Mergers & Acquisitions

  • January 30, 2025

    Rumors Fly As Trump Seeks Deal To Keep TikTok Alive

    President Donald Trump seems to be getting exactly the "bidding war" he wanted as multiple entities fight for a role in keeping TikTok available in the U.S. Here, Law360 provides a rundown of the latest rumors and developments in the TikTok saga, along with other notable rumors from the past week.

  • January 30, 2025

    DOJ Challenges HPE's $14B Deal For Juniper Networks

    The U.S. Department of Justice sued Thursday to block Hewlett Packard Enterprise's planned $14 billion purchase of Juniper Networks Inc. over concerns about competition for local wireless networking technology.

  • January 30, 2025

    Sidley, Mintz Guide Gene Biz Acquisition Worth Up To $7M

    Cell therapy specialist MaxCyte said Thursday that it has bought gene editing company SeQure Dx in a deal worth up to $7 million as it seeks to strengthen its ability to help developers in the field from R&D to commercialization.

  • January 30, 2025

    Molson Coors Buys Stake In UK Mixer Biz Fevertree For £71M

    Molson Coors said Thursday that it has bought an 8.5% stake in Fevertree, a British maker of tonic and mixers, for £71 million ($88 million), as the Canadian-American brewing giant seeks to diversify its portfolio and grow the brand in the U.S.

  • January 30, 2025

    Nelson Mullins-Led Serco Unit To Buy Defense Biz For $327M

    Serco Group PLC said Thursday that a subsidiary has agreed to buy a defense software business from U.S. aerospace giant Northrop Grumman Corp. for $327 million, allowing it to tap into the "huge" sector as geopolitical tensions threaten to boil over.

  • January 29, 2025

    Roomba Maker Escapes Suit Over Scuttled Amazon Merger

    A Massachusetts federal judge has permanently thrown out a shareholder class action accusing iRobot Corp. of misleading investors about expected regulatory opposition that ultimately led to the abandonment of a proposed $1.7 billion merger with Amazon, saying "the pleading process ought not be used as a trial balloon, with repeated bites at the apple."

  • January 29, 2025

    GOP Sen. Wants 'New' FCC To Review Soros-Audacy Deal

    Now that the Federal Communications Commission is under Republican leadership, one Republican senator wants the new chair to review the agency's decision to approve Soros Fund Management's acquisition of an ownership interest in radio station owner Audacy.

  • January 29, 2025

    SPAC Investors Sue In Del. Over Conflicted Concert Co. Deal

    Investors of a special purpose acquisition company have sued the venture's principals in Delaware Chancery Court, accusing them of steering the already cash-poor company into a conflicted deal to take public a concert promoter affiliated with a SPAC creditor that had scant luck beyond events involving a 1970s "one-hit wonder."

  • January 29, 2025

    Spirit Spurns Frontier Offer In Favor Of Ch. 11 Debt Swap

    Bankrupt air carrier Spirit Airlines Inc. said in public securities filings Wednesday that it has rejected an offer from competitor Frontier Airlines to merge and will instead continue pursuit of its prearranged restructuring plan set for confirmation in mid-February because the terms of the Frontier proposal would leave creditors worse off.

  • January 29, 2025

    2 Blank Check Cos. Plan IPOs Totaling $325M

    Two special purpose acquisition companies, Cartesian Growth III and Gesher Acquisition Corp. II, have launched plans for initial public offerings, expecting to raise a combined $325 million.

  • January 29, 2025

    Milbank Lands Kirkland Private Equity Ace In LA

    Milbank LLP continues expanding its corporate team, announcing Wednesday it is bringing in a Kirkland & Ellis LLP private equity expert as a partner in its Los Angeles office.

  • January 29, 2025

    Milbank Adds Ex-Skadden Financial Restructuring Pro In NY

    Milbank LLP has added a corporate restructuring attorney previously with Skadden Arps Slate Meagher & Flom LLP as a partner in its New York office, the firm has announced.

  • January 29, 2025

    KKR Plugs $250M Into Healthcare Biz Henry Schein

    Healthcare solutions provider Henry Schein Inc., advised by Cleary Gottlieb Steen & Hamilton LLP, on Wednesday announced that it received a $250 million investment from Kirkland & Ellis LLP-led private equity giant KKR, resulting in the private equity shop becoming the company's largest non-index fund shareholder.

