Lisa M.
Kohl

Cravath represented Alliance Laundry Holdings Inc. in connection with its $950.29 million initial public offering of common stock. Alliance Laundry Holdings, an affiliate of BDT & MSD Partners, LLC, is the world’s largest designer and manufacturer of commercial laundry systems, serving a diverse range of global markets. The transaction closed on October 10, 2025.

On October 17, 2025, Banco Sabadell announced that the public takeover bid launched by BBVA in May 2024 received support from only 25.47% of shareholders, and therefore lapsed as it failed to reach the minimum acceptance threshold required for completion. Banco Sabadell will continue as an independent bank. Cravath is representing Banco Sabadell as U.S. counsel in connection with this matter.

On August 7, 2025, Paramount Global and Skydance Media (“Skydance”) announced the completion of their merger, creating a standalone global media and entertainment company, Paramount, a Skydance Corporation (“Paramount”). Paramount Class B shares will begin trading today on the Nasdaq Stock Market LLC under “PSKY.” Cravath represented the Paramount Special Committee in connection with the transaction.

On February 3, 2025, Outbrain Inc. (“Outbrain”), a technology platform, announced the closing of its acquisition of Teads, a global omnichannel platform, from Altice. The two companies will merge their offerings to create an omnichannel outcomes platform for the open internet, and will operate under the name Teads. Outbrain, Altice and Teads have amended the previously announced share purchase agreement. Under the terms of the revised agreement, Outbrain will be paying a total consideration of approximately $900 million, consisting of $625 million upfront cash and 43.75 million shares of common stock of Outbrain valued at approximately $263 million. Cravath is representing Outbrain in connection with the transaction.

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.

On November 21, 2025, Cravath prepared a memo for its clients entitled “SEC’s Division of Corporation Finance Significantly Reduces Staff’s Role in the Rule 14a‑8 Process for the 2025‑2026 Season.” The memo examines the Division of Corporation Finance’s (“CorpFin”) changes to the Rule 14a‑8 process for the 2025‑2026 proxy season that greatly reduce the staff’s role in the process.

On November 10, 2025, Cravath partners D. Scott Bennett and C. Daniel Haaren and of counsel Lisa M. Kohl participated in “Securities Offerings 2025: A Public Offering From Start to Finish,” a program presented by the Practising Law Institute in New York. The program simulated a public offering from start to finish. Dan chaired the program, delivered opening remarks and appeared on panels entitled “Underwriting Arrangements, Listing Process and FINRA Review,” which reviewed the underwriting and stock exchange listing processes and “Ethics, Due Diligence and the Offering Process,” which surveyed ethical issues that arise in the due diligence and offering processes and how to avoid them. Scott and Dan spoke together on a panel entitled “Introduction to the Law of Securities Offerings,” which reviewed the basic legal framework for registered public securities offerings. Together, Dan and Lisa appeared on panels entitled “Working Effectively with the SEC: Preparing Your Registration Statement,” which covered registration statement preparation and SEC review processes and “Financial and Accounting Disclosures in Offering Documents and Related Considerations,” in which panelists discussed financial disclosure and other offering documentation processes.

On March 11, 2025, Cravath prepared a memo for its clients entitled “Preparing for EDGAR Next.” The memo examines the U.S. Securities and Exchange Commission’s recently adopted final rules and form amendments concerning access to and management of accounts on its Electronic Data Gathering, Analysis and Retrieval system (“EDGAR”), as well as amendments to Form ID, introducing substantial technical and procedural changes collectively referred to as “EDGAR Next.” The memo outlines key changes and important next steps for filers, given these updates.

On January 22, 2025, Cravath partners John W. White, Kimberley S. Drexler and Michael L. Arnold and of counsel Lisa M. Kohl participated in the January meeting of the Fall and Winter Event Series of the New York Chapter of the Society for Corporate Governance, which was held at Cravath’s offices in New York. John, Michael, Kimberley and Lisa spoke on a panel entitled “Developments in Public Company Disclosure and Reporting,” which reviewed key and challenging disclosure points for the upcoming 10‑K and proxy season, including risk factors, executive security, cybersecurity policies and incidents and artificial intelligence.

From December 5-6, 2024, Cravath partner Michael L. Arnold, who serves as chair of the American Bar Association’s Federal Regulation of Securities Committee, participated in its annual Winter Meeting, which was held in Washington, D.C. Michael moderated separate discussions with SEC Chair Gary Gensler and Commissioner Mark Uyeda, as well as a session entitled “Dialogue with the Director” with Erik Gerding, Director of the SEC’s Division of Corporation Finance. Cravath of counsel Lisa M. Kohl also participated in the event, moderating a panel which reviewed developments at the Public Company Accounting Oversight Board (“PCAOB”).