Matt Hays

Day Pitney Elects New Partners in 2026 Class Day Pitney announced the elevation of seven attorneys to partner, two of which are in the Parsippany office. Michael L. Fialkoff represents clients in high-stakes commercial litigation, including consumer class actions, contractual disputes, intellectual property disputes, and disputes under the New Jersey Franchise Practices Act. He handles all aspects of litigation, including discovery, trial, appeal, and alternative dispute resolution. In addition to his commercial litigation work, Fialkoff has an active fiduciary and probate litigation practice and represents both fiduciaries and beneficiaries in complex estate matters. Luke S. Pontier represents buyers, sellers, and developers in a wide range of real estate and land use matters. He prepares and coordinates land use applications for subdivisions, site plans, and variance applications, and represents applicants before municipal planning and zoning boards. He also assists clients with all aspects of the redevelopment process. Pontier’s practice includes drafting and negotiating purchase and sale agreements, leases, easements, and loan documents. Additionally, he assists with the formation of commercial and residential condominiums, as well as special purpose entities and joint ventures. Genova Burns Names Managing Partner Jennifer Borek of Genova Burns. Courtesy photo. Genova Burns announced the appointment of Jennifer Borek as managing partner, marking a historic milestone as the first woman to hold the firm’s top leadership role in its more than 35-year history. Borek is a highly accomplished attorney whose practice focuses on complex commercial litigation, government contracts and procurement law, employment litigation and appellate advocacy. In addition to her litigation practice, Borek has played a role in firm leadership, mentoring attorneys, fostering collaboration across practice groups, and contributing to Genova Burns’ long-term strategic initiatives. Her appointment also reflects a balance of continuity and forward momentum for the firm. Borek brings a measured, strategic approach to firm management, with an emphasis on long-term growth, client service, and talent development. As managing partner, Borek will oversee the firm’s strategic direction and operations while continuing to maintain an active practice. Ballard Spahr Attorneys Elected to Firm Partnership Twelve attorneys have been elected to Ballard Spahr’s partnership, one of which is in New Jersey. William P. Reiley of Ballard Spahr. Courtesy photo. William P. Reiley is an attorney in the litigation department. He handles all aspects of complex commercial and consumer financial cases, including class actions, in state and federal trial courts. He also regularly handles appellate matters. In the consumer finance space, Reiley has experience with mortgage, credit card, debt collection, auto loan, and servicing matters. His clients include banks, mortgage lenders and servicers, and automotive lenders. His consumer finance practice also includes deposit fraud matters, including wire transfer and account opening disputes. As a commercial litigator, Reiley handles disputes involving contractual breaches and general commercial issues, product liability, and consumer fraud litigation. Prior to joining Ballard Spahr, Reiley was an associate at a Philadelphia-based defense law firm where his practice was focused on premises liability, motor vehicle liability, product liability, and retail liability. He represented a number of businesses in personal injury actions, ranging from slip and falls, property damage claims, fire loss claims, and criminal acts of third parties often involving contractual issues between the parties. Capehart Scatchard Announces Retirement of Two Shareholders Stephen T. Fannon of Capehart Scatchard. Courtesy photo. After decades of service to clients and the legal community, Capehart Scatchard announces the retirement of shareholders Stephen T. Fannon and Mary Ellen Rose, marking the conclusion of distinguished legal careers that together span more than 80 years of service to the firm. Fannon joined the firm in 1979 as a summer law clerk while attending the University of Pennsylvania Law School and has been with the firm ever since. A member of the firm’s workers’ compensation department, he held numerous leadership roles including co-chair of the workers’ compensation department and member of the executive committee. Mary Ellen Rose of Capehart Scatchard. Courtesy photo. Rose joined the firm in 1987 after attending Rutgers University School of Law in Camden. A member of the firm’s banking & finance and litigation departments, she concentrated her practice on commercial and business law, transportation, and franchise law. Throughout her career, she held numerous leadership roles including chair of the franchise practice group, hiring shareholder for more than a decade, and managing shareholder beginning in 2015. Rose was the firm’s first female managing shareholder, and at the time the only woman leading one of News Jersey’s largest law firms. She guided the firm through the unprecedented challenges of the COVID-19 years. Please send submissions for On the Move and After Hours to Brianna Reisenwitz at breisenwitz@alm.com.

