An unnamed company bid more than the travel center operator's $1.3 billion deal with BP. Image
WESTLAKE, Ohio — TravelCenters of America Inc. (TA) is stirring up more interest. One month after the travel center operator agreed to be acquired by BP in a $1.3 billion deal , TA acknowledged it received a $92 per share offer from Party G, a publicly traded fuel supplier and convenience store operator. BP's offer came in at $86 per share. The bid came on March 14, four weeks after BP and TA announced their agreement. According to a TA proxy filing with the U.S. Securities Commission, Party G's proposal called for the company to finance the purchase through a combination of cash on hand, external financing and lines of credit and contemplated a 30-day timeline to conduct diligence and sign definitive agreements. Three days later, TA's board of directors met with members of TA's management with representatives of Citigroup, Ropes & Gray and Venable in attendance to discuss the unsolicited offer. Citigroup acted as exclusive financial advisor to TA on the BP deal and Ropes & Gray acted as TA's legal advisor in connection with the transaction, as Convenience Store News reported. On March 22, TA's independent board members determined that Party G's proposal didn't constitute a superior proposal to the BP deal. The board members said the offer would require "significant" third-party financing and there was no firm commitment from a potential financing source to provide such financing and the financing markets "remain uncertain," reported Seeking Alpha . Westlake-based TravelCenters of America Inc. is the nation's largest publicly traded full-service travel center network. Founded in 1972, its more than 18,000 team members serve guests in 281 locations in 44 states, principally under the TA, Petro Stopping Centers and TA Express brands. Offerings include diesel and gasoline fuel, truck maintenance and repair, full-service and quick-service restaurants, travel stores, car and truck parking, and other services dedicated to providing great experiences for its guests. TA is committed to sustainability, with its specialized business unit, eTA, focused on sustainable energy options for professional drivers and motorists. The operator has more than 600 full-service and quick-service restaurants and nine proprietary brands, including Iron Skillet and Country Pride.

TravelCenters of America Board Members Come Out Against Unsolicited Offer

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Deckelbaum is latest, high-profile M&A partner to join the firm
NEW YORK, March 21, 2023 /PRNewswire/ -- Ropes & Gray announced today that Ariel Deckelbaum is joining the firm as a partner in its mergers & acquisitions practice. With Ariel, Ropes & Gray is expanding a superlative team of New York-based mergers & acquisitions partners that is among the nation's finest, and includes the recent additions of mergers & acquisitions partners Jackie Cohen and Suni Sreepada, who arrived in 2022. "Ariel is one of the nation's leading M&A lawyers who, over two decades, has guided admired companies, investors and strategic dealmakers in their most complex and ambitious deals," said Julie Jones, chair. "We are excited that Ariel is joining our team." Ariel will focus on advising clients on a broad range of public company matters, cross-border M&A, asset management M&A and sponsor-solutions, restructuring transactions and other significant corporate matters. His clients span industries, including asset management, TMT, industrials and manufacturing, consumer goods and hospitality. He advises public and private companies, multinationals and leading asset management firms as well as their boards of directors, special committees and investors. Ariel garners praise from clients for being an experienced M&A lawyer who is skilled at solving clients' most challenging issues across transactions, providing commercial and actionable advice. In Chambers & Partners, where he is ranked for corporate/M&A in New York, clients praise Ariel as an "incredible elite-level professional in his field." He has guided large deals that have re-shaped industries. Ariel's recent M&A experience demonstrates his broad capabilities; it includes advising:
Baring Private Equity Asia in connection with its sale to EQT
Advance, a founder and major shareholder of Discovery in its combination with AT&T's WarnerMedia Business with Discovery
Oak Hill Advisors in its acquisition by T. Rowe Price
Conair Corporation in its sale to affiliates of American Securities
Ropes & Gray is a preeminent firm for complex transactions. Since 2020, its lawyers have regularly been named to The American Lawyer's prestigious "Dealmakers of the Year" for guiding the world's most complex and interesting deals, and the firm was named The American Lawyer's "Corporate Department of the Year – Pharmaceutical/Healthcare" in 2022. By volume, in 2022, the firm advised on M&A transactions with an aggregate total value of more than $185 billion. "Through carefully managed and strategic growth, Ropes & Gray continues to offer a leading M&A practice in the world's most influential centers of business," said David Djaha, managing partner. "Ariel is known as a trusted advisor in New York, and globally. He brings additional excellence in M&A to our elite team and helps expand our capabilities in New York." "Clients appreciate Ariel's thoughtful and creative advice, his ability to handle a broad range of deals, and his ability to negotiate great outcomes for clients," said Chris Comeau, partner and head of the firm's mergers & acquisitions practice. "I am excited to join Ropes & Gray because its platform is among the industry's best, and for the opportunity to serve and expand relationships with new and existing clients. The firm's strong presence, depth and client-focused approach across industries complements the various aspects of my practice, including asset management and public company representations and make this a great fit," Ariel said. "I am excited to work with the team's phenomenal lawyers to grow the firm's M&A practice." About Ropes & Gray
In 2022, Ropes & Gray, a preeminent global law firm, was named The American Lawyer's "Law Firm of the Year," ranked No. 1 on The American Lawyer's A-List and No. 1 on Law.com International's UK A-List—an unprecedented achievement for a law firm in a single year. The firm has approximately 1,500 lawyers and legal professionals serving clients in major centers of business, finance, technology, and government. It has offices in Boston, Chicago, Dublin, Hong Kong, London, Los Angeles, New York, San Francisco, Seoul, Shanghai, Silicon Valley, Tokyo and Washington, D.C. The firm has consistently been recognized for its leading practices in many areas, including private equity, M&A, finance, asset management, real estate, tax, antitrust, life sciences, health care, intellectual property, litigation & enforcement, privacy & cybersecurity, and business restructuring.

