Thomas L.Short

Associate

Atlanta + 1.404.581.8363

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Thomas Short practices general corporate law, with a focus on capital markets, corporate governance, and federal securities law. His practice includes representing public and private companies and underwriters in a variety of transactions, including initial public offerings, activist defense and proxy contests, public and private debt offerings, restructurings, tender offers, exchange offers, and other M&A transactions. Thomas also regularly advises clients on corporate governance, securities laws, stock exchange rules and regulations, and periodic reporting responsibilities.

Additionally, Thomas has experience advising domestic and international financial institutions in connection with a variety of financing transactions, including collateralized loan obligations, and on regulatory reform issues relating to implementation of the Dodd-Frank Wall Street Reform and Consumer Protection Act, specifically the Volcker Rule.

Thomas spent seven months on secondment with Macquarie Capital (USA) Inc. in New York, where he assisted the investment bank's legal team on a variety of matters and transactions.

Experience

  • Truck-Lite receives significant investment from Genstar CapitalJones Day advised Truck-Lite Co., LLC, a leading provider of safety lighting, filtration systems, and telematics services for commercial vehicles, in connection with Genstar Capital's significant investment in Truck-Lite.
  • HD Supply Holdings to separate into two industry-leading public companiesJones Day is advising HD Supply Holdings, Inc. (NASDAQ: HDS) in its demerger.
  • Newell Brands enters into settlement agreement with Starboard Value that ended Newell's ongoing proxy contest with StarboardJones Day advised Newell Brands Inc. in its entry into a settlement agreement with activist shareholder Starboard Value LP that ended Newell’s ongoing proxy contest with Starboard.
  • PotashCorp combines with Agrium in $38 billion merger-of-equalsJones Day advised PotashCorp in its $38 billion all-stock merger-of-equals with Agrium.
  • comScore achieves successful settlement agreement with Starboard Value LPJones Day advised comScore, Inc. in its successful settlement agreement with activist shareholder Starboard Value LP.
  • HD Supply completes series of transactions relating to its existing capital structureJones Day represented HD Supply, Inc., one of the largest industrial distributors in North America, in connection with a series of transactions relating to its existing capital structure, including the amendment of the credit agreement governing its existing term loan credit facility, resulting in the issuance of two new tranches of term loans in the approximate amount of $1.1 billion; solicitation of consents to amend the indenture governing its outstanding $1.0 billion aggregate principal amount of 5.75% Senior Notes due 2024 to provide certain financial flexibility; early redemption of its 5.25% Senior Secured First Priority Notes due 2021 for a redemption price of approximately $1.3 billion; and the establishment of a new $500 million share repurchase program.
  • Modern Media Acquisition Corp. completes $207 million IPOJones Day represented Modern Media Acquisition Corp., a special purpose acquisition corporation, in connection with its $207 million initial public offering of units, each unit consisting of one share of Common Stock, one right to receive one-tenth of a share of Common Stock, and one-half of one warrant.
  • Flowers Foods completes $400 million public offering of Senior NotesJones Day represented Flowers Foods, Inc., a leading producer and marketer of fresh packaged bakery foods, in connection with its public offering of $400 million aggregate principal amount of 3.500% Senior Notes due 2026.
  • American Capital Agency Corp. acquires American Capital Mortgage Management, LLC for $562 millionJones Day advised American Capital Agency Corp. (NASDAQ: AGNC), a mortgage REIT that invests primarily in agency securities, in its $562 million cash acquisition of American Capital Mortgage Management LLC from American Capital Asset Management, LLC ("ACAM"), a wholly-owned portfolio company of American Capital Ltd. (NASDAQ: ACAS).
  • Eastman Chemical issues €550 million of 1.50% Notes in public offeringJones Day represented Eastman Chemical Company, a global chemical company that manufactures and sells a broad portfolio of chemicals, plastics, and fibers, in connection with its public offering of €550 million (US$621 million) aggregate principal amount of 1.50% Notes due 2023 and its redemption of $500 million of 2.4% Notes due 2017.
  • Newell Brands acquires Jarden Corporation for $16 billionJones Day advised Newell Brands Inc. in connection with its acquisition of Jarden Corporation in a cash and stock transaction valued at $60 per share, or approximately $16 billion in equity value.
  • Crédito Real acquires 65 percent of AFS Acceptance to scale up its used car business in the U.S.Jones Day advised Crédito Real, S.A.B de C.V., SOFOM, E.R. ("Crédito Real") in its acquisition of 65 percent of the equity interests issued by AFS Acceptance LLC, a financial institution focused on granting loans for the acquisition of used cars in the U.S.
  • Flowers Foods acquires Dave's Killer Bread for $275 millionJones Day advised Flowers Foods, Inc. (NYSE: FLO) in its $275 million acquisition of AVB, Inc. (d/b/a Dave's Killer Bread).
  • Potash Corporation issues $500 million of 3.000% Notes in public offeringJones Day represented Potash Corporation of Saskatchewan, Inc., the world's largest integrated fertilizer and related industrial and feed products company, in connection with its issuance of $500 million of 3.000% Notes due 2025 in a public offering, underwritten by BofA Merrill Lynch, Goldman Sachs & Co., RBC Capital Markets, and HSBC.
  • Asbury Automotive completes $400 million offering of 6.0% Senior Subordinated Notes and concurrent tender offerJones Day represented Asbury Automotive Group, Inc., one of the largest automotive retailers in the U.S., in connection with its issuance of $400 million aggregate principal amount of 6.0% Senior Subordinated Notes due 2024 in a Rule 144A offering and concurrent tender offer and consent solicitation related to all of its outstanding 8.375% Senior Subordinated Notes due 2020.
  • FirstMerit Bank issues $250 million of Subordinated NotesJones Day represented FirstMerit Bank, N.A. in connection with its issuance of $250 million of 4.270% Subordinated Notes due 2026 in a transaction exempt from registration under the regulations of the Office of the Comptroller of the Currency and pursuant to Section 3(a)(2) of the Securities Act of 1933.
  • Asbury Automotive issues additional $100 million of 8.375% Senior Subordinated NotesJones Day advised Asbury Automotive Group, Inc., one of the largest automotive retail and service companies in the U.S., in connection with its issuance of an additional $100 million aggregate principal amount of 8.375% Senior Subordinated Notes due 2020 in a Rule 144A and Regulation S offering.
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    March 2020 Commentaries

    Governor Kemp Issues Executive Order Permitting Virtual Shareholder Meetings for Georgia Corporations

    March 2020 Commentaries

    To Adopt or Not to Adopt: Poison Pills in the Wake of COVID-19

    March 2020 Commentaries

    SEC Guidance for Conducting Annual Meetings in Light of COVID-19 and Related Considerations

    February 2020 Commentaries

    SEC Proposes Amendments to Modernize and Enhance Financial Disclosures

    November 2019 Commentaries

    SEC Proposes Updates to Shareholder Proposal Rules and Proxy Voting Advice Regime

    November 2019 Commentaries

    Some 2020 Foresight from the SEC? New Staff Guidance on Shareholder Proposals

    September 2019 Commentaries

    SEC Proposes to Modernize Certain Disclosures Under Regulation S-K

    September 2017 Alerts

    Ready for "New GAAP" Revenue Recognition? Last Call for Transition Disclosure

    Additional Publications

    Publications Prior to Jones Day

    2014

    Friend This: Why Those Damaged During the Facebook IPO Will Recover (Almost) Nothing from NASDAQ, 71 Wash. & Lee L. Rev. 1519
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