Thomas L. Short

Partner

Atlanta + 1.404.581.8363

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Thomas Short's practice focuses on complex securities transactions, corporate governance, and shareholder activism.

Thomas has been involved in many domestic and international public and private securities offerings, strategic defense assignments, proxy contests, and corporate restructurings. He frequently counsels boards of directors, board committees, and management on a broad range of financing and corporate transactions, corporate governance matters, and crisis management. Thomas also regularly advises clients on 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 (CLOs), and on regulatory reform issues relating to implementation of the Dodd-Frank Wall Street Reform and Consumer Protection Act.

Notable clients that Thomas has represented include BMO Capital Markets Corp., Eastman Chemical Company, Fleetcor, Flowers Foods, Fortrea Holdings, HanesBrands, KeyBanc Capital Markets, Koch Industries, Laboratory Corporation of America® Holdings, Newell Brands, PureCycle Technologies, and Southern Company.

He also has worked with clients on activism engagements, including Comscore, Fleetcor, HD Supply, Labcorp, and Newell Brands.

Experience

  • PureCycle Technologies issues shares of Series B Preferred StockJones Day represented PureCycle Technologies, Inc. in connection with the establishment, issuance, and sale of 300,000 shares of Series B Convertible Perpetual Preferred Stock, which pay dividends, in cash or in-kind, at 7%, with an initial issuance price of $1,000 per share, for an aggregate purchase price of $300 million.
  • Flowers Foods acquires Simple MillsJones Day advised Flowers Foods, Inc. in the $795 million acquisition of Simple Mills, Inc., a leading provider of gluten-free baking mixes, crackers, cookies, and snack bars made with almond and veggie flours.
  • Flowers Foods completes $800 million public offering of Senior NotesJones Day represented Flowers Foods, Inc., one of the largest producers of packaged bakery foods in the United States, in connection with its underwritten public offering of $500 million aggregate principal amount of 5.750% Senior Notes due 2035 and $300 million aggregate principal amount of 6.200% Senior Notes due 2055.
  • Priority Holdings amends existing credit facility with financial institutionJones Day represented Priority Holdings, LLC, a direct wholly-owned subsidiary of Priority Technology Holdings, Inc. (PRTH), a solutions-provider in the BaaS industry, in connection with an amendment to its existing credit facility with a financial institution, pursuant to which, among other things, new incremental terms loans were established in an aggregate principal amount of $115 million.
  • Innventure enters agreement with Learn CWJones Day advised Innventure LLC in its business combination with Learn CW Investment Corporation, a publicly traded special purpose acquisition company (NYSE: “LCW”) sponsored by CWAM LC Sponsor LLC, an affiliate of Learn Capital and Commonwealth Asset Management.
  • KeyBanc Capital Markets Inc.-led group of sales agents, forward sellers and forward purchasers establish at-the-market equity program for sale of up to $200 million of Common Stock by Alexander & Baldwin, Inc.Jones Day represented a KeyBanc Capital Markets Inc.-led group of sales agents and/or forward sellers and forward purchasers in connection with the establishment of an at-the-market equity program.
  • BioMarin announces governance enhancements and value creation initiativesJones Day advised the Board of Directors of BioMarin Pharmaceutical Inc. ("BioMarin") in connection with its entry into a Cooperation Agreement and an Information Sharing Agreement with activist shareholder Elliott Management.
  • HanesBrands Appoints Three New Independent DirectorsJones Day is advising Hanesbrands, an American multinational clothing company, on activism triggered by public letter from activist shareholder Barington Capital, including the potential disposition of the Champion business. Hanesbrands recently announced its settlement with Barington, involving the appointment of three new independent directors and a consulting agreement between the company and Barington.
  • PureCycle Technologies completes $250 million Green Convertible Senior Notes offeringJones Day represented PureCycle Technologies, Inc., in connection with a Rule 144A offering of $250 million aggregate principal amount of 7.25% Green Convertible Senior Notes due 2030.
  • Labcorp completes spin-off of FortreaJones Day represented Labcorp (NYSE: LH), a leading global life sciences company, in the spin-off of Fortrea, the newly formed independent Contract Research Organization providing Phase I-IV clinical trial management, market access and technology solutions to pharmaceutical and biotechnology organizations around the world.
