Mergers & Acquisitions

  • April 09, 2020

    SEC Urges Public Cos. To Bolster Disclosures Amid Outbreak

    The U.S. Securities and Exchange Commission’s top brass stressed the importance of “high quality” disclosures amid COVID-19, urging SEC-registered public companies to bolster forward-looking statements as they prep for earnings releases.

  • April 09, 2020

    Legg Mason Investor Seeks To Block Vote On Franklin Merger

    Legg Mason Inc. and its board of directors were hit Wednesday by an investor's lawsuit seeking to block a shareholder vote on the company's proposed acquisition by fellow asset management firm Franklin Resources Inc. subsidiary Alpha Sub Inc.

  • April 09, 2020

    Investcorp To Acquire German Cybersecurity Co. For $180M

    European investor Investcorp Technology Partners said Thursday it will acquire German cybersecurity company Avira in a $180 million deal steered buy-side by McDermott Will & Emery.

  • April 09, 2020

    Wesco Aircraft Ditches Investor Suit Over $1.9B Merger

    Wesco Aircraft Holdings Inc. and several former executives escaped securities fraud claims over its 2019 merger with Platinum Equity Advisors LLC after a New York federal judge found that Wesco’s alleged misstatements were not actionable.

  • April 09, 2020

    Proxy Firm OKs Poison Pills, Bashes Buybacks In Pandemic

    Short-term poison pills may be a reasonable response to coronavirus-related stock drops, but companies should be extremely wary about share repurchases during the pandemic, Institutional Shareholder Services Inc. said in releasing its COVID-19 policies.

  • April 09, 2020

    Deals Rumor Mill: Silver Lake, Dave & Buster's, WeDoctor

    Silver Lake could raise $18 billion for its next fund, Dave & Buster's is angling for a private equity cash infusion as it struggles during the coronavirus pandemic, and WeDoctor has dropped Credit Suisse from its planned $1 billion IPO. Here, Law360 breaks down these and other deal rumors from the past week that you need to be aware of.

  • April 09, 2020

    Coronavirus Litigation: The Week In Review

    States are facing lawsuits amid a push for remote voting in upcoming elections, United Airlines has been sued over refunds for canceled flights, and Walmart was hit with wrongful death claims from the family of a worker fatally infected by the novel coronavirus.

  • April 09, 2020

    Tax, Financial Services Co. Cuts $60M From Deal Offer Price

    Tax and financial services group Blucora announced Thursday it was cutting by $60 million its base offer price for HK Financial Services due to the market downturn, roughly three months after the two agreed on a $160 million acquisition.

  • April 09, 2020

    UK, DOJ Pursue Bids To Block $360M Sabre-Farelogix Merger

    British competition authorities and the U.S. Department of Justice are moving forward with separate challenges to the $360 million proposed merger of airline booking service companies Sabre Corp. and Farelogix Inc.

  • April 09, 2020

    Outback Steakhouse To Beef Up Board After Activist Dispute

    Outback Steakhouse’s parent on Thursday agreed to add two new directors to its board as part of an agreement with Jana Partners LLC, in a move that comes roughly five months after the activist investor pushed for changes at the company, including a potential sale.

  • April 09, 2020

    Federal Court Tosses Axon’s Challenge Of FTC Authority

    An Arizona federal court tossed a suit from police body camera and nonlethal weapon maker Axon Enterprise Inc. that challenged the Federal Trade Commission’s structure and merger review process as unconstitutional.

  • April 08, 2020

    Trustwave Merger Suit Survives Due To 'Skimpy' Disclosure

    A Delaware vice chancellor on Wednesday let stand a lone claim from a consolidated investor suit alleging Trustwave Holdings Inc. unfairly gave certain stockholders preferential treatment in its roughly $850 million merger with Singapore Telecommunications Ltd., saying a claim related to a “decidedly skimpy” transaction disclosure can proceed.

  • April 08, 2020

    EQT Unit Says Virus Losses Nix $900M Metlifecare Acquisition

    An EQT unit is looking to pull out of its NZ$1.5 billion ($900 million) takeover deal for Metlifecare over "material adverse changes" caused by COVID-19, but the New Zealand retirement community operator said Wednesday it's not convinced the move is lawful.

