James P.Dougherty

Practice Leader M&A

New York + 1.212.326.3409

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James Dougherty leads the Firm's M&A Practice. He advises companies on transactional matters, including takeover defense, leveraged buyouts, proxy contests, shareholder activism, and corporate governance.

James has worked on a variety of mergers and acquisitions transactions representing acquirors, sellers, and special committees. Representative transactions include Marathon Petroleum's acquisition of Andeavor; Goodrich Corporation in its sale to United Technologies; USG in its sale to Knauf; Parker Hannifin in its acquisition of Clarcor; The Lubrizol Corporation in its acquisition by Berkshire Hathaway; Cintas in its acquisition of G&K Services; and Exelis in its acquisition by Harris Corporation. James also has extensive experience with corporate carve-outs, going-private, and spin-off transactions.

Other companies with which James has worked on substantial M&A transactions include: Asbury Automotive, Cleveland-Cliffs, Cooper Tire, Diebold, Greystar, LendingTree, Nordson, Olympic Steel, OM Group, Site Centers, STERIS, and Timken.

James regularly advises boards of directors and management in connection with activism campaigns, proxy fights, and other shareholder engagement matters. He has helped clients respond to activist situations involving Carl Icahn, JANA Partners, Elliott Management, Impactive Capital, D.E. Shaw, Barington Capital, and Engine Capital, among others.

James was born in Brooklyn, New York. He joined Jones Day in 2004 and became a partner in 2008.

