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David A. Thornton

Member

Memphis

(901) 543-5922

dthornton@bassberry.com

https://www.bassberry.com/professionals/thornton-david-a/

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David Thornton helps employers deliver retirement, health and welfare benefits to their executives and employees. With more than 30 years of experience, he has developed a diverse practice counseling hundreds of public and private employers and non-profit organizations in drafting, maintaining and administering retirement plans ranging from $1 million to several billion dollars in assets, including many in the $100 million to $500 million asset range. He has deep experience in ESOP transactions, successfully navigating the significant fiduciary duty considerations and tax code requirements involved with these transactions.

In response to heightened focus on ERISA fiduciaries by the U.S. Department of Labor and plaintiffs’ attorneys, David spearheaded an effort to launch a comprehensive fiduciary compliance program for clients. The program includes a self-audit process, fiduciary training, documentation package and service provider RFP support, which has resulted in approximately $6.5 million in administrative fee savings over a two year period for one client.

With a keen ability to help clients reach prudent business decisions while weighting the cost/benefit analysis against various creative alternatives, David’s practice involves:

Designing, implementing and administering retirement plans, including pension, profit sharing, 401(k) plans and ESOPs, as well as other non-qualified plan alternatives.
Implementing and administering health and welfare plans, including self-funded and fully insured health benefit plans, including compliance with the ACA.
Assisting with Health Insurance Portability and Accountability Act (HIPAA) and Consolidated Omnibus Budget Reconciliation Act (COBRA) compliance, cafeteria plans and medical reimbursement plans.
Counseling clients with regards to compliance with IRS and Department of Labor laws and regulations applicable to employee benefit plans as the fiduciary responsibilities of employers and trustees of employee benefit plans.
Plan design, amendments and compliance advice to municipalities on all forms of qualified and nonqualified benefit plan matters, including state law issues governing benefits under a pension plan, as well as code sections 457 and 409A.

As a former ERISA litigator, David helps companies navigate the intersection of litigation and business concerns. He successfully defended a case, Osborne v. Hartford Life & Accident Ins. Co., that went all the way to the U.S. Supreme Court, and resulted in a change to the interpretation of the word “occupation” under ERISA. The new definition still stands today. His deep understanding of ERISA allows David to provide practical advice in the complex landscape of employee benefits law.

Memberships

Memphis Bar Association — Treasurer (1992), Director (1991), Young Lawyers Division

Tennessee Bar Association — Corporation and Business Law Section

American Bar Association — Business Law Section

American Health Law Association (AHLA)

Representative Experience

Regent Surgical Health Closes Strategic Investment from TowerBrook Capital Partners L.P. and Ascension Capital

Representation of Regent Surgical Health, an ambulatory surgery center management and development company, in its strategic investment from TowerBrook Capital Partners L.P., an international investment management firm, and Ascension Capital, an investment affiliate of Ascension.

We represented Regent Surgical Health, an ambulatory surgery center management and development company, in its strategic investment from TowerBrook Capital...

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Pharos Capital’s Complete Health Acquires Two Primary Care Practices

Representation of Complete Health Partners, a Pharos Capital Group primary care platform based in Jacksonville, Florida, in its acquisitions of two Birmingham, AL primary care practices, Northside Medical Associates and Adamsville Family Medicine

We represented Complete Health Partners, a Pharos Capital Group primary care platform based in Jacksonville, Florida, in its acquisitions of...

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Client Type: Private Company
Successful Defense of Clients in $26 Million of ACA Employer Mandate Penalties

Defended clients against roughly $26 million in ACA employer mandate penalties

We have successfully defended our clients against roughly $26 million in ACA employer mandate penalties, which relate to the ACA...

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Client Type: Private Company
Representation of a Civil Engineering Company in ESOP Transaction

Represented a civil engineering company in establishing an ESOP, successfully acquiring 49% of the company in a leveraged transaction in the amount of $6.6 million

We represented a civil engineering company in establishing an Employee Stock Ownership Plan (ESOP) and successfully acquiring 49% of the...

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Client Type: Private Company
Representation of a Recycling Corporation in ESOP Transaction

Represented a recycling corporation in the establishment of an ESOP used to acquire 100% of the company in a leveraged transaction in the amount of $51.5 million

We represented a recycling corporation in the establishment of an Employee Stock Ownership Plan (ESOP) used to acquire 100% of...

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Client Type: Private Company
NN, Inc. Acquires Paragon Medical

Represented NN, Inc. (Nasdaq: NNBR) in its acquisition of Paragon Medical

We represented NN, Inc. (Nasdaq: NNBR) in the acquisition of Paragon Medical, a private equity backed medical device manufacturer, for...

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Client Type: Public Company
Representation of Trustee in Formation and Sale of ESOP

Represented the trustee in the formation of an ESOP for a real estate investment firm located in Memphis, Tennessee

We represented the trustee in the formation of an ESOP for a real estate investment firm located in Memphis, Tennessee....

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Client Type: Private Company
Representation of Wealth Management Firm in Sale of ESOP

Represented an investment advisory and wealth management firm located in Memphis, Tennessee, with respect to its ESOP

We represented an investment advisory and wealth management firm located in Memphis, Tennessee, with respect to its ESOP. We advised...

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Client Type: Private Company
Closing of Large ESOP for Business Management Company

Represented a business management company located in Germantown, Tennessee, in the closing of a large ESOP transaction over the course of a year

We represented a business management company located in Germantown, Tennessee, in the closing of a large Employee Stock Ownership Plan...

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Client Type: Private Company
Retirement Plan Consolidation for Manufacturing Company

Represented a publically-traded manufacturing company in the consolidation of three pension plans and three 401(k) plans following its $1.4 billion acquisition of another company

We represented a publically-traded manufacturing company in the consolidation of three pension plans and three 401(k) plans following its $1.4...

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Client Type: Public Company

Accolades

The Best Lawyers in America© — Employee Benefits (ERISA) Law; Litigation: ERISA (2006-2022)

Best Lawyers® — Memphis Litigation: ERISA “Lawyer of the Year” (2022); Memphis Employee Benefits (ERISA) Law “Lawyer of the Year” (2021, 2019)

Mid-South Super Lawyers (2006, 2010-2021)

Memphis Business Journal “Best of the Bar” — Private Firm, Large (2018 overall winner)

MBQ: Inside Memphis Business “Power Players”

Beta Gamma Sigma

Phi Eta Sigma

Phi Kappa Phi

Phi Alpha Delta

Golden Key

American Jurisprudence Award in Family Law

Education

University of Tennessee College of Law - J.D., 1984

Order of the Coif
University of Tennessee - B.A., 1981

Admissions

Tennessee, 1984

U.S. District Court, Eastern District of Tennessee, 1984
U.S. District Court, Middle District of Tennessee, 1984
U.S. District Court, Western District of Tennessee, 1984
U.S. Court of Appeals, Sixth Circuit, 1984
U.S. Court of Appeals, Eighth Circuit, 1984
U.S. Supreme Court, 2007

David A. Thornton

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David A. Thornton

Notice

Memberships

Representative Experience

Publications

Past Events

Media Mentions & Firm News

Accolades

Related Services

Education

Admissions

Follow Us on Twitter

HR Law Talk Blog