October 13, 2020
On October 13, 2020, Churchill Capital Corp II (“Churchill II”), a special purpose acquisition company, and Skillsoft Software Luxembourg Holding S.A. (“Skillsoft”), a global leader in digital learning and talent management solutions, announced that they have entered into a definitive agreement to merge, and Churchill II also announced that it has entered into a definitive agreement to acquire Global Knowledge Training LLC (“Global Knowledge”), a worldwide leader in IT and professional skills development. The total combined transaction valuation will be $1.5 billion. Prosus, which seeks to build global technology leaders by addressing societal needs in high‑growth markets, has committed to invest $100 million into Churchill II, with the option to expand further. Cravath is representing Prosus in connection with the transaction.
The Cravath team is led by partners David Mercado and Nicholas A. Dorsey and includes associates Jin‑Kyu Baek, Said Bakir and Michael D. Weil on corporate matters; partner George E. Zobitz and associates Christina S. Shin and Harold C. King on restructuring matters; partner Lauren Angelilli and associate Andrew T. Davis on tax matters; partner David J. Kappos and associate Rohan E. George on intellectual property matters; associate Christopher C. Gonnella on executive compensation and benefits matters; and senior attorney Jesse M. Weiss and associate Benjamin G. Joseloff on regulatory matters.
Deals & Cases
October 05, 2020
On October 5, 2020, Eidos Therapeutics, Inc. (“Eidos”), a company focused on transthyretin amyloidosis, and BridgeBio Pharma, Inc., a company focused on genetic diseases, announced that they have entered into a definitive agreement under which BridgeBio has agreed to acquire all of the outstanding common stock of Eidos it does not already own, representing approximately 36.3% of Eidos’s outstanding shares, valuing Eidos at approximately $2.83 billion. Eidos stockholders will have the right to receive in the transaction, at their election, either 1.85 shares of BridgeBio common stock or $73.26 in cash per Eidos share in the transaction, up to an aggregate maximum of $175 million of cash. Cravath is representing the Special Committee of the Board of Eidos in connection with the transaction.
Deals & Cases
September 25, 2020
On September 24, 2020, Amentum Holdings LLC (“Amentum”), a leading contractor to U.S. federal and allied governments jointly owned by Lindsay Goldberg and American Securities, and DynCorp International (“DynCorp”), a worldwide leader in aviation and logistics support services, announced a definitive agreement under which an affiliate of Amentum will acquire DynCorp. The acquisition, once finalized, will create one of the largest providers of mission‑critical support services, with more than $6 billion of combined revenue over the last 12 months. Cravath is representing Amentum, Lindsay Goldberg and American Securities in connection with the transaction.
Deals & Cases
September 25, 2020
On August 22, 2020, the Austria-based binderholz Group, a leading European company for solid wood products and innovative building solutions, announced it had entered into a definitive agreement to purchase substantially all the assets of the Florida‑based sawmill operator Klausner Lumber One, LLC after prevailing in an auction held on August 21, 2020 pursuant to Section 363 of the United States Bankruptcy Code. Klausner Lumber One, LLC is currently in Chapter 11 proceedings in the U.S. Bankruptcy Court for the District of Delaware. Cravath is representing binderholz Group in connection with the transaction, which closed on September 21, 2020.
Deals & Cases
September 21, 2020
On September 21, 2020, Illumina, Inc. (“Illumina”) and GRAIL announced they have entered into a definitive agreement under which Illumina will acquire GRAIL for cash and stock consideration of $8 billion. In addition, GRAIL shareholders will receive future payments representing a tiered single digit percentage of certain GRAIL-related revenues. GRAIL, a healthcare company focused on multi-cancer early detection, was founded by Illumina, a global leader in DNA sequencing and array-based technologies, in 2016 and spun out as a standalone company. Cravath is representing Illumina in connection with the transaction.
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