Justin A.Walters

Partner

Miami + 1.305.714.9707

Justin Walters advises clients on a broad array of executive and director compensation matters. He has experience counseling public and private companies with respect to the design, drafting, and operation of equity and incentive compensation programs, employment agreements, severance agreements, and other executive compensation arrangements. He also has advised clients on executive compensation issues that arise in corporate transactions, with a particular focus on equity compensation matters.

Justin also drafts and comments on proxy and other disclosure for public company clients regarding their executive and director compensation arrangements and has advised clients regarding the securities law and corporate governance aspects of executive compensation, including Section 16 matters, stock exchange requirements, and the policies of proxy advisory firms.

Justin is a member of the National Association of Stock Plan Professionals (NASPP) and the Cleveland Metropolitan Bar Association.

Experience

  • Roper Technologies acquires Procare SolutionsJones Day advised Roper Technologies, Inc. in the $1.86 billion acquisition of Procare Solutions, a leading provider of cloud-based software for the management of early childhood education centers.
  • VSE Corporation sells Federal and Defense Services operating assetsJones Day advised VSE Corporation in the sale of substantially all of its Federal and Defense Services operating assets.
  • Spark Networks' German StaRUG plan confirmed in first-ever cross-border restructuring under German StaRUG and U.S. chapter 15Jones Day is representing Spark Networks SE in the first-ever cross-border restructuring under the recently enacted German restructuring law ("StaRUG") and chapter 15 of the U.S. Bankruptcy Code involving over $100 million of funded debt issued by a U.S.-based credit fund and guaranteed by other German and U.S. entities.
  • Saint Luke's Health System of Kansas City merges with BJC HealthCareJones Day advised Saint Luke's Health System of Kansas City in its merger with BJC HealthCare.
  • Engage PEO acquires Zamp HRJones Day advised Engage PEO, a leading professional employer organization (PEO) providing HR outsourcing solutions to small and mid-sized businesses across the U.S., in the acquisition of Zamp HR, a Lindon, Utah-based PEO with over 10,000 worksite employees, expanding Engage's growing presence in the western region of the U.S.
  • 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.
  • 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.
  • Flowers Foods acquires Papa Pita BakeryJones Day advised Flowers Foods, Inc. in its acquisition of Papa Pita Bakery, a leading manufacturer and distributor of high-quality bagels, tortillas, breads, buns, English muffins, and flat breads.
  • Applus Technologies sold to Opus InspectionJones Day advised Applus Servicios Tecnologicos, S.L.U. in the sale of one of its U.S. subsidiaries, Applus Technologies Inc., to Opus Inspection, Inc.
  • VSE Aviation acquires Precision Fuel ComponentsJones Day advised VSE Aviation Services, LLC, a subsidiary of VSE Corporation (NASDAQ: VSEC), in the acquisition of Precision Fuel Components LLC.
  • Helios Technologies acquires Schultes Precision ManufacturingJones Day advised Helios Technologies, Inc. in the acquisition of Schultes Precision Manufacturing, Inc., highly trusted specialist in manufacturing precision machined components and assemblies for customers requiring very tight tolerances, superior quality, and exceptional value-added manufacturing processes.
  • 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.
  • Hard Rock International acquires The Mirage Las Vegas Hotel and CasinoJones Day represented Hard Rock International (Hard Rock) on the acquisition of The Mirage Las Vegas Hotel and Casino in Las Vegas from MGM Resorts International.
  • Engage PEO acquires Fusion Employer ServicesJones Day advised Engage PEO in the acquisition of Fusion Employer Services, a Lawrenceville, New Jersey-based professional employer organization which has deep roots in the New Jersey market and a reputation for high-quality specialty services, including payroll and tax, human resources management, a full range of benefits, 401(k), and workers' compensation.
  • BenefitMall sells company to Truist Insurance Holdings, Inc.Jones Day represented BenefitMall, a Carlyle portfolio company, in connection with the sale to CRC Insurance Services, Inc., a subsidiary of Truist Financial Corporation.
  • BenefitMall acquires Mutual MedJones Day advised BenefitMall, the largest health benefits general agent in the U.S., in its acquisition of Mutual Med, a Davenport, Iowa-based insurance general agency providing sales counseling and support for insurance brokers primarily in rural markets and with an emphasis on small group business.
  • OTC acquires ePumpsJones Day advised OTC Industrial Technologies in the acquisition of ePumps, Inc., a leading provider of engineered solutions for pumps, seals, valves, mixers and related services in Oklahoma and Texas.
  • Ohio Transmission acquires American Industrial CorporationJones Day advised Ohio Transmission Corporation in the acquisition of American Industrial Corporation, a premier supplier of painting and powder coating systems, equipment, components and services in the Midwest.
  • Asbury Automotive Group acquires Larry H. Miller Dealerships and Total Care Auto for $3.2 billionJones Day advised Asbury Automotive Group, Inc. (NYSE: ABG), one of the largest automotive retail and service companies in the U.S., in its acquisition of Larry H. Miller Dealerships, and Total Care Auto, Powered by Landcar for $3.2 billion.
  • Milliken & Company acquires Encapsys, LLCJones Day advised Milliken & Company in its acquisition of Encapsys, LLC, a world leader in microencapsulation delivery systems for the building, construction, paper, bedding and personal care industries.