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Ariel Deckelbaum Joins Ropes & Gray in New York

Several European regulators saw decisions against large multinational firms overturned, removing a threat to the companies’ data-centric business models
Experian last month largely won an appeal against a 2020 decision by the U.K.’s privacy regulator to restrict how the credit-rating company processes data from public sources. Photo: Patrick T. Fallon/Bloomberg News
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March 16, 2023 5:30 am ET | WSJ Pro
Big companies are winning appeals to overturn regulatory decisions that allege they violated European privacy rules, potentially carving out a path for more businesses to challenge similar sanctions. Courts in the U.K., Spain, Italy and Germany sided with companies including Experian PLC, Amazon . com Inc. and Italian energy giant Enel SpA in recent rulings, in some cases striking down multimillion-dollar fines and reaffirming companies’ arguments that their data practices comply with the General Data Protection Regulation. Companies have appealed GDPR decisions since the expansive privacy law took effect in 2018 in an effort to fight reputational harm and large fines, which can reach up to 4% of a company’s global revenue, or 20 million euros, whichever is higher. Now companies see entire business models at stake. Meta Platforms Inc., for example, said it is appealing fines of €390 million, or $414 million , imposed in Ireland in January over the social-media company’s practices in targeting Instagram and Facebook users with ads. Newsletter Sign-up
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“We’re starting to see the through line of companies starting to pick their battles and spend the time and effort on the appeals they think they can win and would have an effect on their business models,” said Edward Machin, a lawyer in the London office of law firm Ropes & Gray LLP. Appeals of major GDPR decisions show a significant amount of “gray area” where privacy lawyers, regulators and courts disagree over what the law allows, said Flora Egea Torrón, a partner at Spanish law firm Legal Army S.L. and former data-protection officer at Banco Bilbao Vizcaya Argentaria SA. BBVA is a multinational financial-services company. “There’s so much room still to interpret GDPR, so that’s why [companies] have to fight against the decisions” from regulators, she said. A Spanish court overturned a 2020 fine of €5 million against BBVA related to multiple complaints of the bank processing personal data without consent. The court decision, issued in late December and made public this year, said Spain’s regulator made a broad argument about the bank’s data-protection policy without enough evidence. Ms. Torrón said she was aware of the appeal while she worked at BBVA but wasn’t involved as an outside counsel after joining Legal Army in February. The regulator said it is considering an appeal. BBVA declined to comment. An Italian court last month overturned a €26.5 million fine from 2021 against utility Enel Energia over unsolicited marketing calls—a ruling the company said “confirms the correctness” of its behavior. The Italian regulator declined to comment. Amazon’s use of hand scanners to monitor warehouse employees’ performance was ruled illegal in 2020 by the data protection regulator in Lower Saxony, Germany, but that decision was overturned by a court last month. Photo: ronny hartmann/Agence France-Presse/Getty Images
Last month, a U.K. court largely sided with Ireland-based credit-rating company Experian in its appeal of a 2020 decision made by Britain’s privacy regulator that would have restricted how it processes data from public sources. The court said Experian’s data collection can rely on legitimate interest, a legal term in the GDPR allowing companies to gather personal data without asking for explicit consent, for direct marketing. The court rejected the regulator’s argument that collecting personal data to create profiles for marketing purposes intrudes on privacy rights. The court said the regulator had “fundamentally misunderstood” the implications of how Experian used data, and that there were no negative effects for individuals. Britain’s privacy watchdog will apply for permission to appeal the ruling, a spokeswoman for the regulator said. The court didn’t completely exonerate Experian, agreeing with the regulator that the company didn’t properly notify around five million people about how it acquired their data from public records. Experian must issue those notifications within a year. Experian said in a statement that it was “very pleased with the outcome.”
Amazon got a win when a court sided with it last month against the data protection regulator in the German state of Lower Saxony, which ruled in 2020 that the company’s use of hand scanners to monitor employee performance in a warehouse was illegal. There was no fine. The regulator said in a statement after the court overturned its decision that lawmakers need to create new protections. An Amazon spokesman said the company was “pleased” with the ruling. “Warehouse management systems are industry standard, and research shows that these systems have a positive effect on employees’ work experience,” he said. These recent wins will likely embolden other companies to appeal GDPR violations, said Mr. Machin of Ropes & Gray. “There’s a strategic element here as companies are learning, just as regulators are learning, what can work, what can’t work and what they think can be challenged,” he said. Write to Catherine Stupp at catherine.stupp@wsj.com
Copyright ©2022 Dow Jones & Company, Inc. All Rights Reserved. 87990cbe856818d5eddac44c7b1cdeb8
Appeared in the March 17, 2023, print edition as 'Courts Side With Big Companies In European Privacy Appeals.' MUST READS FROM CYBERSECURITY

