Michael Darby

Life Sciences

Chiesi Farmaceutici in connection with its US$1.48 billion acquisition of Amryt Pharma.
Emmes in connection with acquisition of VaxTRIALs.
Quest Diagnostics Incorporated, the world’s leading provider of diagnostic information services, in connection with:
- the US$760 million sale of its ownership interest in Q2 Solutions to IQVIA;
- its acquisition of Pack Health, LLC;
- its proposed acquisition of select assets from University Hospitals' outreach laboratory services business;
- its acquisition of select lab assets from Allina Health;
- its proposed acquisition of OhioHealth’s outreach laboratory services business;
- its acquisition of select assets of Northern Light Health’s outreach laboratory services business;
- its acquisition of select assets of Summa Health’s outreach laboratory services business;
- its acquisition of substantially all the assets of Labtech Diagnostics;
- its acquisition of select assets which constitute substantially all the operations of Memorial Hermann Diagnostic Laboratories, the outreach laboratory division of Memorial Hermann Health System; and
- its acquisition of the outreach laboratory services business of Mercy, one of the nation’s most highly integrated, multi-state health care systems.
One Equity Partners in connection with its acquisition of Ernest Health Holdings from Guiding Health Management Group and Medical Properties Trust, and the related acquisition of several additional rehabilitation hospitals and greenfield hospitals under development from Vibra Healthcare on behalf of Ernest Health.
Evolent Health, Inc. in connection with its US$225 million initial public offering and related reorganization to implement an Up C structure.
Initial purchasers in connection with a US$250 million 144A/Reg. S high-yield senior debt offering and underwriters in connection with a US$268 million registered secondary offering of common stock of Surgical Care Affiliates, Inc., a portfolio company of private equity sponsor TPG.

Industrials

US Ecology, Inc. in connection with:
- its US$2.2 billion sale to Republic Services Inc.; and
- its US$966 million merger with NRC Group Holdings Corp.
Crown Holdings, Inc. in connection with:
- its cooperation agreement with Carl Icahn;
- the €1.9 billion sale of its European tinplate business to KPS Capital Partners;
- its approximately US$3.9 billion acquisition of Signode Industrial Group Holdings (Bermuda) Ltd. from The Carlyle Group; and
- various debt offerings.
Hertz Global Holdings, Inc. in connection with its approximately US$2.3 billion acquisition of Dollar Thrifty Automotive Group, Inc.
MiddleGround Capital in connection with its acquisition of Lindsay Precast.
Olin Corporation in connection with its approximately US$328 million acquisition of K. A. Steel Chemicals, Inc.
Crown Castle International Corp. in connection with various matters, including a US$1 billion offering of senior secured notes.
Underwriters in connection with a US$1.025 billion registered senior debt offering and a €700 million Reg. S debt offering of Albemarle Corporation to finance its acquisition of Rockwood Holdings, Inc.
Initial purchasers in connection with a US$250 million 144A/Reg. S high-yield senior debt offering of Affinia Group Inc., a portfolio company of private equity sponsor Cypress Group L.L.C.
Underwriters in connection with a US$400 million registered high-yield senior debt offering of American Axle & Manufacturing, Inc.

Financial Services

T. Rowe Price in connection with its US$4.2 billion acquisition of Oak Hill Advisors.
Hunt Companies and Amber Infrastructure in connection with a proposed strategic business combination with Boyd Watterson Asset Management to form a global diversified real estate, infrastructure and fixed income asset management company managing approximately US$35.7 billion in assets.
The special committee of the board of directors of Delphi Financial Group, Inc. in connection with its approximately US$2.7 billion acquisition by Tokio Marine Holdings, Inc.
Gramercy Funds Management in connection with a minority investment from Kudu Investment Management.
Radcliffe Capital Management in connection with a minority investment from Kudu Investment Management.
Douglass Winthrop Advisors in connection with a minority investment from Kudu Investment Management.
Business Development Corporation of America in connection with its acquisition of a controlling interest in Siena Capital Finance LLC from Solaia Capital Advisors LLC.
Hercules Capital, Inc. in connection with its US$125 million acquisition of venture lending portfolio assets from Ares Capital Corporation.
Nicholas Financial, Inc. in connection with its acquisition of Metrolina Credit Company.
Kohlberg Kravis Roberts & Co. in connection with various investments.
Corporate Capital Trust, Inc., a business development company advised by a partnership between FS Investments and KKR Credit, in connection with the listing of its shares on the NYSE, and its merger with FS Investment Corporation to create the second largest publicly-traded business development company, as well as general corporate matters.
Corporate Capital Trust II, a business development company advised by a partnership between FS Investments and KKR Credit, in connection with its multi-billion dollar continuous equity offering and general corporate matters.
WhiteHorse Finance, Inc., a business development company advised by an affiliate of H.I.G. Capital, L.L.C., in connection with capital markets transactions and general corporate matters.
AB Private Credit Investors Corporation, a business development company advised by an affiliate of AllianceBernstein L.P., in connection with capital markets transactions and general corporate matters.
GoldenTree Asset Management in connection with its role as sub-adviser to FS Credit Income Fund.

Consumer and Retail

B&G Foods, Inc. in connection with:
- its US$420 million sale of its Pirate Brands business to The Hershey Company;
- its US$365 million acquisition of the spices and seasonings business of ACH Food Companies, Inc.;
- its US$162.5 million acquisition of Back to Nature Foods Company, L.L.C.;
- its US$80 million acquisition of Clabber Girl Corporation;
- its US$70 million acquisition of Victoria Fine Foods Holding Company;
- its US$32 million acquisition of the McCann's brand of premium Irish oatmeal;
- its acquisition of Farmwise LLC; and
- various registered debt and equity offerings.
Clarion Capital Partners in its sale of Lenox Corp. to Centre Lane Partners.
Underwriters in connection with the US$92 million initial public offering of Boot Barn Holdings, Inc., a portfolio company of private equity sponsor Freeman Spogli & Co.
Underwriters in connection with a US$500 million registered senior debt offering and a €650 million registered senior debt offering of Expedia, Inc.

Technology

IBM in connection with several acquisitions.
Rocket Software in connection with a US$2 billion investment by Bain Capital Private Equity.
Blackboard Inc., an affiliate of Providence Equity Partners, in connection with its approximately US$260 million acquisition of Higher One Holdings, Inc. and the sale of its Transact business unit to Reverence Capital Partners.
Affiliates of GIC in its acquisition of a substantial equity stake (along with Silver Lake Partners) in Ancestry.com.

Energy and Natural Resources

Energy Harbor Corp. in connection with its acquisition by Vistra Corp.
The Williams Companies, Inc. in connection with its proposed combination with Energy Transfer Equity, L.P. in a transaction valued at approximately US$38 billion.
Underwriters in connection with a US$3.0 billion registered high-yield senior debt offering of, and concurrent senior notes tender offer by, Chesapeake Energy Corporation.
Initial purchasers in connection with a US$500 million 144A/Reg. S high-yield senior debt offering of, and concurrent senior notes tender offer by, Ocean Rig UDW Inc.

Includes matters handled at Dechert or prior to joining the firm.