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Mergers & Acquisitions
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November 10, 2025
Catching Up With Delaware's Chancery Court
Delaware's top court issued a flurry of rulings last week and heard arguments on recently passed legislation that expanded liability shields for some corporate acts while the Court of Chancery passed on another round of arguments over control of Caribbean broadcaster Caribevision.
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November 10, 2025
Clifford Chance Steers Permira's £2.3B Bid For JTC
Fund administrator JTC PLC said Monday that it has backed a £2.3 billion ($3 billion) cash offer from British private equity shop Permira, as it becomes the latest London-listed company to be taken private.
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November 07, 2025
Delaware Fee Inflation Worries Overblown, Study Says
A newly published report by two Stanford University researchers asserts that high-dollar attorney fee awards in Delaware courts make up "a very small minority of cases" and are "no basis for concern," throwing cold water on growing worries about so-called fee inflation in the First State.
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November 07, 2025
Spurned Pfizer Turns To Antitrust Law To Reclaim Biotech
What may be a first-of-its-kind lawsuit is playing out as Pfizer Inc. turns to antitrust law to keep Novo Nordisk from usurping its bid for Metsera.
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November 07, 2025
9th Circ. Pushed To Revive Suit Over $3.8B Failed Tech Merger
A California federal judge erred in finding that investors in semiconductor company MaxLinear Inc. had no standing to sue it over what they say were misrepresentations about a $3.8 billion merger plan with chipmaker Silicon Motion Technology Corp., they told the Ninth Circuit in a bid to revive their suit.
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November 07, 2025
Javice Tells Chancery JPMorgan Is Stalling Appeal Fees
Charlie Javice, the convicted founder of college financial aid startup Frank, has told a Delaware judge that JPMorgan Chase & Co. is effectively trying to cut off her ability to appeal her criminal conviction by refusing to advance the vast majority of her ongoing legal fees.
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November 07, 2025
3 Firms Guide Dubai Hookah Maker's $1.75B SPAC Merger
Three law firms are guiding Dubai hookah brand owner AIR Ltd. on its agreement to go public in the U.S. through a $1.75 billion deal with blank-check firm Cantor Equity Partners III, the companies said on Friday.
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November 07, 2025
Beauty Co. Says Ex-Exec's $40M Claim 'Implausible'
The former president of a Connecticut beauty brand that L'Oréal bought for around $1 billion has made an "implausible" claim that she is owed $40 million from the sale based on an alleged verbal contract, the company said in opposing her application for a prejudgment remedy.
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November 07, 2025
Trump Media Q3 Loss Widens On Rising Legal Costs
Truth Social operator Trump Media & Technology Group Corp. on Friday reported larger third-quarter losses than in the year prior due to growing legal expenses related to a special purpose acquisition company merger that took President Donald Trump's media company public last year.
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November 07, 2025
Taxation With Representation: Kirkland, Cravath, Paul Weiss
In this week's Taxation With Representation, consumer products giant Kimberly-Clark acquires Tylenol maker Kenvue, shale producers SM Energy and Civitas Resources announce a merger, and power management company Eaton buys Boyd Corp.'s thermal business.
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November 07, 2025
Papa John's CEO Addresses 'M&A Rumors' In Q3 Call
Days after private equity giant Apollo was said to have pulled a roughly $2.1 billion offer to purchase Papa John's, CEO Todd Penegor said Friday that the pizza chain would "fully consider" future strategic alternatives.
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November 07, 2025
Laborie Buys Postpartum Bleeding Device For Up To $465M
Medical technology company Laborie Medical Technologies, advised by Simpson Thacher & Bartlett LLP and Cooley LLP, unveiled plans Friday to acquire a postpartum uterine bleeding device from New Jersey-based healthcare company Organon for up to $465 million.
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November 07, 2025
Solar Co. Pine Gate Hits Ch. 11 With $1B+ Debt, Sale Plan
Solar energy developer Pine Gate Renewables has filed for Chapter 11 protection in a Texas bankruptcy court with more than $1 billion in debt and a plan to sell its business during the case.
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November 07, 2025
Wheaton Precious Metals To Buy US Gold Project For $670M
Canada-based Wheaton Precious Metals Corp. said Friday that it will add a U.S. gold mine from Waterton Gold LP to its portfolio in a $670 million cash deal.
