Randi C.Lesnick

Practice Leader Corporate

New York + 1.212.326.3452

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Randi Lesnick is co-chair of Jones Day's Corporate Practice with responsibility for the Firm's global M&A and private equity areas of focus. She also co-leads the Firm's corporate governance team. She has advised on M&A transactions with an aggregate value of approximately $300 billion. Her practice focuses on mergers and acquisitions, spin-offs, divestitures, takeovers and takeover preparedness, restructurings, recapitalizations, and corporate governance, including ESG, activism defense, and securities transactions.

Randi frequently counsels clients on compliance, governance, and fiduciary matters, including ESG policies and disclosures relating to sustainability. She represents public and private companies in a variety of industries, with emphasis on technology, industrials, health care and life sciences, and retail and consumer products. Randi also advises private equity firms in their investments.

Recent transactions include advising the Board of Directors of Catalent in the $16.5 billion merger of Catalent with Novo Holdings; Skyworks Solutions' $3 billion acquisition of Silicon Labs' Infrastructure and Automotive business; Verint's spin-off of its cyber intelligence business; SAP's $8 billion acquisition of Qualtrics; Patrón Spirits' sale to Bacardi for $5 billion enterprise value; and Reynolds American's $49 billion acquisition by British American Tobacco.

Randi has led substantial matters for a number of other clients, including Ansys, Cardinal Health, Goode Partners, Hyster-Yale Materials Handling, and Scotts Miracle-Gro.

Randi was named a "Dealmaker of the Year" by American Lawyer and has been recognized as a Client Service All-Star, MVP, and Super All-Star by BTI Consulting. Recognized in Chambers USA, clients describe Randi as an "excellent attorney and a great adviser" who is "practical and has taken the time to really understand our business."