Experience

  • Marathon Petroleum acquires Andeavor in deal valued at $23.3 billionJones Day advised Marathon Petroleum Corp. (NYSE: MPC) in connection with the acquisition and related financing of Andeavor (NYSE: ANDV) to create a leading U.S. refining, marketing, and midstream company.
  • The Duchossois Group sells The Chamberlain Group LLC to BlackstoneJones Day advised The Duchossois Group, Inc. in the sale of The Chamberlain Group LLC, a global leader in smart access solutions, to private equity funds managed by Blackstone.
  • STERIS acquires Cantel Medical for $3.6 billionJones Day advised STERIS plc in its acquisition of Cantel Medical Corp, a global provider of infection prevention products and services primarily to endoscopy and dental customers, for $3.6 billion.
  • American Industrial Partners portfolio company Vertex merges with VectrusJones Day advised Vertex Aerospace, a portfolio company of American Industrial Partners, in its stock-for-stock merger with Vectrus, Inc. (NYSE: VEC), at an implied value for Vertex of approximately $2.1 billion.
  • Cooper Tire & Rubber sold to The Goodyear Tire & Rubber Company for approximately $2.5 billion enterprise valueJones Day advised Cooper Tire & Rubber Company in its $2.5 billion sale to The Goodyear Tire & Rubber Company.
  • USG acquired by Gebr. Knauf for $7 billionJones 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.
  • LORD Corporation acquired by Parker Hannifin for $3.675 billionJones Day advised LORD Corporation in its $3.675 billion acquisition by Parker Hannifin Corporation.
  • Fairmount Santrol and Unimin merge creating CoviaJones Day advised Fairmount Santrol in its merger with Unimin Corporation, a wholly owned subsidiary of SCR-Sibelco NV, in a tax-free, cash and stock transaction, creating a leader in proppant and industrial materials solutions.
  • Greystar forms open ended core plus fund and acquires Monogram for approximately $4.4 billionJones Day advised Greystar Real Estate Partners on a number of related transactions culminating in the acquisition of Monogram Residential Trust, Inc. (a publicly traded REIT based in Plano, Texas), an owner, operator, and developer of luxury apartment communities with a significant presence in select coastal markets, in a transaction valued at approximately $4.4 billion, including the debt assumed or refinanced in connection with the transaction.
  • Parker Hannifin acquires CLARCOR for $4.3 billionJones Day advised Parker Hannifin Corporation in its $4.3 billion acquisition of filtration company CLARCOR Inc.
  • Avient to acquire DSM Protective Materials businessJones Day is advising Avient Corporation (NYSE: AVNT), a leading provider of specialized and sustainable material solutions, in its $1.485 billion purchase of Koninklijke DSM N.V.’s protective materials business, a leading specialty engineered materials business built around the invention of Dyneema®, the world’s strongest fiber.
  • PolyOne acquires Clariant color and additive masterbatch business for $1.5 billionJones Day advised PolyOne Corporation in the $1.5 billion purchase of Clariant’s global color and additive masterbatch business.
  • Cintas acquires G&K Services for $2.2 billionJones Day advised Cintas Corporation in its acquisition of all of the outstanding shares of G&K Services, Inc. for $97.50 per share in cash, for a total enterprise value of approximately $2.2 billion, including acquired debt.
  • Goodrich merges with industrial conglomerate United Technologies for $18.4 billionJones Day advised Goodrich Corporation in its $18.4 billion merger with United Technologies Corp., marking a major milestone for the company and strengthening its position in the commercial aerospace industry.
  • Sherwin-Williams acquires Valspar for $11.3 billionJones Day advised The Sherwin-Williams Company in its $11.3 billion acquisition of The Valspar Corporation.
  • Lubrizol acquired by Warren Buffett's Berkshire Hathaway for $9.7 billionJones Day advised The Lubrizol Corporation in its acquisition by Berkshire Hathaway for $9.7 billion.
  • Cleveland-Cliffs acquires ArcelorMittal USA for approximately $1.4 billionJones Day advised Cleveland-Cliffs Inc. in connection with the acquisition and financing of substantially all of the operations of ArcelorMittal USA for approximately $1.4 billion.
  • Cleveland-Cliffs acquires AK Steel in $1.1 billion stock swapJones Day advised Cleveland-Cliffs Inc. (NYSE: CLF) in its merger with AK Steel Holding Corporation (NYSE: AKS) pursuant to which Cliffs acquired all of the issued and outstanding shares of AK Steel common stock.
  • Confidential flat-rolled steel producer acquires Ferrous Processing and Trading Company for $775 millionJones Day advised a confidential flat-rolled steel producer in the $775 million acquisition of Ferrous Processing and Trading Company (FPT), including certain related entities.
  • STERIS acquires Key Surgical for approximately $850 millionJones Day advised STERIS plc (NYSE: STE) in the $850 million acquisition of Key Surgical, a leading global provider of sterile processing, operating room, and endoscopy products, and a portfolio company of Water Street Healthcare Partners, LLC.
  • OMNOVA acquired by Synthomer plc for $824 millionJones Day advised OMNOVA Solutions Inc. in its $824 million acquisition by Synthomer plc, a United Kingdom-based specialty chemical company.
  • 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.
  • Asbury Automotive acquires Park Place Dealerships for $735 millionJones Day advised Asbury Automotive Group, Inc., one of the largest automotive retail and service companies in the U.S., in the acquisition of certain assets of Park Place Dealerships, one of the country's largest and most prominent luxury dealer groups, for $685 million of goodwill and approximately $50 million for parts, fixed assets, and leaseholds, excluding vehicle inventory.
  • Syntel acquired by Atos S.E. for approximately $3.57 billionJones Day advised the founding shareholders, which, together with certain affiliates, collectively own more than a majority of the outstanding shares of Syntel, Inc. in connection with its approximately $3.57 billion cash sale of Syntel, Inc. to Atos S.E.
