Sidley represented Cal-Maine Foods, Inc. (NASDAQ: CALM), the largest producer and distributor of fresh shell eggs in the United States, in an underwritten public offering of 2,978,740 shares of its common stock by family members of Cal-Maine’s late founder, Fred R. Adams, Jr., at a public offering price of US$92.75 per share, and in a concurrent repurchase from the selling stockholders by Cal-Maine of approximately US$50 million of its common stock. The offering and the share repurchase closed on April 17, 2025.
These transactions followed the April 14, 2025 conversion of all of Cal-Maine’s shares of super-voting Class A common stock into common stock, which resulted in the family no longer controlling Cal-Maine. Sidley’s representation included helping the company implement new corporate governance frameworks to address this significant change to its stockholder base.
The Sidley team was led by Mark Metts (M&A) and Kayla West (Capital Markets), and included Kim Gubbels and law clerk Julia Gaul (Capital Markets); Katie Klaben (Securities Enforcement and Regulatory); Kelsey L. McKechnie (M&A); Zackary Pullin and Alvin Wang (Tax); and John Kelsh (Corporate Governance).
Sidley also represented Cal-Maine on its recently announced US$258 million acquisition of Echo Lake Foods, Inc.
