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What colorful method does Claire Miley use to keep up with the latest healthcare regulations as they relate to proposed transactions? 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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OCC: Cybersecurity Top Supervisory Priority

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August 20, 2015

Consistent with the Office of the Comptroller of the Currency's (OCC) Annual Report for Fiscal Year 2014 that listed cybersecurity as a major risk to banks' safety and soundness, the OCC's Semiannual Risk Perspective for Spring 2015 also identified cybersecurity as a supervisory priority for its examinations. In the 2015 report, the OCC highlighted the importance of an "increased focus of cybersecurity at third-party technology service providers" by its examiners.

OCC regulations presently provide that regulated financial institutions must exercise appropriate and effective oversight of their service providers. Banks cannot avoid cybersecurity compliance by outsourcing various operations to technology providers. The OCC concludes that banks must require their technology providers to maintain appropriate cybersecurity programs designed to detect and respond to cyber-attacks to avoid risk.

Further, OCC guidelines state that banks can require service providers, by contract, to have policies and procedures that will detect cyber-attacks consistent with those required of the banks themselves. Given the difficulty that banks historically have had in including such terms in contracts with providers, banks are facing a perplexing problem of how they can satisfy themselves and the OCC's cybersecurity requirements.

If you have any questions about the content of this Alert, please contact one of the authors listed above or any member of our Data Security & Privacy team.


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