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Mergers & Acquisitions
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March 13, 2025
Amid Del. Corporate Law Overhaul Push, Texas Turns Up Heat
As Delaware lawmakers advance changes to the state's general corporation law — aimed in part at stopping companies from moving their corporate charters — they are facing increased pressure from their counterparts in Texas, where legislation appears to be on a fast dash in an attempt to convince more businesses to make it their legal home.
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March 13, 2025
Del.'s Divisive Corporate Law Rework Passes In State Senate
Divisive amendments to Delaware's general corporation law cleared the state Senate Thursday with multiple questions but little debate and without dissenting votes, and will now be sent to the House amid warnings that failure to approve could weaken the state's standing as a top corporate charter hub.
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March 13, 2025
Judge Orders Reinstatement Of Many Fired Federal Workers
A California federal judge on Thursday ordered the immediate reinstatement of certain probationary employees fired from six federal agencies, saying the Office of Personnel Management did not have the authority to direct those terminations, making the firings "unlawful."
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March 13, 2025
UK Clears Keysight's £1.2B Offer For Telecoms Biz Spirent
Britain's antitrust authority said Thursday it has allowed U.S. technology company Keysight Technologies Inc. to proceed with its planned £1.16 billion ($1.5 billion) acquisition of Spirent Communications PLC, a U.K. telecoms testing specialist.
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March 12, 2025
Capital One Nearly Bought Frank For $125M, Javice Jury Told
A Capital One investment banker told a New York federal jury on Wednesday that the lender was eyeing student financial aid startup Frank for a potential $125 million acquisition before backing out, $50 million less than what JPMorgan Chase & Co. ultimately paid for the company, the result of what prosecutors say was a scheme to fraudulently induce JPMorgan to make the purchase.
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March 12, 2025
Del. Justices Told Conflicts Tainted AstraZeneca Co.'s $3B Sale
A stockholder class attorney told Delaware's Supreme Court on Wednesday that a vice chancellor never addressed the undisclosed conflicts cited in a Court of Chancery suit accusing AstraZeneca PLC of lining up a conflicted, underpriced $3 billion sale of clinical stage biopharmaceutical venture Viela Bio Inc.
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March 12, 2025
Del. Senate Panel Sends Corp. Law Overhaul To Full Chamber
Delaware legislation that could narrow stockholder opportunities to sue state-chartered corporations for fiduciary duty breaches or access to books and records moved to the state's full Senate on Wednesday after a less than 90-minute committee hearing that leaned toward the bill's supporters.
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March 12, 2025
Live Nation Calls DOJ 'Delay Tactics' Claim 'Groundless'
Live Nation Entertainment assailed the U.S. Department of Justice for claiming "out of the blue" that the company is slow-walking its discovery obligations in the government's New York federal court monopolization suit centered on the 2010 purchase of Ticketmaster.
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March 12, 2025
Uber Drops $950M Foodpanda Buy Over Regulatory Issues
German food delivery platform Delivery Hero SE has confirmed that ride-sharing giant Uber Technologies Inc. has decided to terminate its agreement to acquire Delivery Hero's Taiwanese Foodpanda for $950 million, citing regulatory hurdles.
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March 12, 2025
Kirkland Guides Clearwater On $685M Investment Tech Buy
Clearwater Analytics said Wednesday it has agreed to pay $685 million across two strategic acquisitions that it said will transform its investment management technology platforms amid a surge in institutional investors seeking alternative assets.
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March 12, 2025
Skadden-Led Scopely Buying Pokémon Go Biz In $3.5B Deal
Skadden-led Scopely said Wednesday it has agreed to acquire the games business of Niantic, the company behind Pokémon Go and other popular mobile game titles, in a deal Scopely valued at $3.5 billion.
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March 11, 2025
Panini Trading Card Antitrust Suit Largely Beats Dismissal
A New York federal judge largely refused to dismiss Panini's antitrust suit accusing Fanatics of locking up the sports trading card market by entering decadeslong exclusive agreements with the NFL, NBA and MLB, while also culling large chunks of Fanatics' unfair competition and bad-faith negotiations countersuit.
