Mergers & Acquisitions

  • February 22, 2024

    Ex-BP Exec's Husband Cops To $1.7M Insider Trading

    The husband of a former manager at British oil and gas company BP PLC on Thursday pled guilty to securities fraud in Texas federal court and agreed to forfeit the $1.7 million he made with the help of insider trading, the U.S. Department of Justice said Thursday.

  • February 22, 2024

    FTC Looks Into Mobile Mini's $3.8B Bid For McGrath RentCorp.

    The Federal Trade Commission wants more information on storage container giant WillScot Mobile Mini's plan to snap up business-to-business storage rental company McGrath RentCorp. for somewhere in the neighborhood of $3.8 billion.

  • February 22, 2024

    No Early Win For Geothermal Co. Founder In Ownership Row

    A Colorado federal judge Thursday declined to give a geothermal startup founder an early win in a bitter fight over ownership of the company, concluding in an order that there are too many disputes over a noncompete agreement for the case to be resolved through summary judgment.

  • February 22, 2024

    North Carolina Hospitals Can't Exit Monopoly Claims

    Two healthcare companies cannot escape a consolidated antitrust suit claiming that a North Carolina hospital system drove up the price of health insurance for public employees, as a federal judge has found that the claims plausibly allege that the anti-competitive conduct occurred within the time window to sue.

  • February 22, 2024

    Sorrento Says US Trustee's Protest Of Texas Venue Off Base

    Sorrento Therapeutics Inc. told a Texas bankruptcy court the company's choice to bring a Chapter 11 in the Lone Star State was sound, so the court should ignore a call from the U.S. Trustee's Office to trash or relocate the case.

  • February 22, 2024

    Wash. AG Can't Go It Alone Against Kroger Merger, Cos. Say

    Kroger and Albertsons have urged a judge to toss Washington state's "go-it-alone" bid to block their $24.6 billion merger deal, arguing the anti-competitive concerns raised by the state's attorney general are not a nationwide antitrust issue.

  • February 22, 2024

    FTX Can Cash Out $500M Investment In AI Biz To Fund Ch. 11

    Insolvent cryptocurrency exchange FTX Trading Ltd. received a Delaware bankruptcy judge's approval Thursday to sell off its equity stake in an artificial intelligence technology company launched by former members of OpenAI that FTX purchased for $500 million in 2021.

  • February 22, 2024

    FTC Eyes 2024 Trial For Meta Antitrust Case

    The Federal Trade Commission told a D.C. federal court its case accusing Meta Platforms Inc. of monopolizing the personal social networking market could be ready for trial later this year, despite the company saying the case is too complex to start that soon.

  • February 22, 2024

    NC Day Cares Say Buyer Violated $6M Post-Sale Deal

    A day care group has asked the North Carolina Business Court to force a buyer to hand over more than $6 million, arguing that the purchaser "artificially" deflated earnings after acquiring the day care businesses in an attempt to get out of paying the millions.

  • February 22, 2024

    Hawley Calls For DOJ To Block Capital One-Discover Deal

    Sen. Josh Hawley, R-Mo., the top Republican on the Senate Judiciary Committee's Subcommittee on Privacy, Technology and the Law, is calling on the U.S. Department of Justice to block Capital One's announced $35.3 billion deal to acquire Discover Financial Services.

  • February 22, 2024

    Asset Managers Plug Up To $450M In AITi Global

    Cadwalader Wickersham & Taft LLP-advised wealth and alternatives manager AlTi Global Inc. on Thursday revealed that asset managers Allianz X, advised by Sullivan & Cromwell LLP, and Constellation Wealth Capital, advised by Gibson Dunn & Crutcher LLP, have agreed to invest a combined up to $450 million in the company.

  • February 22, 2024

    B. Riley Stands By Franchise Group Deal After Internal Review

    B. Riley Financial reaffirmed its commitment to the $2.6 billion take-private deal for Franchise Group Inc. despite the misconduct of former Franchise Group CEO Brian Kahn, saying on Thursday that its audit committee determined through a nine-week internal review that B. Riley had no knowledge of or involvement in the misconduct.

  • February 22, 2024

    Taft Stettinius Adds 6 Dinsmore Attys In Detroit, Chicago

    Taft Stettinius & Hollister LLP has hired six attorneys from Dinsmore & Shohl LLP who focus their practices on business law and litigation matters.

  • February 22, 2024

    Deals Rumor Mill: Occidental, Kroger-Albertsons, BuzzFeed

    Occidental explores a $20 billion sale of Western Midstream, the FTC and some states could sue to block the $24.6 billion Kroger-Albertsons deal, and The Independent is taking over BuzzFeed's U.K. and Irish operations. Here, Law360 breaks down the notable deal rumors from the past week.

