Amanda Hines
Gold

On January 28, 2025, Paragon 28, Inc. (“Paragon 28”), a leading medical device company focused on the foot and ankle orthopedic segment, and Zimmer Biomet Holdings, Inc. (“Zimmer Biomet”), a global medical technology leader, announced they have entered into a definitive agreement for Zimmer Biomet to acquire all outstanding shares of common stock of Paragon 28 for an upfront payment of $13.00 per share in cash, corresponding to an equity value of approximately $1.1 billion and an enterprise value of approximately $1.2 billion. Paragon 28 shareholders will also receive a non-tradeable contingent value right (CVR) entitling the holder to receive up to $1.00 per share in cash if certain revenue milestones are achieved. Cravath is representing Paragon 28 in connection with the transaction.

On December 3, 2024, OMERS Private Equity, which manages investments globally on behalf of OMERS, one of Canada’s largest defined benefit pension plans, announced the signing of a definitive agreement to acquire a majority stake in Integris, a leading provider of IT services in the United States, from Frontenac, a Chicago‑based private equity firm. Financial terms of the transaction were not disclosed. Cravath is representing OMERS Private Equity in connection with the transaction.

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.

On September 5, 2024, Verizon Communications Inc. and Frontier Communications Parent, Inc. (“Frontier”), the largest pure‑play fiber provider in the U.S., announced they have entered into a definitive agreement for Verizon to acquire Frontier in an all‑cash transaction valued at $20 billion. Cravath is representing Frontier in connection with the transaction.

On July 9, 2024, Altus Group Limited (“Altus Group”), a leading provider of asset and fund intelligence for commercial real estate, announced that it has signed a definitive agreement to sell its global Property Tax business to Ryan, LLC (“Ryan”), a leading global tax services and software provider, for total cash consideration of C$700 million. In addition to the definitive agreement, Ryan has also committed to enter a C$15 million Altus Market Insights subscription agreement at the close of the transaction, with an initial three‑year term of C$5 million per year. Cravath is representing Altus Group as U.S. counsel in connection with the transaction.

On January 21, 2025, Cravath prepared a memo for its clients entitled “IRS Publishes Proposed Regulations to Expand Denial of Compensation Deduction Under Section 162(m).” The memo examines the Internal Revenue Service’s proposed regulations to expand the group of employees covered by Section 162(m), as required by the American Rescue Plan Act of 2021.

On August 21, 2024, Cravath prepared a memo for its clients entitled “Texas Federal Court Invalidates FTC’s Noncompete Ban Nationwide.” The memo examines the U.S. District Court for the Northern District of Texas’s recent opinion and order setting aside the Federal Trade Commission’s new final rule banning all noncompete agreements with employees and preventing its implementation nationwide.

On April 25, 2024, Cravath prepared a memo for its clients entitled “FTC Adopts Rule “Banning” Non‑Compete Clauses with Workers.” The memo examines the Federal Trade Commission’s recently adopted final rule broadly deeming non‑compete clauses with “workers” to be an “unfair method of competition” under Section 5 of the Federal Trade Commission Act. The memo outlines how the final rule does not necessarily constitute a ban on non‑compete clauses, potential legal challenges to the final rule and expected future enforcement. The memo concludes with recommendations for companies to consider to ensure they are in position to adapt to the changing landscape.

Amanda Gold is a partner in the Executive Compensation and Benefits Department at Cravath. In the Season 7 premiere of On Tax, she and fellow Cravath partner and host Len Teti talk about beginning her legal career in Arizona and how she became interested in her current tax-adjacent practice. Amanda also discusses her decision to move to New York and join Cravath.

On November 7, 2023, Cravath prepared a memo for its clients entitled “New York Passes Law Restricting Scope of Employee IP Assignment Agreements.” The memo examines the new Section 203-f of the New York Labor Law recently signed by Governor Hochul, which renders unenforceable assignment provisions with respect to certain inventions in employment agreements. The memo outlines what types of agreements the law renders unenforceable, its exceptions, the consequences of violating the law, notice requirements and next steps for employers to consider.