Cravath’s New York Office Moves to Two Manhattan West
On December 20, 2023, Aon plc (“Aon”), a leading global professional services firm, announced the signing of a definitive agreement to acquire NFP, a leading middle‑market property and casualty broker, benefits consultant, wealth manager and retirement plan advisor, from funds affiliated with NFP’s main capital sponsor, Madison Dearborn Partners, and funds affiliated with HPS Investment Partners. Under the terms of the transaction, Aon will acquire NFP for a total consideration estimated to be $13.4 billion at the time of close, which will be funded by $7 billion of cash and $6.4 billion of Aon stock. Cravath is representing Aon in connection with the transaction.
The Cravath team is led by partners Robert I. Townsend III and Jin‑Kyu Baek and includes associates Alexander E. Greenberg, Harold C. King, Alexander J. A. Burger, Steven T. Marzagalli, Nathaniel C. Pettit and Priya Patel on M&A matters; partners George E. Zobitz, Craig F. Arcella and Kelly M. Smercina, of counsel Sarah F. Rosen and associate J. Elizabeth Allan on financing matters; partners Lauren Angelilli and Arvind Ravichandran and associate Gregg M. Rader on tax matters; partner Eric W. Hilfers, of counsel Sarah W. Colangelo and associate Celine Li on executive compensation and benefits matters; partner Sasha Rosenthal-Larrea and associate Sarah R. Brathwaite on intellectual property matters; partners Christine A. Varney and Margaret T. Segall and associate Lauren N. Reisig on antitrust matters; partner Matthew Morreale, senior attorney Annmarie M. Terraciano and associate Star S. Gulant on environmental matters; of counsels Benjamin G. Joseloff and Megan Y. Lew on CFIUS matters; and senior attorney Joyce Law and practice area attorney Brian M. Budnick on real estate matters. Jonathan Nickas also worked on executive compensation and benefits matters, Matthew L. Ybarra worked on intellectual property matters and Tal Bright worked on antitrust matters.
Deals & Cases
November 13, 2024
On November 13, 2024, Just Eat Takeaway.com N.V. (“Just Eat Takeaway.com”), one of the world’s leading global online food delivery companies, announced that it has entered into a definitive agreement to sell Grubhub Inc. (“Grubhub”) to Wonder Group, Inc. (“Wonder”) for an enterprise value of $650 million. Grubhub will be transferred with its $500 million of senior notes. Cravath is representing Just Eat Takeaway.com in connection with the transaction.
Deals & Cases
October 25, 2024
On October 25, 2024, Legal & General (“L&G”), one of the U.K.’s leading financial services groups and a major global investor, announced its strategic investment in Taurus Investment Holdings, LLC (“Taurus”), a Boston‑based, global real estate private equity firm, alongside an initial commitment of up to $200 million in seed capital to multifamily real estate. Cravath is representing L&G in connection with the transaction.
Deals & Cases
July 16, 2024
On July 16, 2024, Atalaya Capital Management LP (“Atalaya Capital Management”), a privately‑held alternative credit manager, and Blue Owl Capital Inc. (“Blue Owl Capital”), an alternative asset manager, announced that they have entered into a definitive agreement for Blue Owl Capital to acquire the business of Atalaya Capital Management for $450 million. The closing purchase price of $450 million is comprised of $350 million of Blue Owl equity and $100 million of cash. In addition, there is potential for up to $350 million of earnout consideration in the form of equity, subject to certain adjustments and achievement of future revenue targets. Cravath is representing Atalaya Capital Management in connection with the transaction.
Deals & Cases
May 28, 2024
On May 28, 2024, United States Cellular Corporation (“UScellular”) announced that it has entered into a definitive agreement to sell its wireless operations and select spectrum assets to T‑Mobile for a purchase price of $4.4 billion, including a combination of cash and up to approximately $2 billion of assumed debt. Under the terms of the agreement, T‑Mobile will acquire UScellular’s wireless operations and approximately 30% of its spectrum assets across several spectrum bands. In addition, T‑Mobile will enter into a new master license agreement with UScellular on more than 2,000 towers. The agreement follows a thorough strategic review process announced in August 2023 and has been unanimously recommended by the independent directors of UScellular and unanimously approved by the Board of Directors of UScellular. Cravath is representing the independent directors of UScellular in connection with the transaction.
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