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Mergers & Acquisitions
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January 08, 2025
Colo. Judge Certifies National Class Of Senior Care Investors
A Colorado federal judge on Wednesday certified a nationwide class of stockholders in a securities suit alleging a senior health care company made misleading statements in an initial public offering that later caused stock prices to tank after a government audit exposed the falsehoods.
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January 08, 2025
UnitedHealth Wants $3.3B Amedisys Deal Challenge Tossed
UnitedHealth Group and Amedisys Inc. asked a Maryland federal court Wednesday to toss a challenge of their planned $3.3 billion merger, contending that federal and state enforcers are refusing to say what "local" home health and hospice service markets would be hurt by the deal.
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January 08, 2025
Khan Acknowledges 'Open Question' On Trump Antitrust Plan
Outgoing Federal Trade Commission Chair Lina M. Khan argued Wednesday that the Biden administration's aggressive antitrust enforcement has scored real wins, even as she expressed mixed optimism in remarks about that legacy as Donald Trump retakes the White House.
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January 08, 2025
3 Firms Steer Galapagos' Plan To Spin Off New Drug Company
Belgian biotechnology firm Galapagos NV said Wednesday that it will spin off certain operations into a second company focused on developing innovative medicines with about €2.45 billion ($2.5 billion) in cash to start, while Galapagos in turn focuses on cell therapies, through a deal guided by three law firms.
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January 08, 2025
T-Mobile-UScellular Deal Won't Hurt Wireless Market, FCC Told
T-Mobile's $4.4 billion plan to buy spectrum and lease cell towers from UScellular appears likely to benefit consumers, a free-market think tank told the Federal Communications Commission as public interest groups continue to fight the deal.
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January 08, 2025
Shoppers Say Kroger Merger Suit Still Alive After Nixed Deal
Consumers challenging the abandoned merger between Kroger Co. and Albertsons urged a California federal court not to toss their case despite two court injunctions against the deal, arguing that they have effectively prevailed on their antitrust claims and should get an injunction and attorney fees.
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January 08, 2025
Jones Day, Ropes & Gray Build $795M Deal For Simple Mills
Packaged bakery food producer Flowers Foods Inc., advised by Jones Day, on Wednesday announced plans to acquire better-for-you snack brand Simple Mills, led by Ropes & Gray LLP, in a $795 million cash deal.
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January 08, 2025
Boston Scientific Paying Up To $664M For Bolt Medical
Boston Scientific Corp. said Wednesday it plans to acquire the remaining stake it does not own in Bolt Medical Inc., the developer of a proprietary laser-based treatment for coronary and peripheral artery disease, for up to $664 million.
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January 08, 2025
Wilson Sonsini, Cooley Lead $621M Take-Private Of Accolade
Private equity-backed healthcare company Transcarent, advised by Wilson Sonsini Goodrich & Rosati PC, and personalized healthcare company Accolade, led by Cooley LLP, on Wednesday announced plans to merge in a $621 million deal that will result in Accolade becoming a private company.
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January 08, 2025
Skadden-Led Dutch Chips Maker To Buy $625M Car Tech Co.
Car chips maker NXP Semiconductors NV has agreed to acquire Austrian automotive technology company TTTech Auto in an all-cash transaction for $625 million to strengthen its automotive business, in a deal guided by Skadden Arps Slate Meagher & Flom LLP.
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January 08, 2025
Roche Completes Biopharma Acquisition Worth Up To $1.5B
The Swiss multinational Roche said its acquisition of U.S. genetic engineering company Poseida Therapeutics, intended to bolster Roche's development of new cancer treatments, will be completed Wednesday, with the transaction potentially worth $1.5 billion.
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January 07, 2025
Energy Co. Inks $126 Million Deal To End SPAC Merger Suit
Investors suing the now-bankrupt oil and gas company Alta Mesa Resources Inc. have asked a Texas federal judge to preliminarily approve a $126.3 million deal to settle claims that the company and its executives misled investors about the value of a 2017 merger.
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January 07, 2025
Oilfield Services Firm Flowco Set to Drill Down On $392M IPO
Oilfield equipment and services provider Flowco Holdings Inc. on Tuesday launched plans for an estimated $392 million initial public offering, represented by Sidley Austin LLP and underwriters' counsel Latham & Watkins LLP, marking the latest company to join the new year's IPO pipeline.
