IP and Strategic Tech Transactions

On September 4, 2026, Stanley Black & Decker, a worldwide leader in Tools and Outdoor, announced that it has entered into a definitive agreement to sell its Excel Industries (“Excel”) business to Bad Boy Mowers. Excel is a leading designer and manufacturer of premium commercial and residential turf‑care equipment under the distinct brand of Hustler Turf Equipment (“Hustler”). Cravath is representing Stanley Black & Decker in connection with the transaction.

On August 31, 2026, Aon, a leading global professional services firm, announced the signing of a definitive agreement to acquire USI, a leading provider of property & casualty, employee benefit, personal risk and retirement solutions for the middle market and the tenth largest U.S. insurance broker, from KKR and other shareholders for a total purchase price of $17 billion. Aon expects to fund the transaction, as well as related transaction expenses and other costs, with new debt raised across a range of maturities, subject to market conditions. The transaction has been unanimously approved by the Board of Directors of Aon and the Board of Directors of USI. Cravath is representing Aon in connection with the transaction.

On August 6, 2026, Harrow, a leading provider of ophthalmic disease management solutions in North America, announced that it has entered into a definitive agreement to acquire TYRVAYA® (varenicline solution) nasal spray 0.03 mg from Viatris Inc. (“Viatris”), a global healthcare company. TYRVAYA is a cholinergic agonist indicated for the treatment of the signs and symptoms of dry eye disease (DED) and is currently approved in the U.S., China, and Taiwan, with marketing authorization applications pending in other countries. Under the terms of the agreement, Harrow will pay $30 million in cash at closing and up to $70 million in contingent milestone payments tied to TYRVAYA's net sales, for a potential total consideration of up to $100 million. Cravath is representing Viatris in connection with the transaction.

On July 30, 2026, TMX Group, a global provider of data, listing services, trading markets, clearing facilities and other services to the global financial community, announced a definitive agreement to make a strategic investment in MEMX, an exchange operator and market technology provider. Concurrent with that transaction, BOX, a U.S. equity options market with both electronic and floor-based trading, will be combined with MEMX, and TMX Group will have an approximately 59% ownership interest in the combined business. Under the terms of the agreement, this transaction will create a consolidated U.S. exchange group with an enterprise value of approximately $2.3 billion. The new entity will be funded by an equity investment from TMX Group of approximately $800 million, a rollover of TMX’s existing equity interest in BOX, committed rollovers from a group of MEMX and BOX investors, comprised of key market participants, and an investment from a new financial partner. Cravath is representing TMX Group in connection with the transaction.

On June 29, 2026, Martin Marietta Materials, Inc. (“Martin Marietta”), a leading supplier of aggregates and other building materials, announced that it has entered into a definitive agreement to combine with Lhoist North America, Inc. (“Lhoist North America”), a leading producer of hi‑calcium lime, dolomitic lime and industrial mineral products and a subsidiary of Lhoist Group, for $13.5 billion in cash and shares of Martin Marietta common stock. The transaction is expected to be completed in the second half of 2026, subject to regulatory approvals. Cravath is representing Martin Marietta in connection with the transaction.

On September 15, 2026, Cravath partner David J. Kappos participated in The Chartered Institute of Patent Attorneys’ “Congress 2026: Durable Strategy, Enduring Value – Sustainable IP” in Manchester, United Kingdom. The conference explored the resilience of IP strategies and business practices, how IP can be developed to realize long‑term commercial value and how the IP sector can adapt to ensure it continues to add value. Dave spoke on a panel entitled “Long‑Arm Ambition: A Stretch Too Far?” which examined the impact of recent decisions on corporate domicile and global litigation strategy, including shifts in the balance between different venues and considered whether we are moving towards a harmonized European patent enforcement landscape or a patchwork of competing legal approaches.

On September 2, 2026, Cravath partner and former Under Secretary of Commerce and Director of the United States Patent and Trademark Office David J. Kappos testified before the Subcommittee on Courts, Intellectual Property, Artificial Intelligence, and the Internet of the United States House Judiciary Committee. The hearing, entitled “Renewal of USPTO Fee Setting Authority: Giving Full Effect to the America Invents Act,” considered Congress's role in renewing PTO’s fee setting authority alongside the agency discretion and procedural limits Congress built into the American Invents Act.

On September 1, 2026, Intellectual Asset Management (“IAM”) published an article by Cravath partner David J. Kappos and associate Noa M. Ma entitled "Comparable Licences Entered in the Shadow of Litigation are the Best Benchmark." The article discusses whether licenses reached during SEP litigation should be used to determine FRAND rates, arguing that these agreements often provide the best evidence of real‑world market value.

Cravath partner David J. Kappos participated in the 2026 Global Forum on Intellectual Property, entitled “The Rise of AI: Is It IP as Usual?,” which was hosted by the Intellectual Property Office of Singapore from August 26‑27, 2026 in Singapore. Dave spoke on a panel entitled “A Better Brew and Grounds for Recovery: From Drafting to Enforcement,” which explored how parties can manage IP risks from contract design through to recovery—covering practical issues such as territorial restrictions, group structures, audit rights, dispute resolution mechanisms, damages quantification, settlement evaluation, asset tracing and enforcement risk.

On August 11, 2026, Bloomberg Law published an article by Cravath partners David J. Kappos, Sasha Rosenthal‑Larrea and Evan Norris, of counsel Dean M. Nickles and associate Lucille D. Finn entitled “Hasty Adoption of Internal AI Tools Can Expose Sensitive Data." The article outlines risks that companies should be aware of when AI tools are rolled out, including the potential for exposure of sensitive company data, and discusses mitigation options such as data access controls, data inventory, data integrity protection and human oversight.