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;
• Amherst Holdings in the combination of its broker-dealer business with Pierpont Securities, a broker-dealer sponsored by Stone Point Capital;
• 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.;
• $1.35 billion sale of Magellan Rx to Prime Therapeutics LLC;
• pending $750 million sale of Magellan Specialty Health to Evolent Health, Inc.;
• acquisitions of Apixio, Community Medical Group, MHM Services, PANTHERx Specialty Pharmacy and the Medicaid membership of NextLevel Health Partners;
• sales of Casenet, LLC and U.S. Medical Management, LLC; and
• cooperation agreement with Politan Capital Management LP;
• 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; and
  • its $3.3 billion acquisition of Engie’s U.S. fossil generation portfolio;
• 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;
• 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;
• JLL Partners in its acquisition of a majority interest in Aviation Technical Services;
• Performance Food Group Company in a number of transactions, including its:
• pending $2.5 billion acquisition of Core-Mark Holding Company, Inc.; and
• $2 billion acquisition of Reinhart Foodservice, LLC;
• 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;
• Sprint Nextel Corporation in its $21.6 billion sale of a 78 percent stake to Softbank Corporation and its $3.5 billion acquisition of the shares of Clearwire Corporation that it did not already own; and
• TECO Energy, Inc. in its $6.5 billion sale to Emera Inc.