Experience

  • Skyworks Solutions acquires Infrastructure and Automotive business of Silicon Laboratories for $2.75 billionJones Day advised Skyworks Solutions, Inc., an innovator of high-performance analog semiconductors, in connection with its acquisition of the Infrastructure and Automotive business of Silicon Laboratories Inc. (NASDAQ: SLAB), a leading provider of silicon, software, and solutions, in an all-cash asset transaction valued at $2.75 billion.
  • Ansys acquires Analytical Graphics, Inc. for $700 millionJones Day advised Ansys, Inc. in the $700 million acquisition of Analytical Graphics, Inc., a provider of mission-driven simulation, modeling, testing and analysis software for aerospace, defense and intelligence applications.
  • Sensata Technologies acquires DynapowerJones Day advised Sensata Technologies (NYSE: ST), a leading industrial technology company and provider of sensor-rich solutions and insights for customers, in connection with its acquisition of Dynapower Company, LLC, a leading provider of energy storage and power conversion systems, from private equity firm Pfingsten Partners for $580 million in cash.
  • Misonix merges with BioventusJones Day represented Misonix, Inc. (Nasdaq: MSON) in its acquisition by Bioventus Inc. (Nasdaq: BVS).
  • SAP acquires Qualtrics for $8 billionJones Day advised SAP in its $8 billion acquisition of Qualtrics International Inc., the global pioneer in the experience management software category.
  • Patrón Tequila acquired by BacardiJones Day advised Patrón Spirits International AG ("Patrón") in connection with the acquisition by Bacardi Limited of all of the issued and outstanding shares of Patrón.
  • Reynolds American acquired by British American Tobacco Plc in deal valued at $49 billionJones Day advised Reynolds American Inc. ("RAI") regarding the acquisition by British American Tobacco, p.l.c. ("BAT") of 57.8 percent of the outstanding shares of RAI not owned by BAT and its affiliates in a transaction valued at $49 billion.
  • SunPower closes sponsored spin-off of solar panel production operationsJones Day advised SunPower Corporation (NASDAQ: SPWR), one of North America's largest solar-panel makers, in a sponsored spin-off of its solar panel production operations into a new public company – Maxeon Solar Technologies – which will be headquartered in Singapore.
  • Verint Systems separates into two independent companiesJones Day advised Verint® Systems Inc. ("Verint") in the separation and spin-off of its cyber intelligence business, Cognyte Systems Ltd.
  • Sensata Technologies acquires Spear Power SystemsJones Day advised Sensata Technologies in its acquisition of Spear Power Systems, a leader in lithium-ion based energy storage solutions for mission-critical and demanding end user applications.
  • Ansys acquires Phoenix Integration, Inc.Jones Day advised Ansys, Inc. in its acquisition of Phoenix Integration, Inc., a provider of software that enables model-based engineering (MBE) and model-based systems engineering (MBSE) to customers across multiple industries, particularly in the aerospace and defense sectors.
  • Ansys, Inc. acquires OnScale, Inc.Jones Day advised Ansys, Inc. in the acquisition of OnScale, Inc., a cloud simulation provider.
  • FactSet Research Systems acquires Interactive Data Managed SolutionsJones Day advised FactSet Research Systems, Inc. in its acquisition of Interactive Data Managed Solutions (IDMS) from Intercontinental Exchange.
  • Reynolds American sells Natural American Spirit International businesses to JT Group for $5 billionJones Day advised Reynolds American Inc. in its $5 billion sale of the international rights to the Natural American Spirit brand name and associated trademarks, along with the international companies that distribute and market the brand outside the U.S., to the Japan Tobacco Group of companies (JT Group).
  • Reynolds American acquires Lorillard for $27.4 billionJones Day advised Reynolds American Inc. (NYSE: RAI) in its acquisition of Lorillard, Inc. for $27.4 billion and in the related $7.1 billion divestiture to an affiliate of Imperial Tobacco Group and $4.7 billion investment by British American Tobacco, RAI's largest shareholder.
  • Market Basket Class A shareholders sell their majority interests to Class B shareholdersJones Day, together with Thomas Fitzpatrick of Davis Malm and Curtis Mallet, represented the majority owners of Demoulas Supermarkets Inc. in connection with the sale of their 50.5 percent ownership interests to the minority owners.
  • Hyster-Yale acquires Nuvera Fuel CellsJones Day advised Hyster-Yale Materials Handling, Inc. in the acquisition of Nuvera Fuel Cells, Inc. by its operating company, NACCO Materials Handling Group, Inc.
  • Verint Systems acquires KANA Software for $514 millionJones Day advised Verint Systems Inc., a provider of Actionable Intelligence® solutions and value-added services, in connection with the acquisition and related financing of KANA Software, Inc., a portfolio company of Accel-KKR and a leader in customer service solutions delivered both on-premises and in the cloud, for $514 million.
  • Hyster-Yale sold PowerTap® hydrogen generator assets to OneH2Jones Day advised Hyster-Yale Materials Handling, Inc. in the sale by subsidiary, Nuvera Fuel Cells, LLC, of substantially all of its PowerTap® hydrogen generator assets, excluding related intellectual property, to OneH2, a hydrogen fuel company.
  • Verint Systems acquires OpinionLabJones Day advised Verint Systems Inc., a provider of Actionable Intelligence® solutions and value-added services, in connection with the acquisition of OpinionLab, Inc., a leader in continuous voice of the customer listening solutions that drive smarter, real-time digital engagement.
  • Verint Systems acquires Telligent business from Zimbra SystemsJones Day advised Verint Systems Inc. in its acquisition of the Telligent business from Zimbra Systems.
  • Goode Partners invests in Marolina OutdoorJones Day represented Goode Partners LLC in connection with its investment in Charleston, South Carolina-based Marolina Outdoor Inc., a manufacturer of performance apparel for fishing and hunting enthusiasts.
  • Goode Partners acquires Forman MillsJones Day advised Goode Partners LLC in connection with the acquisition and related financing of Forman Mills, a New Jersey-based retail chain and department store.
  • CBS Outdoor Americas acquires premium outdoor advertising business from Van Wagner Communications for $690 millionJones Day advised CBS Outdoor Americas Inc. ("CBSO") on the cash acquisition of certain outdoor advertising business from Van Wagner Communications, LLC for $690 million.
  • Procter & Gamble sells Pringles snacks business to Kellogg for $2.7 billionJones Day advised The Procter & Gamble Company in the sale of its Pringles snacks business to The Kellogg Company in a $2.7 billion all-cash transaction.
  • International Coal Group acquired by Arch Coal for $3.4 billionJones Day advised International Coal Group, Inc. in the $3.4 billion all cash tender offer by Arch Coal, Inc. for all outstanding shares.
  • Chrysler sold to Fiat-led "New Chrysler" after historic court proceedingsAfter a historic battle all the way to the United States Supreme Court, Chrysler LLC sold substantially all of its assets to Fiat-led "New Chrysler" (Chrysler Group LLC) on June 10, 2009, providing the opportunity for its iconic brands and U.S. operations to survive.
  • Hunt Petroleum acquired by XTO Energy for $4.2 billionJones Day advised Hunt Petroleum Corporation and related entities (Hunt) in connection with a process initiated by Hunt that resulted in an agreement to merge it with an affiliate of XTO Energy, Inc. (XTO) for aggregate consideration of $4.2 billion in cash and XTO common stock.
  • Scotts Miracle-Gro acquires Sunlight Supply Inc. for $450 millionJones Day advised The Scotts Miracle-Gro Company and its wholly-owned subsidiary, Hawthorne Hydroponics LLC ("Hawthorne Gardening"), in connection with Hawthorne Gardening's purchase of the assets of Sunlight Supply, Inc. and various of its affiliates for $450 million.
  • ETS acquires VericantJones Day advised Educational Testing Service in its acquisition of Vericant, a provider of secure, verified in person interviews and Spoken English Evaluations worldwide.
  • Hyster-Yale acquires 75% of Zhejiang Maximal Forklift TruckJones Day advised Hyster-Yale Materials Handling, Inc. in its acquisition of 75% of the outstanding shares of, and a controlling interest in, Zhejiang Maximal Forklift Company Limited from KNSN Pipe and Pile Company Limited.
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    January 23 - December 10, 2024 Firm Hosted

