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Mergers & Acquisitions
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June 03, 2024
Sullivan, Simpson Guide Ackman's Pershing On $1B Sale
Billionaire investor Bill Ackman's Pershing Square Capital Management announced Monday it sold a 10% common equity stake in the business to a consortium of institutional investors and family offices for $1.05 billion, giving the hedge fund a $10.5 billion value.
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June 03, 2024
Holland & Knight Hires 3 Ex-Loeb Partners In LA
Holland & Knight announced on Monday the hiring of three former finance partners at Loeb & Loeb, including its vice chair, for its Los Angeles office.
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June 03, 2024
Ropes & Gray Guides Becton On $4.2B Edwards Unit Buy
Ropes & Gray LLP is guiding Becton Dickinson and Co. on a deal that will see the medical technology company pay $4.2 billion for Edwards Lifesciences' critical care product group, which focuses on patient monitoring using artificial intelligence, the companies said Monday.
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June 03, 2024
LexisNexis Acquires Belgian Contract Co. Henchman
LexisNexis Legal & Professional announced Monday the acquisition of Belgium-based contracting drafting platform Henchman.
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June 03, 2024
3 Firms Rep As Waste Management Inks $7.2B Stericycle Buy
Waste Management Inc. has agreed to buy medical waste company Stericycle at an enterprise value of about $7.2 billion, inclusive of approximately $1.4 billion of debt, the companies said in a statement Monday.
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June 03, 2024
IT Biz To Buy Tech Consultant's Banking Software For €330M
Franco-American information technology company Axway said Monday that it will buy most of the banking software activities of Sopra Steria Group, in a deal that values the platform at €330 million ($358 million).
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June 03, 2024
Hipgnosis Backs Blackstone's Sweetened £1.6B Buyout Offer
Music rights giant Hipgnosis Songs Fund Ltd. said Monday that it will back a sweetened $1.6 billion bid from Blackstone Inc., as the private equity heavyweight restructures its offer to make it easier to take over the entire company.
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May 31, 2024
Chobani Founder To Reopen Anchor Brewing In San Francisco
Chobani Inc. founder Hamdi Ulukaya said Friday that he had acquired San Francisco-based Anchor Brewing Co., which closed its doors last year, calling it "the grand jewel" and promising to "bring it back stronger than ever before."
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May 31, 2024
WWE Investor Attys Enter Battle Royal To Lead Merger Suit
Two groups of shareholders have filed competing pitches for the lead plaintiff role in a consolidated class suit seeking damages from World Wrestling Entertainment founder Vincent McMahon and others in connection with WWE's $21 billion merger with Endeavor Group, both arguing they have most successfully pursued the suit's claims.
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May 31, 2024
Frank Execs Must Keep Fighting JPMorgan Fraud Indictment
A New York federal judge has refused to throw out an indictment accusing two former executives of a student financial aid startup of tricking JPMorgan Chase & Co. into a buyout, according to an order filed Friday.
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May 31, 2024
Chancery Dismisses Pipeline Co. Merger Side-Deal Suit
An Energy Transfer LP subsidiary lost a Delaware Court of Chancery suit on Friday accusing four former officers of reaching a secret side deal with a pipeline company for construction of a costly, high-pressure natural gas pipeline, in a decision that also tossed arbitration challenges.
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May 31, 2024
Texas Justices Won't Review NexPoint Defamation Suit
The Texas Supreme Court on Friday declined to review a Second Court of Appeals decision that revived in part NexPoint Advisors LP's defamation and business disparagement claims arising from statements made in response to the company's hostile takeover bid.
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May 31, 2024
Monthly Merger Review Snapshot
The U.S. Department of Justice sued to unwind the 14-year-old merger between Live Nation and Ticketmaster, while the Federal Trade Commission advanced pending challenges of a grocery megamerger and deals in the healthcare and designer fashion space. Here are some of the major merger review developments from May.
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May 31, 2024
Investor To Admit Goosing Getty Stock With Sham Offer
A former corporate executive has agreed to plead guilty to floating a sham deal to buy Seattle-based Getty Images Holdings so that he and a friend could profit off the company's inflated share price, federal prosecutors and securities enforcers said Friday.
