Timothy Van Hal
Tim Van Hal advises companies on corporate and transactional matters, including SEC filings, securities offerings, securities law compliance, shareholder activism and defense, corporate governance and compliance, mergers and acquisitions and strategic issues. Tim works primarily with publicly listed companies across a range of industries including financial services, healthcare, health services, manufacturing, asset liquidation, and online retailers.
- Ongoing Disclosure — Advising publicly traded companies of varying sizes (from Fortune 50 companies to smaller reporting companies) on their ongoing disclosure obligations and compliance with the federal securities laws.
- Corporate Finance — Advising publicly traded companies in offerings of equity, debt and hybrid securities, including initial public offerings, follow-on offerings, ATMs, private placements, block-trades, PIPE transactions, and tender offers for existing securities.
- Corporate Governance and Shareholder Activism — Advising both NYSE- and Nasdaq-listed companies on a variety of corporate governance and SEC compliance matters, including the federal securities laws, exchange listing requirements, SRO listing standards, board and committee composition, and board charters and policies. Tim also has advised clients on issues related to shareholder activism and corporate control, including the adoption of shareholder rights plans, responses to shareholder proposals and the consideration of other defensive measures.
- Mergers and Acquisitions — Advising clients on public and private strategic transactions, including mergers, acquisitions, tender and exchange offers, divestitures and spin-offs.
Prior to joining Bass, Berry & Sims, Tim practiced at Freshfields Bruckhaus Deringer LLP in Frankfurt, Germany, as part of their U.S. Capital Markets team.
Memberships
American Bar Association
American Health Law Association (AHLA)
Representative Experience
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Representation of i3 Verticals, Inc. (Nasdaq: IIIV), an integrated payment and software solutions provider, in its public offering of 3,737,500 shares of Class A Common Stock with proceeds of $87,831,250. The underwriters included BofA Securities, Stephens Inc., Morgan Stanley, BTIG, Raymond James and D. A. Davidson & Co.
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Representation of Heritage Global Inc. (Nasdaq: HGBL), an asset services company specializing in financial and industrial assets, in its public offering of 5,462,500 shares of common stock with proceeds of $9,559,375. The underwriters included Lake Street Capital Markets, LLC and Colliers Securities, LLC.
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Representation of i3 Verticals, Inc. (Nasdaq: IIIV), an integrated payment and software solutions provider, in its offering of $138 million aggregate principal amount of 1.00% Exchangeable Senior Notes due 2025, its concurrent amendment to its Amended and Restated Credit Agreement, and its concurrent entrance into exchangeable note hedge and warrant transactions with certain financial institutions. BofA Securities served as the representative of the initial purchasers of the exchangeable notes
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Represented Addus HomeCare Corporation (Nasdaq: ADUS) in four strategic acquisitions and in its underwritten public offering of 2.3 million shares of common stock in 2019.
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Representation of Cracker Barrel Old Country Store, Inc. (Nasdaq: CBRL) in its $36M acquisition of Maple Street Biscuit Company, a fast-casual restaurant with 28 company-owned and five franchised locations across seven states
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Representation of i3 Verticals, Inc. (Nasdaq: IIIV), an integrated payment and software solutions provider, in its secondary offering of 5,165,527 shares of Class A common stock at $22.75 per share. The underwriters included Cowen, Raymond James and BofA Merrill Lynch
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Represented Engility Holdings in its merger with Science Applications International Corp. in which SAIC acquired Engility in an all-stock transaction valued at $2.5 billion
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Representation of a Nashville based commercial and residential general contractor in a $5 million private placement of common stock
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Represented i3 Verticals, Inc. in its initial public offering (IPO) of of 7,647,500 shares of Class A common stock for a total net proceeds of $92.5 million.
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Represented Engility Holdings, Inc. in its exchange of 8.875% Senior Notes due 2024
Additional Experience
Additional representative experience (prior to joining Bass, Berry & Sims PLC)
Representative Capital Markets Experience:
- Represented an international digital consumer finance company in its underwritten public offering of $200 million senior debt securities
- Represented an international commercial stage biotech company in its underwritten public offering of EUR45 million of common stock on the Frankfurter Börse and 144A private placement
- Represented a German automobile manufacturer in the cumulative underwritten public offerings of $3.0 billion senior debt securities
- Represented a German real estate investment trust in its initial public offering of $218 million of common stock on the Frankfurter Börse and 144A private placement
- Represented a German online retailer in its initial public offering of EUR210 million of common stock on the Frankfurter Börse and 144A private placement
- Represented an international healthcare group and manufacturer in its underwritten public offerings of EUR450 million of senior debt securities and $300 million of senior debt securities
- Represented a German silicon wafer manufacturer in its initial public offering of EUR380 million of common stock on the Frankfurter Börse and 144A private placement
- Represented a German truck and trailer safety systems supplier in its proposed initial public offering of EUR 130 million of common stock on the Frankfurter Börse and 144A private placement
- Represented a German automobile parts manufacturer in its underwritten public offering of aggregate $3.5 billion of senior debt securities
- Represented an international carbon manufacturer in its underwritten public offering of EUR250 million senior debt securities and 144A private placement
- Represented an international online retailer in its initial public offering of EUR600 million of common stock on the Frankfurter Börse and 144A private placement
- Represented a German real estate investment trust in its initial public offering of EUR400 million of common stock on the Frankfurter Börse and 144A private placement
- Represented a German automobile parts manufacturer in its underwritten public offering of aggregate EUR735 million senior debt securities and 144A private placement
Representative Bank Finance Experience:
- Represented an international banking entity in its initial public offering of EUR1.56 billion of common stock on the Frankfurter Börse and 144A private placement
Representative Mergers & Acquisitions Experience:
- Represented a Frankfurt Börse-listed international real estate investment trust specializing in residential properties in its proposed hostile takeover offer of a German real estate investment trust
Publications
Media Mentions & Firm News
Accolades
Best Lawyers: Ones To Watch — Securities/Capital Markets Law (2021)
Vanderbilt Journal of Entertainment and Technology Law — Managing Editor
Vanderbilt Law School — Law and Business Certificate, Chancellor’s Law Scholar
Phi Beta Kappa