Feb 27

3 min

Paramount Skydance and Warner Bros. Discovery said Friday they have reached a definitive agreement under which Paramount will acquire WBD, in a deal valuing WBD at $81 billion in equity and $110 billion in enterprise value. Cravath Swaine & Moore LLP and Latham & Watkins LLP are advising Paramount. Latham is also guiding an investor consortium behind the purchase, which includes the Ellison family. Cleary Gottlieb Steen & Hamilton LLP is legal counsel to a special committee of Paramount's board. Wachtell Lipton Rosen & Katz and Debevoise & Plimpton LLP are advising WBD. The deal comes after Paramount prevailed in a high-stakes bidding contest with Netflix Inc., after WBD's board determined that a revised Paramount offer was a "superior proposal" to its December agreement with Netflix. Under the new deal, Paramount will acquire 100% of WBD for $31 per share in cash, plus a "ticking fee," the companies said in an announcement. The agreement marks one of the largest consolidation deals in the entertainment sector in recent years, combining two major Hollywood players with extensive content libraries, streaming operations and production assets. In the announcement, David Ellison, chair and CEO of Paramount, said, "From the very beginning, our pursuit of Warner Bros. Discovery has been guided by a clear purpose: to honor the legacy of two iconic companies while accelerating our vision of building a next-generation media and entertainment company. By bringing together these world-class studios, our complementary streaming platforms and the extraordinary talent behind them, we will create even greater value for audiences, partners and shareholders — and we couldn't be more excited for what's ahead." Also in the announcement, David Zaslav, WBD's president and CEO, said, "I'm very pleased with the outcome we achieved for WBD shareholders and the entertainment industry. Our guiding principle throughout this process has been to secure a transaction that maximizes the value of our iconic assets and our century-old studio, while delivering as much certainty as possible for our investors. We look forward to working with Paramount to complete this historic transaction." Netflix ditched its effort to buy WBD on Thursday after WBD said Paramount's revised bid, made public on Tuesday, was a "superior proposal." After declining to revise their offer further, Netflix co-CEOs Ted Sarandos and Greg Peters had said in a statement that it was "no longer financially attractive" to proceed at the price needed to match Paramount's offer. The Paramount-WBD transaction has been unanimously approved by the boards of both companies and is expected to close in the third quarter of 2026, subject to customary closing conditions, including regulatory clearances and approval by WBD shareholders, the companies said. The Wachtell Lipton team is led by Andrew J. Nussbaum, Karessa L. Cain and Hannah Clark. The Latham team is led by Ian Nussbaum, Max Schleusener, Rick Offsay and Liliana Ranger. The Debevoise team is led by Jonathan Levitsky, Erik Andrén, Gordon Moodie and Katherine Durnan Taylor. Additional deal team information was not immediately available Friday.

Feb 27

2 min

Chesswood Group Limited (TSX: CHW), a specialty finance company with 40 years of experience in the commercial equipment finance market, and Wafra Inc., a global alternative investment firm, have announced an agreement forming a joint venture partnership between Chesswood subsidiary Pawnee Leasing Corporation and certain funds managed by Wafra Inc. Latham & Watkins LLP represented Wafra Inc. in the transaction with a deal team led by Houston partner James Garrett and Chicago partner Matt Hays, with assistance on corporate matters by associates John Daywalt and Justin Reinking, and assistance on finance matters by associates Daniel Spivey and Jana Zupikova. Advice was also provided on tax matters by Bay Area partner Katharine Moir, with associate Christina McLeod.~~

