Jackson T. Garvey

Turnarounds & Workouts has named Jackson T. Garvey, a partner in Sidley’s Chicago office, to its “Outstanding Young Restructuring Lawyers 2025” list. The annual list recognizes a dozen emerging restructuring lawyers with outstanding achievements from the previous 12 months. Turnarounds & Workouts has highlighted Jackson’s support to Conn’s in its Chapter 11 restructuring, with RBC Capital Markets as prepetition ABL agent in the bankruptcy of Number Holdings, and with Impel Pharmaceuticals through its Chapter 11 cases, asset sale, and liquidating plan, among other matters. Jackson represents companies, sponsors, secured lenders, agents, and bondholder groups in connection with financial and operational restructurings (both in and out of court) and distressed asset dispositions and acquisitions. Jackson also advises corporate boards in connection with restructurings and potential insolvency scenarios. Jackson maintains an active pro bono practice with a focus on veterans issues and Section 1983 litigation.~~Turnarounds & Workouts has named Jackson T. Garvey, a partner in Sidley’s Chicago office, to its “Outstanding Young Restructuring Lawyers 2025” list. The annual list recognizes a dozen emerging restructuring lawyers with outstanding achievements from the previous 12 months. Turnarounds & Workouts has highlighted Jackson’s support to Conn’s in its Chapter 11 restructuring, with RBC Capital Markets as prepetition ABL agent in the bankruptcy of Number Holdings, and with Impel Pharmaceuticals through its Chapter 11 cases, asset sale, and liquidating plan, among other matters. Jackson represents companies, sponsors, secured lenders, agents, and bondholder groups in connection with financial and operational restructurings (both in and out of court) and distressed asset dispositions and acquisitions. Jackson also advises corporate boards in connection with restructurings and potential insolvency scenarios. Jackson maintains an active pro bono practice with a focus on veterans issues and Section 1983 litigation.

