Tax

Cravath represented Akastor ASA in connection with its indirect 50% owned affiliate HMH Holding Inc.’s initial public offering of 10,520,000 shares of its Class A common stock at $20.00 per share. The shares began trading on The Nasdaq Global Select Market on April 1, 2026, under the ticker symbol “HMH.” The transaction closed on April 2, 2026.

On March 31, 2026, Biogen Inc. and Apellis Pharmaceuticals, Inc. announced that the companies have entered into a definitive agreement under which Biogen has agreed to acquire all outstanding shares of Apellis for $41.00 per share in cash at closing, or approximately $5.6 billion. Apellis stockholders will also receive a nontransferable CVR for each Apellis share held, entitling the holder to receive two payments of $2 per share each, contingent on certain annual global net sales thresholds being met for SYFOVRE®. Cravath is representing Biogen in connection with the transaction.

On March 10, 2026, Elsevier, a global leader in advanced information and decision support and part of RELX, announced it has entered into a definitive agreement to acquire Mytonomy, a leader in video-based patient engagement solutions that will complement Elsevier’s Clinical Solutions portfolio. Cravath is representing RELX in connection with the transaction.

On March 9, 2026, Universal Health Services, Inc. (“UHS”) announced that it has entered into a definitive agreement to acquire Talkspace, Inc. (“Talkspace”) for $5.25 per share. The enterprise value for the transaction is approximately $835 million. Cravath is representing Talkspace in connection with the transaction.

On March 2, 2026, Select Medical Holdings Corporation (“Select Medical”) announced that it has entered into a definitive agreement pursuant to which an entity affiliated with a consortium led by Robert A. Ortenzio, Executive Chairman, Co-Founder and Director of Select Medical, Martin F. Jackson, Senior Executive Vice President of Strategic Finance and Operations of Select Medical, and Welsh, Carson, Anderson & Stowe (“WCAS” and, together with Mr. Ortenzio and Mr. Jackson, the “Consortium”) will acquire all of the outstanding shares of common stock of Select Medical not already owned by the Consortium for a price per share of $16.50 in cash, representing an enterprise value of $3.9 billion, on the terms and subject to the conditions set forth in the merger agreement. Cravath is representing the buyer consortium in connection with the transaction.

In April 2026, Vault announced that Cravath was ranked No. 1 on its Vault Law 100, a ranking of the most prestigious law firms across the United States, for the eleventh consecutive year. The results of the annual list are based on surveys of more than 20,000 law firm associates. In publicizing its results, Vault highlighted comments from survey respondents who described the Firm as offering associates “real, hands‑on responsibility” with a “high degree of independence,” the opportunity to engage with work that is “almost entirely substantive” and “predominantly above what I understand is my ‘level’ from an industry standard” and to “build meaningful client relationships from day one.” Respondents were quoted noting Cravath’s “truly outstanding” training system and “very positive” associate‑partner relations. Writes Vault, “Cravath is known as one of the most elite law firms and has a strong reputation for its work in antitrust, banking and credit, capital markets, corporate governance, executive compensation and benefits, general litigation, M&A, securities litigation, tax, trusts and estates, and white collar defense.”

Lee Cleland is a Managing Director at Alvarez & Marsal. In this episode of On Tax, he and Cravath partner and host Len Teti talk about how seizing opportunities throughout his career helped shape Lee’s professional journey, and his approach to building lasting client relationships. Lee also discusses his brief retirement and the chance to build a new team that brought him back into the field. 

Chris Fargo is a partner in the Tax Department at Cravath. In the Season 11 premiere of On Tax, he and fellow Cravath partner and host Len Teti talk about how an unexpectedly interesting tax class in law school led Chris to his current role at the Firm and the challenging and exciting client work he’s been involved in ever since. Chris also discusses how his lawyering skillset has evolved over time and shares advice for young lawyers transitioning from law school to practice.

On March 16, 2026, Cravath prepared a memo for its clients entitled “IRS Interim Guidance on FEOC Rules: Compliance with the Material Assistance Restrictions.” The memo discusses Notice 2026‑15 issued by the Department of the Treasury and the Internal Revenue Service on February 12, 2026, in connection with the foreign entity of concern (“FEOC”) rules that were expanded under the One Big Beautiful Bill Act (the “OBBBA”). The FEOC rules apply to taxpayers claiming tax credits under Sections 45Y, 48E and 45X of the Internal Revenue Code. The notice primarily provides interim guidance regarding the “material assistance” restrictions under the OBBBA, including the calculation methodologies for determining compliance and availability of certain interim safe harbors for certain technologies.

On March 10, 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, tax, regulatory and corporate governance landscape during the fourth quarter of 2025. Contributors to this edition include partners G.J. Ligelis Jr., Evan A. Hill, Andrew M. Wark, Bethany A. Pfalzgraf and Edward O. Minturn.