Cravath partner David J. Kappos, of counsel Kathryn‑Ann Stamm and associate Vincent Joralemon co‑authored an article entitled “Non‑Disclosure Agreements Shield Buyers and Sellers in M&A Deals,” which was published in Bloomberg Law on May 29, 2025. The article, which reviews recent court decisions regarding the enforcement of non‑disclosure agreements (“NDAs”), provides an overview of how NDAs protect both buyers and sellers in all types of strategic transactions, including mergers and acquisitions, the clear parameters that must be established to ensure NDA enforceability and the rights, responsibilities and available remedies for the parties involved.

Cravath represented the initial purchasers in connection with the $350 million 144A/Reg. S fixed‑rate reset senior notes offering of Ascot Group Limited, a global insurance and reinsurance organization offering a broad range of specialty insurance and reinsurance products to customers worldwide through underwriting platforms in the U.K., Bermuda and the U.S. The transaction closed on May 16, 2025.

On May 29, 2025, Cravath partner Jelena McWilliams participated in This Week in Fintech’s Stablecon 2025, which was held in New York. The conference hosted founders, c‑suite executives, regulatory authorities, venture capitalists and crypto innovators to discuss critical themes in the rapidly evolving stablecoin ecosystem, including regulatory frameworks, technological advancements, institutional adoption and the role of stablecoins in global commerce. Jelena spoke on a panel entitled “The Shifting Regulatory Sands of Stablecoins,” which reviewed the regulatory treatment of stablecoins, including the interplay of federal and state regulation, the effect of stablecoin legislation and regulation on the structure of the market and what to watch during the implementation of stablecoin regulation.

On May 28, 2025, rhode, a fast‑growing, multi‑category lifestyle beauty brand founded by Hailey Bieber, and e.l.f. Beauty announced they have signed a definitive agreement for e.l.f. Beauty to acquire rhode. The $1 billion deal is comprised of $800 million of consideration payable at closing in a combination of cash and stock, subject to customary adjustments, and an additional potential earnout consideration of $200 million based on the future growth of the brand over a three‑year timeframe. Hailey Bieber will continue her role as Founder and additionally serve as rhode’s Chief Creative Officer and Head of Innovation, overseeing creative, product innovation and marketing. She will also act as a Strategic Advisor to the combined companies. Cravath is representing Hailey Bieber in connection with the transaction.

Cravath represented the underwriters in connection with the $1.1 billion registered senior notes offering of CBRE Services, Inc., a direct wholly‑owned subsidiary of CBRE Group, Inc. (“CBRE”). CBRE is the world’s largest commercial real estate services and investment firm. The transaction closed on May 12, 2025.

On May 25, 2025, WiseTech Global, developer of leading logistics execution software CargoWise, announced it has entered into a binding agreement to acquire E2open Parent Holdings, Inc. (“e2open”), a U.S.‑based leading provider of SaaS solutions in the global logistics value chain, for $3.30 per share in cash equating to an enterprise value of $2.1 billion. Cravath is representing WiseTech Global in connection with the transaction.

On May 23, 2025, Cravath prepared a memo for its clients entitled “House Passes One Big Beautiful Bill: Implications for Clean Energy Incentives.” The memo examines implications for certain clean energy incentives resulting from legislation known as the One Big Beautiful Bill, which was passed by the House of Representatives on May 22, 2025. The Bill will now be sent to the Senate and can be passed by a simple majority vote and sent to the president to be signed into law under the Senate’s “reconciliation rules”; however, the Senate is expected to propose further modifications to the clean energy-related provisions of the Bill.

On May 21, 2025, Cravath partner Benjamin G. Joseloff participated in “Foreign Trade and Foreign Direct Investment in Mexico,” a program presented by Cuatrecasas and De la Calle, Madrazo, Mancera (“CMM”) in Mexico City. Ben spoke on a panel entitled “Global Trends in Foreign Direct Investment Regimes: Lessons for Mexico,” which explored the international trend toward strengthening foreign direct investment review systems, and the potential impacts of this trend on Mexico. The program convened corporate attorneys, private sector executives and government officials to discuss timely international trade and investment issues.

Cravath partner Elad Roisman participated in “The SEC Speaks in 2025,” a program presented by the Practising Law Institute in cooperation with the U.S. Securities and Exchange Commission (“SEC”) from May 19‑20, 2025, in Washington, D.C. Elad was a commentator alongside other former SEC Commissioners on the panels for Division of Corporation Finance, Division of Trading and Markets and Division of Enforcement. The program convened corporate attorneys, private sector executives and SEC officials, including the Chairman, Commissioners and senior staff, to provide and discuss essential updates on the current initiatives and priorities at the SEC. 

Cravath represented the administrative agent, joint lead arranger and joint bookrunner in connection with $7 billion of credit facilities made available to The Home Depot, Inc., the world’s largest home improvement retailer. The transaction closed on May 6, 2025.

