's Chancery Court

    A Swedish music producer's takeover, a proposed award payable in Tesla shares, Truth Social stock squabbles, and an unusually blunt slap down from the bench added up to an especially colorful week in Delaware's famous court of equity. On top of that came new cases about alleged power struggles, board entrenchment, consumer schemes and merger disputes.

  • March 04, 2024

    Sullivan & Cromwell-Led United Rentals Paying $1.1B For Yak

    Sullivan & Cromwell LLP is representing equipment rental giant United Rentals in a new agreement to buy the Yak roadway matting business from Morgan Lewis-guided Platinum Equity for $1.1 billion, United said in a statement Monday. 

  • March 04, 2024

    Simpson Thacher Adds Paul Hastings M&A Deal-Maker In LA

    Simpson Thacher is expanding its corporate team, announcing Monday it is bringing in a Paul Hastings mergers and acquisitions expert as a partner in its Los Angeles office.

  • March 04, 2024

    Another Cravath Departure As White & Case Gains M&A Pro

    White & Case LLP announced Monday that it has hired a Cravath Swaine & Moore LLP corporate partner to expand its global mergers and acquisitions practice in New York.

  • March 04, 2024

    Real Estate Group Of The Year: Weil

    Real estate attorneys at Weil played key roles in Micron Technology's development of a $100 billion semiconductor factory, Kroger's proposed $24.6 billion merger with fellow supermarket giant Albertsons and Brookfield's $8 billion sale of Westinghouse Electric Co., earning their practice a spot among Law360's 2023 Real Estate Groups of the Year.

  • March 04, 2024

    Vista Outdoor Rejects $2B Takeover Bid From MNC Capital

    Vista Outdoor Inc. has rejected a $2 billion takeover bid from MNC Capital Partners LP, saying the proposal does not take into account increased earnings the company will see when it separates its outdoor and sporting goods divisions.

  • March 04, 2024

    Alter Domus Valued At $5.3B Following Cinven Backing

    End-to-end technology-enabled fund administration company Alter Domus, advised by DLA Piper and Clifford Chance LLP, on Monday announced that it has secured a strategic investment from Freshfields Bruckhaus Deringer LLP-advised European private equity shop Cinven that values the business at an enterprise value of €4.9 billion ($5.3 billion).

  • March 04, 2024

    JetBlue, Spirit Nix $3.8B Deal After Court Block

    JetBlue Airways said Monday that it has reached an agreement with Spirit Airlines to end their planned $3.8 billion merger, after the U.S. Department of Justice convinced a Massachusetts federal court to block the deal earlier this year.

  • March 01, 2024

    McDermott Investors' Cert. Bid Should Be Denied, Judge Says

    Investors in energy industry engineering company McDermott International Inc. shouldn't be granted class certification in their suit over the company's $6 billion all-stock acquisition of Chicago Bridge & Iron Co., a federal magistrate judge has determined.

  • March 01, 2024

    Avalara Beats Investors' $8.4B PE Buyout Challenge For Good

    A Washington federal judge refused Friday to give another chance to a proposed shareholder class action alleging Avalara lied to win investors' support for an $8.4 billion private equity buyout, in an order finding the lead plaintiff failed again to show the tax software company made false statements.

  • March 01, 2024

    Colo. Judge Says Atty Depo Is Just 'Nature Of The Beast'

    The lawyer who helped a startup founder negotiate an acquisition deal with another company must sit for a deposition in the founder's suit alleging he was taken advantage of, a Colorado federal judge ruled, saying it was the "nature of the beast" for deals lawyers to sometimes get pulled into litigation.

  • March 01, 2024

    MNC Capital Enters Vista Outdoor Takeover Fray With $2B Bid

    MNC Capital Partners LP has submitted a proposal to acquire Vista Outdoor Inc. for $2 billion, despite Vista entering a merger agreement last year to be acquired by a different company, according to Friday statements.

  • March 01, 2024

    MediaMath Floats Ch. 11 Dismissal After $22M Sale Of Assets

    Bankrupt adtech company MediaMath Holdings Inc. asked a Delaware bankruptcy judge to end its Chapter 11 case and allow it to dissolve, because it's sold off basically all it had for $22 million and there's nothing left to reorganize.

  • March 01, 2024

    Network Co. Directors Sue In Chancery To Stop Power Grab

    A power struggle at network connectivity services provider PacketFabric Inc. hit Delaware's Court of Chancery on Thursday, with an investor and two directors suing for a court declaration that they are still members of the board.

  • March 01, 2024

    FTC Attacks Constitutional Defenses In Hospital Merger Fight

    The Federal Trade Commission has urged a federal court to trim Novant Health's defenses in the agency's challenge of a $320 million plan to buy two North Carolina hospitals, citing case law holding that constitutional arguments are immaterial to the court's consideration of an antitrust injunction bid.

  • March 01, 2024

    Off The Bench: NCAA Loses On NIL, DC Wins With Stadium

    In this week's Off The Bench, a judge unlocked the door to name, image and likeness money for college athletes, Shaquille O'Neal's Hollywood debut still rings true three decades later, and D.C. clears an early legislative hurdle in its bid to bring back its namesake NFL team. If you were on the sidelines over the past week, Law360 is here to clue you in on the biggest sports and betting stories that had our readers talking.

  • March 01, 2024

    Thoma Bravo Ups Everbridge Deal Size By $300M, To $1.8B

    Cooley LLP-advised software company Everbridge said Friday that Kirkland & Ellis LLP-led Thoma Bravo has agreed to up its proposed acquisition of Everbridge to $35 per share from $28.60, boosting Everbridge's implied value on the transaction from $1.5 billion to $1.8 billion and sending its stock soaring an additional 25%. 

  • March 01, 2024

    Real Estate Group Of The Year: Simpson Thacher

    Thanks to its role advising on multiple deals north of the $10 billion mark, Simpson Thacher & Bartlett LLP has earned a spot as one of Law360's 2023 Real Estate Groups of the Year.

  • March 01, 2024

    Hogan Lovells, Choate Guide Pro Pickleball Merger To Close

    Hogan Lovells and Choate Hall & Stewart LLP are the law firms that represented MLP by Margaritaville and Carvana PPA Tour, respectively, in their newly closed, $75 million-backed pro pickleball merger, Law360 learned Friday.

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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