May 16

1 min

Sidley is pleased to announce the names of its 38 newly-elected partners and 27 newly-promoted counsel listed below by office and area of practice. These attorneys will become partners and counsel at Sidley effective January 1, 2025. “This class of partners and counsel reflects the continued growth of our practices across the Sidley platform,” said Mike Schmidtberger, Chair of Sidley’s Executive Committee. “Our clients are looking to us for guidance on a wide range of matters, and this group of lawyers is stepping up to meet those challenges.” “This combined group of 65 lawyers is the largest class we’ve elected and promoted in Sidley’s nearly 160-year history,” said Yvette Ostolaza, Chair of Sidley’s Management Committee. “We are proud to recognize this group of world-class Sidley lawyers with exceptional business acumen ready to lead in the boardroom, courtroom, and in their communities. We are grateful to our clients who make these promotions possible. Congratulations to this outstanding group of lawyers on their election to partner and promotion to counsel.” The new Sidley partners are as follows: Boston Kenyon Hall, Securities Enforcement and Regulatory, focuses her practice on representing individual and corporate clients in connection with investigations and enforcement proceedings brought by the Securities and Exchange Commission (SEC), the Financial Industry Regulatory Authority (FINRA), and various state and federal regulators. Kenyon also represents clients in employment disputes in arbitral forums. Century City Ryan M. Hicks, Private Equity, represents private equity firms and public and private companies in mergers and acquisitions and divestitures. He provides strategic counsel to clients across a range of industries including entertainment, sports, media, and healthcare. Diana Ovsepian, Real Estate, represents private equity firms, REITs, hedge funds, lenders, financial institutions, investment banks, institutional investors, hotel management companies, operators and other real estate investors in all facets of domestic and cross-border real estate, hospitality, and finance transactions. She provides counsel on a range of commercial real estate asset classes including hospitality, multi-family, industrial, office, retail, senior and assisted living, healthcare, and mixed-use properties. Chicago Andrew C. Adair, Global Finance, focuses on representation of issuers, fintech companies, private equity funds, specialty credit funds, banks, real estate investment trusts, insurance companies, corporate borrowers, alternative asset funds, and others in a wide variety of asset securitization, warehouse, forward flow purchase, secured lending, special situations, and other commercial finance transactions. Acquisitions and financings of personal loans, debt settlement loans, point-of-sale consumer loans, small business loans, residential mortgage loans and other receivables, comprise a significant portion of his practice. Sara N. Africano, Insurance, focuses her practice on helping clients in the insurance industry navigate complex insurance and financial regulatory issues and achieve their strategic goals. She represents insurance companies and financial services institutions on insurance regulatory and corporate matters in connection with a variety of transactions including M&A, corporate reorganization, joint venture, reinsurance, structured finance, and insurance holding company transactions. E. Kyle Barnett, Technology and Life Sciences Transactions, focuses his practice on technology and life sciences transactions. He counsels clients primarily in the area of intellectual property and technology transactions including mergers and acquisitions, joint ventures and strategic alliances, IP licenses, software development and licensing, outsourcing, and other commercial arrangements. Morgan Branch, Product Liability and Mass Torts, represents clients in their most important trial and litigation matters. She has a diverse range of experience representing and advising pharmaceutical, medical device, manufacturing, commercial, and consumer goods clients in complex product liability and commercial litigation matters in state and federal courts. Richard M. Chen, IP Litigation, focuses on complex patent litigation with experience spanning its most critical phases and has applied his litigation experience in matters involving a wide variety of technologies, with an emphasis on biologic medicines, wireless data standards, and computer software. He has developed and assessed infringement and validity theories, managed and conducted expert and fact discovery, and worked as a member of a successful trial team. Jessica M. Day, M&A, focuses her practice on the representation of buyers and sellers in public and private mergers and acquisitions across a wide range of industries and private equity transactions. She also regularly advises publicly traded and private companies regarding corporate governance matters and state corporate law. Jackson T. Garvey, Restructuring, represents debtors, secured lending syndicates, bondholder groups, equity holders, purchasers, sellers and individual creditors in all aspects of restructurings — both in and out of court — distressed asset dispositions and acquisitions, as well as bankruptcy-related litigation. He also maintains an active pro bono practice with a focus on veterans issues and Section 1983 litigation. Ryan A. Lee, Real Estate, focuses his practice on transactions in the healthcare sector. These include joint ventures, acquisitions, restructurings, and public-private projects and sale-leaseback transactions. He regularly represents REITS, insurance companies, institutional investors, private equity funds, closely held real estate companies and developers in connection with matters involving a variety of healthcare, office, retail, and industrial assets. He has handled transactions involving properties located throughout the U.S., Canada, and Europe. Paige A. Levitt, Insurance, focuses her practice on a variety of corporate, securities, and regulatory matters involving the insurance and financial services industry. She regularly represents insurance companies, private equity firms, and other industry participants in connection with domestic and cross-border mergers and acquisitions, private equity investments, public and private securities offerings, the formation and capitalization of domestic and offshore insurance and reinsurance companies, and related ventures — including sidecars and other alternative capital vehicles — and regulatory matters. Brad Meissen, Investment Funds, represents private equity and venture capital firms in connection with their organization, operations, management, capital raises, portfolio investments, and other strategic transactions. He has significant experience representing both large, sophisticated global asset management firms and emerging startup managers that operate and invest in different geographies, U.S. and abroad, and raise and deploy capital across multiple private equity asset classes, primarily focused on leveraged buyout, growth equity, venture capital, real estate, secondaries, private credit, and sports. Jaime R. Simon, Product Liability and Mass Torts, represents clients in their most important trial and litigation matters. She has a diverse range of experience litigating product liability, mass tort, and toxic tort actions, False Claims Act/qui tam matters, criminal cases, insurance class actions, and financial services disputes. Graeme R. Waller, Emerging Companies and Venture Capital, provides strategic counseling to emerging and high-growth companies at all stages of the life cycle, from formation to IPO and acquisition. He has extensive experience representing companies in venture capital financings, joint ventures, and mergers and acquisitions and regularly advises companies on general corporate and governance matters including employment law, equity compensation, and intellectual property law. Dallas Chelsea A. Priest, Commercial Litigation and Disputes, focuses her practice on commercial litigation and disputes in