    2024 Public Company Speaker Series

    September 2024 Newsletters

    Business Restructuring Review Vo. 23 No. 5 | September–October 2024

    September 2024 Newsletters

    Ownership Dispute Regarding Foreign Debtor's U.S. Assets Must Be Resolved Before a U.S. Bankruptcy Court Can Approve Sale Under Section 363 in Chapter 15 Case

    September 2024 Reprint

    Under Pressure – Rethinking Board Practices (Harvard Law School Forum on Corporate Governance)

    August 2024 Alert

    FinCEN Clarifies Application of Beneficial Ownership Reporting Rules to Dissolved Entities

    AUGUST 2024 Alert

    CFIUS Annual Report Touts an Increase in Penalties and Efficiency in Transaction Reviews

    AUGUST 2024 Alert

    Treasury Proposes Expansion of CFIUS Real Estate Review Authority

    July 2024 Alert

    SEC v. SolarWinds: Court Rejects SEC Authority Over Cybersecurity Controls and Most Alleged Disclosure Violations

    July 2024 External Publications

    Chancery Court Grants Rare Motion to Dismiss Suit Governed by Entire Fairness (Harvard Law School Forum on Corporate Governance)

    July 2024 Commentary

    Under Pressure—Rethinking Board Practices
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    January 23 - December 10, 2024 Firm Hosted

    2024 Public Company Speaker Series

    December 14, 2023 Firm Hosted

    Women in IP Speaker Series: Implications for the Life Sciences Industry of President Biden's Executive Order on Promoting Competition and the Inflation Reduction Act

    January 17 - December 12, 2023 Firm Hosted

    Public Company Speaker Series

    Additional Speaking Engagements

    • May 14, 2015
      Global Opportunities: A Critical Conversation
    • January 15-16, 2015
      PLI's Mergers & Acquisitions 2015: Trends and Developments

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