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Mergers & Acquisitions
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August 01, 2025
Monthly Merger Review Snapshot
The U.S. Department of Justice abandoned its challenge of a corporate travel management deal, while lawmakers are calling for scrutiny of the agency's recent decision to settle a different case, and the Federal Trade Commission agreed to nix the requirements placed on a pair of oil and gas deals.
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August 01, 2025
Chancery Rules Gallagher Owes $50M In 'Earnout' Suit
An Arthur J. Gallagher & Co. subsidiary breached a contract by withholding $50 million owed to a patent insurance and underwriting venture under first-year terms of a three-year merger and earnout deal, a Delaware vice chancellor has found.
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August 01, 2025
'Reverse Acquihires' Multiply Inside Regulatory Gray Zone
Big Tech firms are increasingly turning to so-called reverse acquihires to quickly secure talent and technology, but as these deals grow in size and frequency, they may invite the very regulatory scrutiny the strategy is designed to avoid.
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August 01, 2025
Fiber Internet Co. Everstream Cleared For $385M Ch. 11 Sale
A Texas bankruptcy judge signed off Friday on the going-concern sale of fiber network provider Everstream, which plans to use proceeds from the $384.6 million sale of its business to exit Chapter 11.
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August 01, 2025
Taxation With Representation: Skadden, Wachtell, Latham
In this week's Taxation With Representation, Union Pacific Corp. and Norfolk Southern Corp. announce megamerger plans, Palo Alto Networks acquires identity security company CyberArk, Brookfield buys British life insurer Just Group, and Duke Energy sells its Piedmont Natural Gas Tennessee local distribution business to Spire Inc.
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August 01, 2025
Clifford Chance Advises PE Firm Cinven On Tech Biz Buy
Private equity firm Cinven said on Friday it has agreed to acquire software supplier Smart Communications, with counsel from Clifford Chance.
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August 01, 2025
Spectris Backs Advent's Improved £4.2B Offer In Snub To KKR
High-tech instruments manufacturer Spectris said Friday that it is throwing its support behind a sweetened £4.2 billion ($5.6 billion) cash offer from U.S. private equity shop Advent, which has turned its head away from a £4.1 billion courtship from KKR.
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July 31, 2025
'Abusive Behavior' Spurs $195M Add To Phillips 66 IP Verdict
A California state judge added $195 million in exemplary damages to a $605 million trade secrets verdict against oil giant Phillips 66 following its "abusive behavior" toward startup and onetime acquisition target Propel Fuels.
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July 31, 2025
Full FCC Hearing Sought On T-Mobile, UScellular Tie-Up
Several trade and public interest groups urged the Federal Communications Commission to hold a full agency review of T-Mobile's plan to take over most of UScellular after FCC staff gave the deal a green light almost three weeks ago.
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July 31, 2025
MPLX To Acquire Northwind Midstream For $2.4B
Energy infrastructure firm MPLX LP said on Thursday it has agreed to acquire Northwind Midstream for $2.38 billion in cash, in a move that will expand its natural gas operations in the Delaware Basin region of New Mexico.
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July 31, 2025
NYSE Parent May Buy Enverus For $6B, Plus More Rumors
A Milwaukee-based advisory firm is in late talks for a stake sale at a $1 billion valuation, Black Rock Coffee Bar files confidentially for an initial public offering at a similar value, and the Intercontinental Exchange is in talks to buy Enverus for $6 billion. Here, Law360 breaks down these and other notable rumors from the past week.
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July 31, 2025
Sunnova Cleared To Sell Assets To Lenders In Ch. 11
Solar panel business Sunnova Energy International Inc. secured a Texas bankruptcy judge's blessing Thursday to sell almost all of its assets to a group of lenders for about $118 million.
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July 31, 2025
Baker McKenzie Helps JD.com Buy Ceconomy For €2.2B
Chinese e-commerce heavyweight JD.com has said it will take Ceconomy AG private in a cash deal for approximately €2.2 billion ($2.5 billion), which is being backed by the German retail group's board, anchor shareholders and founding family.
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July 31, 2025
A&O Shearman Guides Brookfield On £2.4B Just Group Buy
Investment giant Brookfield said Thursday that it plans to buy Just Group, a British life insurer, for £2.4 billion ($3.2 billion) in a deal steered by A&O Shearman and Slaughter and May.