federal and state courts across a variety of industries. She is a trial lawyer who also has significant experience handling arbitration, class action, energy, and intellectual property matters. Houston Blair B. Belsky, Global Finance, focuses on a broad range of structured finance transactions including warehouse credit facilities, forward flow purchase, asset securitization, and other term financings for a wide range of asset classes. Her practice also focuses on financings and acquisitions of marketplace loans, small business loans, point-of-sale loans, home improvement loans, and other consumer receivables. Mahalia S. Doughty, Energy and Infrastructure, focuses on private equity, financing transactions, and debt restructurings. She has extensive experience representing private equity funds, public and private companies, financial institutions, and public and private issuers in a wide variety of financing transactions in both the United States and abroad, with a concentration on acquisition financing, investment grade lending, asset-based lending — including reserve-based lending for oil and gas transactions — and general working capital facilities. Chris Folmsbee, Energy and Infrastructure, focuses on representing public and private businesses and private equity and infrastructure funds with investment transactions, primarily in the energy and infrastructure space including experience representing clients with mergers, acquisitions, divestitures, debt and equity financings, and investments in distressed companies. His experience spans the energy sector including upstream, midstream, energy transition, and the transportation sector. Samantha C. Seley, Energy and Infrastructure, represents funds, management teams, and strategic investors in their investments in the energy, transportation, and infrastructure industries including energy transition, oil and gas, energy storage, digital infrastructure, telecommunications, rail, other infrastructure, manufacturing, and emerging technologies. She assists clients in a range of private equity investments, mergers and acquisitions, joint ventures, project development, equity financings, and other corporate matters. London Dr. Chris Boyle, Food, Drug and Medical Device, advises and litigates in the highly regulated fields of human and veterinary medicinal products, medical devices, biocides, chemicals, food, and feed. In addition to his advisory and litigation work, he coordinates multi-jurisdictional compliance projects and supports complex life sciences corporate transactions and private equity deals by providing valuable legal and industry insights and specialist due diligence. Dhevine Chandrapala, Restructuring, focuses on cross-border restructurings, advising sponsors, debtors, creditors, and strategic investors on restructurings of stressed and distressed businesses. He also advises private equity and credit houses, hedge funds, and investment banks in their review and diligence of European and Asian investment opportunities in par, stressed, and distressed transactions. Christopher Lock, Global Arbitration, Trade and Advocacy, advises clients on their most complex regulatory challenges arising out of international trade including sanctions and export controls, foreign investment screening, trade remedies and tariffs, supply chain regulations, WTO law, and trade-related aspects of UK sustainability regulations. He is also experienced in providing supplementary counseling to clients working through transactional matters including mergers and acquisitions, contract review, and capital investment. Los Angeles Rara Kang, Commercial Litigation and Disputes, represents clients in commercial litigation and disputes and provides counsel as a full-service litigator in a wide range of industries including consumer products and services, energy, oil and gas, apparel, food and dietary supplements, and real estate. Her experience spans all phases of litigation, from advising on pre-suit litigation risk management to guide business decisions, through fact investigation, discovery, and dispositive motion practice, to trial and post-trial motions. New York Robert Garritano, M&A, focuses his practice on mergers and acquisitions, private equity transactions, and shareholder activism. He has represented publicly listed companies, private equity sponsors, and investment firms in a wide range of strategic transactions including mergers, cross-border acquisitions, corporate restructurings, divestitures, joint ventures, and proxy contest defenses. Melissa H. Goldschmid, Global Finance, focuses on a variety of global finance transactions. These include structured finance and asset securitizations, leveraged and acquisition financings, as well as real estate financings for underwriters, major financial institutions, private equity firms and their portfolio companies, local development corporations, and other market participants. Samuel S. Goldstein, Real Estate, focuses his practice on the representation of financial institutions in real estate finance and development, with particular emphasis on construction lending and credit enhancement of tax-exempt bonds for the financing of affordable multifamily housing. He has experience representing private equity investors in the formation and operation of joint ventures, and his representative clients include major global investment banks and financial institutions. Matthew J. Kutner, Investment Funds, focuses on representing registered investment funds in regulatory, transactional, and compliance matters. He regularly advises clients on the establishment, registration, and operation of registered open-end and closed-end funds, including the development and offering of new funds, as well as providing advice regarding investment activities, sub-advisory arrangements and other service provider relationships, exemptive relief, compliance programs, and governance matters. Justin C. Nowell, Corporate Governance, counsels public and private companies and boards of directors across industries. He advises on a wide range of corporate matters including corporate governance, shareholder activism and preparedness, takeover defense, environmental, social and governance (ESG), mergers and acquisitions, financing transactions, and related legal matters impacting their business and key stakeholders. Daniel M. Philion, Global Finance, advises clients on debt finance transactions with a focus on leveraged and acquisition finance. He represents lenders, including alternative lenders, asset managers, and traditional banks, as well as borrowers, including both corporate and private equity borrowers, in a variety of secured and unsecured, domestic, and cross-border financing transactions. Michael David Williams, Real Estate, focuses his practice in three primary areas. He represents financial institutions in construction lending and equity investment, including low-income housing tax credit investment for affordable multifamily housing and economic development projects. He also advises on  sports real estate transactions including the development and renovation of stadiums and arenas, and represents private equity clients in connection with real estate financing transactions. San Francisco Ellen E. Hunter, M&A, advises clients on a wide range of corporate and securities issues including mergers and acquisitions involving public and private entities, capital markets transactions, asset acquisitions and dispositions, and corporate governance. She has represented public companies on a range of securities law matters including SEC periodic reporting obligations, proxy disclosures, stock exchange requirements, and corporate governance matters. Washington, D.C. Brittany A. Bolen, Environmental, assists clients with a full suite of regulatory matters including comments on agency proposals, engagement with regulators, enhancements to internal compliance programs, and enforcement actions under the Clean Air Act, Emergency Planning and Community Right-to-Know Act, Resource Conservation and Recovery Act, Safe Drinking Water Act, and the Toxic Substances Control Act, among other environmental