Alain A.Dermarkar

Partner

(T) + 1.214.969.4866

Alain Dermarkar has advised public and private U.S., Asian, and European companies and private equity firms on M&A and other transactions with aggregate value in excess of $150 billion. He also counsels clients on corporate governance and capital raising transactions.

Alain focuses on domestic and cross-border mergers and acquisitions, takeover preparedness, and special purpose acquisition companies (SPACs). His experience covers numerous industries including technology, energy, real estate, construction, health care, consumer products, and manufacturing.

Representative matters include Reynolds American's $49 billion acquisition by British American Tobacco, $5 billion sale to JT Group of the international rights to the Natural American Spirit brand name, and $27.4 billion acquisition of Lorillard and related $7.1 billion divestiture to Imperial Tobacco; Tokyo Electron's attempted $29 billion merger-of-equals with Applied Materials; multiple transactions for JF Lehman including NRC Group's sale to a SPAC; Strike Capital's sale to a SPAC; Newell Rubbermaid's $16 billion acquisition of Jarden Corporation; Greystar Real Estate's $2 billion sale of multifamily apartments to Blackstone; Cardinal Health's $1.115 billion acquisition of Harvard Drug Group; NRCG's proposed $966 million acquisition by US Ecology; Bridgestone Americas' proposed $947 million acquisition of Pep Boys; Viasystems' $927 million acquisition by TTM; Ajinomoto's $800 million acquisition of Windsor Quality Foods; Randstad's $429 million acquisition of Monster Worldwide; and Capital Southwest's tax-free spin-off of CSW Industries.

Prior to practicing law Alain was an IT manager for a multinational corporation, where he became six sigma and green belt certified. He is a member of the Texas and Dallas bars.

