Thomas D.

Kimball

Position: Partner
Office: New Orleans

Thomas Kimball is a partner in the Corporate Practice Group. He represents public and private company clients in a number of industries, including healthcare, construction, energy, transportation, telecommunications, banking, and hospitality, on matters involving state and federal securities law, general corporate law, corporate governance, and mergers and acquisitions.

Thomas serves as outside corporate and securities counsel for public and private companies in all areas of corporate, securities, and capital markets law, including initial public offerings, registered debt and equity offerings, exempt offerings under Regulation D and Section 4(a)(2), compliance with the rules of various trading markets and state Blue Sky Laws, and mergers and acquisitions.

Thomas advises domestic and foreign private issuers on their ongoing reporting and filing obligations, including reviewing annual, quarterly, and current reports; proxy statements; press releases; filings related to capital markets and M&A transactions; and compliance with the Securities Act of 1933 and the Securities Exchange Act of 1934.

He also works with public and private clients on a range of corporate law and corporate governance matters, including mergers, acquisitions, conversions, consolidations, dispositions, internal reorganizations/restructurings, Chapter 11 reorganizations, finance, and private equity transactions.

Noteworthy

Experience

Thomas has been an integral member of the deal team for numerous equity and debt offerings, mergers and acquisitions, and other notable transactions, including:

Equity Offerings:

Represented a public infrastructure and construction company in its fully underwritten public offering and sale of more than $190 million of common stock and pre-funded warrants and the related redemption with the proceeds thereof of outstanding preferred stock
Represented a public infrastructure and construction company in its private placement of common stock with a major stockholder pursuant to Section 4(a)(2) of the Securities Act of 1933
Represented an infrastructure and construction company in its public offering of subscription rights for units consisting of preferred stock and warrants
Represented an infrastructure and construction company in its public secondary offering by a security holder
Represented a bank holding company in its registration of approximately $39 million of common stock offered to shareholders of a target bank holding company

Debt Offerings:

Represented a public telecommunications company in several 144A private placements of senior notes and related tender offers, a Dutch auction, and refinancings worth more than $10 billion, including the second-ever domestic sustainability-linked bond issuance
Represented a public dredging services company in multiple 144A private placements of senior notes worth $650 million

Exchange Offers:

Represented a public bank holding company in an offer to exchange $48 million aggregate principal amount of unregistered 3.50% fixed-to-floating rate subordinated notes due 2032 for $48 million aggregate principal amount of registered notes
Represented a public bank holding company in an offer to exchange $40 million aggregate principal amount of unregistered 7.00% fixed-to-floating rate subordinated notes due 2032 for $40 million aggregate principal amount of registered notes
Represented a public telecommunications company in its offer to exchange more than $900 million aggregate principal amount of unregistered unsecured indebtedness for newly issued unregistered secured indebtedness of its subsidiary

Mergers and Acquisitions:

Represented a privately held food product and services company in its sale of a minority interest for approximately $3.2 million in cash
Represented a large not-for-profit health system in its merger with another health system for more than $460 million in total consideration
Represented a private equity firm and one of its portfolio companies in its acquisition of another privately held company for $82 million
Represented a private equity firm and one of its portfolio companies in its acquisition of a privately held utility construction company for $20 million
Represented a bank holding company in the share exchange of another bank holding company

Restructurings:

Represented a public offshore drilling company in connection with its emergence from Chapter 11 bankruptcy
Represented a public helicopter services company on corporate- and securities-related matters in connection with its Chapter 11 bankruptcy

Other Notable Projects:

Represented numerous companies in multiple industries filing shelf registration statements with the US Securities and Exchange Commission
Represented a public retail electricity and natural gas company in a special meeting seeking shareholder approval to consummate a reverse stock split of its publicly traded stock and its privately held stock and the execution of the reverse stock split following shareholder approval
Represented an infrastructure and construction company in a special meeting seeking shareholder approval for the issuance of subscription rights for units consisting of preferred stock and warrants
Represented public and private companies in multiple internal corporate and financial asset restructurings
Served as counsel to companies for the implementation of independent board committees in compliance with national securities exchange listed standards
Represented multiple public companies in their successful deregistration and suspension of reporting obligations with the US Securities and Exchange Commission
Represented a public offshore drilling company in obtaining no-action relief from the US Securities and Exchange Commission