Oct 31

1 min

A trio of former Ultimate Fighting Championship fighters pursuing wage-fixing claims in a proposed class action against the mixed martial arts organization have now moved for "severe" sanctions over alleged document destruction, asking a Nevada federal court to issue a default judgment in their favor. Tristan Connelly, right, seen here fighting Michael Pereira during an Ultimate Fighting Championship Fight Night in 2019, is one of three plaintiffs who accuse the UFC of operating an anticompetitive business to maintain a monopoly over the mixed martial arts market. (Jonathan Hayward/The Canadian Press via AP) In a sanctions motion filed Wednesday, named plaintiffs Kajan Johnson, Clarence Dollaway and Tristan Connelly told the court that TKO Operating Co. LLC — which does business as UFC — along with its majority owner, Endeavor Group Holdings Inc., and operator Zuffa LLC together "destroyed years of critical evidence" pertinent to the antitrust case, and then spent months scheming to cover up their spoliation. "Defendants' brazen obfuscation of spoliation and counsels' disregard for their Rule 26(g) obligations and this court's authority, evidenced by violations of every discovery order, shows an intentional years-long effort to spoliate key evidence by key custodians, to create the conditions to allow the loss, and, worst of all, to cover it up, obscuring the true extent of the destruction," the plaintiffs said in their motion. "Severe sanctions must follow." Rule 26 of the Federal Rules of Civil Procedure establishes general rules governing discovery. According to the plaintiffs, UFC and its Latham & Watkins LLP counsel violated the rule by failing to conduct a "reasonable investigation" into certain communications, while claiming to have done so. "Either Latham & Watkins did not perform a reasonable investigation and claimed to have done so, concealing the spoliation, or they conducted a reasonable investigation and misrepresented the results to the court to conceal the spoliation," the motion alleges. The suit accuses Zuffa and the UFC of operating an anticompetitive business to maintain a monopoly over the mixed martial arts market, allegedly suppressing competition, leading to suppressed wages for participants. In the fighters' Wednesday motion, various individuals including UFC President Dana White are described individually as spoliators who allegedly failed to preserve cell phone data, deleted certain messages and social media accounts and failed to produce some devices. White and the others are not parties to the suit. The fighters argued there was a "clear intent to deprive" them of materials in violation of several court orders, which gives rise to terminating sanctions according to Ninth Circuit precedent. "Default may be ordered as a sanction after a finding of willfulness, bad faith, or fault," the motion states. Short of that, the fighters said in their motion, mandatory adverse inferences are appropriate, permitting the plaintiffs to present evidence of the alleged spoliation and blocking the defendants from making certain arguments. In January, a Ninth Circuit panel temporarily paused a discovery order, following a UFC petition that called it "breathtakingly overbroad." The administrative stay was mooted days later, when the Nevada federal court partially reeled in the order, stating that rather than produce potentially privileged materials for in camera review, the defendants should appear at a previously scheduled spoliation hearing, and any discovery orders should proceed from there. The motion is the latest move in a widespread discovery battle that also includes a nonparty talent agency called Dominance MMA LLC. On Monday, Dominance filed a response fighting the plaintiffs' ongoing discovery demands, writing in part that it "expended significant time and resources over several months attempting to comply with the subpoena and the court's order while safeguarding confidential information belonging to third parties." The fighters have asked the court to order Dominance to explain why it should not be held in contempt for discovery delays. On Thursday, UFC fans lodged their own monopoly claims in a proposed class action in Nevada federal court, alleging the company's cornering of the market for pay-per-view mixed martial arts events resulted in them overpaying for pay-per-view events and streaming services. "UFC has complied, and will continue to comply, with its discovery obligations," a UFC spokesperson said in a statement to Law360 on Friday. "As our opposition to plaintiffs' baseless motion will explain, UFC has produced over 6.2 million pages of documents in response to plaintiffs' requests. Plaintiff's motion is completely at odds with this reality and UFC's full compliance with its discovery obligations to date." Counsel for the fighters did not immediately respond to a request for comment Friday. The plaintiffs are represented by Joseph R. Saveri, Christopher K.L. Young, Kevin E. Rayhill, Itak Moradi and T. Brent Jordan of Joseph Saveri Law Firm LLP, by Eric L. Cramer, Michael Dell'Angelo, Patrick F. Madden and Joshua P. Davis of Berger Montague PC, by Benjamin D. Brown, Richard A. Koffman and Daniel H. Silverman of Cohen Milstein Sellers & Toll PLLC, by W. Joseph Bruckner, Brian D. Clark and Kyle Pozan of Lockridge Grindal Nauen PLLP, and by Michael J. Gayan of Claggett & Sykes. Zuffa LLC, TKO Operating Co. LLC and Endeavor Group Holdings Inc. are represented by William A. Isaacson, Jessica Phillips and Agbeko Petty of Dunn Isaacson Rhee LLP, by J. Colby Williams and Samuel R. Mirkovich of Campbell & Williams, and by Christopher S. Yates, Aaron T. Chiu, Sean M. Berkowitz, Laura Washington and Joseph Axelrad of Latham & Watkins LLP. The case is Kajan Johnson et al. v. Zuffa LLC et al., case number 2:21-cv-01189, in the U.S. District Court for the District of Nevada.

