David Marshburn counsels clients on corporate and securities issues including mergers and acquisitions, capital markets transactions, and securities regulations matters and filings.
Prior to joining Bass, Berry & Sims, David served as a law clerk with the U.S. Bankruptcy Court for the Western District of Tennessee. David earned his law degree from the University of Memphis Cecil C. Humphreys School of Law and an M.B.A. from the University of Memphis Fogelman College. He earned a B.A. in political science from the University of Alabama.
American Health Law Association (AHLA)
Representation of NN, Inc. (NASDAQ: NNBR) in a new financing with J.P. Morgan, funds managed by Oaktree Capital Management, L.P., and investment funds managed by Morgan Stanley Tactical Value providing a $50 million asset-based credit line (ABL), a 5.5-year $150 million term loan, and a $65 million preferred stock issuance, respectively. Proceeds from the transaction will be used to repay the current principal balance of $70 million on its term loans due in 2022, to redeem its current $100 million outstanding preferred stock, prior to the increase in redemption premium at March 31, 2021, and pay off its fixed interest rate swap of $14 million. The transaction enables the company to strengthen its balance sheet by extending its capital structure’s maturity at an attractive blended cost of capital, allowing the company financial flexibility to continue its current business transformation efforts.
Representation of Gladstone Land Corporation in its offering of 2,100,000 shares of its newly designated 5.00% Series D Cumulative Term Preferred Stock with proceeds of $58,000,000.
Representation of the University of Pittsburgh Medical Center (UPMC) in the spinoff and sale of the management services organization responsible for the operational and strategic management of Chartwell to CarepathRx, a platform company formed by Nautic Partners that offers pharmacy solutions to patients undergoing complicated medication therapies. Nautic will manage the UPMC pharmacy moving forward. Terms of the transaction were not disclosed.
Representation of OptionOne, a specialty pharmacy providing home and alternate-site infusion therapies through a comprehensive clinical approach to patient care, in its sale to Amerita, Inc., a specialty infusion company focused on providing complex pharmaceutical products and clinical services to patients outside of the hospital. Terms of the transaction were not disclosed.
Representation of Gladstone Land Corporation in its underwritten offering of 1,897,500 shares of common stock for net proceeds of approximately $26.1 million. Janney Montgomery Scott LLC acted as lead book-running manager; B. Riley Securities and Ladenburg Thalmann & Co. Inc. acted as co-book running managers; and Aegis Capital Corp., Kingswood Capital Markets, division of Benchmark Investments, Inc., Maxim Group LLC, National Securities Corporation, a wholly owned subsidiary of National Holdings Corporation (NasdaqCM: NHLD), and Wedbush Securities Inc. served as co-managers.
Representation of AutoZone, Inc. (NYSE: AZO) in a public offering of $600,000,000 of 1.650% Senior Notes due 2031.
Representation of AutoZone, Inc. (NYSE: AZO) in a public offering of $500,000,000 of 3.625% Senior Notes due 2025 and $750,000,000 of 4.000% Senior Notes due 2030
Representation of Netalytics, a software development company with a focus on creating solutions for the behavioral health care industry, in its recapitalization by Prairie Capital, a Chicago-based private equity firm
Representation of Family Legacy, LLC and Harpeth Hills Memory Gardens, Inc. in their sale to Park Lawn Corporation (TSX: PLC), a company that provides goods and services associated with the disposition and memorialization of human remains