laws. She also advises clients on federal funding opportunities, voluntary programs, and tax provisions under the Infrastructure Investment and Jobs Act and Inflation Reduction Act; contributes to environmental diligence for transactions and joint ventures; and provides strategic counseling related to climate change and sustainability matters. Allison C. Davis, Transportation, represents railroads before federal courts and federal agencies such as the Surface Transportation Board (STB) and the Federal Railroad Administration (FRA). She also advises parties in transactions involving rail lines or other transportation assets and counsels clients on compliance with federal transportation regulations. Daniel J. Hay, Regulatory Litigation, represents individuals and corporations in all stages of complex and high-stakes litigation including critical motions practice, oral argument, discovery, trial, and appeal. He has extensive experience in both commercial disputes and government-facing litigation including matters defending against government enforcement actions and challenging federal regulatory actions under the Administrative Procedure Act. Jillian Sheridan Stonecipher, Commercial Litigation and Disputes, represents clients in a wide range of litigation in trial and appellate courts including the U.S. Supreme Court. These matters involve constitutional and administrative law, intellectual property, and contracts. Kristin S. Teager, Banking and Financial Services, represents a range of fintech companies, cryptocurrency businesses, payment processors, money transmitters, prepaid program managers, depository institutions, and retailers in connection with the provision of innovative payments products and other financial services. Her practice includes negotiating and drafting complex commercial agreements, with a focus on the provision of financial services, through strategic partnerships including private label and co-brand credit card program agreements, servicing agreements, and payment processing agreements. Sara M. von Althann, Capital Markets, focuses on a broad range of disclosure and regulatory matters, reporting obligations, corporate governance and compliance issues, and capital markets transactions critical to public companies, boards of directors, and broker-dealers. She advises clients in their interactions with the Securities and Exchange Commission (SEC), Financial Industry Regulatory Authority, (FINRA) and exchanges with respect to requests for no-action relief, interpretive guidance, reviews, regulatory requests, inquiries, and investigations. The following lawyers will be counsel effective January 1, 2025. Brussels Justine Fassion, Global Arbitration, Trade and Advocacy, advises and represents companies, governments, and trade associations on a wide range of international trade law matters, with a particular focus on economic sanctions, export controls, and investment screening. She also assists clients in complex cross-border transactions with sanctions or national security implications resulting from foreign investment control in the EU and globally, and conducts legal and compliance due diligence in the context of those corporate transactions. Century City Anthony James Friedman, Private Equity, represents private equity firms and public and private companies in mergers and acquisitions and equity investments. In addition, he has experience representing investors and emerging growth companies on venture capital investments and private financings. Zachary Shub-Essig, Private Equity, represents clients in mergers and acquisitions, joint ventures, equity offerings, and other financing-related transactions, representing public and private corporations and other entities in a variety of industries throughout the United States and abroad including the technology and industrial sectors. He provides corporate guidance to directors, officers, and other executives on board governance, investor relations, and employment matters. Chicago Elizabeth T. Burns, Employee Benefits and Executive Compensation, advises clients in connection with executive compensation and employee benefits aspects of corporate transactions including mergers, acquisitions, divestitures, and financings. Her practice also includes designing and administering equity incentive plans and employment, severance, retention, deferred compensation, change in control, and other compensation-related arrangements. Christine Duque, Corporate Governance, focuses on advising the board of directors and senior management of large U.S. public companies, foreign private issuers, private equity firms, institutional investors, and non-profit organizations. She counsels clients across multiple industries on a broad range of corporate governance matters. David Meehan, Private Equity, advises public and private companies, as well as private equity sponsors and their portfolio companies, in a variety of transactions including mergers and acquisitions, divestitures, recapitalizations, and minority investments. He has extensive experience in lower-to-middle market private equity transactions and often provides general corporate counseling, advising on commercial contracts, executive employment and incentive arrangements, management agreements, corporate governance, and other general transaction-related matters. Catherine D. Stewart, Healthcare, focuses on representing companies in both internal investigations and enforcement actions brought by federal and state authorities including the Department of Justice, United States Attorney’s offices, the Department of Health and Human Services Office of Inspector General, the Drug Enforcement Agency, and state Attorney General Offices. She works with a wide variety of clients including pharmaceutical and medical device manufacturers, pharmacies, premarket life science companies, electronic health software manufacturers, e-commerce platforms, and private equity firms focused on healthcare acquisitions. Dallas Nick DeAngelis, M&A, represents buyers and sellers in M&A transactions, as well as public and private companies and investors in fundraising transactions. He represents a number of life sciences and biotechnology companies in public and private offerings including IPOs, underwritten offerings, registered direct offerings, PIPE offerings, and ATM offerings. Adam M. Nelson, Global Finance, represents private equity sponsors, corporate borrowers, and financial institutions in a wide variety of financing transactions. These include acquisition financing, asset-based and leveraged lending, investment-grade lending, mezzanine financing, subordinated debt financing, restructurings and work-outs, across a broad spectrum of industries. Melanie B. Schaschl, Investment Funds, focuses on counseling investment managers in the formation and offering of private equity funds across diverse strategies and is a member of Sidley’s Latin America team. She has assisted clients in launching a broad array of investment structures ranging from co-investment vehicles, separately managed accounts, and funds-of-one to single asset funds, fund-of-funds, and real estate investment trusts. Hong Kong Sophia Tong, Global Arbitration, Trade and Advocacy, focuses on international commercial arbitration and cross-border dispute resolution. She has acted for clients in international arbitration cases conducted under various institutional and ad hoc rules, including the ICC, HKIAC, SIAC, LCIA, UNCITRAL, and CIETA, and in a wide variety of areas including shareholders disputes, biotechnology, “bet-the-company,” and investments. Dennis Wu, Global Arbitration, Trade and Advocacy, focuses his practice on international commercial arbitration, with an emphasis on disputes with an Asian nexus. He has advised clients in a wide variety of matters including private equity, M&A, pharmaceutical, construction, and technology, and has acted in ad hoc and institutional proceedings conducted under ICC, HKIAC, SIAC, LCIA, and UNCITRAL arbitration rules. Houston Jeff Kinney, Energy and Infrastructure, focuses on the various sectors of the energy and infrastructure industries