Diana Y.Defino

Partner

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Diana Defino advises clients on complex employee benefits and executive compensation matters, including in the context of acquisitions, dispositions, mergers, and executive transitions.

She has counseled clients on more than 100 completed transactions, including Evoqua Water Technologies Corp.'s recent $7.5 billion stock-for-stock merger with Xylem Inc.; Labcorp's spin-off of its clinical development business resulting in a new public company, Fortrea Holdings, Inc.; Alcoa's sale of its rolling mill business to Kaiser Aluminum for $670 million; and Shiseido's acquisition of the Drunk Elephant skincare brand for $845 million.

Diana also regularly prepares and negotiates employment, separation, bonus, and change-of-control agreements for public and private company clients. She advises clients with respect to equity incentive arrangements and the administration and compliance of benefit plans with the Internal Revenue Code and ERISA (Employee Retirement Income Security Act), and she also drafts and reviews proxy and other disclosures for public company clients. In addition, Diana has experience drafting disclosures related to the golden parachute payment tax implications of executive compensation arrangements in transactions.

Diana was recognized as one of ALM's Legal Intelligencer's "Lawyers on the Fast Track" in 2021 and as "Ones to Watch" in the 2025 edition of The Best Lawyers in America. She also serves as a chair of a subcommittee of the Diversity, Inclusion and Advancement Committee in the Pittsburgh Office and serves as a member of the Board of Directors for Propel Schools Foundation (which supports the mission of Propel Schools, a group of nonprofit charter schools in the Pittsburgh area).

執業經驗

  • Corpay sells merchant solutions business to PDI TechnologiesJones Day advised Corpay, Inc. in the sale by its subsidiary, Comdata, Inc., of Comdata's point of sale merchant solutions business to PDI Technologies, Inc.
  • Bose acquires McIntoshJones Day advised Bose Corporation in the acquisition of McIntosh Group, the parent company of high-performance and luxury audio brands that include McIntosh and Sonus faber.
  • Riverside acquires CloudpermitJones Day represented The Riverside Company in its acquisition and financing of Cloudpermit, a community development software company for local governments, citizens, and other stakeholders.
  • MPE Partners portfolio company acquires Allegheny ContractingJones Day represented MPE Partners in connection with the acquisition and financing by portfolio company Precision Pipeline Services of Allegheny Contracting, a provider of technical utility services for the natural gas end market in Pennsylvania and surrounding Mid-Atlantic and Midwest states.
  • MPE Partners acquires Allor-Plesh ManufacturingJones Day advised MPE Partners in the acquisition and financing by portfolio company Webster Industries of Allor Manufacturing, LLC and Plesh Industries, LLC.
  • Corpay acquires GPS Capital MarketsJones Day advised Corpay, Inc. in the acquisition of GPS Capital Markets, LLC and its subsidiaries, a group that provides business-to-business cross-border and treasury management solutions, in Corpay’s third largest deal ever.
  • Program Productions acquires Rhino StagingJones Day advised Program Productions, Inc. in the purchase of substantially all of the assets of Rhino Staging & Event Productions, Inc. and its affiliated companies, a leader in event stagehand labor management and services for live events across the United States.
  • Large financial institution leads syndicate of lenders on $70.5 million senior secured credit facility for water treatment specialistJones Day represented a large financial institution, as administrative agent, in connection with a $70.5 million syndicated senior secured credit facility, consisting of a $15 million revolver and $55.5 million term loan, provided to a water treatment specialist.
  • Norwest Equity Partners acquires MDC Interior SolutionsJones Day advised Norwest Equity Partners in the acquisition and financing of MDC Interior Solutions, LLC, a leading commercial interior wallcoverings and design solutions company.
  • American Pacific Group acquires C.F. StinsonJones Day advised American Pacific Group in the acquisition and financing of C.F. Stinson, LLC, a leading distributor of fabric products.
  • CDPQ invests in Grant ThorntonJones Day advised Caisse de dépôt et placement du Québec (CDPQ) in its participation with a consortium of buyers, including New Mountain Capital and the DeVos Family Office, for the recapitalization of Grant Thornton LLP (United States).
  • Phoenix Merchant Partners subsidiary provides term loan facility to Agora Data, Inc.Jones Day represented Phoenix Merchant Agent, LP, a subsidiary of Phoenix Merchant Partners, LP, as administrative agent, in connection with a term loan facility provided to Agora Data, Inc., an automotive financing software company.
  • NEP Group sells SOS Global to Rock-it CargoJones Day advised NEP Group in its sale of SOS Global (SOS) to Rock-it Cargo, the global leader in end-to-end logistics for live events and high net worth goods.
  • American Pacific Group acquires Spark Power Group Inc.Jones Day acted as U.S. counsel to American Pacific Group, L.P. in the approximately C$140 million acquisition of Spark Power Group Inc., a leading independent provider of end-to-end electrical services and operations and maintenance services to the industrial, utility, and renewable asset markets in North America.
  • Norwest Equity Partners acquires United Sports BrandsJones Day represented Norwest Equity Partners in the acquisition and financing of United Sports Brands, a global leader in sports performance and protective products, including the Shock Doctor, McDavid, Cutters, Nathan, PEARL iZUMi, and Glukos brands.
  • restor3d acquires Conformis, Inc.Jones Day advised restor3d, Inc., a leading personalized 3D-printed orthopedic company, on its acquisition of Conformis, Inc. (NASDAQ: CFMS), a leading medical technology company focused on orthopedic patient care.
  • Norwest Equity Partners acquires Nationwide Organ Recovery Transport Alliance, LLCJones Day represented Norwest Equity Partners on its acquisition and financing of Nationwide Organ Recovery Transport Alliance, LLC, a provider of air and ground organ recovery transportation services.
  • Labcorp completes spin-off of FortreaJones Day represented Labcorp (NYSE: LH), a leading global life sciences company, in the spin-off of Fortrea, the newly formed independent Contract Research Organization providing Phase I-IV clinical trial management, market access and technology solutions to pharmaceutical and biotechnology organizations around the world.
  • Fortrea completes $570 million private placement of Senior Secured Notes and obtains $1.5 billion credit facilityJones Day represented Fortrea Holdings Inc., a leading global contract research organization (“CRO”) that provides comprehensive phase I through IV biopharmaceutical product and medical device services, patient access solutions and other enabling services, in connection with the Rule 144A and Regulation S offering of $570 million aggregate principal amount of 7.500% Senior Secured Notes due 2030 and a $1.5 billion senior secured credit facility as part of its spin-off from Laboratory Corporation of America Holdings.
  • NOVA Infrastructure and Nopetro Energy create new renewables platformJones Day represented NOVA Infrastructure in the partnership with Nopetro Energy to create Nopetro Renewables, a renewable energy platform focused on renewable natural gas ("RNG") and biofuels.
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    • February 8, 2024
      "Benefit Trends in Mergers & Acquisitions," Worldwide Employee Benefits Network presentation, Cleveland, Ohio

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