Feb 27

4 min

Nearly 50 partners across six Big Law firms helped steer the $110 billion deal confirmed on Friday between Paramount Skydance Corporation and Warner Bros. Discovery, according to lists of firm lawyers on the deal. Warner Bros., which accepted the offer from Paramount, initially indicated it would accept an offer from Netflix for the business that came in between $72 billion and $83 billion, but a campaign (and substantial financial investment) by the Ellison family eventually won out. Larry Ellison, the father of Skydance/Paramount head David Ellison, personally backed $40.4 billion of the offer. Bank of America and Citigroup are providing around $54 billion in debt financing, while several Middle East sovereign wealth funds (reportedly Saudi Arabia, Qatar and Abu Dhabi) also kicked in cash to reach the $110 billion mark. Cravath, Swaine and Moore was the lead counsel for Paramount, while Debevoise & Plimpton and Wachtell, Lipton, Rosen & Katz acted as co-counsel for Warner Bros. Latham & Watkins worked with the investment consortium on finance, and Cleary, Gottlieb, Steen & Hamilton advised the special committee to the board of directors for Paramount. Covington & Burling was regulatory counsel for Warner Bros. Several Big Law leaders and M&A rainmakers jumped in to see it through. That included Faiza Saeed, presiding partner at Cravath, working for Paramount, and Andrew Nussbaum, co-chair of Wachtell Lipton, working for Warner Bros. Top M&A partners and dealmakers at Latham, Debevoise and Covington also worked the deal. The Cravath team was comprised of partners Saeed, Daniel Cerqueira, Claudia Ricciardi, Alexander Greenberg and Minh Van Ngo on M&A matters; partners Andrew Pitts and C. Daniel Haaren on capital markets matters; partner George Zobitz on banking matters; partner Lauren Angelilli on tax matters; partner Jonathan Katz on executive compensation and benefits matters; partners Andrew Finch and Noah Joshua Phillips on antitrust matters; partners Kevin Orsini and Justin Clarke on litigation matters; and partner John W. White on corporate governance matters. Debevoise & Plimpton and Wachtell, Lipton, Rosen & Katz were co-counsel for Warner Bros. The Debevoise team was led by M&A partners Jonathan Levitsky, Erik Andrén, Gordon Moodie and Katherine Durnan Taylor, employee benefits and executive compensation partner Simone Hicks, IP and technology transactions partner Henry Lebowitz, capital markets partners Benjamin Pedersen and Matthew Kaplan, finance partners Ryan Rafferty and Ramya Tiller and tax partners Peter Schuur and Erin Cleary and includes M&A partners John Love and William Regner The Wachtell team was led by corporate partner and firm co-chair Andrew Nussbaum and corporate partners Karessa Cain, Hannah Clark and Jacob Pearlman. Deborah Paul handled tax, while firm co-chair William Savitt and partner Ryan McLeod handled litigation matters. Finance partner Gregory Pessin rounded out the partners working the deal. Latham worked with Paramount and an investor consortium on equity finance. The team was led by New York partner Ian Nussbaum, Chicago partner Max Schleusener, and Los Angeles partners Rick Offsay and Liliana Ranger. Cleary was led by partners Paul Shim and Kelsey Nussenfeld. The Covington team, as regulatory counsel for Warner Brothers, included Derek Ludwin (DC); Johan Ysewyn (Brussels); Ross Demain (DC); Melissa Van Schoorisse (Brussels); James Marshall (London); Nathan Wilkins (Brussels); Romain Girard (Brussels); Silvia Wu (DC); and Jaina Patel (DC). In all, there were at least