including representation of sellers and buyers in all aspects of a transaction. He has particular experience with the acquisition and divestiture of renewable and conventional energy and infrastructure projects at all stages of development, as well as the formation of joint ventures in support of project development. John W. Stribling, Energy and Infrastructure, advises clients on a broad range of transactional matters including a variety of capital markets transactions, corporate governance matters, mergers and acquisitions, and restructuring transactions. His capital markets practice includes representing public and private issuers, investment banks, and private equity firms in connection with initial public offerings, private placements of equity and debt securities, and registered offerings. London Samantha Cumming, Securities Enforcement and Regulatory, focuses her practice on government litigation, white collar defense, and investigations. Her extensive litigation experience includes acting on complex and multijurisdictional commercial litigation and judicial review in the High Court and the Court of Appeal, and arbitral proceedings conducted under ICC, LCIA, and UNCITRAL arbitration rules, with seats in London and Singapore. Miami Lauren E. Gumerove, Product Liability and Mass Torts, focuses her practice on representing pharmaceutical, medical device, and consumer product manufacturers in high-stakes, complex product liability and mass tort cases in federal and state courts nationwide. She has experience handling and managing all phases of litigation including pre-suit matters, coordination of initial pleading and briefing strategy, successful dispositive and non-dispositive motion practice, coordination and management of fact and expert witness discovery, and representing clients at hearings, as well as depositions of fact and expert witnesses, trial preparation, trial, representation of clients in settlement negotiations, and appeals. Munich Thomas Komanek, Private Equity, advises on all aspects of business and corporate law, in particular national and cross-border private equity and M&A transactions, corporate reorganizations, and restructurings. He represents private equity funds, strategic investors, and domestic and international corporate clients with regard to leveraged buyouts, management buyouts, management incentive plans, debt and equity restructurings, and distressed investments. Anna-Shari Melin, Food, Drug and Medical Device, focuses on EU and German regulatory, compliance, environmental, social and governance (ESG), as well as private equity/M&A. Her clients include pharmaceutical, biotechnology, medical device, food, cosmetic, and other consumer goods companies. New York Dustin R. Anderson, Tax, focuses on federal, corporate, and partnership taxation. He also advises clients on the structuring of alternative investments and the formation of alternative investment vehicles including hedge funds, private equity funds, and real estate funds, and works extensively with regulated investment companies including open-end funds and exchange-traded funds. Rose Ding, Capital Markets, focuses her practice on corporate and securities law matters. She represents issuers and underwriters in public and private securities transactions of debt and equity securities with a focus on structured notes. Eric M. Grosshandler, Tax, focuses on advising clients on tax structuring and other U.S. tax considerations in domestic and cross-border mergers and acquisitions. His practice includes both public and private mergers and acquisitions, tax-free reorganizations, stock and asset sales, internal corporate restructurings, and international tax planning. Daniel N. Hill, Real Estate, focuses his practice on the representation of financial institutions in real estate finance and development, with particular emphasis on construction lending and credit enhancement of tax-exempt bonds for the financing of affordable multifamily housing. He has experience representing private equity investors in the formation of joint ventures. Nikita Ponomarev, M&A, focuses on a wide range of commercial and transactional matters. These include mergers and acquisitions, fund investments, and corporate governance matters. Garret W. Wade, Capital Markets, focuses his practice on corporate and securities law matters. He represents issuers and underwriters in public and private securities transactions of debt and equity, with a particular emphasis on structured products. Washington, D.C. Aaron M. Applebaum, Global Arbitration, Trade and Advocacy, focuses on advising companies on all aspects of U.S. customs law including compliance counseling and planning, responding to government inquiries and enforcement actions, and customs-related litigation. He frequently works with colleagues in other disciplines and offices to help clients navigate legal complexities across practices and borders. Lauren Kitces, Privacy and Cybersecurity, provides business-oriented privacy and cybersecurity advice to a wide range of clients. She has strong international experience that she uses to help translate preexisting international efforts into U.S. regulatory compliance. Michael F. Proctor, Securities Enforcement and Regulatory, advises broker-dealers, hedge funds, and other financial services firms on a wide variety of regulatory, enforcement, compliance, and transactional matters. In this capacity, he has represented clients before the U.S. Securities and Exchange Commission (SEC), the U.S. Commodity Futures Trading Commission (CFTC), the Financial Industry Regulatory Authority (FINRA), and various state securities regulators. Sidley is an elite global law firm. With 2,300 lawyers, annual revenue of US$3.2 billion, and experience that spans 158 years, we have established a reputation using Built to Win℠ legal strategies in successfully representing clients in more than 70 countries on complex transactional, restructuring, investigation, regulatory, and litigation matters. With 21 offices strategically situated in key commercial and financial hubs across the world, our perspective and our reach are truly global. Our lawyers and business professionals, fluent in more than 80 languages, possess the cultural awareness and cross-border legal acumen needed to bring clarity to a dynamic business landscape. Follow Sidley on Twitter @SidleyLaw. Matt Messinger, Director, Public Relations, +1 312 456 4009 Attorney Advertising—Sidley Austin LLP is a global law firm. Our addresses and contact information can be found at www.sidley.com/en/locations/offices. Sidley and Sidley Austin refer to Sidley Austin LLP and affiliated partnerships as explained at www.sidley.com/disclaimer. Sidley is pleased to announce the names of its 38 newly-elected partners and 27 newly-promoted counsel listed below by office and area of practice. These attorneys will become partners and counsel at Sidley effective January 1, 2025. “This class of partners and counsel reflects the continued growth of our practices across the Sidley platform,” said Mike Schmidtberger, Chair of Sidley’s Executive Committee. “Our clients are looking to us for guidance on a wide range of matters, and this group of lawyers is stepping up to meet those challenges.” “This combined group of 65 lawyers is the largest class we’ve elected and promoted in Sidley’s nearly 160-year history,” said Yvette Ostolaza, Chair of Sidley’s Management Committee. “We are proud to recognize this group of world-class Sidley lawyers with exceptional business acumen ready to lead in the boardroom, courtroom, and in their communities. We are grateful to our clients who make these promotions possible. Congratulations to this outstanding group of lawyers on their election to partner and promotion to counsel.” The new Sidley partners are as follows: Boston Kenyon Hall, Securities Enforcement and Regulatory, focuses her practice on representing individual and corporate clients in connection with investigations and enforcement proceedings brought by the Securities and Exchange Commission (SEC), the Financial Industry Regulatory Authority (FINRA), and various state and