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January 07, 2025
Cooper Standard Says $11M Royalty Fight Can't Be Arbitrated
The former parent company of a group of international automotive product suppliers has asked a Michigan federal judge not to force arbitration of its lawsuit accusing them of stiffing it out of more than $11 million in royalties, saying the suppliers waived their right to arbitration.
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January 07, 2025
Carlyle Beats Chancery Challenge To $77.5M Authentix Sale
The Carlyle Group on Tuesday beat a more than four-year-old suit accusing the global investment giant and three directors of authentication provider Authentix Inc. of breaching their fiduciary duties in approving Authentix's $77.5 million sale to private equity firm Blue Water Energy LLP in 2017.
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January 07, 2025
Canada Needs Catalysts To Heat Up Cold IPO Market
Following another chilly year for initial public offerings in Canada, capital markets lawyers in the Great White North are approaching 2025 with caution, hoping that a few catalysts can break through and thaw an otherwise frozen market for public listings.
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January 07, 2025
Winston & Strawn Lands Sidley Transactions Ace In Miami
A former Sidley Austin LLP partner jumped to Winston & Strawn LLP's transactions department in Miami to continue his work advising multinational clients on cross-border transactions in the U.S. and Latin America, the firm announced Tuesday.
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January 07, 2025
Cintas Reveals $5.3B Takeover Offer For Uniform Rental Biz
Davis Polk & Wardwell LLP-advised business services company Cintas on Tuesday publicly unveiled its proposal to acquire workwear company UniFirst Corp. for $5.3 billion, a move that comes as UniFirst refuses to engage on the matter, Cintas announced Tuesday.
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January 07, 2025
Clark Hill Adds Taylor English Corporate Atty Trio In Atlanta
Clark Hill PLC has hired a trio of former Taylor English Duma LLP partners in Atlanta to bolster its national franchise practice, the firm announced Tuesday, making them the latest attorneys to leave Taylor English to join Clark Hill since its Atlanta office opened last year.
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January 07, 2025
Davis Polk, Kirkland Guide Paychex's $4.1B Paycor Buy
Human capital management company Paychex Inc., advised by Davis Polk & Wardwell LLP, on Tuesday unveiled plans to buy fellow human capital management, payroll and talent acquisition software company Paycor, led by Kirkland & Ellis LLP, in a deal with an enterprise value of $4.1 billion.
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January 07, 2025
Getty, Shutterstock Ink $3.7B Visual Content Merger
Getty Images Holdings Inc. and Shutterstock said Tuesday they have agreed to merge into a visual content company that would have an enterprise value of approximately $3.7 billion, retaining the Getty Images name.
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January 07, 2025
6 Firms Guide $5.6B PE-Backed Deal For GFL Unit
Six law firms are guiding a deal disclosed Tuesday that will see funds managed by affiliates of Apollo and BC Partners purchase the environmental services business of GFL Environmental Inc. at an enterprise value of 8 billion Canadian dollars ($5.6 billion).
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January 07, 2025
London Software Co. Receives Two £315M Takeover Bids
Team Internet Group PLC said Tuesday that it has received two competing bids from investment managers TowerBrook and Verdane, which each value the internet services company at approximately £315 million ($394 million).
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January 07, 2025
FTC Imposes Record $5.6M 'Gun Jumping' Penalty On Oil Deal
The Federal Trade Commission brought a rare merger "gun jumping" action Tuesday under which Verdun Oil Co. will pay $5.6 million for exerting control over EP Energy LLC before the mandatory waiting period under U.S. antitrust law expired and its purchase of the company closed.
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January 07, 2025
Swiss Bank Julius Baer To Sell Brazilian Biz For $100M
Julius Baer said Tuesday that it has agreed to sell its domestic Brazilian wealth management business to Latin American investment bank BTG Pactual SA for 615 million Brazilian reais ($102 million).
Expert Analysis
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Series
Being A Navy Reservist Makes Me A Better Lawyer
Serving this country in uniform has not only been one of the greatest honors of my life, but it has also provided me with opportunities to broaden my legal acumen and interpersonal skills in ways that have indelibly contributed to my civilian practice, says Phillip Smith at Weinberg Wheeler.
