Mergers & Acquisitions

  • February 27, 2024

    Atlas Energy Solutions Buying Hi-Crush In $450M Deal

    Atlas Energy Solutions Inc. said Tuesday it has agreed to purchase Hi-Crush Inc., including its Permian Basin proppant production assets and North American logistics operations, in a transaction that is valued at $450 million and expected to close by the end of this month.

  • February 26, 2024

    Latham, Jackson Walker Avoid Sanctions Over Sorrento Venue

    A Texas bankruptcy judge declined to level sanctions against Latham & Watkins LLP and Jackson Walker LLP for trying to establish Texas jurisdiction for California-based Sorrento Therapeutics Inc. in its Chapter 11 bankruptcy, finding that their conduct did not amount to bankruptcy fraud.

  • February 26, 2024

    Live Nation Can't Cancel Suit Over Eras Tour Sales Meltdown

    A California federal judge refused Friday to end a proposed securities class action alleging Live Nation made misleading statements about its operations when news of alleged anticompetitive practices with Ticketmaster caused stock prices to drop, finding the suit describes "a materially different state of affairs" than what Live Nation claimed.

  • February 26, 2024

    Del. Justices Back Toss Of $500M Maxim-Analog Merger Suit

    The Delaware Supreme Court on Monday refused to revive investors' $500 million challenge to Maxim Integrated Products Inc.'s $21 billion merger with Analog Devices Inc., leaving intact a Chancery Court decision throwing out the case in May.

  • February 26, 2024

    Proxy Advice Is Not Solicitation, DC Judge Rules In SEC Case

    A D.C. federal judge tossed U.S. Securities and Exchange Commission regulations that define voting advice from proxy advisory firms as solicitation under agency rules, granting a win to one such firm following years of on-and-off litigation.

  • February 26, 2024

    JetBlue, Spirit Tell 1st Circ. $3.8B Deal Is Good For Most Fliers

    JetBlue Airways and Spirit Airlines told the First Circuit on Monday that a $3.8 billion merger should not have been blocked because the judge who stopped the sale sought to protect a small, hypothetical subset of travelers to the detriment of the vast majority who stand to benefit from the deal.

  • February 26, 2024

    Ropes & Gray-Led THL Taking Agiliti Private In $2.5B Deal

    Medical equipment management company Agiliti is going private in a deal with private equity firm Thomas H. Lee Partners, Agiliti announced Monday.

  • February 26, 2024

    Blackwells Calls Out Disney For 'AI Mediocrity' In Proxy Battle

    Blackwells Capital ramped up its activist investor campaign against The Walt Disney Co. on Monday, laying out a "strategic plan" that includes calls for the storied entertainment company to rise above its current "technological shortcomings," including its "AI mediocrity."

  • February 26, 2024

    Catching Up With Delaware's Chancery Court

    Delaware's Court of Chancery dropped two potentially far-reaching decisions last week: one about founder control at Moelis & Co. and another about TripAdvisor's planned move to Nevada. On top of that, there were new cases involving Citrix Systems, Alcoa Corp., BGC Partners Inc. and Cantor Fitzgerald LP.

  • February 26, 2024

    Real Estate Group Of The Year: Fried Frank

    Fried Frank Harris Shriver & Jacobson LLP helped clients close deals last year for the development of prominent additions to the New York City and Las Vegas skylines, earning the firm a spot among Law360's 2023 Real Estate Groups of the Year.

  • February 26, 2024

    Ashurst, Davis Polk-Led Alcoa To Buy Alumina In $2.2B Deal

    Ashurst LLP and Davis Polk & Wardwell LLP are guiding Pittsburgh-based Alcoa on a preliminary agreement to buy Australia's Alumina Ltd. at an implied equity value of about $2.2 billion, in a deal confirmed by Alumina on Monday.

  • February 26, 2024

    FTC Challenges Kroger's $25B Albertsons Buy

    The Federal Trade Commission announced a new, national front Monday against Kroger's heavily criticized $24.6 billion purchase of fellow grocery store giant Albertsons, challenging a deal it said threatens both shoppers and workers and cannot be saved by the planned divestiture of a "hodgepodge" of hundreds of stores.

  • February 26, 2024

    KKR Buying Former VMware Unit From Broadcom In $4B Deal

    Simpson Thacher & Bartlett LLP-advised KKR said Monday it has agreed to acquire Broadcom Inc.'s end-user computing division in a transaction valued at approximately $4 billion, with Wachtell Lipton Rosen & Katz and O'Melveny & Myers LLP representing Broadcom on the deal. 

  • February 26, 2024

    Skadden Leads Iliad's Buy Of 20% Stake In Tele2 For $1.3B

    French telecommunications group Iliad SA said on Monday that it will take a 19.8% stake in Swedish mobile network provider Tele2 AB for 13 billion Swedish kronor ($1.3 billion), a move it said will help boost "innovation" at both firms in next-generation networks.

  • February 26, 2024

    Corrs Advises Saint-Gobain On $3B Deal For Australia's CSR

    French construction materials giant Saint-Gobain said Monday that it will buy Australian rival CSR Ltd. for a total of 4.5 billion Australian dollars ($3 billion) in cash in a move to establish its presence in the Asia-Pacific materials market.

  • February 23, 2024

    Momentive Shareholders Battle In Del. Over $19M Settlement

    Hedge funds with shares of Momentive Performance Materials Inc. that withdrew from a consolidated class lawsuit over the silicone maker's $3.1 billion sale in 2019 urged Delaware's Court of Chancery on Friday to carve them out of a proposed $19 million class settlement, accusing their former co-lead counsel of grabbing their "cake."