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November 07, 2025
UK Open To Fixes In Greencore's £1.2B Bakkavor Deal
The Competition and Markets Authority said Friday that it is likely to accept proposals by Greencore to sell its manufacturing plant for chilled sauces to get its £1.2 billion ($1.6 billion) deal for rival Bakkavor over the line.
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November 06, 2025
CareFirst Urges Ban On J&J Character Talk At Stelara Trial
Health insurer CareFirst is asking a Virginia federal judge to bar Johnson & Johnson from promoting its "good character" to a jury that will weigh class claims of anticompetitive conduct and patent fraud to extend market protection on the blockbuster autoimmune drug Stelara.
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November 06, 2025
Core Scientific Reaches $14.75M Deal With SPAC Investors
Bankrupt cryptocurrency miner Core Scientific has reached a $14.75 million agreement to settle proposed class action claims brought by an investor in the special purpose acquisition company that made a $4.3 billion deal to bring the miner public via merger.
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November 06, 2025
Six Flags Faces Investor Suit Over Troubled Turnaround Bid
Amusement park giant Six Flags Entertainment Corp. faces a proposed investor class action alleging the company failed to effectively capitalize on its 2024 merger with another theme park operator, precipitating a "catastrophic" earnings miss in August.
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November 06, 2025
Edwards Defends $945M Heart Valve Deal From FTC Challenge
Edwards Lifesciences urged a D.C. federal court to reject the Federal Trade Commission's bid to put its planned $945 million acquisition of JenaValve on hold, saying the deal will increase innovation and save the lives of thousands of people with a form of heart valve disease.
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November 06, 2025
4 Firms Guide Go-Private Deal, $1.16B Casinos Sale
Gaming and hospitality company Golden Entertainment Inc.'s CEO Blake L. Sartini and affiliates have agreed to buy the company's operating assets, while real estate investment trust VICI Properties Inc. also agreed to pay $1.16 billion for a seven-property Golden Entertainment portfolio, Golden Entertainment and VICI announced Nov. 6.
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November 06, 2025
AI Developer Made $100M By Dumping Tokens, Suit Says
A purported open-source artificial intelligence developer has been hit with a proposed class action accusing it of reaping over $100 million in ill-gotten gains by manipulating a token merger and breaching a covenant to develop AI tools in an "ethical and acceptable manner."
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November 06, 2025
Charles Schwab Making $660M Push Into Private Markets
The Charles Schwab Corp. said Thursday it has agreed to acquire Forge Global Holdings Inc. in a transaction valued at approximately $660 million, in a deal guided by three firms that marks the financial services company's latest effort to dive deeper into private markets.
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November 06, 2025
Pfizer Matches Novo's $10B Metsera Bid, And Other Rumors
Pfizer Inc. reportedly raised its offer for Metsera Inc. to match a $10 billion bid from Novo Nordisk Inc., as a bidding war and legal squabble play out between the drugmakers. Among other deal-related rumors, Apollo Global Management Inc. reportedly dropped its bid to take private pizza chain Papa Johns International Inc., and new developments emerged as Warner Bros. Discovery Inc. weighs potential sale options.
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November 06, 2025
Akerman Adds Alternative Investments Pro From Crowell
Akerman LLP announced on Wednesday that it has hired a former Crowell & Moring LLP attorney with a history of working in-house for institutional investment firms.
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November 06, 2025
Skadden, Debevoise Lead Aquarian's $4.1B Brighthouse Buy
Skadden and Debevoise are advising on a new agreement for Aquarian Capital to purchase U.S. life insurer Brighthouse Financial Inc. in an all-cash transaction valued at about $4.1 billion, the companies announced Thursday.
Expert Analysis
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Series
Coaching Cheerleading Makes Me A Better Lawyer
At first glance, cheerleading and litigation may seem like worlds apart, but both require precision, adaptability, leadership and the ability to stay composed under pressure — all of which have sharpened how I approach my work in the emotionally complex world of mass torts and personal injury, says Rashanda Bruce at Robins Kaplan.
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Series
Law School's Missed Lessons: How To Make A Deal
Preparing lawyers for the nuances of a transactional practice is not a strong suit for most law schools, but, in practice, there are six principles that can help young M&A lawyers become seasoned, trusted deal advisers, says Chuck Morton at Venable.