six announced deals valued at more than $1 billion in the last week. Two of those were over the $5 billion range. There was at least one new SPAC merger and one new IPO tracked by Radar. There were at least nine debt offerings over $500 million tracked last week. Deals on the Radar The information regarding the deals below was derived exclusively from Law.com Radar. Engie SA has acquired UK Power Networks Holdings Ltd. (UKPN), an electricity distribution operator in the UK, from CK Infrastructure Holdings Ltd. for an equity value of approximately 10.5 billion pounds ($14.2 billion). The transaction, announced Feb. 25, is expected to close in mid-2026. France-based Engie was advised by a Herbert Smith Freehills team led by partners Caroline Rae, Silke Goldberg and Frédéric Bouvet. Counsel information for UKPN was not immediately available. The Brink’s Co., the security and armored truck company, has agreed to acquire ATM network NCR Atleos Corp. in a cash and stock transaction valued at approximately $6.6 billion. The transaction, announced Feb. 26, is expected to close in the first quarter of 2027. Richmond, Virginia-based Brink’s was advised by Sidley Austin New York-based partners Adam Cromie, David Grubman and George Hunter. NCR Atleos, which is based in Atlanta, was counseled by King & Spalding partners Robert J. Leclerc, Rahul Patel, Michelle Stewart and Keith M. Townsend. Latham & Watkins represented J.P. Morgan, acting as the financial advisor to NCR. The Latham & Watkins corporate team was led by partners Charles Ruck and Brian Umanoff. An investor consortium led by Affinius Capital, in partnership with Vista Hill Partners, has agreed to acquire Veris Residential, a Class A multifamily REIT, for an all-cash consideration of Veris common stock valued at an enterprise value of $3.4 billion. Affinius Capital and Vista Hill Partners were advised by Skadden, Arps, Slate, Meagher & Flom; Greenberg Traurig; and Simpson Thacher & Bartlett. Veris Residential, which is based in Jersey City, New Jersey, was counseled by Weil, Gotshal & Manges and Seyfarth Shaw. Fried, Frank, Harris, Shriver & Jacobson guided J.P. Morgan, acting as financial advisor to Veris. The Fried Frank team was led by M&A and private equity partners Philip Richter and Roy Tannenbaum. Goldman Sachs & Co., the lead arranger and underwriter on the bridge loan, was represented by Gibson, Dunn & Crutcher. Citigroup has agreed to sell 24 percent of its Mexico retail-banking unit to General Atlantic, Brazilian bank BTG Pactual and insurance giant Chubb, among others, for roughly $2.5 billion. The transaction, announced Feb. 24, is expected to close by the end of 2026. Sao Paulo-based BTG Pactual Bank was advised by Simpson Thacher & Bartlett partner Grenfel Calheiros. Counsel information for Citigroup, which is based in New York, was not immediately available. CECO Environmental Corp. and Thermon Group Holdings have agreed to merge for a stock and cash consideration valued at approximately $2.2 billion. The transaction, announced Feb. 24, is expected to close in mid-2026. Dallas-based CECO Environmental was advised by Gibson, Dunn & Crutcher. Thermon Group, which is based in San Marcos, Texas, was counseled by Sidley Austin. Fried, Frank, Harris, Shriver & Jacobson has guided Citi, acting as lead financial advisor to CECO. The Fried Frank team was led by M&A and private equity partners Philip Richter and Roy Tannenbaum. SPAC Mergers: IQM Finland Oy, a super conducting quantum computers designer and manufacturer, is going public via SPAC merger with Real Asset