  • January 29, 2025

    $7.8B ChampionX Deal Gets Added Scrutiny Across The Pond

    SLB's path to closing its proposed $7.8 billion acquisition of ChampionX got a little trickier Wednesday as the U.K. Competition and Markets Authority launched a formal investigation into a deal that is also under the scrutiny of U.S. regulators. 

  • January 29, 2025

    Anglo American Completes $1B Sale Of Jellinbah

    British multinational mining giant Anglo American PLC said Wednesday that it has completed the AU$1.6 billion ($1.1 billion) sale of its minority interest in an Australian coal mining joint venture to Zashvin Pty Ltd.

  • January 29, 2025

    A&O Shearman Guides American Axle's £1.16B UK Biz Offer

    British automotive group Dowlais has agreed to a £1.16 billion ($1.44 billion) cash and shares takeover by U.S. operator American Axle & Manufacturing, the companies said Wednesday, as they seek to create a global car parts manufacturer.

  • January 28, 2025

    Capri Investors Sue Over Scrapped $8.5B Tapestry Merger

    Fashion brand giants Capri Holdings Ltd. and Tapestry Inc. misled investors about potential antitrust regulatory issues associated with their planned $8.5 billion merger that ultimately led to the deal's failure and investor losses, according to a proposed securities class action filed Tuesday in Delaware federal court.

  • January 28, 2025

    Drugs Made In America SPAC Nets $200M To Buy Pharma Biz

    Blank-check company Drugs Made In America Acquisition Corp. began trading Tuesday after completing a downsized $200 million initial public offering with the intention of acquiring a U.S.-based pharmaceutical business, represented by Loeb & Loeb LLP and underwriter's counsel Winston & Strawn LLP.

  • January 28, 2025

    Pharma Co. Gets Final Shot To Ax NC Contract Breach Suit

    A pharmaceutical company can make another attempt to escape a software developer's suit alleging he was duped into selling his technology to the company, the North Carolina Business Court has said, months after the state's top court revived the software maker's breach of contract claims.

  • January 28, 2025

    Bain Capital Seeks Surgery Partners Buyout At $3.3B Value

    Tennessee-based short-stay surgical facility operator Surgery Partners Inc. disclosed Tuesday that its board received a nonbinding proposal the prior day from Bain Capital Private Equity LP that values the company at close to $3.3 billion. 

  • January 28, 2025

    Dish Says Spoofed Social Media Posts Defamed Co., Execs

    Dish Wireless is suing anonymous social media users in Colorado state court for defamation, alleging they created fake accounts posing as company executives while posting criticism of the business.

  • January 28, 2025

    Yale Unit Wants To Yank Hospital Sale Suit From Ch. 11 Court

    A Yale University health unit's lawsuit seeking to escape a $435 million sale deal with a bankrupt hospital operator belongs in state court and not with the Chapter 11 judge, the Ivy League-tied entity told a federal judge Tuesday.

  • January 28, 2025

    TravelPerk Hits $2.7B Valuation, Announces Yokoy Buy

    Spanish business travel platform TravelPerk, advised by Allen Overy Shearman Sterling, Wilson Sonsini Goodrich & Rosati PC and Lenz & Staehelin, on Tuesday announced that it hit a $2.7 billion valuation after closing its Series E funding round with $200 million of commitments, while also announcing its acquisition of European expense, invoice and card payment processing platform Yokoy.

  • January 28, 2025

    Beacon Roofing Nails Poison Pill To $11B Hostile Takeover Bid

    Beacon Roofing Supply Inc. adopted a poison pill strategy on Tuesday, designed to thwart the $11 billion hostile takeover bid launched by tech and software company QXO Inc. the previous day.

  • January 28, 2025

    'Godfather' Of AG Defense Retiring From Cozen O'Connor

    Bernard "Bernie" Nash, an attorney who pioneered the practice of defending companies against investigations by state attorneys general, is retiring from Cozen O'Connor and handing over the reins to his handpicked successors after nearly 50 years in private practice.

Expert Analysis

  • What To Expect From Calif. Bill Regulating PE In Healthcare

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    A California bill currently awaiting Gov. Gavin Newsom's approval, intended to increase oversight over private equity and hedge fund investments in healthcare, is emblematic of recent increased scrutiny of investments in the space, and may affect transactions and operations in California in a number of ways, say attorneys at Ropes & Gray.

  • Why Now Is The Time For Law Firms To Hire Lateral Partners

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    Partner and associate mobility data from the second quarter of this year suggest that there's never been a better time in recent years for law firms to hire lateral candidates, particularly experienced partners — though this necessitates an understanding of potential red flags, say Julie Henson and Greg Hamman at Decipher Investigative Intelligence.