Dec 11

37 min

Owners of a healthcare system in western North Carolina couldn't prevail in an early summary judgment attempt to avoid antitrust claims, after a North Carolina Business Court judge said the complexity of the request at hand precludes a "piecemeal" ruling. Judge Mark A. Davis denied HCA Healthcare Inc., ANC Healthcare Inc. and Mission Hospital Inc.'s motion for summary judgment without prejudice, reasoning that an early ruling would not promote judicial economy in the 4-year-old case. Dueling filings over the motion, which included the contested admission of expert testimony, have added complexity to the request, according to his Monday order. Instead, Judge Davis found it preferable to wait for a more complete factual record, and for dispositive motions that will include both parties' fully fleshed-out grounds for summary judgment. He said his initial sense that an early ruling on matters of law would promote efficiency changed after both sides submitted filings that exceeded the issue at hand, related to contracts with commercial insurers. Combined, the parties submitted 300 exhibits, including 25 deposition transcript excerpts and multiple communications between key witnesses, according to the order. The plaintiffs are a proposed class of western North Carolina citizens who claim they've had to pay higher premiums for health insurance since HCA acquired the formerly nonprofit Mission Health hospital system from ANC in 2019. Mission Health's flagship property is Mission Hospital-Asheville in the mountains of North Carolina. Since the residents filed a second amended complaint in July 2023, the parties have been in fact discovery, according to the order. However, HCA and ANC asked the court to permit a preliminary motion for summary judgment before discovery closed. The court granted it, initially believing that an early motion might promote efficiency by allowing the court to rule on a matter of law, Judge Davis said. The narrow issue at hand is if the residents' claims can survive when challenged contractual provisions — such as "tying" provisions, gag clauses or anti-steering provisions — aren't present in the defendants' managed care contracts with commercial health insurers, according to the order. The residents alleged that Mission Health coerced health insurers into contracts with these provisions in order to expand its monopoly. In opposing HCA and ANC's summary judgment motion, the residents also filed two expert witness affidavits. HCA quickly asked to depose the witnesses and then exclude their testimony, arguing that designating them as expert witnesses was premature. The companies contended that their contract interpretation issues were purely a matter of law that did not need expert analysis, according to the order. The residents disagreed, arguing that the court needs expert analysis to analyze the motion, particularly in how the contractual provisions affect relevant markets. The residents first sued in 2021, alleging not only that ANC had run the Mission Health system as a monopoly before the 2019 sale, but also that competition continued to be stifled afterward, resulting in even higher premiums. The suit was trimmed in late 2022. The proposed class then avoided a dismissal request less than six months later, after Judge Davis ruled HCA and ANC must face the monopoly claims. Several North Carolina cities and counties also sued in federal court over a similar grievance — that HCA drove up the price of health insurance to public employees — which settled in August. Judge Davis also denied a motion to adjust the case schedule, saying the schedule contained in his February order remains intact. Counsel for the parties did not respond Tuesday to requests for comment. The proposed class is represented by Jamie Crooks of Fairmark Partners LLP, and Mona Lisa Wallace, John Hughes and Olivia B. Smith of Wallace & Graham PA. HCA is represented by Abram J. Ellis, Sara Razi and Rachel S. Sparks Bradley of Simpson Thacher & Bartlett LLP, and Phillip T. Jackson, Ann-Patton Hornthal, John Noor, David Hawisher and Bryant G. Cross of Roberts & Stevens PA. ANC is represented by Dana C. Lumsden of Seyfarth Shaw LLP, Kenneth M. Vorrasi, Jonathan H. Todt, Alison M. Agnew, Paul H. Saint-Antoine and John S. Yi of Faegre Drinker Biddle & Reath LLP. The case is Davis v. HCA Healthcare Inc., case number 2021CVS3276, in the North Carolina Business Court.

