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Mergers & Acquisitions
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February 07, 2025
Chancery Tosses $3.4B Hertz Stock Warrant Redemption Suit
Delaware's Court of Chancery dismissed a suit Friday filed by two Hertz institutional investors accusing the company of relying on an impermissible reinterpretation of a warrant agreement to reject a redemption demand purportedly triggered by the company's post-Chapter 11 recapitalization, finding the plaintiffs' interpretation of the agreement leads to "absurd results."
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February 07, 2025
Nippon-US Steel Merger Targeted By Consumers In Calif.
A group of consumers has asked a California federal court to prohibit Japan's Nippon Steel Corp. from acquiring U.S. Steel Corp. in their proposed $14.9 billion mega-merger, filing suit just days before President Donald Trump suggested that the deal was being called off.
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February 07, 2025
SPAC Market Hums Again Following Multiyear Downturn
Special purpose acquisition companies are once again asserting their presence in the capital markets and M&A landscape, forming new vehicles at the highest pace in three years — albeit in leaner form than in the last cycle, when many deals ended in busts.
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February 07, 2025
Ousted CMA Chair Says 'Misinformation' Remains A Challenge
The recently ousted chair of the U.K.'s Competition and Markets Authority reflected on what he said were great strides undoing the antitrust agency's "technocratic" character, but added it made the least progress in combating "lobbying and misinformation" intended to undermine the agency's decisions, including around the cleared Microsoft-Activision merger.
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February 07, 2025
SolarWinds Accepts $4.4B Sale To PE Firm Turn/River Capital
SolarWinds said Friday it has agreed to be sold to Turn/River Capital for $4.4 billion, marking a notable turnaround for a company that came back from a consequential 2020 data breach to become what its CEO told Law360 is now "one of the most secure software companies."
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February 07, 2025
Appellate Court OKs Trim Of Goldman Family Portfolio Battle
A New York state appellate court affirmed a trial court's toss of several claims brought against the late Sol Goldman's real estate empire by inheritors who allege his daughter squeezed them out of the family business and manipulated an appraisal when they sought to cash out on their stake.
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February 07, 2025
Conn. Trial Firm Partner Seeks Sanctions In Heated Split-Up
Connecticut Trial Firm LLC former co-owner Andrew Garza has asked a Connecticut Superior Court judge to issue sanctions against his former 50-50 partner, Ryan McKeen, accusing McKeen of "misconduct presenting a threat to the administration of justice" in heated litigation over the firm's split.
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February 07, 2025
Activist Elliott Takes Aim At $7.2B AspenTech-Emerson Deal
Activist investment firm Elliott Investment Management said Friday it has amassed a more than $1.5 billion stake in Aspen Technology, stating that AspenTech's plan to sell off its remaining shares for $7.2 billion to global technology company Emerson undervalues the business.
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February 07, 2025
Roofing Co.'s Board Fights $11B Hostile Takeover Offer
Beacon Roofing Supply Inc.'s board of directors is urging shareholders to reject an $11 billion hostile takeover bid by QXO Inc., noting the offer is no different from the technology and software company's earlier proposal.
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February 07, 2025
Taxation With Representation: Kirkland, Latham, Skadden
In this week's Taxation With Representation, Triumph Group goes private via Berkshire Partners and Warburg Pincus affiliates, alternative asset manager TPG buys Altus Power, Globus Medical buys Nevro Corp., and Honeywell separates its automation and aerospace technology businesses, resulting in the formation of three distinct companies.
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February 07, 2025
3 Firms Guide Bain On $3.4B Japanese Pharma Co. Buy
Bain Capital said Friday it has agreed to acquire Mitsubishi Tanabe Pharma Corp. from Mitsubishi Chemical Group Corp., in a carveout transaction that values the target at approximately JPY 510 billion, or about $3.36 billion.
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February 07, 2025
3 Firms Build HIG's CA$1.3B Take-Private Of Converge
Converge Technology Solutions Corp. on Friday announced that it has agreed to go private and be bought by private equity shop H.I.G. Capital in a deal that has an enterprise value of CA$1.3 billion ($909.6 million) and was built by three law firms.
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February 07, 2025
4 Firms Steer Cement Maker Titan America's $384M IPO
Shares for the U.S. business of worldwide cement producer Titan Cement International SA debuted Friday after the company priced a $384 million initial public offering within its range, guided by four law firms spanning international borders.
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February 07, 2025
Clifford Chance Helps L&G Sell US Insurance Biz For $2.3B
Legal & General said Friday that it will sell its U.S. protection insurance business to Meiji Yasuda, a Japanese insurer, for $2.3 billion in cash in a move to grow its pensions risk transfer business and allow it to reward shareholders.
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February 06, 2025
Judge OKs 'Unorthodox' Deal To Fund Pa. Hospitals In Ch. 11
Bankrupt hospital operator Prospect Medical has agreed to put its four Philadelphia-area hospitals under receivership for the next 30 days while it hammers out a sale as part of a funding arrangement that a Texas bankruptcy judge on Thursday called "unorthodox."
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February 06, 2025
Jeld-Wen Appealing Forced Factory Sale To 4th Circ., Again
Jeld-Wen Inc. is taking another trip to the Fourth Circuit to fight an order forcing it to sell a door skin factory, filing a notice of appeal Thursday after a Virginia federal judge said a $115 million price is fair.
