Micah Kegley

Mr. Kegley represents acquirers, targets and special committees in significant transactions, including public and private acquisitions and divestitures, going-private transactions, auctions, public company and private company tender offers, joint ventures, corporate venture capital and cross-border transactions.

Representative matters include:

• The Advisory Board Company in its strategic review process and resulting $2.6 billion multiparty sale of its health care business to OptumInsight, Inc. and education business to Vista Equity Partners
• Centene Corporation in a number of transactions, including its:
  • $19.6 billion acquisition of WellCare Health Plans, Inc. (including the related divestitures of IlliniCare Health Plan, Missouri Care and WellCare of Nebraska)
  • $2.5 billion acquisition of Magellan Health, Inc.
  • acquisitions of Apixio, Community Medical Group, MHM Services, PANTHERx Specialty Pharmacy and the Medicaid membership of NextLevel Health Partners
  • $1.35 billion sale of Magellan Rx to Prime Therapeutics
  • $750 million sale of Magellan Specialty Health to Evolent Health, Inc.
  • sales of Casenet, Centurion, HealthSmart and U.S. Medical Management
  • cooperation agreement with Politan Capital Management
• Del Frisco’s Restaurant Group in its $325 million acquisition of Barteca Holdings
• Digital Media Solutions, LLC in its $757 million de-SPAC transaction with Leo Holdings Corp.
• Dynegy Inc. in a number of transactions, including its:
  • $1.74 billion stock-for-stock merger with Vistra Energy
  • $3.3 billion acquisition of Engie’s U.S. fossil generation portfolio, including (i) the formation of a joint venture with Energy Capital Partners (ECP) to effect the acquisition, (ii) Dynegy’s subsequent $375 million purchase of ECP’s interests in the joint venture and (iii) Dynegy’s $150 million sale of common stock to an affiliate of ECP
  • $480 million sale of two power plants to LS Power
  • $180 million sale of one power plant to Rockland Capital
• FC PAC Holdings, LLC, a medical-services holding company sponsored by a consortium of private equity funds, in its acquisition and subsequent sale of Hospice Compassus
• the special committee of Fifth Street Asset Management Inc. in a strategic review process, which resulted in Fifth Street’s $320 million asset sale of its business development company advisory business to Oaktree Capital Management, L.P.
• Fifth Street Finance Corp. in its settlement with activist investor RiverNorth Capital Management, LLC
• Gannett Co., Inc. in its unsolicited proposed but terminated acquisition of Tribune Publishing Company and Gannett’s related proxy contest to withhold votes from Tribune’s director nominees
• Global Guardian in its sale to Align Capital Partners
• Infigen Energy Ltd. in its $275 million sale of its equity interests in 18 U.S. wind farms and U.S.-based asset management and operations business to ArcLight Capital Partners
• JLL Partners in its acquisition of a majority interest in Aviation Technical Services
• LCY Chemical Corp (Taiwan) in its terminated $700 million inversion transaction to combine its styrenic block copolymer business with Kraton Performance Polymers, Inc.
• Performance Food Group Company in a number of transactions, including its:
  • $2.5 billion acquisition of Core-Mark Holding Company, Inc.
  • $2 billion acquisition of Reinhart Foodservice, LLC
  • acquisition of Merchants Foodservice
• Privilege Underwriters, Inc., the holding company for PURE Insurance, in its equity recapitalization with investments from Stone Point Capital and Kohlberg Kravis Roberts & Co., and in XL Group Plc’s minority investment in Privilege Underwriters
• RHA Health Services, Inc., a provider of intellectual and developmental disabilities, behavioral health and substance abuse care, in the sale of its Utah-based operations
• a consortium of private equity funds in its sale of RHA Health Services, Inc. to Blue Wolf Capital Partners
• Sprint Nextel Corporation in its $21.6 billion sale of a 78% stake to Softbank Corporation and its $3.5 billion acquisition of the shares of Clearwire Corporation that it did not already own
• TECO Energy, Inc. in its $6.5 billion sale to Emera Inc.