Oct 14

3 min

Sidley has been included among the class of 2025 IBMA Distinguished Achievement Award recipients for our pro bono legal work in support of the International Bluegrass Music Association’s mission and long-term growth. As recognized in the award announcement: “The firm has provided invaluable support in areas such as corporate governance, including revising bylaws and educating directors on fiduciary duties; transitioning the IBMA to 501c3 nonprofit status, enabling tax-deductible donations; advising on contracts and agreements; assisting with travel visa processes for international bands; and protecting IBMA’s intellectual property. Over the last decade, Sidley Austin has donated over $1.5 million in legal services, ensuring the IBMA’s stability and growth, especially during challenging times like the pandemic.” The award will be presented at the Awards Luncheon on September 18 in Chattanooga, Tennessee, and acknowledged that evening at the IBMA Bluegrass Music Awards, all a part of the annual IBMA World of Bluegrass® celebration. Holly J. Gregory, co-head of Sidley’s global Corporate Governance practice, initiated and has led the firm’s longstanding pro bono efforts for the IBMA, and will accept the award on behalf of the firm. Key members of the team include Colleen Theresa Brown (Privacy and Cybersecurity); Tai-Heng Cheng (Global Arbitration, Trade and Advocacy); Julia M. Chester (Technology and Life Sciences Transactions); Jackson T. Garvey (Restructuring); Marketa Lindt, Teresa L. Reuter, Wendy M. Lazerson, and Teodora G. Zlatkova (Labor, Employment and Immigration); Randi W. Singer (Commercial Litigation and Disputes); and Christine Duque (Corporate Governance). Special thanks to retired partner Michael Clark (Non-Profit Institutions) for all of his contributions to this effort. The IBMA Bluegrass Music Awards honor outstanding achievement across musical, industry, and philanthropic categories. This year’s ceremony will be hosted by Steve Martin and Alison Brown, and will also spotlight leading artists including Alison Krauss & Union Station and Billy Strings. For more information, visit ibma.org. Sidley has a long tradition of helping clients navigate the legal and business complexities of the entertainment, sports, and media industries. Our lawyers, strategically located in industry hubs such as Century City, Los Angeles, Palo Alto, Miami, New York, London, and throughout Asia, assist with significant M&A transactions, capital raises, complex joint ventures, financings, cutting-edge distribution deals, tax matters, high-profile litigations, restructurings, and regulatory matters.~~Sidley has been included among the class of 2025 IBMA Distinguished Achievement Award recipients for our pro bono legal work in support of the International Bluegrass Music Association’s mission and long-term growth. As recognized in the award announcement: “The firm has provided invaluable support in areas such as corporate governance, including revising bylaws and educating directors on fiduciary duties; transitioning the IBMA to 501c3 nonprofit status, enabling tax-deductible donations; advising on contracts and agreements; assisting with travel visa processes for international bands; and protecting IBMA’s intellectual property. Over the last decade, Sidley Austin has donated over $1.5 million in legal services, ensuring the IBMA’s stability and growth, especially during challenging times like the pandemic.” The award will be presented at the Awards Luncheon on September 18 in Chattanooga, Tennessee, and acknowledged that evening at the IBMA Bluegrass Music Awards, all a part of the annual IBMA World of Bluegrass® celebration. Holly J. Gregory, co-head of Sidley’s global Corporate Governance practice, initiated and has led the firm’s longstanding pro bono efforts for the IBMA, and will accept the award on behalf of the firm. Key members of the team include Colleen Theresa Brown (Privacy and Cybersecurity); Tai-Heng Cheng (Global Arbitration, Trade and Advocacy); Julia M. Chester (Technology and Life Sciences Transactions); Jackson T. Garvey (Restructuring); Marketa Lindt, Teresa L. Reuter, Wendy M. Lazerson, and Teodora G. Zlatkova (Labor, Employment and Immigration); Randi W. Singer (Commercial Litigation and Disputes); and Christine Duque (Corporate Governance). Special thanks to retired partner Michael Clark (Non-Profit Institutions) for all of his contributions to this effort. The IBMA Bluegrass Music Awards honor outstanding achievement across musical, industry, and philanthropic categories. This year’s ceremony will be hosted by Steve Martin and Alison Brown, and will also spotlight leading artists including Alison Krauss & Union Station and Billy Strings. For more information, visit ibma.org. Sidley has a long tradition of helping clients navigate the legal and business complexities of the entertainment, sports, and media industries. Our lawyers, strategically located in industry hubs such as Century City, Los Angeles, Palo Alto, Miami, New York, London, and throughout Asia, assist with significant M&A transactions, capital raises, complex joint ventures, financings, cutting-edge distribution deals, tax matters, high-profile litigations, restructurings, and regulatory matters.