  • February 23, 2024

    Ex-Citrix Chief Hit With Class Action Over $16.5B Sale

    A proposed class of former Citrix Systems Inc. stockholders accused the company's former CEO and chairman Robert M. Calderoni of failing to get enough for stockholders for the $16.5 billion sale of the cloud software company to Vista Equity Partners Management LLC and Elliott Investment Management LP affiliate Evergreen Coast Capital Corp.

  • February 23, 2024

    Trump-Tied SPAC Adds NY Fraud Judgment To Risk Factors

    Digital World Acquisition Corp., which is seeking to merge with Donald Trump's social media company, has included a new warning for investors in a regulatory filing following the former president's $453.5 million fraud penalty in New York state court.

  • February 23, 2024

    Industrial Supplier Inks $350M Deal To Buy Wesco Unit

    Electrical distribution services company Wesco International has agreed to sell its North American and European industrial maintenance, repair and integrated supply business Wesco Integrated Supply to Vallen Distribution for $350 million in an attempt to reduce debt and repurchase shares, the companies announced Friday.

  • February 23, 2024

    Bankrupt REIT Gets Ch. 11 Reorganization Plan Approved

    A subsidiary of Silver Star Properties REIT Inc. received approval Friday for its Chapter 11 reorganization plan that will channel its remaining property assets into a Delaware subsidiary free and clear of all creditor claims.

  • February 23, 2024

    FTX Settles $324M Ch. 11 Suit Over European Deal For $33M

    Bankrupt cryptocurrency exchange FTX Trading Ltd. has asked a Delaware court to approve a plan to resolve a $323.5 million clawback action aimed at the co-founders of its European unit by selling the subsidiary back to the executives for $32.7 million.

  • February 23, 2024

    Del. SPAC Rulings Said To Weigh Against Super Group Case

    Attorneys for investors seeking damages after a special purpose acquisition company took Super Group Ltd., an online international gambling venture, public in a $4.75 billion deal in 2022 repeatedly pointed a Delaware vice chancellor on Friday to the Chancery Court's growing SPAC case law as reasons to keep their lawsuit alive.

  • February 23, 2024

    Insurance M&A Partner From Sidley Joins Kirkland

    Kirkland & Ellis LLP has added a corporate partner in its insurance transactions and regulatory and financial institutions practice groups, bringing on a former Sidley Austin LLP attorney who said he "couldn't be more excited" to join the firm's Chicago office.

  • February 23, 2024

    Skadden-Led Criteo Wants 'Constructive' Talks With Activist

    Skadden-advised French advertising technology firm Criteo responded Friday to a call from activist investor Petrus Advisers to "evaluate all ownership options" and shake up its board, releasing a statement saying it is "carefully reviewing" Petrus' letter and hopes to "continue to engage constructively."

  • February 23, 2024

    Woodside Selling 15.1% Stake In Aussie Gas Project For $1.4B

    Australia's Woodside Energy said Friday it will sell a 15.1% stake in its Scarborough gas project to Japan-based JERA at a $1.4 billion value, creating a partnership that will help boost the project's development while creating opportunities for further collaboration. 

Expert Analysis

  • 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.

  • Series

    Coaching High School Wrestling Makes Me A Better Lawyer

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    Coaching my son’s high school wrestling team has been great fun, but it’s also demonstrated how a legal career can benefit from certain experiences, such as embracing the unknown, studying the rules and engaging with new people, says Richard Davis at Maynard Nexsen.

  • What To Know About RWI In Acquisition And Divestiture Deals

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    As a slower pace of merger activity turns underwriters toward new industries, representations and warranties insurance policies are increasingly being written for acquisition and divestiture energy deals, making it important for contracting parties to understand how the RWI underwriting process works in this new sector, say attorneys at Haynes Boone.

  • SG's Office Is Case Study To Help Close Legal Gender Gap

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    As women continue to be underrepresented in the upper echelons of the legal profession, law firms could learn from the example set by the Office of the Solicitor General, where culture and workplace policies have helped foster greater gender equality, say attorneys at Ocean Tomo.

  • The Latest Antitrust Areas For In-House Counsel To Watch

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    The U.S. Department of Justice and the Federal Trade Commission's increasingly aggressive approach to antitrust enforcement means in-house counsel should closely monitor five key compliance issues, say attorneys at Squire Patton.

  • Navigating New Regulations In Healthcare And Other M&A

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    While notice requirements recently enacted in several states are focused on the healthcare industry for now, this trend could extend to other industries as these requirements are designed to allow regulators to be a step ahead and learn more about a transaction long before it occurs, say Kathleen Premo and Ashley Creech at Epstein Becker.

  • Aviation Back On Course, But Keep Seat Belts Fastened

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    While the airline industry finally returned to profitability last year for the first time since the onset of COVID-19, and is poised for historic levels of traffic in 2024, supply chain problems and economic and geopolitical uncertainty persist — so more turbulence may lie ahead, say Kevin Lewis and Bart Biggers at Sidley.

  • Del. Dispatch: Clarification On Fiduciary Duties Of Controllers

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    The Delaware Chancery Court’s January opinion in a Sears Hometown and Outlet Stores' stockholder dispute — holding that a controlling stockholder owes the company and minority shareholders some fiduciary duties when selling shares or voting to change the status quo — suggests instances where investors opposing board decisions should tread carefully, say attorneys at Fried Frank.

  • Healthcare Collabs Can Alleviate Labor, Antitrust Challenges

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    Two major challenges facing hospitals and health systems include labor shortages and increased antitrust scrutiny at both federal and state levels, but collaborative efforts may help with addressing these difficulties, says Sumaya Noush at McDermott.

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