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How did Mike DeAgro's experience co-founding a nonprofit advocacy organization lead to a career in the legal field? Find out more>


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Envision to Sell to KKR for $9.9 Billion

We represented Envision Healthcare Corporation (NYSE: EVHC) in its definitive agreement to sell to KKR in an all-cash transaction for $9.9 billion, including debt. KKR will pay $46 per Envision share in cash to buy the company, marking a 32 percent premium to the company's volume-weighted average share price from November 1, when Envision announced it was considering its options. The transaction is expected to close the fourth quarter of 2018. Read more

Envision Healthcare

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Six Things to Know Before Buying a Physician Practice spotlight

Dermatology, ophthalmology, radiology, urology…the list goes on. Yet, in any physician practice management transaction, there are six key considerations that apply and, if not carefully managed, can derail a transaction. Download the 6 Things to Know Before Buying a Physician Practice to keep your physician practice management transactions on track.

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FAQs on the New SEC Rules on Pay Ratio

Securities Law Exchange Blog


September 27, 2017

On August 5, 2015, the SEC adopted new rules implementing the pay ratio disclosure requirement of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (Dodd-Frank Act). Section 953(b) of the Dodd-Frank Act required the SEC to adopt rules requiring reporting companies to disclose the ratio of the annual compensation of the company's median employee to the annual compensation of its principal executive officer. These rules will become effective generally for companies in their Form 10-K for the 2017 fiscal year or in their proxy statement for the 2018 annual meeting. Below are the questions that are answered in the blog post related to the pay ratio rule.

  1. What are the new rules on pay ratio generally?
  2. What companies are required to provide the new pay ratio?
  3. When and where is the new disclosure required?
  4. How do you determine the median employee?
  5. Once the median employee is identified, how do you calculate that employee’s annual total compensation?
  6. How often must the company identify the median employee?
  7. Who is required to be included in the employee population used to determine the median employee?
  8. What are the two exemptions for non-U.S. employees?
  9. What if the company completed an acquisition during the year which included adding new employees?
  10. May the company make any cost-of-living adjustments in the determination of the median employee or in the calculation of the median employee’s annual total compensation?
  11. Must companies use their entire employee population to determine the median employee?
  12. What information other than the pay ratio between the median employee and the PEO must the company disclose and may the company disclose additional information regarding the calculation of the pay ratio?

Securities Law Exchange Blog

To continue reading this article on the firm's Securities Law Exchange blog, please click here to read the FAQs on the New SEC Rules on Pay Ratio. Download the full PDF here

Bass, Berry & Sims' Securities Law Exchange blog features commentary and practical insight on SEC updates for publicly traded companies.

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