Google LLC entered into a definitive agreement to acquire Fitbit, Inc. (NYSE:FIT) for $2.1 billion on October 31, 2019. Under the terms of the transaction, each share of Class A common stock, and Class B common stock of Fitbit issued and outstanding will be cancelled and automatically converted into the right to receive cash in an amount equal to $7.35 per share, without interest. All shares underlying vested and unvested stock options and vested and unvested stock-based awards, including Restricted Stock Units, Performance Stock Units and Employee Stock Purchase Plan will be converted into the right to receive the merger consideration. As a result of the transaction, Fitbit, Inc. will become a wholly owned subsidiary of Google LLC. Google LLC will finance the transaction from its sufficient cash resources. The agreement provides that Fitbit will be required to pay Google a termination fee of $21 million in certain circumstances, while a fee of $250 million will be payable by Google to Fitbit under certain other circumstances. James Park will be employed as Vice President, General Manager & Co-Founder of Fitbit and Eric Friedman will be employed as Vice President, Engineering of Fitbit. The transaction is subject to customary closing conditions, including regulatory approvals, Fitbit's stockholders approval, the expiration or termination of any waiting periods or receipt of any requisite consents under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and approval under the antitrust laws of the European Union and other jurisdictions agreed by the parties. The Australian Competition and Consumer Commission (ACCC) will commence a public review once the parties provide a submission. As of February 27, 2020, ACCC sought the views on the proposed acquisition and asked to provide their responses by March 25, 2020. The transaction is not subject to a financing condition. The Board of Directors of Fitbit unanimously approved the transaction and have resolved to recommend that the stockholders of Fitbit adopt the merger agreement. The Board of Directors of Google LLC has approved the transaction. Fitbit’s shareholders meeting is scheduled on January 3, 2020. As part of the special meeting of stockholders, held on January 3, 2020, the shareholders of Fitbit approved the transaction. As on February 20, 2020, The European Data Protection Board raised concerns over privacy risks due to the transaction. The European Data Protection Board urged Google to take measures to mitigate possible risks in terms of privacy and data protection before it seeks European Union's approval for the tie-up. The European Data Protection Board will decide by July 20, 2020 whether to clear the transaction. As of June 18, 2020, the ACCC has raised concerns over health data records and limiting competition due to the transaction. The ACCC is expected to reach a decision on the transaction by August 13, 2020. As of July 2, 2020, the EU antitrust regulators will also decide by July 20, 2020 whether to clear the deal with or without concessions or open a longer investigation. As of July 23, 2020, EU antitrust regulators demanded that Google make major concessions and EU antitrust regulators has until August 8, 2020, to make a decision. As of August 4, 2020, the European Commission has opened an in-depth investigation into the transaction under the EU Merger Regulation. The Commission now has 90 working days, until December 9, 2020, to take a decision. As of September 22, 2020, the European Commission has extended the deadline to December 23, 2020 for deciding on the transaction. As of October 16, 2020, EU antitrust regulators have extended their investigation into the transaction from December 23, 2020 to January 8, 2021. As of December 17, 2020, the European Commission has approved, under the EU Merger Regulation, the transaction. The approval is conditional on full compliance with a commitments package offered by Google. The European Commission agreed concessions with Google, valid for 10 years with the possibility of another 10-year extension, addressing competition concerns. As of December 22, 2020, the ACCC has rejected Google’s plea and will continue its investigation into the deal and has set a new decision date of March 25, 2021 for its investigation. As of December 22, 2020, South Africa’s Competition Commission (CompCom SA) has conditionally approved the transaction. The transaction is expected to close later in 2020. As of November 2, 2020, the transaction end date has been postponed from November 1, 2020 to February 1, 2021. George Boutros of Qatalyst Partners LLP acted as financial advisor and Douglas N. Cogen, Bomi Lee, Ran Ben-Tzur, Scott P. Spector, Gerald Audant, Nicholas F. Frey, Liza Morgan, Stephen D. Gillespie, Jonathan S. Millard, Julia Chung, Amy Brown, and Lael Bellamy of Fenwick & West LLP acted as the legal advisors to Fitbit. Aaron J. Meyers and Glenn P. McGrory of Cleary Gottlieb Steen & Hamilton LLP acted as the legal advisors to Google LLC. Paul Haigney of Lazard Ltd acted as financial advisor to Google LLC. Maksim Salahub and Anton Zakharau of Sorainen and Elisa Kearney and George Addy of Davies Ward Phillips & Vineberg LLP acted as legal advisors for Google. Qatalyst Partners LP provided fairness opinion to the Board of Fitbit, Inc. Innisfree M&A Inc. acted as the information agent to Fitbit and will receive a fee of approximately $15,000 for its services. Google LLC completed the acquisition of Fitbit, Inc. (NYSE:FIT) on January 14, 2021. Pursuant to the terms of the Merger Agreement, as of the effective time, each of James Park, Eric N. Friedman, Laura Alber, Matthew Bromberg, Glenda Flanagan, Bradley M. Fluegel and Steven Murray resigned from the Fitbit board of directors and Kenneth Yi, became the sole director and Robert Andreatta became Chief Financial Officer and Treasurer of Fitbit. Google is expected to retain Fitbit's 1,800 employees. As of January 15, 2021, antitrust approval from the U.S. Department of Justice and Australian competition regulator ACCC is still pending. Australian’s competition watchdog has launched an “enforcement investigation” into Google and is weighing up legal action after the tech giant completed purchase of Fitbit despite ongoing probes into the move in Australia and the United States. Neil MacKenzie of Fasken acted as legal advisor to Google. Debbie Feinstein of Arnold & Porter and Bowmans acted as legal advisors to Fitbit. Vinson & Elkins LLP acted as legal advisor to Google.