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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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Executive Compensation

Effective compensation programs must attract and retain key executives while balancing the interests of employers and equity holders. We work with our clients on a wide range of compensation arrangements in both an ongoing advisory role and in significant corporate events, such as mergers and acquisitions, and initial public offerings. The firm has crafted hundreds of executive pay and board member packages in a climate of changing legal demands and controversy.

In addition, in this era of increasing scrutiny of executive compensation, we advise our public company clients and their compensation committees on a wide array of issues involving executive compensation, including the structure of executive compensation programs, say-on-pay considerations, U.S. Securities and Exchange Commission (SEC) disclosure requirements, proxy statement disclosure, national securities exchange listed company standards, SEC regulatory developments such as those related to pay ratio disclosure and other Dodd-Frank Act requirements, and proxy advisory firm policies.

We provide executive compensation advice to individual executives, boards of directors, management teams, large public companies, private companies of all sizes, private equity and venture capital funds, financial institutions and tax-exempt organizations.

Clients receive counsel, including advice regarding tax considerations, with respect to the design and implementation of compensation arrangements, including the following:

  • Equity incentive plans and awards
  • Executive employment agreements
  • Management incentive compensation programs
  • Supplemental executive retirement plans and other non-qualified deferred compensation plans
  • Director compensation arrangements
  • Severance agreements and policies
  • Clawback policies

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