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How To Prepare For Expanded HSR Notification Process
Following the recent publication of the Federal Trade Commission's final rule enhancing premerger reporting requirements under the Hart-Scott-Rodino Act, filing parties can take key steps to comply by the new Feb. 10 effective date, say attorneys at Squire Patton.
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Cos. Should Inventory Issues To Prep For New Congress
As the legislative and oversight agendas of the 119th Congress come into sharper focus, corporate counsel should assess and plan for areas of potential oversight risk — from tax policy changes to supply chain integrity — even as much uncertainty remains, say attorneys at WilmerHale.
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So You Want To Move Your Law Practice To Canada, Eh?
Google searches for how to move to Canada have surged in the wake of the U.S. presidential election, and if you’re an attorney considering a move to the Great White North, you’ll need to understand how the practice of law differs across the border, says David Postel at Henein Hutchison.
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Opinion
Efficiency Dept. Should Consolidate Antitrust Enforcement
President-elect Donald Trump's planned Department of Government Efficiency should transfer the authority of the Federal Trade Commission's Bureau of Competition into the U.S. Department of Justice's Antitrust Division, because there is no justification for two federal entities to enforce antitrust and competition laws, says retired judge Susan Braden.
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Trump's 2nd Term May Be A Boost To Banking Industry
President-elect Donald Trump's personnel appointments could be instrumental in reshaping the financial regulatory landscape during his second administration, likely allowing for greater merger activity and halting or undoing some of the Biden administration's more restrictive financial services policies, say attorneys at Debevoise.
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Predicting Shareholder Activism Trends In New Trump Admin
While President-elect Donald Trump has promised tax policies, deregulation and lax antitrust enforcement — which all fuel shareholder activism — a closer look at his first administration's track record suggests that his second presidency might be a mixed bag for activist investors and companies alike, say attorneys at Sidley.
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Destination Skiing And The DOJ's Mountain Merger Challenge
Attorneys at Robins Kaplan consider what the U.S. Department of Justice's second request for information portends for Alterra's acquisition of Colorado's Arapahoe Basin ski area, exploring the potential consequences for market definition, industry consolidation and the transformation of the lift ticket market.
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Promoting Diversity In The Selection Of ADR Neutrals
Excerpt from Practical Guidance
Choosing neutrals from diverse backgrounds is an important step in promoting inclusion in the legal profession, and it can enhance the legitimacy and public perception of alternative dispute resolution proceedings, say attorneys at Lowenstein Sandler.
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Series
Playing Ultimate Makes Us Better Lawyers
In addition to being fun, ultimate Frisbee has improved our legal careers by emphasizing the importance of professionalism, teamwork, perseverance, enthusiasm and vulnerability, say Arunabha Bhoumik and Adam Bernstein at Regeneron.
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Dissecting New Circuit Split Over SEC's Proxy Adviser Rule
The Sixth Circuit recently upheld the U.S. Securities and Exchange Commission's partial rescission of enhanced conflict-of-interest disclosure requirements for proxy voting advice businesses, creating a circuit split over broader questions concerning the standard for assessing the legality of agency actions in general, say attorneys at Cahill Gordon.
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E-Discovery Quarterly: Recent Rulings On Metadata
Several recent rulings reflect the competing considerations that arise when parties dispute the form of production for electronically stored information, underscoring that counsel must carefully consider how to produce and request reasonably usable data, say attorneys at Sidley.
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Striking A Balance Between AI Use And Attorney Well-Being
As the legal industry increasingly adopts generative artificial intelligence tools to boost efficiency, leaders must note the hidden costs of increased productivity, and work to protect attorneys’ well-being while unlocking AI’s full potential, says Ed Sohn at Factor.
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Empathy In Mediation Offers A Soft Landing For Disputes
Experiencing a crash-landing on a recent flight underscored to me how much difference empathy makes in times of crisis or stress, including during mediation, says Eydith Kaufman at Alternative Resolution Centers.
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Series
Being An Artist Makes Me A Better Lawyer
My work as an artist has highlighted how using creativity and precision together — qualities that are equally essential in both art and law — not only improves outcomes, but also leads to more innovative and thoughtful work, says Sarah La Pearl at Segal McCambridge.