  • April 08, 2020

    Retailer Fred's Reaches Deal With Wholesaler On $15M Claim

    Bankrupt discount retailer Fred's Inc. said Tuesday it has reached an agreement with its pharmaceutical wholesaler Cardinal Health Inc. over claims in its Chapter 11, with Cardinal set to recover a secured claim of $15 million.

  • April 08, 2020

    Ex-Akin Gump Atty Joins Loeb & Loeb's Corporate Group

    Loeb & Loeb LLP bolstered its capital markets and corporate practice in California with the addition of a former member of Akin Gump Strauss Hauer & Feld LLP.

  • April 08, 2020

    Workers Claim GE Owed Unused Vacation Pay In Wabtec Sale

    General Electric Corp. owes former GE Transportation workers unused vacation pay that should have been cashed out when their division was sold to Wabtec Corp. in 2019, according to a proposed class action filed in Pennsylvania state court.

  • April 08, 2020

    Judge Balks At Hemp-Drying IP Default, Citing Lack Of Nexus

    A Colorado federal judge on Monday yanked a default judgment in a patent suit over cannabis-drying technology, saying that while the alleged infringer's lack of response to the suit could be deemed an admission, the patent holder's failure to link the company to Colorado dooms the suit.

  • April 08, 2020

    DOJ Loses Bid To Block $360M Sabre-Farelogix Merger

    Pointing to “simply unpersuasive” testimony by a key government expert, a federal judge in Delaware has rejected the Justice Department’s Clayton Act suit to block a $360 million merger of airline booking service companies Sabre Corp. and Farelogix Inc.

  • April 07, 2020

    Altria, Juul Face Consumer Antitrust Action Over $12.8B Deal

    A $12.8 billion deal between Juul and Altria "eliminated a potential competitor" for Juul and allowed it to gouge direct purchasers with artificially inflated prices, a Juul customer said in a proposed antitrust class action complaint filed against the companies in California federal court Tuesday.

  • April 07, 2020

    Cahill Gordon Suspends 2020 Summer Associate Program

    Cahill Gordon & Reindel LLP has decided to suspend its summer associate program for 2020 in response to the COVID-19 pandemic, the firm announced Tuesday though it says it will pay the associates who had been selected and will offer them full-time positions after graduation.

  • April 07, 2020

    Prosthetics Cos. To Divest Business To Allay FTC Concerns

    The Federal Trade Commission said Tuesday that Össur Hf and College Park Industries Inc. have agreed to sell a line of prosthetic elbows in order to move ahead with their planned merger, after the agency raised competition concerns.

  • April 07, 2020

    Chancery Opens Door Wider For $1.5B Energy Co. Deal Probe

    Citing an earlier waiver of privilege, the Delaware Chancery Court on Tuesday ordered expanded class attorney rights to documents related to an advisory opinion prepared by Baker Botts LLP used to justify a $1.5 billion Boardwalk Pipeline Partners LP call in and buy-up of common partnership shares by a controlling investor in 2018.

  • April 07, 2020

    Holland & Knight Lands Former McDermott Partner In NY

    Holland & Knight LLP has announced that its New York office has added a former partner at McDermott Will & Emery LLP and Reed Smith LLP with international tax and business transaction experience.

  • April 07, 2020

    WeWork Committee Sues SoftBank For Nixed $3B Share Buy

    A WeWork special committee sued SoftBank in Delaware court Tuesday over a canceled deal to buy $3 billion of the company’s shares, saying the Japanese investment giant is reaping the benefits of their larger bailout agreement but is now backtracking on its end of the contract.

  • April 07, 2020

    WilmerHale, Dorsey Drive SoFi's $1.2B Deal For Payments Co.

    Financial technology lender SoFi has agreed to buy payments platform developer Galileo Financial Technologies for $1.2 billion, the companies said Tuesday, in an agreement put together with help from WilmerHale and Dorsey & Whitney.

Expert Analysis

  • Don't Forget Firm Culture When Adapting To Remote Work

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    While law firms suddenly pivoting to remote work due to coronavirus restrictions are busy dealing with logistical challenges, an equally pressing and perhaps more difficult task may be adjusting a long-standing brick-and-mortar culture to working remotely for the first time, say Heather Clauson Haughian and Grant Walsh at Culhane Meadows.

