Katherine D. Ashley’s practice concentrates on mergers and acquisitions, general corporate and securities matters, and corporate compliance programs.
Ms. Ashley has represented buyers and sellers in public and private acquisitions and divestitures, stock and asset transactions, auctions, proxy fights, initial public offerings, joint ventures and other strategic alliances, including representation of:
- Allegheny Energy, Inc. in its $4.7 billion pending acquisition by FirstEnergy Corp. in a stock-for-stock merger;
- Electricité de France in its $4.5 billion acquisition of a 49.99 percent stake in the nuclear business of Constellation Energy Group, Inc.;
- The AES Corporation in its $155 million acquisition of Mountain View Power Partners, LLC, a wind-generated facility located near Palm Springs, Calif.;
- Helmerich & Payne, Inc., an international drilling contractor, in its acquisition of TerraVici Drilling Solutions, L.P.;
- Retail Ventures, Inc. in its disposition of 81 percent of its ownership interest in its Value City Department Stores business;
- PPL Corporation in its acquisition of Penn Fuel Gas, Inc. and numerous acquisitions of energy services companies;
- PPL Global in its acquisition of Mirant Corporation’s 49 percent equity interest in Western Power Distribution, an operator of electric transmission and distribution companies in the U.K.;
- USEC Inc. in its privatization by the United States Government through a $1.4 billion public offering; and
- Norfolk Southern Corporation in its consent solicitation in its unsolicited offer to acquire Consolidated Rail Corporation (Conrail).
In the areas of general corporate and securities matters, Ms. Ashley advises clients on securities law compliance, disclosure issues and corporate governance matters. In addition, Ms. Ashley advises numerous clients on Rule 10b5-1 trading plans and practices.
Ms. Ashley also advises clients on the design and implementation of ethics and compliance programs, including assisting with the development and administration of codes of conduct, hotline procedures, insider trading policies, disclosure policies and governance guidelines.