Cravath’s New York Office Moves to Two Manhattan West
Activities & Publications
April 25, 2024
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.
Deals & Cases
April 11, 2024
Cravath represented the underwriters in connection with the $1.2 billion registered senior notes offering of Marathon Oil Corporation, an independent exploration and production company. The transaction closed on March 28, 2024.
Activities & Publications
April 09, 2024
On April 5, 2024, the Harvard Law School (HLS) Forum on Corporate Governance published an article written by Cravath partners John W. White, Matthew Morreale, Elad Roisman, Michael L. Arnold and Kimberley S. Drexler entitled “A Deeper Dive into the SEC’s Landmark Climate Disclosure Rules for Public Companies.” The article examines the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate‑related disclosures for public companies, outlining key takeaways of the final rules and the timeline for compliance. The article was originally prepared by Cravath as part of a longer memo for clients in March 2024.
Deals & Cases
April 02, 2024
Cravath represented the underwriters in connection with the $1 billion registered senior notes offering of State Street Corporation, a provider of a broad range of financial products and services to institutional investors worldwide. The transaction closed on March 18, 2024.
Deals & Cases
April 02, 2024
Cravath represented the underwriters in connection with the $1 billion registered senior notes offering of Dell International L.L.C. and EMC Corporation. Dell International L.L.C. and EMC Corporation are wholly owned subsidiaries of Dell Technologies, a leading integrated technology solutions provider in the IT industry. The transaction closed on March 18, 2024.
Deals & Cases
March 25, 2024
Cravath represented the initial purchasers in connection with the $1.1 billion high‑yield senior notes offering of United Rentals (North America), Inc., a subsidiary of United Rentals, Inc., the largest equipment rental company in the world at the time of the offering. The transaction closed on March 11, 2024.
Deals & Cases
March 25, 2024
Cravath represented the underwriters in connection with the $500 million registered senior notes offering of Westinghouse Air Brake Technologies Corporation, one of the world's largest providers of value‑added, technology‑based equipment, systems and services for the global passenger transit and freight rail industries. The transaction closed on March 11, 2024.
Deals & Cases
March 21, 2024
Cravath represented the underwriters in connection with the $600 million registered senior notes offering and concurrent $400 million registered fixed‑rate junior subordinated notes offering of TPG Operating Group II, L.P. TPG Operating Group II, L.P. is a subsidiary of TPG Inc., a leading global alternative asset manager. The registered senior notes offering closed on March 5, 2024 and the registered fixed‑rate junior subordinated notes offering closed on March 4, 2024.
Deals & Cases
March 21, 2024
Cravath represented ODDITY Tech Ltd. (“ODDITY”) in connection with the $239 million registered secondary offering of ODDITY’s class A ordinary shares by a fund managed by L Catterton. ODDITY is a consumer tech company that builds and scales digital‑first brands for the beauty and wellness industries in the United States and internationally. ODDITY owns IL MAKIAGE and SpoiledChild. The shares were listed on the NASDAQ Global Market. The transaction closed on March 19, 2024.
Activities & Publications
March 18, 2024
On March 18, 2024, Cravath prepared a memo for its clients entitled “A Deeper Dive into the SEC’s Landmark Climate Disclosure Rules for Public Companies.” The memo examines in depth the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate‑related disclosures for public companies. The memo outlines key takeaways of the final rules; the timeline for compliance; the background of the SEC’s focus on disclosure regarding climate change; the concept of materiality as used in the rules; the rules’ applicability to FPIs and other issuers; ongoing litigation challenging the validity of the rules; and next steps for public companies and their advisors to plan for compliance.
Deals & Cases
March 13, 2024
Cravath represented the underwriters in connection with the $1.5 billion registered senior notes offering of Phillips 66 Company, guaranteed by Phillips 66, an energy manufacturing and logistics company with midstream, chemicals, refining, marketing and specialties businesses. The transaction closed on February 28, 2024.
Activities & Publications
March 08, 2024
On March 8, 2024, Cravath prepared a memo for its clients entitled “SEC Adopts Climate Disclosure Rules for Public Companies.” The memo examines the U.S. Securities and Exchange Commission’s recently adopted final rules requiring climate-related disclosures for public companies. It provides a high-level summary of the key requirements of the final rules relevant to public companies and their advisors.
Deals & Cases
March 05, 2024
Cravath represented the underwriters in connection with the registered $500 million senior notes offering of Kyndryl Holdings, Inc., a leading technology services company and the largest IT infrastructure services provider in the world. The transaction closed on February 20, 2024.
Deals & Cases
February 27, 2024
Cravath represented the underwriters in connection with the €1.2 billion senior notes offering of Fortive Corporation, a provider of essential technologies for connected workflow solutions across a range of attractive end‑markets. The transaction closed on February 13, 2024.
Deals & Cases
February 23, 2024
Cravath represented the underwriters in connection with the $500 million registered notes offering of CNA Financial Corporation, a global insurance organization serving businesses with a broad range of commercial property and casualty insurance products, including surety, and insurance‑related services. The transaction closed on February 9, 2024.
Deals & Cases
February 14, 2024
Cravath represented the underwriters in connection with the $1.5 billion offering of depositary shares representing preferred stock of State Street Corporation, a provider of a broad range of financial products and services to institutional investors worldwide. The transaction closed on January 31, 2024.
Deals & Cases
February 12, 2024
On February 12, 2024, Martin Marietta Materials, Inc. (“Martin Marietta”) announced that on February 11, 2024, it entered into a definitive agreement to acquire 20 active aggregates operations in Alabama, South Carolina, South Florida, Tennessee, and Virginia from affiliates of Blue Water Industries LLC (“BWI Southeast”) for $2.05 billion in cash. Additionally, on February 9, 2024, Martin Marietta completed its previously announced divestiture of its South Texas cement and related concrete operations to CRH Americas Materials, Inc., a subsidiary of CRH plc, for $2.1 billion in cash. Cravath is representing Martin Marietta in connection with the transactions.
Deals & Cases
February 12, 2024
On February 12, 2024, CymaBay Therapeutics (“CymaBay”) and Gilead Sciences, Inc. (“Gilead”) announced a definitive agreement under which Gilead will acquire CymaBay for $32.50 per share in cash or a total equity value of $4.3 billion. The addition of CymaBay’s investigational lead product candidate, seladelpar for the treatment of primary biliary cholangitis, complements Gilead’s existing liver portfolio and aligns with its longstanding commitment to bringing transformational medicines to patients. Cravath is representing CymaBay in connection with the transaction.
Activities & Publications
February 07, 2024
On February 2, 2024, Cravath published a memo for its clients entitled “Potential FSOC Scrutiny of ‘Big Tech’ Firms.”
Deals & Cases
February 06, 2024
On February 6, 2024, altafiber, provider of integrated communications solutions over its fiber‑optic network to residential and business customers in Ohio, Kentucky, and Indiana, and TowerBrook Capital Partners (“TowerBrook”), the New York and London‑based international investment firm, announced that TowerBrook has agreed to acquire CBTS, a leading North American provider of IT solutions and services, from altafiber. Cravath is representing altafiber in connection with the transaction.
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