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May 31, 2024
Del. Chancellor Questions 'Rush' To Amend Corporation Law
Weeks before the Delaware State Bar Association sent state lawmakers a draft bill explicitly allowing corporations to broadly cede some governance rights to chosen stockholders, Chancellor Kathaleen St. J. McCormick of Delaware Chancery Court made an unprecedented, direct appeal to think twice.
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May 31, 2024
Don't Miss It: Dechert, Simpson Lead Month's Hot Deals
A lot can happen in the world of mergers and acquisitions over the course of a month, and it's difficult to keep up with all the deals. Here, Law360 recaps the ones you may have missed, including transactions helmed by Dechert LLP and Simpson Thacher & Bartlett LLP.
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May 31, 2024
Tether Investment In Crypto Miner Bitdeer Worth Up To $150M
Singapore-based cryptocurrency miner Bitdeer Technologies Group said in a statement Friday it has completed a private placement deal with Tether International Ltd. that could bring proceeds of $150 million.
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May 31, 2024
Australian Co. Aims For Shopify Highs In $250M SPAC Deal
Sydney, Australia-based Btab Ecommerce Group Inc., an e-commerce supplier for small businesses, has agreed to merge with special-purpose acquisition company Integrated Wellness Acquisition Corp. in a transaction valued at $250 million, the companies said Friday.
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May 31, 2024
Activist Donerail Pushes Ex-Barstool Owner Penn To Sell
Activist Investor Donerail Group on Friday pushed Penn Entertainment Inc. to pursue a sale, ripping the company for a "failed" online gaming strategy that has "destroyed shareholder value," including its $1 sale of Barstool Sports and launch of a new betting platform with ESPN.
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May 31, 2024
UBS Formally Completes Merger Of Credit Suisse
UBS Group AG said Friday that it has formally completed the legal merger of stricken Credit Suisse AG, 18 months after regulators brokered the deal to prevent the collapse of its rival.
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May 31, 2024
BBVA To Tap Shareholders To Fund €12B Hostile Takeover
Spanish banking giant BBVA said Friday that it has called a shareholders' meeting to approve the sale of new shares in a package to finance the €12 billion ($13 billion) hostile takeover of its smaller rival, Banco de Sabadell SA.
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May 31, 2024
Nationwide's Planned £2.9B Virgin Money Deal Gets UK Probe
The Competition and Markets Authority said Friday it has opened a formal probe into Nationwide Building Society's plans to buy Virgin Money for £2.9 billion ($3.7 billion), which they say would create a combined group with assets of approximately £366 billion.
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May 30, 2024
Exec Found Liable For 'Shadow Trading' Seeks New Trial
A former executive of biopharmaceutical company Medivation Inc. whom a jury found liable for using inside information from his company when he purchased stock in a rival pharmaceutical maker has moved for a new trial in the U.S. Securities and Exchange Commission's novel "shadow trading" case.
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May 30, 2024
Morgan Stanley Helped Musk's Stealth Twitter Buys, Suit Says
Elon Musk and his wealth manager tapped Morgan Stanley to help the Tesla CEO quietly acquire billions of dollars in Twitter securities without tipping off the market before he announced plans to take over the social media company, according to an amended complaint filed in New York federal court.
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May 30, 2024
Musk Won't Appeal Deposition Order In SEC's Twitter Case
Elon Musk has agreed to waive his right to appeal a California federal judge's order forcing him to testify again in the U.S. Securities and Exchange Commission's suit over his $44 billion acquisition of Twitter, now known as X, according to a stipulation filed Thursday.
Expert Analysis
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Avoiding Bribery, Corruption And Sanctions Risks In Int'l M&A
Given the evolving merger and acquisition landscape — as evidenced by the Justice Department’s recently announced safe harbor policy — acquirers conducting international transactions must build bribery, anti-corruption and sanctions risk considerations squarely into their due diligence processes, say Brian Markley and Jennifer Potts at Cahill Gordon.
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Series
Playing In A Rock Cover Band Makes Me A Better Lawyer
Performing in a classic rock cover band has driven me to hone several skills — including focus, organization and networking — that have benefited my professional development, demonstrating that taking time to follow your muse outside of work can be a boon to your career, says Michael Gambro at Cadwalader.