Experience

  • NRC Group Holdings acquired by US Ecology, Inc. for $966 millionJones Day advised NRC Group Holdings Corp. (NYSE American: NRCG) in its acquisition by US Ecology, Inc., a leading North American provider of environmental services to commercial and government entities, pursuant to an all-stock transaction that values NRCG on an enterprise value at $966 million.
  • J.F. Lehman portfolio company acquires Wenzel Associates, Inc.Jones Day advised long-standing client J.F. Lehman & Company, a leading mid-market private equity firm focused on the defense, aerospace, and maritime sectors, in connection with the acquisition by portfolio company BEI Precision Systems & Space Company, Inc., of Wenzel Associates, Inc., a designer and manufacturer of crystal oscillators, fixed frequency systems, integrated microwave assemblies, and synthesizers for military, space, and commercial markets.
  • NRCG obtains summary judgment on merger-related claims brought by preferred stockholder in Delaware Court of ChanceryJones Day obtained summary judgment on behalf of NRC Group Holdings Corp. and NRC Group Holdings LLC ("NRCG") on breach of contract and other claims asserted by a preferred stockholder in the Delaware Court of Chancery.
  • J.F. Lehman acquires Lone Star Disposal, Delta Waste Services, and Tanner Road FacilityJones Day advised long-standing client J.F. Lehman & Company, a leading mid-market private equity firm focused on the defense, aerospace, and maritime sectors, in connection with the acquisition and related financing of Lone Star Disposal, L.P.; Delta Waste Services, L.P.; and Tanner Road Facility, L.P.
  • Granite Construction acquires CIPP assets of Lametti & SonsJones Day advised Granite Construction Incorporation in its acquisition of the assets of Lametti & Sons, Inc.'s cured in place pipe lining (CIPP) business.
  • Beneficient Company Group acquires shares in GWG Holdings, Inc.Jones Day advised The Beneficient Company Group, L.P. (BEN), a provider of liquidity products and services to the owners of alternative assets and illiquid investment funds, in its acquisition of shares in GWG Holdings, Inc. (GWG Holdings), a NASDAQ listed company that is a leading provider of liquidity to owners of life insurance in the secondary market, previously held by GWG Holdings’ founding stockholders, Jon R. Sabes and Steven F. Sabes.
  • Great Elm Capital Corp. acquires 80 percent outstanding equity interests in Prestige Capital CorporationJones Day represented Great Elm Capital Corp. in connection with its acquisition of 80 percent of the outstanding equity interests in Prestige Capital Corporation from PCC’s retiring founder, Harvey Kaminski.
  • API Technologies Corp. sells EMS division to Kitron ASAJones Day advised API Technologies Corp., a portfolio company of long-standing client J.F. Lehman & Company, a leading mid-market private equity firm focused on the defense, aerospace, and maritime sectors, in the sale of its EMS division in the United States, to Kitron ASA.
  • J.F. Lehman acquires Inland Pipe Rehabilitation LLCJones Day advised long-standing client J.F. Lehman & Company, a leading mid-market private equity firm focused on the defense, aerospace, and maritime sectors, in its acquisition and related financing of Inland Pipe Rehabilitation LLC, a leading provider of trenchless pipe rehabilitation solutions and technology to the municipal wastewater and storm water markets.
  • Strike Capital, LLC attempts business combination with Sentinel Energy Services Inc. to form publicly traded Strike Inc.Jones Day represented One Equity Partners (“OEP”) and Strike Capital, LLC (“Strike”) in the proposed sale of a majority interest in Strike to Sentinel Energy Services Inc., a special purpose acquisition company (“Sentinel”).
  • Strike, Sentinel, CSL Energy Holdings III Corp., and Invacor Pipeline and Process Solutions, LLC attempt contribution agreementJones Day represented Strike Capital, LLC in the proposed contribution to Strike of all of the membership interests of Pipelogic Services, L.L.C. by Sentinel Energy Services Inc., CSL Energy Holdings III Corp., and Invacor Pipeline and Process Solutions, LLC.
  • J.F. Lehman sells National Response Corporation and Sprint Energy Services to Hennessy Capital Acquisition Corp. IIIJones Day advised long standing client J.F. Lehman & Company, a leading mid-market private equity firm focused on the defense, aerospace, and maritime sectors, in connection with (i) the sale of all its membership interests in NRC Group Holdings, LLC, formed earlier this year through the combination of JFLCO portfolio companies National Response Corporation and Sprint Energy Services, to Hennessy Capital Acquisition Corp. III, and (ii) the related refinancing of the credit facilities of such portfolio companies.
  • J.F. Lehman portfolio company acquires Quail Run ServicesJones Day advised long-standing client J.F. Lehman & Company, a leading mid-market private equity firm focused on the defense, aerospace, and maritime sectors, in connection with the acquisition and related financing by portfolio company NRC Group Holdings, LLC of Quail Run Services, LLC, a provider of wellsite wastewater treatment services throughout five disposal sites in the Eagle Ford Shale and Permian Basin.
  • Connell Limited Partnership sells Anchor Danly and AWC Manufacturing to Hidden Harbor Capital PartnersJones Day represented Connell Limited Partnership in connection with its sale of Anchor Danly and AWC Manufacturing, manufacturers and distributors of industrial tooling and metal fabrication services to tool and mold companies, to Hidden Harbor Capital Partners.
  • Great Elm Capital Group acquires Valley Healthcare Group and Northwest Medical for $63.6 millionJones Day advised Great Elm Capital Group, Inc. in the $63.6 million acquisition and combination of Valley Healthcare Group and Northwest Medical to create a leading regional provider of sleep and respiratory-focused durable medical equipment and services across five states in the U.S., serving approximately 70,000 patients annually.
  • Granite Construction acquires Layne Christensen for $536 million stock mergerJones Day advised Granite Construction Incorporated in its $536 million stock-for-stock acquisition of Layne Christensen Company, a global water management, construction, and drilling company.
  • National Response Corporation acquires Progressive Environmental Services, Inc. (also known as SWS Environmental Services)Jones Day advised long standing client J.F. Lehman & Company, a leading mid-market private equity firm focused on the defense, aerospace, and maritime sectors, in connection with the acquisition by portfolio company National Response Corporation of Progressive Environmental Services, Inc. (also known as SWS Environmental Services).
  • Mill Creek forms joint venture with ASRS to acquire all outstanding sharesJones Day advised Mill Creek Residential Trust LLC and its management team in the acquisition of all the outstanding shares of Mill Creek by the Arizona State Retirement System and the management team.
  • Granite Construction acquires LiquiForceJones Day advised Granite Construction Incorporated in its acquisition of LiquiForce, a privately-owned company which serves public and private sector water and wastewater customers in both Canada and the U.S.
  • Teradyne acquires EnergidJones Day advised Teradyne, Inc. in its acquisition of Energid, a Cambridge, Massachusetts-based integrator, engineering firm, and developer of robot control, simulation and machine vision software.
  • The following represents experience acquired prior to joining Jones Day:

    Represented a multinational beverage company in a $500 million registered debt offering.

    Represented a Fortune 100 U.S. IT company in a $330 million acquisition of a leading provider of service simulation solutions for developing applications in composite and cloud environments.

    Represented a multinational beverage company in a $750 million debt exchange offering.

    Represented a Fortune 100 U.S. IT company in a $2.1 billion unsolicited-turned-friendly tender offer of another U.S. IT company.

    Represented a U.S. multinational conglomerate in a $1 billion acquisition via tender offer to acquire a U.S. defense-sector company.

    Represented a European telecommunications company in a $205 million divestiture of certain North American operations.

    Represented a U.S. publicly traded pharmaceutical company in its $2.1 billion sale, via tender offer, to a multinational pharmaceutical company.

    Represented a private equity entity in a $200 million divestiture of a secondary aluminum market participant business, $65 million acquisition of a the die-casting business of a publicly traded U.S. company, and $125 million divestiture of an industrial manufacturing subsidiary via auction.

    Represented a Fortune 100 U.S. IT company in a $2.2 billion convertible notes offering.

    Additional Publications

    • October 31, 2019
      The Elements of Proxy Style, Corporate Counsel

    Speaking Engagements

    • October 11, 2019
      Trends in Indemnification, panelist, University of Texas M&A Forum
    • November 6, 2018
      Hot Topics in Corporate Governance
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