Financial Services and Insurance

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.

Cravath represented the underwriters in connection with the $500 million 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 August 12, 2026.

Cravath represented the initial purchasers in connection with the $1.25 billion senior notes offering of State Street Bank and Trust Company, the principal banking subsidiary of State Street Corporation, a provider of a broad range of financial products and services to institutional investors worldwide. The transaction closed on July 23, 2026.

Cravath represented the underwriters in connection with the $2 billion registered fixed rate/floating rate senior notes offering of The PNC Financial Services Group, Inc., one of the largest diversified financial services companies in the United States. The transaction closed on July 21, 2026.

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 August 28, 2026, Columbia Law School's Blue Sky Blog published an article by Cravath of counsel Lucas E. Beirne entitled "Challenging Examination Results." The article examines how recent shifts in federal banking supervision may create new opportunities for banking organizations to challenge examination findings, ratings downgrades and other material supervisory determinations. It discusses informal advocacy strategies, the role of agency ombudsmen and the formal appeals processes available and offers practical guidance for institutions seeking to challenge supervisory decisions.

On August 25, 2026, Cravath prepared a memo for its clients entitled “Federal Reserve Board Proposes Update to Regulation O.” The memo discusses the Federal Reserve Board’s request for comments on a proposed rulemaking to modernize Regulation O, which establishes limits on lending by a bank to individuals and entities that can potentially influence its lending decisions, as well as related governance and recordkeeping requirements for insider lending. 

On July 22, 2026, Cravath partner Jeffrey T. Dinwoodie published an essay in the Yale Journal on Regulation's Notice & Comment blog entitled "Non‑Security Crypto, Investment Contracts, and SEC Compliance." The essay examines whether the existing securities laws and SEC rules applicable to SEC‑registered entities apply in the context of a non‑security crypto asset that is subject to an investment contract (and is thus a securities transaction).  

On June 24, 2026, the Harvard Law School Forum on Corporate Governance published Cravath’s latest quarterly newsletter on M&A, activism and corporate governance. The newsletter provides insight into practical points, key takeaways and relevant developments across the M&A, activism, restructuring, regulatory and corporate governance landscape during the first quarter of 2026. Contributors to this edition include partners Margaret T. Segall, Evan A. Hill, Matthew L. Ploszek, Kimberley S. Drexler and Adam M. Sanchez.

On June 16, 2026, Cravath published a memo for its clients entitled “FFIEC Proposes Updates to Federal Banking Agencies’ Financial Institutions Rating System.” The memo examines the Federal Financial Institutions Examination Council’s recently released notice of proposed rulemaking to revise the Uniform Financial Institutions Rating System applicable to federally regulated insured depository institutions and federally insured credit unions.