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March 11, 2025
Senate Confirms Gail Slater To Lead DOJ Antitrust
The Senate voted 78-19 on Tuesday to confirm Gail Slater to be assistant attorney general for the Antitrust Division at the U.S. Department of Justice.
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March 11, 2025
BigLaw Firms Join To Support Del. Corporate Law Changes
Twenty-one law firms with Delaware corporate practices have jointly endorsed pending state legislation, S.B. 21, that aims to narrow stockholder avenues for challenging corporate acts and clarify the definition of company controllers.
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March 11, 2025
CMA's Big Tech Enforcement To Focus On UK Impact
An official for the Competition and Markets Authority said the agency will focus enforcement efforts against technology companies on issues that have a local impact in the United Kingdom and is less likely to act on issues already being addressed by other authorities.
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March 11, 2025
A Brief Look At Delaware's Divisive Corporate Law Bill
Delaware state Senate Bill 21, up for a Judiciary Committee vote on Wednesday, overturns some provisions of landmark state Supreme Court rulings, from Kahn v. M&F Worldwide Corp. in 2014 to In re Match Group a decade later, which call for plaintiff-friendly entire fairness review for controller transactions.
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March 11, 2025
Dublin's Eaton To Buy US-Based Fibrebond For $1.4B
Irish power management company Eaton said Tuesday it has agreed to acquire Louisiana-based Fibrebond Corp. for $1.4 billion as it looks to bolster its presence in data center markets.
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March 11, 2025
Endo Sells International Pharma Biz To Knight For Up To $99M
Pharmaceutical company Endo Inc., led by Davis Polk & Wardwell LLP and Torys LLP, on Tuesday announced plans to sell its international pharmaceuticals business to Davies Ward Phillips & Vineberg LLP-advised Canadian pharmaceutical company Knight Therapeutics Inc. for up to $99 million.
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March 11, 2025
Couche-Tard Knocks 7-Eleven Strategy In Push For Takeover
Alimentation Couche-Tard Inc. is doubling down on its commitment to acquire 7-Eleven parent company Seven & i Holdings Co., criticizing the Japanese retail giant's latest strategic plans for a U.S. IPO and its "limited" engagement on Couche-Tard's buyout efforts.
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March 11, 2025
Sullivan & Cromwell Hires Ex-FTC Deputy Director In Palo Alto
Sullivan & Cromwell LLP announced Tuesday the hiring of a former deputy director of the Federal Trade Commission's Bureau of Competition as a partner in its Palo Alto, California, office.
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March 11, 2025
Dykema Doubles Houston Roster With 7 New Atty Hires
Dykema Gossett PLLC has expanded in Houston with the addition of seven attorneys, five of whom joined from Kane Russell Coleman Logan PC and two who came aboard from Hirsch & Westheimer PC.
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March 11, 2025
Parts Biz Rotork To Launch £50M Buyback, Korean Purchase
Industrial valve maker Rotork said Tuesday that it plans to kick off a share buyback program worth up to £50 million ($65 million) amid the acquisition of a privately held company in South Korea.
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March 10, 2025
Illinois Judge Floats Sanctions In Akorn Mootness Fee Fight
An Illinois federal judge signaled Tuesday that he was open to sanctions including a mandatory violation disclosure against plaintiffs' counsel as he continues navigating a challenge to so-called mootness fees paid to settle and dismiss allegedly baseless Akorn Inc. merger disclosure suits.
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March 10, 2025
Alsup Refuses To Vacate Hearing Into OPM Mass Firings
U.S. District Judge William Alsup on Monday denied the Trump administration's request to vacate an upcoming evidentiary hearing into the U.S. Office of Personnel Management's mass firings of probationary federal employees, and required OPM director Charles Ezell to appear in person or else be deposed.
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March 10, 2025
Ski Resort Buy Deemed Illegal In Precedential NY AG Win
New York's attorney general celebrated a precedent-setting antitrust win Monday, faulting a ski mountain operator for buying a rival just to shut it down.
Expert Analysis
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Series
Fixing Up Cars Makes Me A Better Lawyer
From problem-solving to patience and adaptability to organization, the skills developed working under the hood of a car directly translate to being a more effective lawyer, says Christopher Mdeway at Kaufman Dolowich.
