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Find out how Gardner Bell's experience promoting financial and economic development initiatives both locally and abroad informs his role as an attorney. Find out more>

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On December 1, 2016, Parker Hannifin Corporation and CLARCOR Inc. announced that the companies have entered into a definitive agreement under which Parker will acquire CLARCOR for approximately $4.3 billion in cash, including the assumption of net debt. The transaction has been unanimously approved by the board of directors of each company. Upon closing of the transaction, expected to be completed by or during the first quarter of Parker’s fiscal year 2018, CLARCOR will be combined with Parker’s Filtration Group to form a leading and diverse global filtration business. Bass, Berry & Sims has served CLARCOR as primary corporate and securities counsel for 10 years and served as lead counsel on this transaction. Read more here.

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Securities Law Exchange BlogSecurities Law Exchange blog offers insight on the latest legal and regulatory developments affecting publicly traded companies. It focuses on a wide variety of topics including regulation and reporting updates, public company advisory topics, IPO readiness and exchange updates including IPO announcements, M&A trends and deal news.

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Shareholder Activist Matters for O'Charley's

Client Type: Public Company

We counseled O'Charley's following a significant stock accumulation by Crescendo Partners, L.P., a New York-based hedge fund. We prepared analysis and advised the board of directors regarding the company's defensive profile and possible defensive measures available to the company. We also advised the company in connection with a threatened proxy contest by Crescendo Partners and negotiated a proxy contest settlement agreement with Crescendo Partners. We subsequently advised in negotiations with and the sale to Fidelity National Financial, Inc., which had acquired a 10% stack in O'Charley's on the open market and approached the board of directors with an unsolicited offer to purchase O'Charley's.

O'Charley's Inc. owns and operates more than 200 casual dining restaurants throughout the U.S.

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