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Series
The Pop Culture Docket: Judge Espinosa On 'Lincoln Lawyer'
The murder trials in Netflix’s “The Lincoln Lawyer” illustrate the stark contrast between the ethical high ground that fosters and maintains the criminal justice system's integrity, and the ethical abyss that can undermine it, with an important reminder for all legal practitioners, say Judge Adam Espinosa and Andrew Howard at the Colorado 2nd Judicial District Court.
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New DOJ Roles Underscore National Security Focus
The U.S. Department of Justice’s recent creation of two new leadership positions signals to the private sector that federal law enforcement is pouring resources into corporate investigations to identify potential national security violations, say attorneys at Ballard Spahr.
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How To Navigate The FTC's New Private Equity Frontier
The Federal Trade Commission's recent district court complaint against an anesthesia firm and its private equity partner tests key bounds of the agency's stand-alone authority, and defense strategies can include challenges to both the geographic and the service market fronts, say attorneys at Baker McKenzie.
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Opinion
Newman Suspension Shows Need For Judicial Reform
The recent suspension of U.S. Circuit Judge Pauline Newman following her alleged refusal to participate in a disability inquiry reveals the need for judicial misconduct reforms to ensure that judges step down when they can no longer serve effectively, says Aliza Shatzman at The Legal Accountability Project.
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Practicing Under DOJ 'Safe Harbor' Policy For M&As
The U.S. Justice Department's recently announced safe harbor policy for mergers and acquisitions offers greater specificity and predictability for acquiring companies that need time to self-report violations, but it's important to remember that the new window is not endless, say attorneys at Simpson Thacher.
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SEC's Life Sciences Actions Utilize Novel Tools And Theories
Recent enforcement actions show that the U.S. Securities and Exchange Commission is employing new forms of data analytics and noteworthy applications of insider trading laws in its scrutiny of fraud within the life sciences and health industries, say Edward Imperatore and Jina Choi at MoFo.
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How And Why Your Firm Should Implement Fixed-Fee Billing
Amid rising burnout in the legal industry and client efforts to curtail spending, pivoting to a fixed-fee billing model may improve client-attorney relationships and offer lawyers financial, logistical and stress relief — while still maintaining profit margins, say Kevin Henderson and Eric Pacifici at SMB Law Group.
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Opinion
SEC Actions Against Musk Are Constitutionally Defective
The U.S. Securities and Exchange Commission's recent subpoena enforcement action against Elon Musk may be constitutionally and statutorily deficient — and the commission staff who issued the subpoenas and the action may have been unconstitutionally appointed, say Alex Lipman at Lipman Law and Justin Weddle at Weddle Law.
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Series
Conn. Banking Brief: The Notable Compliance Updates In Q3
The most notable legal changes affecting Connecticut financial institutions in the third quarter of 2023 included increased regulatory protections for consumers, an expansion of state financial assistance for underserved communities, and a panoply of tweaks to existing laws, says Brian Rich at Barclay Damon.
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Opinion
Judicial Independence Needs Defense Amid Political Threats
Amid recent and historic challenges to the judiciary from political forces, safeguarding judicial independence and maintaining the integrity of the legal system is increasingly urgent, says Robert Peck at the Center for Constitutional Litigation.
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How Law Firms Can Use Account-Based Marketing Strategies
Amid several evolving legal industry trends, account-based marketing can help law firms uncover additional revenue-generating opportunities with existing clients, with key considerations ranging from data analytics to relationship building, say Jennifer Ramsey at stage LLC and consultant Gina Sponzilli.
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Strategic Succession Planning At Law Firms Is Crucial
Senior partners' reluctance to retire, the rise of the nonequity partner tier and generational differences in expectations are all contributing to an increasing number of departures from BigLaw, making it imperative for firms to encourage retirement among senior ranks and provide clearer leadership pathways to junior attorneys, says Laura Leopard at Leopard Solutions.
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The Impact Of Proposed HSR Form Changes On Agency Staff
The Federal Trade Commission's recent proposed changes to the Hart-Scott-Rodino Notification and Report Form will have the unintended effect of drastically increasing the burden on agency staff without an appreciable increase in their ability to detect potentially anti-competitive transactions, say Amanda Wait and Andrew Eklund at Norton Rose.