  • Google And The Next Frontier Of Divestiture Antitrust Remedy

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    The possibility of a large-scale divestiture in the Google search case comes on the heels of recent requests of business breakups as remedies for anticompetitive conduct, and companies should prepare for the likelihood that courts may impose divestiture remedies in the event of a liability finding, say Lauren Weinstein and Nathaniel Rubin at MoloLamken.

  • Considering Possible PR Risks Of Certain Legal Tactics

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    Disney and American Airlines recently abandoned certain litigation tactics in two lawsuits after fierce public backlash, illustrating why corporate counsel should consider the reputational implications of any legal strategy and partner with their communications teams to preempt public relations concerns, says Chris Gidez at G7 Reputation Advisory.

  • 3 M&A Elements To Master In A Volatile Economy

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    The current M&A market requires a strategic approach to earnouts, past-due accounts payable and employee retention in order to mitigate risk and drive successful outcomes, says Robert Harig at Robbins DiMonte.

  • It's No Longer Enough For Firms To Be Trusted Advisers

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    Amid fierce competition for business, the transactional “trusted adviser” paradigm from which most firms operate is no longer sufficient — they should instead aim to become trusted partners with their most valuable clients, says Stuart Maister at Strategic Narrative.

  • Del. Dispatch: Drafting Lessons For Earnout Provisions

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    The Delaware Court of Chancery's recent decision in Medal v. Beckett Collectibles provides guidance for avoiding ambiguity in provisions relating to the acceleration of earnout payments under specified circumstances, and provisions mandating good faith negotiations before bringing earnout litigation, say attorneys at Fried Frank.

  • Tax Traps In Acquisitions Of Financially Distressed Targets

    Excerpt from Practical Guidance
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    Parties to the acquisition of an insolvent or bankrupt company face myriad tax considerations, including limitations on using the distressed company's tax benefits, cancellation of indebtedness income, tax lien issues and potential tax reorganizations.

  • New Lessons On Managing Earnout Provision Risks

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    Earnout provisions can be a useful tool for bridging valuation gaps in M&A, particularly in developmental-stage pharmaceutical transactions, but the Delaware Chancery Court’s recent decision in Shareholder Representative Services v. Alexion sheds new light on the inherent risks and best practices for managing them, say attorneys at Cleary.

  • SBA Proposal Materially Alters Contractor Recertification

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    The Small Business Administration's new proposed rule on recertification affects eligibility for set-aside contracts, significantly alters the landscape for mergers and acquisitions in the government contracts industry, and could have other unintended downstream consequences, says Sam Finnerty at PilieroMazza.

  • Navigating A Potpourri Of Possible Transparency Act Pitfalls

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    Despite the Financial Crimes Enforcement Network's continued release of guidance for complying with the Corporate Transparency Act, its interpretation remains in flux, making it important for companies to understand potentially problematic areas of ambiguity in the practical application of the law, say attorneys at Sidley.

  • EU Merger Control Concerns Remain After ECJ Illumina Ruling

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    The recent European Court of Justice judgment in Illumina-Grail is a welcome check on the commission's power to review low-threshold transactions, but with uncertainty persisting under existing laws and discretion left to national regulators, many pitfalls in European Union merger control remain, says Matthew Hall at McGuireWoods.

  • Increased IPOs In '24 Shows Importance Of Strategic Planning

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    Initial public offerings, debt issuances and M&A activity so far in 2024 have shown substantial increases over comparable periods in 2023, highlighting why counsel should educate clients on market trends and financing alternatives to proactively prepare them to be ready to take advantage of opportunities, say attorneys at Skadden.

  • How Methods Are Evolving In Textualist Interpretations

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    Textualists at the U.S. Supreme Court are increasingly considering new methods such as corpus linguistics and surveys to evaluate what a statute's text communicates to an ordinary reader, while lower courts even mull large language models like ChatGPT as supplements, says Kevin Tobia at Georgetown Law.

  • Increased Scrutiny Raises Int'l Real Estate Transaction Risks

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    Recently proposed regulations expanding the Committee on Foreign Investment in the United States' oversight, a White House divestment order and state-level legislative efforts signal increasing scrutiny of real estate transactions that may trigger national security concerns, say Luciano Racco and Aleksis Fernández Caballero at Foley Hoag.

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