Aug 6

3 min

The North Carolina Attorney General's Office and HCA Healthcare have offered competing interpretations of a 2019 merger agreement in their efforts to secure a pretrial win in the state's compliance case involving the purchase of an Asheville hospital system. Attorney General Jeff Jackson argued Monday that evidence unearthed in discovery proves that the sale of Mission Health System was always contingent on HCA continuing to offer the services available at the time of the deal for at least the next 10 years, according to his motion for partial summary judgment. But HCA countered in its own motion, also filed Monday, that it only had to continue providing support for those listed services, which HCA alleged it has. The attorney general pointed to term sheets, emails, pre-transaction statements and post-transaction internal documents that he said prove Mission's board and HCA were on the same page about the continuation of emergency and oncology services at Mission's flagship facility, Mission Hospital in Asheville. "In contrast, there is no support for HCA's novel view that to continue the provision of services, all it must do is keep its hospital doors unlocked and offer ancillary staff — whether or not Mission actually provides care to patients," Jackson said. But HCA said the language of the asset purchase agreement clearly limits its obligations to merely providing support for emergency and oncology services and "nothing more." The purchase contract likewise did not impose any "quality or quantity standards," HCA said, yet Jackson has harped on "cleanliness, wait times, and bed shortages" in his complaint. HCA alleged that the attorney general's office was given every chance to review the transaction and raise objections before the merger went through and did not. "Accordingly, since he did not seek to impose his desired interpretation upon the parties during his review, he is estopped from doing so now," HCA said. The North Carolina Business Court case dates to December 2023, when the attorney general's office accused HCA of breaching a 2019 asset purchase agreement for Mission Health, a six-campus hospital system in western North Carolina. Jackson has specifically alleged that HCA allowed the standard of care to languish in violation of certain assurances made when HCA bought the Mission Health system. Jackson took over the case from his predecessor Josh Stein, who is now the North Carolina governor, in January. The dispute centers in large part on a provision of the purchase contract known as Schedule 7.13(a), which contains the list of services HCA allegedly promised not to discontinue until at least 2029. Jackson claimed that HCA is in violation of that provision by failing to maintain adequate levels of emergency, trauma and oncology services. As a result, patients have complained of unsanitary conditions, overcrowding and long wait times, according to the complaint. Judge Julianna Theall Earp rejected HCA's bid for a partial win in April regarding the language of 7.13(a), finding the contract does not define its key terms or lay out what the parties meant when they wrote it. She said more discovery was needed to flesh out its true meaning. Discovery is now over, and Jackson argued that it bolsters his office's interpretation of 7.13(a). In his motion for summary judgment, the attorney general cited a term sheet attached to Mission and HCA's letter of intent regarding the sale, which stated that "HCA will not discontinue the provision of any of the health care services" offered at the time of the transaction's closing. The attorney general also said emails between Mission's then-president and CEO and HCA's counsel confirm that understanding, in which the CEO "made clear" that the board would only agree to the sale if "services available today at Mission Hospital are going to be here for at least 10 years," according to the motion. If HCA's interpretation of the language were correct, Jackson argued that HCA would still be in clear breach of the agreement because Mission had "zero medical oncologists on staff" at the end of 2023, such that it was unable to provide any inpatient complex hematology services. "Even under an overly cabined interpretation of Section 7.13(a) that simply requires HCA to provide any modicum of the listed services at Mission, this breakdown in services constitutes a breach of the APA," the attorney general said. HCA countered that it did not pause or cease oncology services. According to its motion, HCA provided space at Mission Hospital for community oncologists to offer complex hematology care. Mission allegedly still offers the same support for those services, but the providers chose in September 2023 to stop sending patients to Mission to receive that care. "Mission has continued to provide the resources, equipment, space, technology and other items to support required services, but it is up to physicians and patients whether Mission is where the services actually are rendered," HCA said. A spokesperson for the attorney general's office declined to comment. Counsel and a representative from HCA did not immediately respond Friday to a request for comment. The North Carolina Attorney General's Office is represented by Jeff Jackson, Danielle Wilburn Allen, Brian Rabinovitz, Llogan R. Walters, Daniel P. Mosteller and Marc D. Brunton of the North Carolina Department of Justice. HCA is represented by Nathan A. Sandals, Chase A. Chesser, Caroline F. Clarke and Alexandra M. Gersdorf of Latham & Watkins LLP, Phillip T. Jackson, John Noor and David Hawisher of Roberts & Stevens PA and Allen M. Gardner of Kirton McConkie. The case is Jackson v. HCA Management Services et al., case number 2023CVS5013, in the North Carolina Business Court.

Oct 31

4 min