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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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Terry Clark Provides Insight on Impact of Federal Circuit's Ruling on Drugmakers' Use of Third-Party Manufacturing Vendors

Law360

Media Mentions

July 13, 2016

Bass, Berry & Sims attorney Terry Clark provided comments for an article in Law360 outlining the Federal Circuit's en banc decision in Medicines Co. as to under what circumstances would use of a third-party vendor trigger an invalidating on-sale bar in patent cases. The decision provides, among other things, that contracting with a third-party vendor to manufacture a product covered by process patent claims does not per se constitute an "on-sale" bar. As Terry points out in the article, the "court reached 'a very practical decision' reflecting a trend in the pharmaceutical industry (and elsewhere) to outsource drug manufacturing to third parties. 'They seem to have realized that it would probably be unfair to penalize those companies that don't have the ability to manufacture in-house.'" In light of this decision, drugmakers should carefully review and formalize their agreements with third-party vendors.

The full article, "Fed. Circ. Ruling Blunts On-Sale Bar's Threat To Patents," was published by Law360 on July 11, 2016, and is available online.


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