Dean C.Bachus

Partner

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For nearly 20 years, Dean Bachus has focused his practice on executive compensation, benefits, and Employee Retirement Income Security Act (ERISA) transactional matters. His experience covers tax planning and structuring compensation and benefit arrangements in domestic and international business acquisitions and dispositions. He also advises clients in connection with all compensation and employee benefit-related aspects of corporate transactions, reorganizations, financing arrangements, and public offerings, including negotiating, reviewing, and drafting transactional documents, supervising due diligence, and identifying issues arising under, and assisting in complying with, the Internal Revenue Code, ERISA, applicable labor laws, federal securities laws, and applicable exchange regulations.

Dean's practice includes designing, negotiating, and drafting equity-based compensation plans (including stock option, restricted stock, and phantom equity arrangements); cash bonus plans; employment, consulting, termination, severance, and change-in-control contracts; and restrictive covenant agreements, including noncompetition, nonsolicitation, and confidentiality arrangements.

Dean also advises clients on the structure, implementation, and administration of nonqualified employee compensation plans, programs, and arrangements, including the associated ERISA, federal tax, and securities implications. He also provides counsel to management teams and boards of directors on executive compensation and change-in-control arrangements in connection with corporate transactions and reorganizations and consults with shareholders, senior executives, and boards of directors on transactional strategies.

Dean has represented major private equity funds and publicly traded companies in hundreds of acquisitions and dispositions, focusing on benefit and compensation issues that arise in such transactions, as well as the design and maintenance of incentive programs and facilitating management turnover.

担当案件

  • Reneo Pharmaceuticals announces reverse merger with OnKureJones Day represented Reneo Pharmaceuticals, Inc. (NASDAQ: RPHM) in an all-stock reverse merger between Reneo and OnKure, Inc., a privately-held, clinical-stage biopharmaceutical company valued at $170 million that is focused on the development of novel precision medicines in oncology.
  • Duggal Visual Solutions receives investment from CortecJones Day advised Duggal Visual Solutions, Inc., a New York-based global leader in graphic printing, design services and visual solutions, in connection with a strategic investment by Cortec Group.
  • Global secondaries fund manager purchases portfolio of private equity fund interestsJones Day advised a global secondaries fund manager in the purchase of a portfolio of private equity fund interests from a corporate pension plan. The purchase of the portfolio was partially financed using a NAV facility and included the use of representation and warranty insurance.
  • Large financial institution amends and restates senior secured credit facility for Freedom Mortgage CorporationJones Day represented a large financial institution, as administrative agent, in connection with the amendment and restatement of a senior secured credit facility provided to Freedom Mortgage Corporation, a national, full-service mortgage banker that provides origination and servicing through retail, wholesale, correspondent, and commercial divisions.
  • Affiliates of Centre Lane Partners acquire substantially all of the assets of Hardinge Inc. and its subsidiaries, including the Kellenberger, USACH, SuperPrecision, and Workholding business linesJones Day advised affiliates of Centre Lane Partners in the acquisition of substantially all of the assets of Hardinge Inc. and its debtor subsidiaries, a global leader and provider of advanced machine tool, manufacturing and workholding solutions, as part of chapter 11 proceedings in the United States Bankruptcy Court for the District of Delaware.
  • Randstad forms joint venture combining its job board business, Monster, with CareerBuilderJones Day advised Randstad N.V., a multinational publicly traded talent company, in connection with the formation of a joint venture combining its job board business, Monster, with CareerBuilder, a subsidiary of investment funds affiliated with Apollo Global Management, Inc.
  • Five9 acquires AcqueonJones Day advised Five9, Inc. in its acquisition of Acqueon, a pioneering real-time revenue execution platform, realizing Five9's ambition to become the orchestration engine for every interaction across the entire customer journey, including marketing, e-commerce, sales and customer service through AI-driven, omnichannel proactive customer engagement.
  • Sonepar acquires Echo Electric SupplyJones Day advised Sonepar in the acquisition of Echo Electric Supply, a wholesale electrical distributor ranked in the top 30 of Electrical Wholesaling’s 2024 North America distributors list and headquartered in Council Bluffs, Iowa.
  • Labcorp enters into $300 million accounts receivable securitization facilityJones Day advised Labcorp Holdings Inc., a leading global life sciences company, in connection with a $300 million accounts receivable securitization facility with PNC Bank, National Association.
  • Closely held private equity firm obtains $31 million term loan credit facility and $10 million trade loan facility for certain portfolio companiesJones Day represented portfolio companies of a private equity firm, including a leading online auction marketplace for the generation and monetization of locally targeted and category-specific consumer demand, and a performance-based marketing solutions company connecting car consumers and dealers, in connection with the refinancing and consolidation of two credit facilities into a $31 million term loan credit facility and a $10 million trade loan credit facility.
  • Cushman & Wakefield sells third-party multi-site vendor managed site maintenance businessJones Day advised Cushman & Wakefield in the sale of its third-party multi-site vendor managed site maintenance business, including the sale of wholly-owned subsidiaries Cushman & Wakefield Solutions, LLC and Cushman & Wakefield Solutions Canada ULC to Vixxo, a leading facilities solutions company.
  • Riverside portfolio company acquires FleetWatcherJones Day represented The Riverside Company in connection with the acquisition and financing by portfolio company Align Technologies of FleetWatcher, LLC, a leading provider of fleet and materials management software.
  • Engage PEO acquires SynchronyHRJones Day advised Engage PEO in the acquisition of SynchronyHR, a national PEO headquartered in St. Louis, Missouri.
  • Bank of America provides $100 million secured revolving credit facility to PJT PartnersJones Day represented Bank of America, N.A., as administrative agent, in connection with a $100 million secured revolving credit facility provided to PJT Partners Holdings, LP, a premier, global, advisory-focused investment bank.
  • Direct lender provides $105 million senior secured credit facility to private equity-backed government software providerJones Day represented a direct lender, as administrative agent and a lender, in connection with a $105 million senior secured credit facility provided to a private equity sponsored company that is a leading provider of transaction and compliance software for state and local governments.
  • Tail End Strategic Capital Partners obtains $30 million subscription line of creditJones Day represented Tail End Strategic Capital Partners, an innovative private equity firm focusing on secondary opportunities, in connection with a $30 million subscription line of credit.
  • restor3d obtains $15 million venture debt secured term loan facilityJones Day represented restor3d, inc., a leader in 3D printed, personalized orthopedic implants, in its $15 million venture debt secured term loan facility in connection with a Series A funding.
  • Accurate Background acquires Orange Tree Employment Screening LLCJones Day advised Accurate Background, the largest privately held and minority-owned global provider of compliant background checks, drug and health screening, and workforce monitoring solutions, in its acquisition of Orange Tree Employment Screening, a technology-driven background screening provider.
  • Henderson Park acquires Arizona Biltmore for $705 millionJones Day represented Henderson Park Capital Partners in the acquisition and financing of the Arizona Biltmore, a LXR Hotel & Resort, for a purchase price of $705 million.
  • NOVA Infrastructure Management and its affiliated funds obtain new revolving subscription facility of up to $150 millionJones Day represented NOVA Infrastructure Management, LLC and its funds, NOVA Infrastructure Fund II, L.P. and NOVA Infrastructure Fund II (Cayman), L.P. in connection with a new subscription line facility of up to $150 million with Webster Bank, N.A., as the sole lender.
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