Jack P. Rossman

Mr. Rossman advises public and private companies in a variety of U.S. and cross-border corporate matters, including mergers, acquisitions, dispositions, investments, restructurings, spin-offs, joint ventures and SPAC transactions. He also regularly advises clients on securities laws, SEC disclosure, shareholder activism, takeover preparedness and corporate governance matters. Examples of his representations include:

• Neuberger Berman Group in the $12.5 billion business combination of its Dyal Capital Partners division, Owl Rock Capital Group and Altimar Acquisition Corporation;
• WeWork Inc. in its $9 billion de-SPAC business combination with BowX Acquisition Corp., a special purpose acquisition company;
• Aircastle Limited in its $7.4 billion take-private merger with Marubeni Corp. and Mizuho Leasing Co. Ltd.;
• Pagaya Technologies Ltd. in its $8.5 billion de-SPAC business combination with EJF Acquisition Corp.;
• Rite Aid Corporation in a variety of transactions, including its:
  • proposed but terminated $17.2 billion merger with Walgreens Boots Alliance, Inc.;
  • sale of 1,932 stores and related assets to Walgreens Boots Alliance, Inc. for $4.4 billion;
  • $2 billion acquisition of EnvisionRx from TPG Capital and other owners; and
  • proposed but terminated merger with privately held Albertsons Companies, Inc.;
• Centene Corporation in its $6.8 billion acquisition of Health Net, Inc.;
• Gilead Sciences in its $5.1 billion investment in, and expanded collaboration with, Galapagos NV;
• Boral Limited in its $2.6 billion acquisition of U.S.-based Headwaters Incorporated;
• Crane Co. in its proposed but terminated $1.8 billion tender offer for all of the outstanding shares of CIRCOR International, Inc.;
• Perella Weinberg Partners in its $975 million de-SPAC business combination with FinTech Acquisition Corp. IV;
• Fortress Transportation and Infrastructure Investors LLC in the spin-off of its infrastructure business into an independent public company called FTAI Infrastructure Inc.;
• affiliates of MSX International, Inc. in connection with its sale to Bain Capital Private Equity;
• WellDyne, Inc. in its sale of pharmacy benefit manager WellDyneRx, Inc. to The Carlyle Group;
• News Corporation in its $1 billion acquisition of Move, Inc., the owner of Realtor.com;
• New Senior Investment Group Inc. in connection with its publicly announced exploration of strategic alternatives and subsequent internalization of management;
• Sculptor Capital Management, Inc. (formerly Och-Ziff Capital Management Group Inc.) in a recapitalization transaction involving a significant equity reallocation from its founding partners to current management and its conversion from a limited liability company to a corporation;
• Fortress Investment Group LLC in connection with the internalization of management of Rithm Capital Corp. (formerly New Residential Investment Corp.);
• New Fortress Energy Inc. in its exchange transactions and its conversion from a limited liability company to a corporation;
• the PGA TOUR in various transactions, including the merger of its affiliate with an affiliate of EZLinks Golf to create a joint venture, EZLinks Golf LLC;
• Becton, Dickinson & Company in its sale of assets to Merit Medical Systems, Inc.;
• Sentinel Capital Partners in various private equity transactions, including its acquisitions of: (i) PlayCore; (ii) Hollander Sleep Products; and (iii) Total Military Management, Inc.; and
• Ambev S.A. in its share swap agreement with Anheuser-Busch InBev SA/NV to sell Ambev brewing company businesses in Colombia, Peru and Ecuador in exchange for SABMiller plc brewing company businesses in Panama.

Mr. Rossman is actively involved in training, recruiting and summer associate programs. He serves on the firm’s Counsel Recruiting Committee and provides pro bono legal services to nonprofit organizations.