  • Fortrea completes $570 million private placement of Senior Secured Notes and obtains $1.5 billion credit facilityJones Day represented Fortrea Holdings Inc., a leading global contract research organization (“CRO”) that provides comprehensive phase I through IV biopharmaceutical product and medical device services, patient access solutions and other enabling services, in connection with the Rule 144A and Regulation S offering of $570 million aggregate principal amount of 7.500% Senior Secured Notes due 2030 and a $1.5 billion senior secured credit facility as part of its spin-off from Laboratory Corporation of America Holdings.
  • Newell Brands completes $1 billion Senior Notes offeringJones Day represented Newell Brands Inc. in connection with a public offering of $1 billion of Notes, consisting of $500 million aggregate principal amount of 6.375% Senior Notes due 2027 and $500 million aggregate principal amount of 6.675% Senior Notes due 2029.
  • PureCycle Technologies completes $250 million private placement of Common Stock and WarrantsJones Day represented PureCycle Technologies, Inc. in connection with its private placement of $250 million of Common Stock and Warrants.
  • Luminex participates in business combination with Global Consumer Acquisition Corp.Jones Day advised Centre Lane Partners, LLC portfolio company Luminex Home Decor & Fragrance Holding Corporation in the attempted business combination with GP Global Limited and Global Consumer Acquisition Corp. (GACQ), a publicly-traded special purpose acquisition company.
  • Eastman sells tire additives business product lines to One Rock Capital PartnersJones Day advised Eastman Chemical in the $800 million sale of the rubber additives (including Crystex™ insoluble sulfur and Santoflex™ antidegradants) and other product lines and related assets and technology of the global tire additives business of its Additives & Functional Products segment to an affiliate of One Rock Capital Partners, LLC.
  • PureCycle Technologies combines with Roth CH Acquisition I Co.Jones Day advised PureCycle Technologies LLC ("PureCycle") in its business combination with Roth CH Acquisition I Co. ("Roth SPAC"), a publicly-traded special purpose acquisition corporation backed by Roth Capital Partners and Craig-Hallum Capital Group, and Roth CH Acquisition I Co. Parent Corp., a wholly owned subsidiary of Roth CH ("Holdings"), among others.
  • PureCycle Technologies completes $60 million Convertible Senior Notes offeringJones Day represented PureCycle Technologies LLC ("PureCycle") in connection with its initial issuance of $48 million aggregate principal amount of 5.875% Convertible Senior Notes due 2022 (the "Initial Notes") and an add-on issuance of $12 million aggregate principal amount of 5.875% Convertible Senior Secured Notes due 2022 (the "Second Tranche Notes" and together with the Initial Notes, the "Convertible Notes").
  • HD Supply acquired by The Home Depot, Inc. for $8.8 billionJones Day advised HD Supply, Inc. ("HDS") in its $8.8 billion acquisition by The Home Depot, Inc. ("Home Depot").
  • HD Supply Holdings separates into two industry-leading public companiesJones Day advised HD Supply Holdings, Inc. (NASDAQ: HDS) in its demerger.
  • Newell Brands completes $500 million public notes offeringJones Day represented Newell Brands Inc. in connection with a public offering of $500 million aggregate principal amount of 4.875% Notes due 2025.
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    January 23 - December 11, 2025 Firm Hosted

    2025 Public Company Speaker Series

    January 23 - December 10, 2024 Firm Hosted

    2024 Public Company Speaker Series

    March 2023 White Paper

    2022 Annual M&A/PE Review and 2023 Forecast

    March 2020 Commentary

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

    March 2020 Commentary

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

    March 2020 Commentary

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

    February 2020 Commentary

    SEC Proposes Amendments to Modernize and Enhance Financial Disclosures

    November 2019 Commentary

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

    November 2019 Commentary

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

    September 2019 Commentary

    SEC Proposes to Modernize Certain Disclosures Under Regulation S-K
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    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

    January 23 - December 11, 2025 Firm Hosted

    2025 Public Company Speaker Series

    January 23 - December 10, 2024 Firm Hosted

    2024 Public Company Speaker Series

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