Kate ThorneCarruthers

Associate

亚特兰大 + 1.404.581.8047

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Kate Carruthers advises in domestic and cross-border M&A transactions, a range of strategic emerging growth and technology transactions, corporate governance, and general corporate matters. Her clients range in size from Fortune 500 public companies to medical technology start-ups, and she has experience advising clients across various industries including food, consumer products, chemicals, and manufacturing.

Kate's representative matters include: Eastman Chemical Company's $1 billion cross-border carve-out divestiture of its adhesives resins business; transactions for Roper Technologies (including Roper's sale of its industrial businesses within its Measurement & Analytical Solutions segment to Clayton Dubilier & Rice, LLC); BioMarin Pharmaceutical's negotiation of a Cooperation Agreement and Information Sharing Agreement with activist shareholder Elliott Management; and restor3d, Inc.'s Series A Preferred Stock Offering in an aggregate capital amount of up to $50 million.

经验

  • Innventure enters agreement with Learn CWJones Day advised Innventure LLC in its business combination with Learn CW Investment Corporation, a publicly traded special purpose acquisition company (NYSE: “LCW”) sponsored by CWAM LC Sponsor LLC, an affiliate of Learn Capital and Commonwealth Asset Management.
  • Southern Company invests in $3 billion expansion of the Southern Natural Gas' pipeline systemJones Day advised Southern Company in connection with its approval of and proposed investment in Southern Natural Gas Company’s planned South System 4 pipeline expansion project designed to increase SNG’s South Line capacity by approximately 1.2 billion cubic feet per day.
  • 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.
  • Gray Media forms joint venture with Rock Entertainment Group to launch Rock Entertainment Sports NetworkJones Day advised Gray Media in the formation of a joint venture with Rock Entertainment Group to launch Rock Entertainment Sports Network, which will be the 24/7 home of local Ohio sports, including the Cleveland Monsters, Cleveland Charge, St. Edward High School, and Lake Erie Crushers programming.
  • 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.
  • Ensign-Bickford Industries acquires Accratronics SealsJones Day advised Ensign-Bickford Industries, Inc. in connection with its acquisition of Accratronics Seals LLC (formerly Accratronics Seals Corporation), a family-owned and operated, end-to-end machine shop which specializes in the creation of hermetically sealed connectors and parts for the aerospace, defense, and space travel industries.
  • Southern Company invests in Johnson Energy StorageJones Day advised Southern Company in its investment in Johnson Energy Storage.
  • Sonoco sells protective solutions packaging business to Black Diamond Capital Management, LLC for $80 millionJones Day advised Sonoco Products Company in the $80 million sale of Sonoco's Protective Solutions assets and business to Black Diamond Capital Management, LLC.
  • Roper Technologies subsidiary acquires ProPricerJones Day advised Roper Technologies, Inc. in the acquisition by subsidiary Deltek of ProPricer, a leading proposal pricing solution for government contractors and government agencies.
  • BioMarin announces governance enhancements and value creation initiativesJones Day advised the Board of Directors of BioMarin Pharmaceutical Inc. ("BioMarin") in connection with its entry into a Cooperation Agreement and an Information Sharing Agreement with activist shareholder Elliott Management.
  • Roper Technologies sells majority stake in industrial businesses to Clayton Dubilier & Rice, LLC for $2.6 billionJones Day advised Roper Technologies, Inc. on the sale of a majority stake in its industrial businesses, including its entire Process Technologies segment and the industrial businesses within its Measurement & Analytical Solutions segment, to an affiliate of Clayton Dubilier & Rice, LLC, for $2.6 billion in cash and contingent consideration of up to $51 million.
  • BioCircuit Technologies issues Convertible Promissory NotesJones Day advised BioCircuit Technologies, Inc. in the issuance of $9 million aggregate principal amount of Convertible Promissory Notes.
  • Flowers Foods invests in Base CultureJones Day advised Flowers Foods, Inc. in its investment in Base Culture, a fast-growing brand offering better-for-you, gluten-free and grain-free sliced breads and baked goods.
  • Web Financial Group sells all its technology business to AllfundsJones Day represented Web Financial Group, S.A. in the sale of all its technology business to Allfunds, one of the world’s leading B2B WealthTech platforms for the fund industry.
  • Eastman sells adhesives resins business product lines for $1 billionJones Day advised Eastman Chemical Company in the $1 billion sale of its adhesives resins assets and business to Synthomer plc.
  • Roper Technologies sells TransCore to Singapore Technologies Engineering for $2.68 billionJones Day advised Roper Technologies, Inc. in the sale of TransCore Partners, LLC and TLP Holdings, LLC to an affiliate of Singapore Technologies Engineering Ltd. for $2.68 billion in cash, subject to customary purchase price adjustments.
  • Roper acquires The Construction JournalJones Day advised Roper Technologies, Inc. in the acquisition by subsidiary ConstructConnect, Inc., of The Construction Journal, Ltd., a leading provider of project data and market intelligence in the construction industry.
  • Roper Technologies acquires AgencyZoomJones Day advised Roper Technologies, Inc. in the acquisition by subsidiary Vertafore of AgencyZoom™, a cloud-based sales automation platform for insurance agents.
  • Milliken & Company acquires Encapsys, LLCJones Day advised Milliken & Company in its acquisition of Encapsys, LLC, a world leader in microencapsulation delivery systems for the building, construction, paper, bedding and personal care industries.
  • Gray Television acquires Third Rail StudiosJones Day advised Gray Television, Inc. in the acquisition of Third Rail Studios in Doraville, Georgia, a movie and television production facility, from The Integral Group.
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    April 2020 Commentary

    ISS Issues Policy Guidance in Response to COVID-19

    November 2019 Commentary

    SEC Proposes Updates to Shareholder Proposal Rules and Proxy Voting Advice Regime

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