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February 06, 2025
Earthlink Investors' Attys Score $28M In Merger Suit
The attorneys who helped Earthlink investors score an $85 million settlement with the company after they said they were tricked into approving a $1.1 billion merger with a failing telecommunications company will be walking away with almost $28 million for their trouble.
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February 06, 2025
UnitedHealth Drops Bid To Toss Home Health Deal Challenge
UnitedHealth Group and home health and hospice giant Amedisys Inc. dropped their bid to toss a case challenging their $3.3 billion merger after enforcers detailed the home health and hospice markets they allege will be hurt by the deal.
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February 06, 2025
Warner Music Nabs Top Stake In Owner Of Adele Song Rights
Warner Music Group Corp. said Thursday it has acquired a controlling stake in Tempo Music Investments from Providence Equity Partners, in a reported $450 million deal that gives Warner Music the rights to songs recorded by Adele, Bruno Mars and other popular artists.
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February 06, 2025
FTC GOP Focusing On Merger 'Friction,' AI, 'Censorship'
Federal Trade Commission Republicans are beginning to signal their Trump-era policies, including a friendlier approach to mergers with fewer challenges based on "weak or factually unsupported theories," a more hands-off take on artificial intelligence, and a heavy emphasis on combating alleged online censorship of conservatives.
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February 06, 2025
Globus Medical Buys Device-Maker Nevro In $250M Deal
Musculoskeletal solutions company Globus Medical, advised by Wyrick Robbins Yates & Ponton LLP, on Thursday announced plans to buy Latham & Watkins LLP-led medical device company Nevro Corp. in an all-cash deal with an equity value of roughly $250 million.
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February 06, 2025
Nippon Says US Steel Deal Aligns With Trump Goals
Nippon Steel said Thursday that its proposed $14.9 billion acquisition of Pennsylvania-based U.S. Steel is in line with President Donald Trump's goals, as the Japanese steelmaker dropped hints of its strategy to get the new administration to approve the deal.
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February 06, 2025
Meta Eyes Texas Skies, Another Crypto IPO, And More Rumors
Facebook owner Meta Platforms Inc. is considering relocating its legal residence to Texas, while cryptocurrency exchange Bullish is moving forward on an initial public offering, and Unilever PLC is eyeing New York as a listing destination for its ice cream business.
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February 06, 2025
Filing Claims 'Secret Lockout' Led To Conn. Trial Firm Schism
One of the 50-50 partners litigating the dramatic breakup of Connecticut Trial Firm LLC, a personal injury firm known for high-dollar verdicts, has accused his onetime partner of having "plotted a secret lockout" to remove him from the firm, according to a revised derivative complaint filed in Connecticut state court.
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February 06, 2025
Honeywell To Split Into 3 Entities After Activist Pressure
Industrial conglomerate Honeywell, advised by Skadden Arps Slate Meagher & Flom LLP, on Thursday unveiled plans to fully separate its automation and aerospace technology businesses, which when paired with the company's previously announced plan to spin off its advanced materials business, will result in three separate publicly traded companies.
Expert Analysis
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Exploring Venue Strategy For Trump-Era Regulatory Litigation
Litigation will likely play a prominent role in shaping policy outcomes during the second Trump administration, and stakeholders have several tools at their disposal to steer regulatory litigation toward more favorable venues, say attorneys at Covington.
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Opinion
3 New Year's Resolutions For Antitrust Agencies To Consider
James Fredricks at Skadden rings in 2025 with his wish list for the federal antitrust agencies, starting with a provision for a presumptive safe harbor for information sharing.
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FTC Focus: A Changing Of The Guard
While rigorous antitrust enforcement is unlikely to slow down at the Federal Trade Commission, the focus will undoubtedly change, including when it comes to Big Tech, as Andrew Ferguson prepares to take the reins from Chair Lina Khan, say attorneys at Proskauer.
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8 Trends And Predictions Following PE's Late 2024 Surge
Private equity will remain at the forefront of value creation in 2025, and anticipated market trends include sponsors' desire to return capital to investors and a more business-friendly tack by the Antitrust Division of the U.S. Department of Justice, say attorneys at Weil.
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Series
Playing Esports Makes Me A Better Lawyer
Competing in a global esports tournament at Wimbledon last year not only fulfilled my childhood dream, but also sharpened skills that are essential to my day job, including strategic thinking, confidence and networking, says AJ Schuyler at Jackson Lewis.
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An Associate's Guide To Career Development In 2025
As the new year begins, associates at all levels should consider establishing career metrics, fostering key relationships and employing other specific strategies to help move through the complexities of the legal profession with confidence and emerge as trailblazers, say EJ Stern and Amanda George at Fractional Law Firm.
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What To Watch For In The 2025 Benefits Landscape
While planning for 2025, retirement plan sponsors and service providers should set their focus on phased implementation deadlines under both Secure 1.0 and 2.0, an upcoming U.S. Supreme Court ruling, and the fate of several U.S. Department of Labor regulations, says Allie Itami at Lathrop GPM.
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5 Antitrust Issues For In-House Counsel In 2025
Attorneys at Squire Patton evaluate the top areas where U.S. antitrust policy is likely to change in the next 12 months, including major challenges to the Federal Trade Commission's authority that could reshape enforcement.
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2024 Election Results May Prove Fortuitous For Family Offices
Thanks to the decisive Republican victories in the 2024 elections, family offices have a unique opportunity for accelerated growth and influence, particularly through the benefits afforded by patient capital, says Edward Taibi at Olshan Frome.
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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.