Four Decades for Justice
On August 1, 2014, Scientific Games Corporation and Bally Technologies, Inc. announced that the companies have entered into a definitive merger agreement whereby Scientific Games has agreed to acquire all of the outstanding Bally common stock for $83.30 in cash per share, which represents a 38 percent premium to Bally’s closing stock price on July 31, 2014. The aggregate transaction value is approximately $5.1 billion, including the refinancing of approximately $1.8 billion of existing Bally net debt. Cravath represented Scientific Games in connection with this transaction. The acquisition is subject to customary closing conditions, including receipt of Bally shareholder approval and antitrust and gaming regulatory approvals, and is currently expected to be completed in early 2015.
The Cravath team included partners Robert I. Townsend III and George F. Schoen and associates Edmund Mokhtarian and James C. Pickel Jr. on M&A matters; partner Eric W. Hilfers and associate Jarrett R. Hoffman on executive compensation and benefits matters; partner Michael L. Schler and associate Stephen R. Severo on tax matters; partners Christine A. Varney and Yonatan Even and associates Katherine A. Rocco, Pierre N. Gemson and Caitlin N. Fitzpatrick on antitrust matters; partner David J. Kappos and associate Benjamin D. Landry on intellectual property matters; senior attorney Annmarie M. Terraciano on environmental matters; and practice area attorney Gary R. Eisenman on real estate matters. Matthew J. Bobby also worked on executive compensation and benefits matters, summer associate Catalina Parkinson also worked on M&A matters and summer associate Allison C. Davido also worked on antitrust matters.
Deals & Cases
April 02, 2024
On April 2, 2024, Endeavor Group Holdings, Inc. (“Endeavor”), a global sports and entertainment company, announced that it has entered into a definitive agreement to be acquired by Silver Lake, the global leader in technology investing, in partnership with the Endeavor management team and additional anchor investors. Cravath is representing the independent Special Committee of Endeavor’s board of directors in connection with the transaction.
Deals & Cases
January 31, 2024
On January 31, 2024, Health Care Service Corporation (“HCSC”), the country’s largest customer‑owned health insurer, announced that it has signed a definitive agreement with The Cigna Group (“Cigna”) to acquire its Medicare Advantage, Medicare Supplemental Benefits, Medicare Part D and CareAllies businesses for a purchase price of $3.3 billion. Cigna’s Medicare plans currently serve 3.6 million Medicare members. Cravath is representing HCSC in connection with the transaction.
Deals & Cases
December 12, 2023
On December 11, 2023, HMS Networks AB (“HMS”), a global provider of industrial information and communication technology, announced it has entered into a binding agreement with Spectris Group Holdings Limited to acquire the Red Lion Controls business, a U.S.-based provider of industrial automation solutions, through the acquisition of 100 percent of the shares in Red Lion Controls Inc. and Red Lion Europe GmbH as well as certain assets in other jurisdictions, for a cash consideration of $345 million. Cravath is representing HMS as special U.S. counsel in connection with the transaction.
Deals & Cases
October 17, 2023
On October 17, 2023, Thermo Fisher Scientific Inc. (“Thermo Fisher”), the world leader in serving science, and Olink Holding AB (publ) (“Olink”), a leading provider of next generation proteomics solutions, announced that their respective boards of directors have approved Thermo Fisher’s proposal to acquire Olink for $26.00 per common share in cash, representing $26.00 per American Depositary Share in cash. Thermo Fisher will commence a tender offer to acquire all of the outstanding Olink common shares and all of the American Depositary Shares. The transaction values Olink at approximately $3.1 billion which includes net cash of approximately $143 million. Cravath is representing Thermo Fisher in connection with the transaction.
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