Shelley R. Thomas
Clients rely on Shelley Thomas for the development, commercialization, transfer and protection of intellectual property assets. Shelley advises clients on intellectual property and technology issues related to mergers and acquisitions; license agreements; software-as-a-service; ASP and cloud hosting contracts; supply; distribution and reseller agreements and online and offline marketing and content syndication. She represents private and public companies in a variety of industries including healthcare, automotive, media, lifestyle, financial services, retail, consumer products and e-commerce.
Shelley’s practice involves:
- Health Information Technology (HIT) Contracts – Relying on her significant experience in HIT and the healthcare industry, Shelley negotiates a variety of technology contracts for providers as well as HIT vendors and routinely counsels clients on issues related to management of data, and the associated privacy, security, liability, and contractual concerns of HIT contracts. Recently, she has led several major health systems and academic institutions through the licensing and implementation of interoperable HIT and electronic health records (EHR) systems.
- Mergers & Acquisitions – Shelley performs technology and intellectual property due diligence in mergers and acquisitions and evaluates intellectual property in support of intellectual capital management. In the last two years, she has advised clients in more than 100 transactions, including Luminex Corporation’s (Nasdaq: LMNX) acquisition of Gentura DX, Inc., which won the M&A Advisor’s “M&A Deal of the Year” award.
- Privacy & Data Security – Shelley advises clients on data privacy and security efforts, including the development of information technology policies, trade secret policies, breach preparation and cybersecurity risk management and compliance with U.S. and international data privacy laws, including the General Data Protection Regulation (GDPR), California Consumer Privacy Act (CCPA), CAN-SPAM Act, GLBA, COPPA, and PCI-DSS.
- Technology Agreements – Shelley drafts and negotiates vendor and client-side agreements and contracts including licensing, hosting, distribution, reseller and outsourcing agreements for clients in a variety of industries. She also structures, drafts and negotiates agreements to effect volumes of technology transfers, strategic alliances, collaborations and joint ventures.
- Media & Content Syndication – Shelley counsels clients in myriad industries on online and offline marketing initiatives including social media, advertising claims and other aspects of brand promotion. She also represents clients in content syndication deals with global brands like Hulu, Roku, Amazon, MSN and Yahoo!
Featured Experience
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Represented one of the largest publicly traded hospital companies in the United States in negotiation and implementation of a new Electronic Health Record (EHR) system that, at the time, was one of the largest EHR implementations in the United States.
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Represent an NYSE-listed lifestyle media company in high profile online content syndication deals and technology transactions
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We represented Tivity Health, Inc. (NASDAQ: TVTY), a fitness and social engagement solutions provider, in the divestiture of its nutrition business, Nutrisystem® and South Beach Diet®, to Kainos Capital, a leading food and consumer-focused private equity firm, for $575 million in cash.
Memberships
American Health Law Association (AHLA) — Health Information and Technology Practice Group, Vice Chair (2018-2020)
Healthcare Information and Management Systems Society — Tennessee Chapter, Board of Directors
Representative Experience
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Represented one of the largest publicly traded hospital companies in the United States in negotiation and implementation of a new Electronic Health Record (EHR) system that, at the time, was one of the largest EHR implementations in the United States.
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Represent an NYSE-listed lifestyle media company in high profile online content syndication deals and technology transactions
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We represented Tivity Health, Inc. (NASDAQ: TVTY), a fitness and social engagement solutions provider, in the divestiture of its nutrition business, Nutrisystem® and South Beach Diet®, to Kainos Capital, a leading food and consumer-focused private equity firm, for $575 million in cash.
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Representing Tivity Health Inc. (Nasdaq: TVTY), a leading provider of healthy life-changing solutions, in their agreement to be acquired by funds managed by Stone Point Capital, with over $40 billion of assets under management; under the terms of the agreement, Tivity Health stockholders will receive $32.50 in cash per share, representing a total transaction value of $2.0 billion
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Representation of Groups360, a leading platform for booking group travel, in its $35,000,000 investment from Zigg Capital, Blackstone Innovations Investments, and Fir Tree Partners to accelerate growth.
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Representation of Mainsail Partners’ Boostlingo, a language software and technology company, in its acquisition of Interpreter Intelligence, a leader in interpretation management technology. Terms of the transaction were not disclosed.
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Representation of Addus HomeCare Corporation (Nasdaq: ADUS), a provider of home care services, in its acquisition of JourneyCare, Inc, one of the largest hospice and palliative care providers in Illinois for $85,000,000.
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Representation of Sisk Motor Company, a provider of automobile sale and purchase services, in its sale to White Automotive Group, a family-owned group of automotive dealerships. Terms of the transaction were not disclosed.
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Representation of LFM Capital, a private equity firm focused on lower middle market manufacturing and industrial services businesses, in its investment in Washington-based Rainier Industries – a leading manufacturer of residential and commercial shade, shelter, and display solutions.
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Publications
Past Events
Media Mentions & Firm News
Accolades
The Best Lawyers in America© — Copyright Law (2016-2022)
Mid-South Super Lawyers “Rising Star” (2014-2018)