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Experience:
Jodi Simala is the Office Practice Leader for Mayer Brown’s Chicago Corporate and Securities Group. She represents sellers and buyers in connection with domestic and international stock and asset acquisitions, joint ventures, divestitures, mergers, tender and exchange offers, consent solicitations, recapitalizations and reorganizations.
Jodi’s general corporate and securities practice includes representation of issuers and selling securityholders in connection with public and private sales of debt and equity securities. She also counsels boards of directors and management regarding fiduciary duties, corporate governance and defensive measures, including stockholder’s rights plans and other matters, and she advises public companies regarding SEC reporting, compliance and disclosure issues.
Notable Engagements:
Represented Tenneco Inc. in the acquisition of the ELIM-NOx division of Combustion Components Associates.
Represented Chemtura Corporation in the sale of its Optical Monomers business with operations in the US, Italy, the Netherlands and France.
Represented Capital One Financial Corporation in the sale of assets of Hibernia Insurance, which operated one of the largest Louisiana-based insurance brokerages, to Hub International Limited.
Represented Tenneco in connection with the refinancing of its $800 million senior credit facility.
Represented CBOT Holdings, the parent company of the Chicago Board of Trade, in connection with IntrecontinentalExchange, Inc.’s unsolicited offer to acquire CBOT Holdings in the face of CBOT Holdings’ pending merger with CME Holdings, parent company of the Chicago Mercantile Exchange.
Represented Chemtura Corporation in connection with the sale of its Refined Products business, with operations in the US and Europe, to an affiliate of Sun Capital Partners Group.
Represented Tenneco Inc. in the purchase of 49% of its Indian ride control joint venture from the joint venture partner.
Represented Capital One Bank in connection with its acquisition of InsLogic Corporation, an online insurance brokerage.
Represented Tenneco Automotive Inc. in its acquisition of substantially all the assets of Gabilan Manufacturing, Inc., a manufacturer of motorcycle exhaust systems for Harley-Davidson.
Represented Tenneco Automotive Inc. in connection with the issuance of it $475 million senior secured notes and $500 million senior subordinated notes.
Represented The Clearing Corporation, the largest independent futures clearing organization in the US, in connection with its joint venture with Eurex, the world's largest futures exchange, including the realignment of The Clearing Corporation's capital structure, an investment in The Clearing Corporation by Eurex and a long-term clearing services arrangement between The Clearing Corporation and Eurex.
Represented a global manufacturing company in connection with the negotiation and establishment of two joint ventures in China and two strategic alliances in Japan.
Represented Yum Brands!, Inc. (KFC, Taco Bell and Pizza Hut) in connection with its acquisition of Long John Silver’s and A&W restaurants.
Represented the special committee of the Board of Directors of eLoyalty Corporation in connection with the investment by eLoyalty’s two principal stockholders in Series B preferred stock of eLoyalty, and the related rights offering to all stockholders.
Represented The Dow Chemical Company in connection with its merger with Union Carbide Corporation and the sale of its ethanolamines business to Ineos LLC.
Represented Tenneco Inc. in connection with the spin off of its packaging operations.
Represented Teltrend Inc., a NASDAQ-listed telecommunications equipment manufacturer, in connection with its stock-for-stock merger with Westell Technologies.
Represented Tenneco Inc. in connection with the spin off of Newport News Shipbuilding Inc. and New Tenneco Inc. (which held the automotive and packaging operations), and the merger of the remaining operations with El Paso Corporation.
Represented Tenneco Inc. in connection with the refinancing of over $3 billion in debt through a series of tender offers, exchange offers and new debt offerings.
Education:
Harvard Law School, JD, cum laude, 1993, Boston University, BA/MA, summa cum laude, 1990; Phi Beta Kappa. | 