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July 30, 2025
Investor Seeks Injunction Of 'Unfair' $4 Billion Sitio Sale
Sitio Royalties Corp.'s $4 billion merger with Viper Energy Inc. is under fire in Colorado state court after a Sitio investor claimed that the merger will leave investors holding shares of Viper Energy that are "grossly undervalued."
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July 30, 2025
Fenwick, Latham Lead Web Software Giant Figma's $1.2B IPO
Web-design software maker Figma Inc. on Wednesday priced a $1.2 billion initial public offering above its upwardly revised price range, guided by Fenwick & West LLP and underwriters counsel Latham & Watkins LLP.
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July 30, 2025
Honest Co.'s $27.5M Investor Deal Gets Final OK
An investor class action against The Honest Co. Inc., the "clean lifestyle" brand founded by actress Jessica Alba, has gotten a final nod for a $27.5 million deal to end claims that the company did not disclose certain negative business trends ahead of its 2021 initial public offering.
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July 30, 2025
Iowa Slams Schwab's 'Amorphous' Antitrust Compliance Deal
The state of Iowa is among a slew of objectors to a settlement calling for Charles Schwab Corp. to implement an antitrust compliance program to resolve an investor class action stemming from its merger with TD Ameritrade, arguing the deal is unfair and completely fails to remedy the investors' harm.
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July 30, 2025
GTCR Denied Rival's Old Sales Prospects Data In FTC Case
An Illinois federal judge refused Tuesday to force a rival medical device coatings company to cough up old sales projections data so private equity firm GTCR BC Holdings can defend against a Federal Trade Commission challenge to its $627 million purchase of Surmodics.
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July 30, 2025
Davis Polk, King & Spalding Build $2.35B AccuLynx Sale
Data analytics and technology company Verisk, advised by Davis Polk & Wardwell LLP, on Wednesday announced plans to acquire software-as-a-service company AccuLynx, led by King & Spalding LLP, in a $2.35 billion cash deal.
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July 30, 2025
4 Firms Steer Palo Alto Networks' $25B CyberArk Buy
Cybersecurity giant Palo Alto Networks revealed plans Wednesday to acquire identity security company CyberArk in a cash-and-stock megadeal valued at $25 billion and built by four law firms.
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July 30, 2025
AI, Crypto Securities Class Actions On The Rise, Report Says
The filing of new securities class actions has remained steady during the first half of 2025, but investor suits related to artificial intelligence and cryptocurrency are on pace to increase, according to a Cornerstone Research report released Wednesday, signaling the recent rapid growth of both industries.
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July 30, 2025
Sullivan & Cromwell-Led Evercore Pays £146M For UK Adviser
Sullivan & Cromwell LLP-led Evercore Inc. said Wednesday it has agreed to acquire the U.K.-based boutique corporate adviser Robey Warshaw LLP, advised by Freshfields LLP, for £146 million ($195 million) as the U.S. global investment banking giant moves to expand into the London mergers and acquisitions market.
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July 30, 2025
Finance Biz Eyes £490M Acquisition Of UK Lender IPF
British credit provider International Personal Finance said Wednesday that it is in talks to be bought by U.S. specialist finance group BasePoint Capital in a proposed £490 million ($656 million) cash deal.
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July 30, 2025
WilmerHale Taps Life Science Pro To Chair Transactions Dept.
WilmerHale announced Wednesday that the former Latham & Watkins LLP attorney it hired last year to co-chair its life sciences practice is taking over as the chair of its transactional department.
Expert Analysis
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Dupes Boom Spurs IP Risks, Opportunities For Investors
The rising popularity of dupe products has created a dynamic marketplace where both dupes-based businesses and established branded companies can thrive, but investors must consider a host of legal implications, especially when the dupes straddle a fine line between imitation and intellectual property infringement, say attorneys at Ropes & Gray.
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How Trump's Trade Policies Are Shaping Foreign Investment
Five months into the Trump administration, investors are beginning to see the concrete effects of the president’s America First Investment Policy as it presents new opportunities for clearing transactions more quickly, while sustaining risk aversion related to Chinese trade and potentially creating different political risks, say attorneys at Covington.