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Advancing Storage-Integrated Power Generation In Turkey
Recent proposals by energy regulators in Turkey have laid the groundwork for further development of electricity generation plants with integrated energy storage facilities — offering opportunities for project developers and investors, and a possible model for U.S. regulators, say attorneys at Norton Rose.
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Making The Pitch To Grow Your Company's Legal Team
In a compressed economy, convincing the C-suite to invest in additional legal talent can be a herculean task, but a convincing pitch — supported by metrics and cost analyses — may help in-house counsel justify the growth of their team, say Elizabeth Smith and Roger Garceau at Major Lindsey.
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The Story Of 2024's Biggest Bank Regs, And Their Fate In 2025
U.S. federal bank regulators were very active in 2024 with initiatives ranging from antitrust and capital to proposals regarding controlling shareholders and incentive-based compensation, but many regulations face an uncertain future under the new administration, say attorneys at Latham.
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Considering European-Style Lockboxes For US M&A In 2025
The lockbox mechanism, commonly used in Europe, offers an attractive alternative to the postclosing price adjustments that dominate U.S. merger and acquisition transactions in private equity, particularly with the market's demand for transparency likely to remain steadfast under Trump, says Laurent Campo at Potomac Law.
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Gov't Scrutiny Of Workplace Chat Apps Set To Keep Growing
The incoming Trump administration and Republican majorities in Congress are poised to open numerous investigations that include increasing demands for entities to produce communications from workplace chat apps, so companies must evaluate their usage and retention policies, say attorneys at Orrick.
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Del. Dispatch: The 2024 Corporate Cases You Need To Know
The Delaware Court of Chancery in 2024 issued several decisions that some viewed as upending long-standing corporate practices, leading to the amendment of the Delaware General Corporation Law and debates at some Delaware corporations about potentially reincorporating to another state, say attorneys at Fried Frank.
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2025's Midmarket M&A Terrain May Hold A Few Bright Spots
Attorneys at Stoel Rives assess middle-market merger and acquisition trends, and explain why many dealmakers have turned cautiously optimistic about the sector's 2025 prospects, despite potential inflation and new Federal Trade Commission rules.
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When US Privilege Law Applies To Docs Made Outside The US
As globalization manifests itself in disputes over foreign-created documents, a California federal court’s recent trademark decision illustrates nuances of both U.S. privilege frameworks and foreign evidentiary protections that attorneys must increasingly bear in mind, say attorneys at Hunton.
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Why Asset-Based Loans May Suit PE Companies In 2025
As the prospect of higher tariffs and interest rates expands the need for liquidity, private equity investors would do well to explore the timing and provisions of asset-based loans offered in the burgeoning credit-fund sector, say attorneys at McDermott.
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How New Merger Filing Rules Will Affect Economic Advocacy
New rules from the antitrust agencies significantly change the Hart-Scott-Rodino premerger notification process and will necessitate rigorous economic analysis earlier in the merging process as the information provided in the filings reflects important antitrust considerations, says Andrea Asoni at Charles River.
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2024 IPO Market Trends, And What To Expect Next Year
The initial public offering market returned to historically typical levels on a deal count basis in 2024 but continued to lag based on proceeds raised due to a larger number of smaller IPOs this year, and signs point to continued ongoing momentum in the next year, say attorneys at Paul Hastings.
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Green Projects Face States' Foreign Land Ownership Limits
As states impose restrictions and disclosure requirements around foreign investment in agricultural land — in some cases piggybacking on existing federal rules — renewable energy developers and investors must pay close attention to how the rules vary, says Daniel Fanning at Husch Blackwell.
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What 2024 Trends In Marketing, Comms Hiring Mean For 2025
The state of hiring in legal industry marketing, business development and communications over the past 12 months was marked by a number of trends — from changes in the C-suite to lateral move challenges — providing clues for what’s to come in the year ahead, says Ben Curle at Ambition.
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The Prospects Of Pa. Gaining Its Own Antitrust Law After 2024
In the only state that does not have its own antitrust law, Pennsylvania's business community's strong opposition to the Pennsylvania Open Markets Act signals a rough road lies ahead for passage of the bill after Republicans retained a narrow majority in the state Senate, say attorneys at BakerHostetler.