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Annual Report Shows CFIUS Extending Its Reach In 2024
The recently released 2024 annual report from the Committee on Foreign Investment in the United States reveals record civil penalties and enhanced internal capabilities, illustrating expanding jurisdiction and an increasing appetite for enforcement actions, says Nathan Fisher at StoneTurn.
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From Clerkship To Law Firm: 5 Transition Tips For Associates
Excerpt from Practical Guidance
Transitioning from a judicial clerkship to an associate position at a law firm may seem daunting, but by using knowledge gained while clerking, being mindful of key differences and taking advantage of professional development opportunities, these attorneys can flourish in private practice, say attorneys at Lowenstein Sandler.
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Cybersecurity Risks Can Lurk In Gov't Contractor Acquisitions
The Justice Department’s recent False Claims Act enforcement activity against Raytheon and Nightwing-related defense contractors demonstrates the importance of identifying and mitigating potential cybersecurity compliance risks when acquiring a company that contracts with the federal government, say attorneys at Foley & Lardner.
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Associates Can Earn Credibility By Investing In Relationships
As the class of 2025 prepares to join law firms this fall, new associates must adapt to office dynamics and establish credible reputations — which require quiet, consistent relationship-building skills as much as legal acumen, says Kyle Forges at Bast Amron.
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Lessons From 7th Circ.'s Deleted Chat Sanctions Ruling
The Seventh Circuit’s recent decision in Pable v. Chicago Transit Authority, affirming the dismissal of an ex-employee’s retaliation claims, highlights the importance of properly handling the preservation of ephemeral messages and clarifies key sanctions issues, says Philip Favro at Favro Law.
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Opinion
Aviation Watch: Liability Lessons From 737 Max Blowout
The National Transportation Safety Board's recently released report on the 2024 door plug blowout on board a Boeing 737 Max airliner helps illuminate how a company's strategic mistakes can lead to flawed decision-making and supply chain oversight failures, ultimately increasing regulatory and legal exposure, says Alan Hoffman, a retired attorney and aviation expert.
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Opinion
Sometimes Int'l Competition Should Trump Antitrust Concerns
The U.S. Justice Department's approval of HPE's $14 billion acquisition of Juniper Networks shows that a merger that significantly enhances innovation and competitiveness may serve consumer and national interests despite marginally increasing industry concentration, says John Reeves at Reeves Law.
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Divest Order Shows How Security Fears Extend CFIUS Scope
A recent White House order forcing a Chinese company to divest its 2020 acquisition of a U.S. audiovisual supplier demonstrates the Committee on Foreign Investment in the United States’ growing power to sink foreign transactions over national security concerns — and the enormous risks to U.S. companies from such reviews, say attorneys at Bass Berry.
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Series
Quilting Makes Me A Better Lawyer
Turning intricate patterns of fabric and thread into quilts has taught me that craftsmanship, creative problem-solving and dedication to incremental progress are essential to creating something lasting that will help another person — just like in law, says Veronica McMillan at Kramon & Graham.
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SDNY Ruling Reinforces Joint Steering Committee Obligations
The recent Southern District of New York decision in ChemImage v. Johnson & Johnson makes joint steering committees a valuable tool in strategic relationships, as provisions for such committees can now be wielded to demand attention to core issues, say Lisa Bernstein at the University of Chicago Law School, and Reginald Goeke and Brad Peterson at Mayer Brown.
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What 2 Profs Noticed As Transactional Law Students Used AI
After a semester using generative artificial intelligence tools with students in an entrepreneurship law clinic, we came away with numerous observations about the opportunities and challenges such tools present to new transactional lawyers, say professors at Cornell Law School.
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Rebuttal
BigLaw Settlements Should Not Spur Ethics Deregulation
A recent Law360 op-ed argued that loosening law firm funding restrictions would make BigLaw firms less inclined to settle with the Trump administration, but deregulating legal financing ethics may well prove to be not merely ineffective, but counterproductive, says Laurel Kilgour at the American Economic Liberties Project.
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5 Ways Lawyers Can Earn Back The Public's Trust
Amid salacious headlines about lawyers behaving badly and recent polls showing the public’s increasingly unfavorable view of attorneys, we must make meaningful changes to our culture to rebuild trust in the legal system, says Carl Taylor at Carl Taylor Law.