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Series
My Opera And Baseball Careers Make Me A Better Lawyer
Though participating in opera and the world of professional baseball often pulls me away from the office, my avocations improve my legal career by helping me perform under scrutiny, prioritize team success, and maintain joy and perspective at work, says Adam Unger at Herrick Feinstein.
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FTC Focus: Enforcers Study AI Innovation And Entrenchment
The Federal Trade Commission and other regulators setting their sights on the burgeoning artificial intelligence ecosystem are considering how the government should approach innovation in tech markets that tend, almost inevitably, toward concentration, say attorneys at Proskauer.
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8 Ways Lawyers Can Protect The Rule Of Law In Their Work
Whether they are concerned with judicial independence, regulatory predictability or client confidence, lawyers can take specific meaningful actions on their own when traditional structures are too slow or too compromised to respond, says Angeli Patel at the Berkeley Center of Law and Business.
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Assessing New Changes To Texas Officer Exculpation Law
Consistent with Texas' recent modernization of its corporate law, the recently passed S.B. 2411 allows officer exculpation, streamlines certificate of formation amendments, authorizes representatives to act on shareholders' behalf in mergers and makes other changes aimed toward companies seeking a more codified, statutory model of corporate governance, say attorneys at Bracewell.
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Series
Law School's Missed Lessons: Communicating With Clients
Law school curricula often overlook client communication procedures, and those who actively teach this crucial facet of the practice can create exceptional client satisfaction and success, says Patrick Hanson at Wiggam Law.
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Series
Adapting To Private Practice: From US Rep. To Boutique Firm
My transition from serving as a member of Congress to becoming a partner at a boutique firm has been remarkably smooth, in part because I never stopped exercising my legal muscles, maintained relationships with my former colleagues and set the right tone at the outset, says Mondaire Jones at Friedman Kaplan.
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Spinoff Transaction Considerations For Biotech M&A
Amid current market challenges, boards and management teams of biotech companies can consider several strategies for maximizing value should a spinoff opportunity arise, but not without significant advance planning and careful implementation, particularly in cases that might qualify as tax-free, say attorneys at Paul Hastings.
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Opinion
Senate's 41% Litigation Finance Tax Would Hurt Legal System
The Senate’s latest version of the Big Beautiful Bill Act would impose a 41% tax on the litigation finance industry, but the tax is totally disconnected from the concerns it purports to address, and it would set the country back to a time when small plaintiffs had little recourse against big defendants, says Anthony Sebok at Cardozo School of Law.
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Series
Performing As A Clown Makes Me A Better Lawyer
To say that being a clown in the Macy’s Thanksgiving Day Parade has changed my legal career would truly be an understatement — by creating an opening to converse on a unique topic, it has allowed me to connect with clients, counsel and even judges on a deeper level, says Charles Tatelbaum at Tripp Scott.
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Series
Law School's Missed Lessons: Rejecting Biz Dev Myths
Law schools don’t spend sufficient time dispelling certain myths that prevent young lawyers from exploring new business opportunities, but by dismissing these misguided beliefs, even an introverted first-year associate with a small network of contacts can find long-term success, says Ronald Levine at Herrick Feinstein.
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Del. Dispatch: General Partner Discretion In Valuing Incentives
In Walker v. FRP Investors, the Delaware Court of Chancery recently held that the general partner of a limited partnership breached its obligations when determining the threshold value of newly issued incentive units, highlighting the court's willingness to reconstruct what a reasonable determination of value by a general partner should have been, say attorneys at Fried Frank.
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Move Beyond Surface-Level Edits To Master Legal Writing
Recent instances in which attorneys filed briefs containing artificial intelligence hallucinations offer a stark reminder that effective revision isn’t just about superficial details like grammar — it requires attorneys to critically engage with their writing and analyze their rhetorical choices, says Ivy Grey at WordRake.
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How Ore. Law Puts New Confines On Corp. Health Ownership
A newly enacted law in Oregon strengthens the state’s restrictions on corporate ownership of healthcare practices, with new limitations on overlapping control, permissible services, restrictive covenants and more making it necessary for practices to review decades-old physician practice arrangements, say attorneys at Ropes & Gray.