Dean C. Bachus

Partner

Chicago + 1.312.269.4220

For more than 20 years, Dean Bachus has focused his practice on executive compensation, benefits, and Employee Retirement Income Security Act (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.

Experiencia

  • Open Lending enters into merger agreement to be acquired by ANVJones Day is advising Open Lending Corporation, a leading provider of insurance-backed lending enablement and risk analytics solutions for financial institutions, in its acquisition by ANV Group Holdings Ltd., a global insurance intermediary platform, for $3.15 per share through an all-cash tender offer.
  • Boviet Solar Technology sells U.S. PV module manufacturing and PV cell manufacturing assets to INOX Solar Americas for approximately $750 millionJones Day advised Boviet Solar USA Ltd, a leading solar technology company specializing in manufacturing top-performing Gamma Series™ Monofacial and Vega Series™ Bifacial PV modules, in the sale of its U.S.-based subsidiaries', Boviet Solar Technology (North Carolina) LLC, and Boviet Solar Cell Technology (North Carolina) LLC, assets to INOX Solar Americas, LLC, a U.S.-based renewable energy company backed by INOX Clean Energy Limited, for approximately $750 million.
  • Bora Pharmaceuticals acquires MacroGenics, Inc.'s GMP manufacturing operationsJones Day represented Bora Pharmaceuticals Co., Ltd. in its acquisition of the GMP manufacturing operations, including the CDMO business, of MacroGenics, Inc. (Nasdaq: MGNX) for $122.5 million cash.
  • Payward acquires ReapJones Day is advising Payward, Inc. in the $600 million acquisition of Reap Technologies, a leading stablecoin-native, card issuing and payments infrastructure company enabling global money movement.
  • SAP acquires ReltioJones Day advised SAP SE on the acquisition of Reltio, Inc., a leading master data management (MDM) software provider, to help customers make their SAP and non-SAP enterprise data AI-ready.
  • Payward acquires BitnomialJones Day advised Payward, Inc. in its acquisition of Bitnomial, the first fully CFTC-licensed derivatives company in the United States built for digital assets, for up to $550 million payable in cash and stock.
  • M&T provides $1.5 billion unsecured term loan credit facility to leading IG energy companyJones Day represented Manufacturers and Traders Trust Company, as administrative agent, in connection with a $1.5 billion unsecured term loan credit facility provided to a leading IG energy company.
  • Whitman Peterson expands partnership with Cardinal GroupJones Day advised Whitman Peterson in the expansion of its partnership with Cardinal Group Holdings LLC, one of the nation’s largest student-housing operating platforms.
  • Verily spins out from Alphabet and raises $300 millionJones Day represented Verily Health in its spin-out from Alphabet, Inc., corporate restructuring and $300 million new money financing.
  • Gemspring Capital invests in Aeromed GroupJones Day advised Gemspring Capital Management, LP in the strategic minority investment in and financing of Aeromed Group LLC, a leading provider of comprehensive supply chain solutions to the global aerospace and defense industry.
  • Hexagon sells Design & Engineering business to CadenceJones Day advised Hexagon AB in the €2.7 billion sale of its Design & Engineering business, which includes the business formerly known as MSC Software, to Cadence Design Systems.
  • MGI Tech sells Complete Genomics to Swiss RocketsJones Day represented MGI Tech Co., Ltd., a China-based global leader in DNA sequencing, on the sale of its U.S. subsidiary, Complete Genomics Inc., a pioneering life science company that develops and commercializes end-to-end DNA sequencing platforms, including instruments, reagents, and software, for high-throughput human genome sequencing and analysis in research applications, to Swiss Rockets AG, a specialized biotechnology incubator and accelerator based in Basel, Switzerland.
  • NerdWallet acquires College Finance CompanyJones Day advised NerdWallet, Inc. in the acquisition of College Finance Company, LLC.
  • Payward d/b/a Kraken acquires MagnaJones Day advised Payward, Inc. d/b/a Kraken in its acquisition of Magna, a leading token management platform used by crypto-native teams to manage vesting, claims, distributions, and related operational workflows.
  • Axiom Partners sells Circle8 to Atlantic InternationalJones Day advised Axiom Partners and Circle8 Group on the sale of all shares in Circle8 Group to Atlantic International Corp (NASDAQ: ATLN) in an all-stock transaction resulting in Axiom or its designated affiliate holding a majority stake in Atlantic International Corp.
  • West Pharmaceutical Services sells manufacturing and supply rights for SmartDose® 3.5mL On-Body Delivery System to AbbVieJones Day is advising West Pharmaceutical Services, Inc. (NYSE: WST), a global leader in innovative solutions for injectable drug administration, in the sale of all manufacturing and supply rights for SmartDose® 3.5mL On-Body Delivery System and associated facilities to AbbVie (NYSE: ABBV) for $112.5 million at close, subject to working capital and other adjustments.
  • DecisionHR sells majority stake to Coalesce CapitalJones Day advised DecisionHR in the sale of a majority stake to Coalesce Capital Partners, a private equity firm focused on investing in human capital-driven and technology-enabled services companies.
  • Consumer products company obtains $250 million secured revolving credit facilityJones Day represented a prominent consumer products company in its entry into a $250 million secured revolving credit facility, refinancing its existing credit facility.
  • Portfolio company enters into initial term loan and revolving loan facility, totaling $50 millionJones Day represented a portfolio company of a private investment firm on its entry into an initial term loan and revolving loan facility.
  • CBRE Investment Management closes CBRE Real Estate Partners 2 at $1.6 billionJones Day represented CBRE Investment Management (CBRE IM) in connection with the final close of CBRE Real Estate Partners 2 SCSp (REP2) and related subscription credit facility.