Dean C.Bachus

Partner

(T) 1.312.269.4220

For more than a decade, Dean Bachus has focused his practice on executive compensation, benefits, and ERISA transactional matters. His experience covers tax planning and structuring compensation and benefit arrangements in domestic and international business acquisitions and dispositions. He also advises clients in connection with all compensation and employee benefit-related aspects of corporate transactions, reorganizations, financing arrangements, and public offerings, including negotiating, reviewing, and drafting transactional documents, supervising due diligence, and identifying issues arising under, and assisting in complying with, the Internal Revenue Code, ERISA, applicable labor laws, federal securities laws, and applicable exchange regulations.

Dean's practice includes designing, negotiating, and drafting equity-based compensation plans (including stock option, restricted stock, and phantom equity arrangements); cash bonus plans; employment, consulting, termination, severance, and change-in-control contracts; and restrictive covenant agreements, including noncompetition, nonsolicitation, and confidentiality arrangements.

Dean also advises clients on the structure, implementation, and administration of nonqualified employee compensation plans, programs, and arrangements, including the associated ERISA, federal tax, and securities implications. He also provides counsel to management teams and boards of directors on executive compensation and change-in-control arrangements in connection with corporate transactions and reorganizations and consults with shareholders, senior executives, and boards of directors on transactional strategies.

Dean has represented major private equity funds and publicly traded companies in hundreds of acquisitions and dispositions, focusing on benefit and compensation issues that arise in such transactions, as well as the design and maintenance of incentive programs and facilitating management turnover.

Experience

Baird Capital acquires minority stake in AEGIS Energy Risk
Jones Day represented Baird Capital in connection with its minority stake investment in AEGIS Energy Risk, the leading fintech and advisory solutions provider for energy derivatives.

USG acquired by Gebr. Knauf for $7 billion
Jones Day advised USG Corporation in the acquisition by Gebr. Knauf KG ("Knauf") of all of the outstanding shares of USG in a transaction valued at $7 billion.

Hard Rock International to acquire JACK Cincinnati Casino and Turfway Park for $780 million
Jones Day is advising Hard Rock International on the acquisition of JACK Cincinnati Casino, located in downtown Cincinnati, Ohio, together with VICI Properties, Inc., and Turfway Park, located in Florence, Kentucky, for an aggregate purchase price of approximately $780 million in cash.

NVIDIA to acquire Mellanox Technologies for $6.9 billion
Jones Day is advising NVIDIA Corporation in its acquisition of Mellanox Technologies, Ltd., an Israel-based leading supplier of end-to-end InfiniBand and Ethernet interconnect solutions and services for servers and storage.

Inside Secure acquires Verimatrix for approximately $145 million
Jones Day advised Inside Secure in its all cash acquisition of Verimatrix, Inc. for up to approximately $145 million in cash (including a potential earn-out).

Cylance acquired by BlackBerry for $1.4 billion
Jones Day advised Cylance, an artificial intelligence and cybersecurity leader, in its $1.4 billion acquisition by BlackBerry Limited, plus the assumption of unvested employee incentive awards.

ANSYS acquires Granta Design Limited
Jones Day advised ANSYS, Inc., the global leader and innovator of engineering simulation software, in their acquisition of Granta Design, the premier provider of materials information technology, and Granta Design Limited has become a wholly-owned subsidiary of ANSYS.

Chevron to buy Pasadena Refining System for $350 million from Petrobras America Inc.
Jones Day is advising Chevron U.S.A. Inc., a wholly-owned subsidiary of Chevron Corporation, in its purchase of all of the equity interests of Pasadena Refining System Inc. (“PRSI”) and PRSI Trading, LLC from Petrobras America Inc. for $350 million, subject to adjustments for working capital.

SAP acquires Qualtrics for $8 billion
Jones Day advised SAP in its $8 billion acquisition of Qualtrics International Inc., the global pioneer in the experience management software category.

Black Box acquired by AGC Networks
Jones Day advised Black Box Corporation (Nasdaq: BBOX) in its acquisition by AGC Networks Ltd, a majority-owned subsidiary of Essar Global Fund.

OGE Energy to acquire 146 MW combined cycle natural gas-fired power generation facility
Jones Day is advising Oklahoma Gas and Electric Company, a subsidiary of OGE Energy Corp. in the purchase of a 146 MW combined cycle natural gas-fired power generation facility from Oklahoma Cogeneration, LLC.

OGE Energy to acquire 360 MW coal-fired generation facility
Jones Day is advising Oklahoma Gas and Electric Company, a subsidiary of OGE Energy Corp. in the purchase of a 360 MW coal-fired generation facility and associated equipment from AES Shady Point, LLC.

Hitachi Vantara acquires REAN Cloud
Jones Day advised Hitachi Vantara in its acquisition of REAN Cloud LLC, a global cloud systems integrator, managed services provider and solutions developer of cloud-native applications across big data, machine learning and emerging internet of things (IoT) spaces.

Babcock & Wilcox sells MEGTEC and Universal for $130 million
Jones Day advised Babcock & Wilcox Enterprises Inc. in the $130 million sale of its Universal/Megtec businesses to Dürr AG.

VMware acquires CloudHealth Technologies
Jones Day advised VMware, Inc in its acquisition of CloudHealth Technologies, Inc.

Advantage Solutions acquires Jun Group
Jones Day advised Advantage Solutions on its acquisition of Jun Group, an industry-leading mobile video advertising company.

Tecum Equity Partners and Western Allegheny Capital acquire controlling interest in High Tide Acquisition Corp.
Jones Day represented Tecum Equity Partners and Western Allegheny Capital in connection with the acquisition and related financing of a controlling interest in High Tide Acquisition Corp.

Southern Power to sell minority interest in solar portfolio to Global Atlantic Financial Group for $1.175 billion
Jones Day is advising Southern Power Company in its $1.175 billion sale of a 33 percent minority interest in its solar portfolio to Global Atlantic Financial Group Limited.

Pegasus Capital Advisors sells Pure Biofuels del Peru to Valero Energy
Jones Day represented Pure Biofuels del Peru S.A.C. in its sale by Pegasus Capital Advisors L.P. to Valero Energy Corporation.

Additional Publications

  • 44 African Countries Sign Agreement to Establish African Continental Free Trade Area
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