Thomas A.Hamilton (Tom)

Partner

Cleveland + 1.216.586.7036

Tom Hamilton assists clients in achieving practical and creative solutions to complex environmental issues in the context of litigation, business transactions, and compliance counseling. Tom defends clients in complex environmental litigation matters involving governmental CERCLA/Superfund claims, private party claims concerning allocation of responsibility for contaminated properties, governmental enforcement actions concerning violations of environmental laws, toxic tort claims, environmental crimes, contractual indemnity claims and environmental claims in bankruptcy proceedings.

With respect to compliance with environmental laws, Tom often counsels clients in the steel, metals and mining, automotive, chemical, and manufacturing sectors, including with respect to Clean Air Act, Clean Water Act, and Resource Conservation and Recovery Act permitting and compliance audit issues. Tom also counsels clients with respect to releases of hazardous substances and contamination matters, including with regard to reporting and notification requirements, vapor intrusion, exposure pathways, required investigations and remediation, and voluntary cleanup and brownfield programs.

Tom has advised clients on environmental liability issues in hundreds of successfully consummated corporate and real estate transactions and bankruptcy asset sales and restructurings, including tailoring environmental diligence investigations to deal-specific concerns, retaining and supervising technical consultants, counseling clients on risk mitigation and allocation strategies, negotiating targeted indemnification provisions, and pursuing resolution of identified liabilities post-closing.

Tom frequently counsels clients regarding environmental insurance coverage matters, including negotiation of environmental insurance policies to facilitate business and real estate transactions.

Tom has recently provided counsel on successfully closed transactions for such clients as Ferro Corporation, High Road Capital Partners, Resilience Capital Partners, The Riverside Company, The Sherwin-Williams Company and The Timken Company.