Courts Side With Big Companies Including Amazon and Experian in Privacy Appeals

Ropes & Gray Closes Three Bain Capital Funds Totaling More Than ... -Ropes & Gray LLP
Ropes & Gray Closes Three Bain Capital Funds Totaling More Than ...  Ropes & Gray LLP
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Ropes & Gray Closes Three Bain Capital Funds Totaling More Than ... -
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Insilico Medicine develops a range of Generative Adversarial Networks (GANs) and reinforcement learning approaches to identify protein targets, generate molecular structures with specified properties, and generate synthetic data. The company provides pharmaceutical and biotechnology companies with artificial intelligence solutions for research and development. It was founded in 2014 and is based in Hong Kong.

Insilico Medicine

Ropes & Gray advised EQRx in a strategic collaboration with Insilico Medicine to jointly advance artificial intelligence-driven drug discovery , development and commercialization of multiple disease targets .

Ropes & Gray Represents EQRx in Strategic Collaboration with Insilico Medicine.

iCapital Network provides an online platform that enables qualified investors to search and analyze hundreds of private fund managers and gain direct access to buyout, growth equity, real estate, mezzanine, infrastructure, real assets, and venture funds. Its secure online portal helps fund managers, wealth advisors, family offices, and individual qualified purchasers. The company was founded in 2013 and is based in New York, New York.

iCapital Network

Coherus is a biologics platform company fthat focuses on delivering biosimilar therapeutics that will expand patient access to medications worldwide. Coherus develops a collaborative business model that leverages a strategic consortium of service providers aligned through ownership and shared incentives. Coherus' global commercialization partnerships include top-tier biopharma companies in Europe, Asia, and Latin America.

Coherus BioSciences

Liberty Global (NASDAQ: LBTYA, LBTYB, LBTYK, LILA and LILAK) is an international cable operator offering advanced video, voice, and broadband internet services to connect its customers to the world of entertainment, communications, and information. The company's triple-play services are provided through next-generation networks and technology platforms that connect 29 million customers subscribing to 59 million television, broadband internet, and telephony services.

Liberty Global

Charlesbank Capital Partners is a middle-market private equity firm with offices in Boston and New York City. The firm invests across a range of industries, supporting management teams in building strong businesses, primarily in the United States. The company was founded in 1998 and is based in Boston, Massachusetts.

Charlesbank Capital Partners

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Ropes & Gray is a law firm representing interests across a spectrum of industries in corporate law and litigation matters. In addition, it offers counsel on labor and employment issues, tax and benefits, creditors' rights, and private client services. Its clients range in size from large to small companies and include financial institutions, government agencies, hospitals and health care organizations, colleges and universities, and families and individuals.

Name	Work History	Title	Status
James Durham	Shipman & Goodwin, Clark Hill, McGuireWoods, and Major League Baseball	Chief Marketing Officer	Former
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