On May 20, 2025, Cravath partner Jelena McWilliams participated in S&P Global Market Intelligence’s Community Bankers Conference 2025, which was held from May 18‑20 in Irving, Texas. The conference hosted bank executives, board members, investors, technology providers and advisers to discuss the strategic issues facing community banks and how they can best respond to the market forces continuing to reshape the industry. Jelena was featured in a fireside chat on banking policy and regulation, during which she examined what recent developments reveal about potential regulatory posture, key issues that could have a profound impact on banks’ operations and other hot‑button issues that have surfaced during recent examinations.

Scott Kapusta is the Global Head of Tax at FactSet. In this episode of On Tax, Scott and Cravath partner and host Len Teti discuss how an early interest in economics led Scott to his current corporate tax practice, and how there are benefits to using the process of elimination when it comes to choosing a career path. They also reflect on lessons learned over the course of their long professional relationship, on both sides of the negotiating table, and share insights into what makes tax advisors excel in their roles.

Cravath represented the initial purchasers in connection with the $500 million 144A/Reg. S sustainable notes offering of Celulosa Arauco y Constitución S.A., one of Latin America's largest forest plantation owners and one of the world's largest producers of pulp and wood products. The transaction closed on May 5, 2025. 

On May 16, 2025, Cravath partners Ron Creamer, Lauren Angelilli, J. Leonard Teti II, Christopher K. Fargo, Andrew T. Davis and Arvind Ravichandran were named to Lawdragon’s inaugural list of “500 Leading Global Tax Lawyers” in recognition of their work advising clients on the “tax aspects of M&A and other complex transactions.” The list highlights “outstanding leaders” who “preserve the balance between tax responsibilities and fiscal soundness on a global scale.” 

On May 15, 2025, the boards of Greencore Group plc (“Greencore”), a leading manufacturer of convenience foods in the UK, and Bakkavor Group Plc (“Bakkavor”), a leading provider of fresh prepared food in the UK, announced that they have agreed the terms of a recommended acquisition of Bakkavor by Greencore at a base consideration which values each Bakkavor share at 200 pence, which implies Bakkavor’s entire issued and to be issued share capital is valued at approximately £1.2 billion. Under the terms of the transaction, Bakkavor shareholders will be entitled to (for each Bakkavor share): 0.604 new Greencore shares, 85 pence in cash and one contingent value right. Cravath is representing Greencore as U.S. counsel in connection with the transaction.

On May 13, 2025, Cravath partner Jeffrey T. Dinwoodie published an essay in the Yale Journal on Regulation’s Notice & Comment blog entitled “Net Capital and Crypto.” The essay discusses how the application of the SEC’s Net Capital Rule to crypto will likely play a role in shaping crypto market structure under the emerging U.S. regulatory framework.

On April 30, 2025, the U.S. District Court for the Northern District of California granted Cravath client Epic Games, Inc.’s (“Epic”) motion to enforce a nationwide permanent injunction against Apple, Inc.’s (“Apple”) anti‑steering policies for in‑app payments. Epic secured the injunction to restrain and prohibit Apple’s anticompetitive conduct and fees, following a three‑week bench trial in May 2021, in which Cravath also represented Epic. In its April decision, the Court ruled that Apple was in willful violation of the 2021 injunction, having thwarted the injunction’s goals and continued its anticompetitive conduct. The Court noted that “Apple willfully chose not to comply with this Court’s Injunction. It did so with the express intent to create new anticompetitive barriers which would, by design and in effect, maintain a valued revenue stream; a revenue stream previously found to be anticompetitive. That it thought this Court would tolerate such insubordination was a gross miscalculation.” As a result, the Court enjoined Apple from implementing its new restrictions and fees that violated the injunction, effective immediately.

On May 12, 2025, Cravath published the latest edition of its Finance & Capital Markets Quarterly Review, which has been redesigned for the Q1 2025 edition to provide greater insight into practical points, key takeaways and relevant developments related to the bond, equity and loan markets and restructuring activity during the first quarter of 2025. Highlights from this edition include:

On May 12, 2025, Cravath published the latest edition of its Quarterly Review, which has been redesigned for the Q1 2025 edition to provide greater insight into practical points, key takeaways and relevant developments across the M&A, activism, tax, regulatory and corporate governance landscape. This edition covers:

On May 9, 2025, Cravath partner Andrew T. Davis participated in the American Bar Association’s Tax Section 2025 May Tax Meeting, which was held from May 8‑10 in Washington, D.C. The meeting convened leading tax attorneys and government officials to discuss the latest federal, state and local tax policies and recent developments in tax law. Andrew spoke on a panel entitled “Dealing with Section 269: A Transactional Approach,” which reviewed the history of section 269, recent IRS guidance on the section and the current market practice of the section when considering various forms of transactions.