Experience

  • EagleTree Capital to sell Airtech Group, US Valve Corporation, and related entities to IDEX Corporation for $470 millionJones Day is representing investment funds managed by EagleTree Capital in the sale of Airtech Group, US Valve Corporation, and related entities to IDEX Corporation for $470 million.
  • Integrated Power Services acquires Delta Electric Motors and Eastside Electric MotorsJones Day represented Integrated Power Services Holdings, Inc., a leading provider of electric motor and generator repair services, in connection with its acquisition of Delta Electric Motors and Eastside Electric Motors.
  • Demers Braun Crestline acquires Medix Specialty VehiclesJones Day advised Demers Braun Crestline in the acquisition of Medix Specialty Vehicles, a full line final stage ambulance manufacturer headquartered in Elkhart, Indiana.
  • Medifast obtains $125 million revolving credit facilityJones Day represented Medifast, Inc., an American nutrition and weight loss company, in connection with a $125 million senior secured revolving credit facility with Citibank, N.A., as administrative agent.
  • Solmax acquires TenCate GeosyntheticsJones Day is advising Groupe Solmax Inc., the global leader in the production of high-quality polyethylene geomembranes for industrial and environmental applications, and its shareholders (including institutional investors Caisse de dépot et placement du Québec (CDPQ) and Fonds de Solidarité FTQ (FSTQ)), in connection with Solmax’s acquisition of TenCate Geosynthetics Holding B.V. (TCGS), a global provider of geosynthetics and industrial fabrics, from Dutch conglomerate Koninklijke Ten Cate (Royal Ten Cate, the Netherlands).
  • TopBuild acquires American Building SystemsJones Day advised TopBuild Corp., a leading installer and distributor of insulation and building material products in the United States, in its acquisition of American Building Systems Group of Companies ("ABS").
  • Affiliates of American Industrial Partners obtain asset-based revolving credit facilityJones Day represented affiliates of American Industrial Partners, Gardner Denver Petroleum Pumps, LLC; Boardwalk Enterprises, LLC; and Highspeed Intermediate HoldCo, LLC, in connection with an asset-based revolving credit facility provided by Ally Bank.
  • Aesop Auto Parts acquires Wayne Auto Salvage, Inc.Jones Day advised American Pacific Group in its acquisition by operating company Aesop Auto Parts of Wayne Auto Salvage, Inc., a North Carolina auto recycling business.
  • Ferro Corporation sells its global Tile Coatings Business to Lone Star Funds for $460 millionJones Day advised Ferro Corporation, a leading global supplier of technology-based performance materials, in the sale of its global Tile Coatings Business to Pigments Spain, S.L., a portfolio company of Lone Star Funds, for $460 million in cash, with potential earnout payments of up to $32 million in cash based on the performance of the business pre-closing, subject to customary adjustments.
  • LeBaronBrown Industries acquires NPS Holdings Inc.Jones Day advised LeBaronBrown Industries LLC in its acquisition of a majority interest in the NPS Towel & Tissue Division of NPT Holdings Inc., a leading towel & tissue and specialty packaging converter.
  • Signature Aviation to sell Global Engine Services business to StandardAero for $230 millionJones Day is advising Signature Aviation plc, a market-leading provider of global aviation support services, in the $230 million sale of the Engine Repair and Overhaul (ERO) business to StandardAero, a portfolio company owned by The Carlyle Group and a leading provider of maintenance, repair, and overhaul services.
  • American Industrial Partners to acquire High Pressure Solutions Segment of Ingersoll Rand for $300 millionJones Day is advising American Industrial Partners in its $300 million acquisition of a majority interest in the High Pressure Solutions Segment of Ingersoll Rand, a premier market leader in the manufacturing, service, and repair of high-pressure pumps and related consumables in the upstream energy market.
  • Nordson sold screws and barrels product line to Altair InvestmentsJones Day advised Nordson Corporation in the sale of its screws and barrels product line from its polymer processing systems division to Altair Investments.
  • High Road Capital sells portfolio company General Tools & Instruments Company LLC to Worthington Industries, Inc.Jones Day represented High Road Capital Partners in connection with the sale of portfolio company General Tools & Instruments Company LLC, a provider of over 1,200 feature-rich, specialized tools with well-established brands, to Worthington Industries, Inc.
  • Montauk Renewables completes IPO and dual listing in United States and South AfricaJones Day represented Montauk Renewables, Inc. in connection with its domestic initial public offering of Common Stock with a U.S. primary listing (Nasdaq: MNTK) and South African secondary listing (JSE: MKR).
  • STERIS to acquire Cantel Medical for $3.6 billionJones Day is advising STERIS plc in its acquisition of Cantel Medical Corp, a global provider of infection prevention products and services primarily to endoscopy and dental customers, for $3.6 billion.
  • Riverside acquires USA InsulationJones Day advised The Riverside Company in the acquisition by its home services platform of USA Insulation, which provides residential and commercial insulation services and manufactures, distributes, and sells insulation and insulation-related products.
  • Twin River Worldwide Holdings acquires three casinos from Eldorado and Caesars for $180 millionJones Day advised Twin River Worldwide Holdings, Inc. in the $155 million acquisition of Eldorado Shreveport Resort and Casino in Shreveport, Louisiana, and the MontBleu Resort Casino & Spa in Lake Tahoe, Nevada, from Eldorado Resorts, Inc., and Bally's Atlantic City Hotel & Casino in New Jersey from Caesars Entertainment Corporation and Vici Properties Inc. for $25 million.
  • GrafTech International Ltd. completes offering of $500 million of Senior Secured NotesJones Day represented GrafTech International Ltd., a leading manufacturer of high quality graphite electrode products essential to the production of EAF steel and other ferrous and non-ferrous metals, in connection with the issuance by its wholly-owned subsidiary, GrafTech Finance Inc., of $500 million aggregate principal amount of its 4.625% Senior Secured Notes due 2028 in a private offering pursuant to Rule 144A and Regulation S.
  • J.F. Lehman & Company acquires CTS EnginesJones Day advised J.F. Lehman & Company, a leading middle-market private equity firm focused exclusively on the aerospace, defense, maritime, government and environmental sectors, in the acquisition of CTS Engines, LLC and CTS Testing, LLC.
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