Tom serves as Chair of the firm's Corporate Finance practice group. His practice emphasizes securities and general corporate matters, including mergers and acquisitions, public offerings and private placements. General corporate counseling—including representation of special committees of directors, corporate governance issues, and SEC reporting and disclosure matters—is an important part of his practice.
Tom's recent transactions include:
- Representation of placement agent in $14.5 million PIPE transaction by CytoDyn Inc.
- Representation of Key Technology, Inc. in its acquisition of Visys N.V. for $23 million
- Representation of NIKE, Inc. in the sale of Nike Bauer Hockey, Inc. for $200 million
- Representation of NIKE, Inc. in the sale of Official Starter LLC for $60 million
- Representation of an Oregon coordinated care organization in a private placement of units
- Representation of placement agent in a $3.0 million early stage priced private placement of common stock by BioDirection, Inc.
- Representation of the underwriters in the initial public offering by Methes Energies International, Ltd.
- Representation of TASER International, Inc. in its initial public offering
From 1979 through 1987, Tom was an associate in the New York office of Shearman & Sterling. He is a frequent speaker on securities law.
Acquisition of Assets of American Allied — Represented The Greenbrier Companies, Inc. in connection with acquisitions of assets of American Allied and related entities for $83 million.
Acquisition of UpWind Solutions — Represented Vestas, the world's largest manufacturer of wind turbines, in the $60 million acquisition of UpWind Solutions, Inc., an independent service provider for wind turbines in nine US states.
Acquisitions of Operating Assets — Represented The Greenbrier Companies, Inc. in connection with acquisitions of operating assets of Rail Car America, Inc. (RCA), its American Hydraulics division, and its wholly-owned subsidiary, Brandon Corp., for $34 million.
Facilitation of Key Technology Merger — Represented Key Technology in its acquisition of Belgium-based Visys N.V. The deal, valued at approximately $21 million, created a single, complete source of high-performance digital sorting technologies for food processing and other industrial markets. The transaction involved substantial due diligence regarding intellectual property litigation matters and the acquisition of a company partially owned by Belgian regional government entities.