  • Exelis acquired by Harris Corporation for $4.8 billionJones Day advised Exelis, Inc. in its acquisition by Harris Corporation in a cash and stock transaction valued at $23.75 per share, or approximately $4.8 billion enterprise value.
  • Associated Estates acquired by Brookfield Asset Management for $2.5 billionJones Day advised Associated Estates Realty Corporation in the acquisition by an affiliate of Brookfield Asset Management for $2.5 billion including the assumption of debt.
  • Polypore sells the Company to Asahi Kasei for $3.2 billionJones Day advised Polypore International, Inc. (NYSE:PPO) in its definitive agreements for the sale of the Company to Asahi Kasei Corporation (TSE1:3407), through a U.S. subsidiary, for $60.50 per share in cash.
  • STERIS and Synergy Health close $6.2 billion cash and stock combinationJones Day represented STERIS Corporation in its combination with Synergy Health plc in a cash and stock transaction.
  • OM Group acquired by Apollo Affiliated Funds for $1.03 billionJones Day advised OM Group, Inc. in its acquisition by funds managed by affiliates of Apollo Global Management, LLC, for $34.00 per share in cash, or approximately $1.03 billion.
  • PolyOne sells its Performance Products and Solutions business to SK Capital Partners for $775 millionJones Day advised PolyOne Corporation (NYSE: POL), a leading global provider of specialized polymer materials, services and solutions, in its $775 million cash sale of its Performance Products and Solutions business to SK Capital Partners.
  • MPLX LP acquires Andeavor Logistics LPJones Day represented Marathon Petroleum Corporation, one of the largest independent refining, marketing and midstream companies in the U.S., in the combination of its two master limited partnerships, MPLX LP (NYSE: MPLX) and Andeavor Logistics LP (NYSE: ANDX) in a unit-for-unit transaction at a blended exchange ratio of 1.07x, representing an equity value of approximately $9 billion and an enterprise value of $14 billion for ANDX.
  • Nationwide Mutual Insurance Co. acquires Nationwide Financial Services for $2.4 billionJones Day advised Nationwide Mutual Insurance Company (Mutual) in its $2.4 billion acquisition of Nationwide Financial Services, Inc.
  • EXCO Resources' Special Committee of Board of Directors advised in proposed $4 billion buyout by CEO Douglas H. MillerJones Day advised The Special Committee of the Board of Directors of EXCO Resources, Inc. in the proposed $4 billion offer from Chairman and Chief Executive Officer, Douglas H. Miller, to purchase all of the outstanding shares of stock of the Company not already owned by Mr. Miller.
  • American Apparel sells IP rights to Gildan ActivewearJones Day represented American Apparel, LLC ("AA") in its second chapter 11 case, which was filed on November 14, 2016.
  • LendingTree acquires ValuePenguin for $105 millionJones Day advised LendingTree, Inc. in its $105 million acquisition of Value Holding Inc., the parent company of ValuePenguin.com, a personal finance website that conducts in-depth research and analysis on a variety of topics from insurance to credit cards.
  • American Greetings sells majority interest in company to Clayton, Dubilier & RiceJones Day advised American Greetings Corporation in its sale of a 60 percent ownership stake to Clayton, Dubilier & Rice.
  • Cargill acquires Diamond VJones Day advised Cargill, Incorporated in its acquisition of Diamond V, a leading global provider of innovative natural solutions and technologies that improve animal health, animal performance, and food safety.
  • Cooper Tire and Sailun announce joint venture for new TBR tire plant in VietnamJones Day advised Cooper Tire & Rubber Company in its formation of a joint venture with Sailun (Vietnam) Co., Ltd. to build a manufacturing plant with the capacity to produce more than two million truck and bus radial (TBR) tires annually.
  • Timken acquires The Diamond Chain CompanyJones Day advised The Timken Company in its acquisition of The Diamond Chain Company, a supplier of high-performance roller chains for industrial markets, from Amsted Industries.
  • Timken acquires Cone DriveJones Day advised The Timken Company in its acquisition of Cone Drive, a leader in precision drives used in diverse markets including solar, automation, aerial platforms, and food and beverage.
  • Timken acquires Groeneveld Group for $280 millionJones Day advised The Timken Company in its $280 million acquisition of Groeneveld Group, a leading provider of automatic lubrication solutions used in on- and off-highway applications.
  • TriMas announces tax-free spin-off of Cequent businessesJones Day advised TriMas Corporation in the tax-free spin-off of 100 percent of its Cequent businesses into a new stand-alone, publicly traded company named Horizon Global Corporation.
  • DDR spins off $3 billion portfolio into separate publicly-traded REITJones Day advised DDR Corp. in its spin-off of a portfolio of 50 assets, comprised of 38 Continental U.S. assets and the entirety of the Puerto Rico portfolio into a separate publicly-traded REIT named Retail Value Inc. ("RVI").
  • Timken completes plan to separate its businesses into two independent publicly traded companiesJones Day advised The Timken Company in its spin-off of its steel business from its bearing and power transmission business.
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    Speaking Engagements

    • June 3, 2015
      Global Insights: The Future of M&A
    • April 8, 2015
      Transaction Liability Insurance--Strategic Tools for M&A, Presented by Lazard/AON
    • January 20, 2011
      Association of Corporate Counsel, Corporate Governance, Executive Compensation and Hostile Takeovers: How to Prepare for the Boardroom in 2011
    • September 30, 2010
      2010 Transaction Update, panelist, Jones Day/Ernst & Young CPE/CLE Event
    • September 20 - 23, 2010
      Jones Day's Louis Rorimer and James Dougherty to Speak at NASPP Annual Conference
    • July 2010
      Doing Business in Greater China: A Candid Discussion of Current Issues
    • September 25, 2007
      Resolving Post-Closing Disputes, Jones Day
    • September 2006
      State of the Market-Mergers and Acquisitions Review, Cleveland Bar Association
    • September 2005
      SEC Hot Topics Seminar, panelist, Glasser Legalworks/RR Donnelly

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