Diana Y.Defino

Partner

Pittsburgh + 1.412.394.9548

Connect:

Share

Diana Defino advises clients on complex employee benefits and executive compensation matters, including in the context of acquisitions, dispositions, mergers, and executive transitions.

She has counseled clients on more than 100 completed transactions, including Evoqua Water Technologies Corp.'s recent $7.5 billion stock-for-stock merger with Xylem Inc.; Labcorp's spin-off of its clinical development business resulting in a new public company, Fortrea Holdings, Inc.; Alcoa's sale of its rolling mill business to Kaiser Aluminum for $670 million; and Shiseido's acquisition of the Drunk Elephant skincare brand for $845 million.

Diana also regularly prepares and negotiates employment, separation, bonus, and change-of-control agreements for public and private company clients. She advises clients with respect to equity incentive arrangements and the administration and compliance of benefit plans with the Internal Revenue Code and ERISA (Employee Retirement Income Security Act), and she also drafts and reviews proxy and other disclosures for public company clients. In addition, Diana has experience drafting disclosures related to the golden parachute payment tax implications of executive compensation arrangements in transactions.

Diana was recognized as one of ALM's Legal Intelligencer's "Lawyers on the Fast Track" in 2021. She also serves as a chair of a subcommittee of the Diversity, Inclusion and Advancement Committee in the Pittsburgh Office and serves as a member of the Board of Directors for Sisters Place (a Pittsburgh-based charity that provides a supportive housing community to single parent families who are homeless) and Propel Schools Foundation (which supports the mission of Propel Schools, a group of nonprofit charter schools in the Pittsburgh area).

Experience

  • Phoenix Merchant Partners subsidiary provides term loan facility to Agora Data, Inc.Jones Day represented Phoenix Merchant Agent, LP, a subsidiary of Phoenix Merchant Partners, LP, as administrative agent, in connection with a term loan facility provided to Agora Data, Inc., an automotive financing software company.
  • NEP Group sells SOS Global to Rock-it CargoJones Day advised NEP Group in its sale of SOS Global (SOS) to Rock-it Cargo, the global leader in end-to-end logistics for live events and high net worth goods.
  • American Pacific Group acquires Spark Power Group Inc.Jones Day acted as U.S. counsel to American Pacific Group, L.P. in the approximately C$140 million acquisition of Spark Power Group Inc., a leading independent provider of end-to-end electrical services and operations and maintenance services to the industrial, utility, and renewable asset markets in North America.
  • Norwest Equity Partners acquires United Sports BrandsJones Day represented Norwest Equity Partners in the acquisition and financing of United Sports Brands, a global leader in sports performance and protective products, including the Shock Doctor, McDavid, Cutters, Nathan, PEARL iZUMi, and Glukos brands.
  • restor3d acquires Conformis, Inc.Jones Day advised restor3d, Inc., a leading personalized 3D-printed orthopedic company, on its acquisition of Conformis, Inc. (NASDAQ: CFMS), a leading medical technology company focused on orthopedic patient care.
  • Norwest Equity Partners acquires Nationwide Organ Recovery Transport Alliance, LLCJones Day represented Norwest Equity Partners on its acquisition and financing of Nationwide Organ Recovery Transport Alliance, LLC, a provider of air and ground organ recovery transportation services.
  • Labcorp completes spin-off of FortreaJones Day represented Labcorp (NYSE: LH), a leading global life sciences company, in the spin-off of Fortrea, the newly formed independent Contract Research Organization providing Phase I-IV clinical trial management, market access and technology solutions to pharmaceutical and biotechnology organizations around the world.
  • Fortrea completes $570 million private placement of Senior Secured Notes and obtains $1.5 billion credit facilityJones Day represented Fortrea Holdings Inc., a leading global contract research organization (“CRO”) that provides comprehensive phase I through IV biopharmaceutical product and medical device services, patient access solutions and other enabling services, in connection with the Rule 144A and Regulation S offering of $570 million aggregate principal amount of 7.500% Senior Secured Notes due 2030 and a $1.5 billion senior secured credit facility as part of its spin-off from Laboratory Corporation of America Holdings.
  • NOVA Infrastructure and Nopetro Energy create new renewables platformJones Day represented NOVA Infrastructure in the partnership with Nopetro Energy to create Nopetro Renewables, a renewable energy platform focused on renewable natural gas ("RNG") and biofuels.
  • Evoqua merges with Xylem in $7.5 billion all-stock transactionJones Day advised Evoqua Water Technologies Corp. (NYSE: AQUA) in its $7.5 billion stock-for-stock merger with Xylem Inc. (NYSE: XYL).
  • American Pacific Group acquires XLR8 EMS LLCJones Day advised American Pacific Group, a San Francisco Bay Area-based private equity firm, in the acquisition of XLR8 EMS LLC ("XLR8"), a Southern California leader in electronic manufacturing services and printed circuit board assembly.
  • NioCorp combines with GX Acquisition Corp. IIJones Day advised NioCorp Developments Ltd. (TSX: NB; OTCQX: NIOBF) in its business combination with GX Acquisition Corp. II (Nasdaq: GXII), a publicly-traded special purpose acquisition corporation.
  • American Pacific Group portfolio company acquires Silveredge ConsultingJones Day advised American Pacific Group in connection with the acquisition by portfolio company Fresche Solutions of Silveredge Consulting, a premier IT consulting services provider specializing in IBM i (AS/400, iSeries) application support, ERP and homegrown application development and help desk services.
  • NOVA Infrastructure acquires ATS for Harbor LogisticsJones Day advised NOVA Infrastructure in the acquisition by portfolio company Harbor Logistics, LLC of ATS Logistics, Inc., a leading provider of transportation and warehousing services in Charleston.
  • American Pacific Group acquires Media One Digital Imaging, LLCJones Day advised American Pacific Group in the acquisition and financing of Media One Digital Imaging, LLC, a full-service integrator and distributor of digital textile printing solutions.
  • BAT invests in Charlotte’s WebJones Day advised BAT Group in its investment in Charlotte's Web Holdings, Inc., the market leader in hemp-derived cannabidiol (CBD) wellness products.
  • Global internet infrastructure provider acquires nine data centersJones Day advised a global internet infrastructure provider in the acquisition of nine data centers, including colocation and related network services.
  • American Pacific Group acquires Concisys, Inc.Jones Day advised American Pacific Group, a San Francisco Bay Area-based private equity firm, in the acquisition of Concisys, Inc., a Southern California leader in surface mount technology electronic manufacturing services.
  • Signature Aviation sells TAC Air FBOs to Atlantic AviationJones Day advised Signature Aviation in its divestiture of three TAC Air fixed base operations at Omaha, Nebraska (OMA); Raleigh-Durham, North Carolina (RDU); and Hartford, Connecticut (BDL) to Atlantic Aviation.
  • Signature Aviation acquires 14 TAC Air locations Jones Day advised Signature Aviation in the acquisition of the TAC Air business of The Arnold Companies.
    • View All

    Before sending, please note:

    Information on www.jonesday.com is for general use and is not legal advice. The mailing of this email is not intended to create, and receipt of it does not constitute, an attorney-client relationship. Anything that you send to anyone at our Firm will not be confidential or privileged unless we have agreed to represent you. If you send this email, you confirm that you have read and understand this notice.