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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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Tennessee Government Update - Recap of January 24 - 28, 2011

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January 28, 2011

The Tennessee General Assembly will be in recess another week before beginning its regular session on Monday, February 7.

K-12 education has quickly emerged as a "hot topic" for this year's session. Tennessee was awarded $500 million in the federal government's Race to the Top program last spring, and implementation of the state's education is underway. Therefore, anything relating to K-12 education is of heightened interest.

At the state level, legislation has been introduced to revoke the ability of local school boards to negotiate with the local teachers' associations "concerning the terms or conditions of professional service." In other words, collective bargaining between local teachers' associations and school boards would not be permitted if the bill becomes law. House Republican Caucus Chair Debra Maggart is the House sponsor. Currently, local teachers' associations are recognized, collective bargaining is permitted, but strikes are prohibited.

Moreover, some members of the leadership in both houses have expressed an interest in abolishing or drastically revising Tennessee's K-12 teacher tenure statute. Andy Sher of the Chattanooga Times Free Press quotes Lt. Governor Ron Ramsey on the subject. Governor Haslam has not advocated abolishing tenure. He wants to discuss with the Tennessee Education Association the possibility of "making it harder for teachers to attain tenure and creating a review process for tenured teachers." The Tennessean editorial board interviewed Governor Haslam on the subject on January 21.

In Shelby County, Tennessee's most populous, there are two local education systems. The City of Memphis operates its own system known as Memphis City Schools. That part of Shelby County that is not in the City of Memphis maintains the county school system, Shelby County Schools. Memphis City Schools (105,000 students) has twice the number of students as Shelby County Schools (48,000), and its students generally are less advantaged than the students in Shelby County Schools. There has been tension between the two systems for many years. Late last year, the Memphis City School Board voted to dissolve Memphis City School. A referendum of voters in the City of Memphis is scheduled for March 8 on the question of dissolving Memphis City Schools. If Memphis City Schools is dissolved, there will be only one school system in Shelby County for both city and county students—Shelby County Schools.

The resistance in non-Memphis Shelby County to incorporating Memphis students into Shelby County Schools is stiff. In an attempt to prevent that from happening in the near term, Senate Republican Leader Mark Norris, who represents that part of Shelby County that is not in Memphis, has introduced legislation that would require any such consolidation to be accomplished only by an existing statutory process that will take considerable time and involve a planning committee and public hearings. Even though the legislature is in recess, Norris's bill will be heard next week in the Senate Education and Senate Finance committees.

Former Memphis Mayor Willie Herenton has publicly supported dissolving Memphis City Schools.

Meanwhile, the Tennessee Department of Education still does not have a permanent commissioner of education. Patrick Smith, a long time, well-respected Tennessee educator and former executive director of the Race to the Top Oversight Team, continues to serve as acting commissioner of education.


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