  • Novolex Case Brings Lessons On R&W Insurance

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    A New York state court dispute between Novolex and a few of its insurers concerning coverage under a representations and warranties policy for a $267 million loss offers a rare glimpse into how a court might interpret acquisition agreements and insurance policy provisions, say attorneys at Hunton.

  • Inside Shareholder Rights Plans Adopted Amid COVID-19

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    Companies including Williams, Occidental Petroleum, Dave & Buster's and Delek have recently adopted shareholder rights plans to protect against unauthorized accumulations of stock as prices decline due to the pandemic. Attorneys at Fried Frank take an in-depth look at these plans and what other companies should consider.

  • Conducting Court Hearings Remotely: 12 Considerations

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    As more courts begin to explore remote hearings during the COVID-19 crisis, attorneys and courts should be aware of some of the common concerns accompanying video- and teleconferencing technology and make allowances to avoid these issues, say Attison Barnes III and Krystal Swendsboe at Wiley Rein.

  • The Era Of Video Mediation Is Here — Or Is It?

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    Mediator Jeff Kichaven has heard from several first-chair trial lawyers and senior claims executives that they are reluctant to adopt online video mediation even during the COVID-19 crisis, and says this reluctance is grounded in reality.

  • COVID-19 Highlights BigLaw Need For Emotional Intelligence

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    The formula for making decisions at BigLaw firms has historically been rooted in IQ-based factors, but with the ongoing pandemic, lawyers and firm leaders are increasingly dealing with issues that require emotional intelligence — from establishing effective virtual offices to retaining firm morale and client confidence, say Jolie Balido and Tina van der Ven at NewStar Media.

  • The Pandemic's Early Effects On Foreign Trade, Investment

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    Though the Committee on Foreign Investment in the United States continues to function despite worldwide disruptions due to the coronavirus, dealmakers should stay mindful of several considerations in this rapidly changing investment environment, say Michael Leiter and Daniel Gerkin at Skadden.

  • Opinion

    Judicial Shaming Of Attys Is Troubling Even During Pandemic

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    Judges have recently rebuked attorneys for wasting judicial resources to resolve minor issues during the COVID-19 crisis, including in a trademark lawsuit over unicorn drawings. But it is unfair to publicly flog lawyers for doing what they are trained to do, says Ronald Minkoff, chairman of Frankfurt Kurnit's professional responsibility group.

  • Don't Be Social Media Distancing: LinkedIn Tips For Lawyers

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    While we need to be physically apart at this time, lawyers and firms should be leaning into social media to reinforce and build relationships, and help guide clients through the coronavirus crisis, says marketing consultant Stefanie Marrone.

  • Remote Depositions: Coming To A Home Office Near You

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    Recent Texas state court orders indicate judges are increasingly requiring parties and nonparties to submit to remote depositions amid the pandemic. However, there are inherent drawbacks to such depositions, including limitations on attorneys’ ability to assess witness credibility, says Edward Duffy at Reed Smith.

  • Ways Lawyers Can Support The Most Vulnerable Right Now

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    In this global health and economic crisis, it is essential that lawyers recommit to inclusion, and fight for colleagues, clients, community members and friends who are most at risk, says Dru Levasseur, head of the National LGBT Bar Association's inclusion coaching and consulting program.

  • Confronting The Challenges Of Virtual Mediation

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    Conducting mediation via videoconference amid the ongoing pandemic poses significant challenges, including the difficulty of reading people when you are not with them in person. Daniel Garrie at JAMS shares six tips to overcome the limitations.

  • 3 Steps To Building Effective Teams While On Lockdown

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    When your team is working from different locations due to the COVID-19 outbreak, don’t default to just sending emails. Collaboration is much easier when team members are also communicating in real time over the phone or through videoconferences, say William Oxley and Meghan Rohling Kelly at BakerHostetler.

  • Private Infrastructure Investment And The COVID-19 Pandemic

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    COVID-19 has already led to the postponement of a number of private infrastructure mergers, acquisitions and financing activities, but investment in the sector will likely show resilience due to continuing demand, say Fred Day at Brookfield Infrastructure Partners and Roald Nashi at Kirkland.

  • Client Advocacy Tips For Remote Hearings During COVID-19

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    As the judiciary implements telephone and video hearings in response to the coronavirus pandemic, attorneys can deliver effective advocacy by following certain best practices, such as using backup materials and specially preparing witnesses and exhibits, say attorneys at Fish & Richardson.

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