  • February 22, 2024

    5 Firms Steer $11B Chord Energy-Enerplus Combo

    Vinson & Elkins LLP, Wachtell Lipton Rosen & Katz and Goodmans LLP are steering Chord Energy Corp. on its agreement to buy Canada's Enerplus Corp., which will create an $11 billion company that Chord said will be a premier Williston Basin-focused energy player.

  • February 22, 2024

    Fieldfisher-Led Tech Co. Agrees £430M Unit Sale To PE Biz

    Marlowe PLC said Thursday that it has agreed to sell some of its risk management assets to private equity firm Inflexion for £430 million ($545 million), as the U.K. business services and software specialist looks to fully focus on its core compliance practice.

  • February 21, 2024

    FTC Says Twitter Staff Prevented Musk Violating Privacy Order

    The Federal Trade Commission told the House Judiciary Committee on Wednesday that were it not for Twitter employees disobeying Elon Musk's orders to grant some reporters "full access to everything ... no limits at all" to the social media platform's systems, the company may have violated a 2022 FTC consent decree.

  • February 21, 2024

    Former Exec Convicted Of Medtronic Insider Trading Scheme

    A Minneapolis man who tipped off a friend about his employer's secret negotiations on a $1.6 billion acquisition deal with medical device company Medtronic has been convicted of securities fraud and conspiring to commit insider trading, the Minnesota U.S. Attorney's Office has announced.

  • February 21, 2024

    Lutnick, Cantor Hit With Chancery Suit Over BGC Reorg

    An investor in brokerage and financial tech firm BGC Partners Inc. whose shares were converted when it reorganized in July has filed a proposed class action in Delaware's Court of Chancery against billionaire Howard W. Lutnick and New York financial services firm Cantor Fitzgerald LP, alleging the reorganization was unfair.

  • February 21, 2024

    Judge Suggests EV-Maker Investor Suit Too Vague To Survive

    A Colorado federal magistrate judge has recommended the dismissal of a shareholder suit against commercial electric vehicle company Lightning eMotors, finding the shareholders failed to bring specific allegations that the company knowingly misled investors on matters like its production capacity and its business relationship with Amazon.

  • February 21, 2024

    Twitter Severance Fight Paused To Facilitate Settlement Talks

    X Corp., the social media entity formerly known as Twitter, and a group of ex-employees have paused their dispute over severance compensation, as a Delaware federal court signed off Wednesday on a proposal to stay litigation deadlines pending settlement talks.

  • February 21, 2024

    PE Firm Can't Shake Ex-CEO's Retaliation Suit In NC

    A North Carolina federal judge has maintained the bulk of a former executive's suit accusing a private equity firm of duping him into accepting a top role at a defense supply unit and firing him when he refused to hide the company's financial reality from a major defense contractor client, reasoning that he satisfied pleading standards.

  • February 21, 2024

    SPAC Boom Costs Auditor $2M In PCAOB Fine

    New Jersey-based auditing firm WithumSmith+Brown PC was sanctioned with a $2 million fine Wednesday by the Public Company Accounting Oversight Board, which accused the company of taking on more work than it could handle as the market for special purpose acquisition companies boomed.

  • February 21, 2024

    Calif. Bill Would Let AG Audit Private Equity Healthcare Deals

    California Attorney General Rob Bonta and Assembly Speaker Pro Tempore Jim Wood have filed legislation that will give the state's AG oversight of private equity and hedge fund acquisitions of healthcare facilities, saying that private equity is causing soaring consumer costs.

  • February 21, 2024

    Consumer Data Co. Gets OK For $50M Ch. 11 Sale

    A Delaware bankruptcy judge Wednesday approved the $50 million sale of Near Intelligence after being told that unsecured creditors' objections to the California-based consumer data gathering platform's Chapter 11 plan had been resolved.

Expert Analysis

  • 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.

  • Reimagining Law Firm Culture To Break The Cycle Of Burnout

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    While attorney burnout remains a perennial issue in the legal profession, shifting post-pandemic expectations mean that law firms must adapt their office cultures to retain talent, say Kevin Henderson and Eric Pacifici at SMB Law Group.

  • Assessing Merger Guideline Feedback With Machine Learning

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    Large language modeling appears to show that public sentiment matches agency intent around the new merger control guidelines from the Federal Trade Commission and U.S. Justice Department, says Andrew Sfekas at Cornerstone Research.

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