Acquisition Corp. As a result of the merger, IQM will be listed on one of the two leading U.S. stock exchanges with a post-transaction equity value of $450 million. Espoo, Finland-based IQM Finland was advised by Borenius and Cooley partners Eric Blanchard, Peter Byrne and Rita Sobral. Real Asset Acquisition Corp., which is based in Princeton, New Jersey, was counseled by Perkins Coie; Krogerus; and Conyers. IPOs: Guardian Metal Resources plc, an exploration-stage critical minerals company, announced that it has filed a registration statement with the U.S. Securities and Exchange Commission in connection with its proposed initial public offering of its American Depositary Shares. Guardian Metal was advised by Davis Polk & Wardwell partners Michael Kaplan and Connie Milonakis. BMO Capital Markets, which acted as the underwriter, was counseled by Skadden, Arps, Slate, Meagher & Flom partner Ryan Dzierniejko. Debt Offerings: OpenAI Group PBC has secured $110 billion after announcing the close of its funding round led by Amazon ($50 billion), NVIDIA ($30 billion) and SoftBank ($30 billion). San Francisco-based OpenAI was advised by a Wachtell, Lipton, Rosen & Katz team led by corporate partners Andrew J. Nussbaum and Mark F. Veblen. Counsel information for the lead investors was not immediately available. Bank of America announced a $7 billion aggregate principal senior notes offering. The lead manager, sole bookrunner and representative of the several underwriters were advised by Davis Polk & Wardwell partners Lucy Farr and Christopher Schell. Counsel information for Bank of America, which is based in Charlotte, North Carolina, was not immediately available. Infineon Technologies AG announced an aggregate 2 billion euros ($2.4 billion) in unsubordinated unsecured notes. Neubiberg, Germany-based Infineon Technologies was advised by Freshfields Bruckhaus Deringer partner Christoph Gleske. The Republic of Paraguay announced an aggregate $1.3 billion principal bond offering. The Republic of Paraguay was advised by Cleary Gottlieb Steen & Hamilton partners Matthew Brigham and Ignacio Lagos. Sunoco LP has announced an aggregate principal $1.2 billion senior notes offering. Philadelphia-based Sunoco LP was advised by a Vinson & Elkins team led by partners Jackson O'Maley, Ben Heriaud and David Stone. MetLife announced a $1 billion aggregate principal subordinated debenture. New York-based MetLife was advised by a Willkie Farr & Gallagher team led by partners John Schwolsky, Benjamin Nixon and Anne Barrett. The debentures come due in 2056. Matador Resources Co. announced a $750 million senior unsecured notes offering. Dallas-based Matador Resources Co. was advised by Baker Botts partners Preston Bernhisel, Stephen Marcus and Luke Weedon. The notes come due 2034. TPG Operating Group II LP, an indirect, wholly owned subsidiary of TPG Inc., announced a $500 million senior notes offering. TPG Operating Group II was advised by Weil, Gotshal & Manges. Wells Fargo Securities, BofA Securities, Morgan Stanley and Goldman Sachs Group, which acted as the underwriters, were counseled by a Davis Polk & Wardwell team including partners Stephen Byeff, Derek Dostal, Jack Orford, David Schnabel and Aliza Slansky. The senior notes come due 2031. Paul, Weiss, Rifkind, Wharton & Garrison has guided an ad hoc group of term loan lenders and bondholders in connection with Advantage Solutions Inc.'s $590 million aggregate principal senior secured notes offering. The Paul Weiss team included partners Lauren Bilzin, Joseph Glatt and Sung Pak.

Mar 2

7 min