Capital Markets

Bass, Berry & Sims is nationally known for its extensive experience in securities transactions, and is principal securities counsel to more than 35 public companies. In past five years alone, the firm has served as legal advisor to issuers or underwriters on more than 80 public offerings of debt and equity securities and Rule 144A offerings valued at $24.6 billion. By leveraging both the experience of our attorneys and the strength of our national platform, our capital markets attorneys regularly advise issuers and investment banks on significant equity and debt offerings. We are particularly adept at helping clients access the capital markets and completing transactions quickly and efficiently.

We represent clients in various types of debt and equity financings, including:

  • Initial public offerings (IPOs)
  • Follow-on public offerings of common and preferred stock
  • Public offerings of debt securities, including medium-term notes
  • Rule 144A offerings
  • Institutional private placements, including PIPE (private investment in public equity) transactions
  • Real estate investment trust (REIT) joint ventures, conversion transactions and securitization transactions

We work with clients across a wide range of industries, including the following industry sectors:

  • Business development companies (BDCs)
  • Defense
  • Energy
  • Financial services
  • Food and beverage
  • Healthcare
  • Hospitality
  • Manufacturing
  • Media and telecommunications
  • REITs
  • Retail
  • Specialty pharmacy
Special Purpose Acquisition Companies (SPACS)

Growing in popularity as a financial vehicle, SPACs (i.e., blank check companies) are formed to use their IPO proceeds to acquire a private company via merger, share exchange, asset acquisition, reorganization or similar business combination within a specific timeframe. This structure essentially creates another mechanism through which a private company can go public, along with a traditional firm commitment underwritten offerings, and direct listings. Attorneys across our M&A, public company, private equity, capital markets and tax practices work together seamlessly to advise companies through the full life cycle of a SPAC (and subsequent de-SPAC) process, including any SEC-related guidance and disclosures unique to the structures. Bass, Berry & Sims has provided representation to SPAC sponsors considering an IPO as well as operating companies in de-SPAC transactions that are not yet publicly disclosed. Our sophisticated securities and M&A capabilities provide us a unique advantage to deliver both the judgment and technical expertise to assist clients in all facets of the de-SPAC process, including term sheet negotiations, board representations, merger agreement negotiations, PIPE investor meetings, SEC disclosures and approval, as well as post-merger life as a public company.

  • In connection with a public offering of the stock of Shoals Technologies Group (Nasdaq: SHLS), we represented the Solon Group as selling shareholders, including Dean Solon, founder of Shoals in an underwritten Block Trade of common stock.

    In connection with a public offering of the stock of Shoals Technologies Group (Nasdaq: SHLS), we represented the Solon Group...
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    Client Type: Public Company
  • We represented AutoZone, Inc. (NYSE: AZO), the leading retailer and distributor of automotive replacement parts and accessories, in a public...
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  • Offering of $750,000,000 of 4.750% Senior Notes due 2032

    We represented AutoZone, Inc. (NYSE: AZO), the leading retailer and distributor of automotive replacement parts and accessories, in a public...
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    Client Type: Public Company
  • Lead Counsel to POINT Biopharma Inc. in connection with its proposed SPAC business combination with Therapeutics Acquisition Corp. d/b/a Research Alliance Corp. I (Nasdaq: RACA), a special purpose acquisition company, sponsored by RA Capital Management.  Upon closing, the combined company will be named POINT Biopharma Global Inc. and is expected to be listed on Nasdaq under the ticker symbol “PNT”.

    We served as lead legal counsel to POINT Biopharma Inc., a late stage biopharmaceutical company dedicated to bringing the many...
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    Client Type: Private Company
  • 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.

    We represented NN, Inc. (NASDAQ: NNBR) in a new financing with J.P. Morgan, funds managed by Oaktree Capital Management, L.P., and...
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    Client Type: Public Company
  • Representation of Louisiana-Pacific Corporation in its offering of $350,000,000 of 3.625% senior notes due 2029.

    We represented Louisiana-Pacific Corporation in its offering of $350,000,000 of 3.625% senior notes due 2029. BofA Securities, Goldman Sachs and...
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    Client Type: Public Company
  • Representation of ClearPoint Neuro, Inc. in its public offering of 2,127,660 shares with proceeds of $46,800,000.

    We represented ClearPoint Neuro, Inc. in its public offering of 2,127,660 shares with proceeds of $46,800,000. B. Riley Securities acted...
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    Client Type: Public Company
  • Representation of ClearPoint Neuro, Inc. in its public offering of 2,127,660 shares with proceeds of $46,800,000. B. Riley Securities acted as book-running manager and Lake Street Capital Markets, LLC acted as co-manager for the offering.

     

    We represented ClearPoint Neuro, Inc. in its public offering of 2,127,660 shares with proceeds of $46,800,000. B. Riley Securities acted...
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    Client Type: Public Company
  • We represented Tractor Supply Company (Nasdaq: TSCO) in their agreement to acquire Orscheln Farm and Home, a family-owned farm and ranch retailer.

    We represented Tractor Supply Company (Nasdaq: TSCO), the largest rural lifestyle retailer in the United States, in their agreement to...
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    Client Type: Public Company
  • We represented Dean Solon, the founder of Shoals Technologies Group, Inc. (backed by Oaktree Capital), a leading solar-power components maker, in connection with Shoals’ initial public offering (IPO) of 88.5 million shares of Class A common stock for a total net proceeds of more than $2.2 billion. The shares began trading on the Nasdaq Global Market under the symbol “SHLS” on January 27, 2021. Bass Berry & Sims has represented Shoals since the 2016 recapitalization transaction with Oaktree Capital.

    We represented Dean Solon, the founder of Shoals Technologies Group, Inc. (backed by Oaktree Capital), a leading solar-power components maker,...
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    Client Type: Public Company
John R. Adgent
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Shayan A. Ahmed
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Taylor J. Ashley
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Dixon Babb
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Annie Batcheller
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Scott W. Bell
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Shelby Bess
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Nicholas M. Bessette
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Courtney  L. Black
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Kolby  A. Boyd
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Al Bright, Jr.
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Laura R. Brothers
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Whitney R. Burnley
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Bryan  P. Bylica
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Christopher J. Climo
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Laura J. Cohen
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Kyle A. Conley
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Emily Connally
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Bo R. Cook
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Elizabeth  A. Cook
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David Cox
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Taylor O. Curtis
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J. Page Davidson
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K. Stewart Day
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Kevin H. Douglas
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Kristin C. Dunavant
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R. Todd Ervin
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D. Lee Flaherty
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Phil Fox
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John L. Fuller
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Erica S. Gray
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B. Riney Green
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Mary Lindsey Hannahan
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Nova D. Harb
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Caylyn G. Harvey
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Grant Hauss
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Michael J. Holley
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Tyler Huseman
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J. James Jenkins, Jr.
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Juedon B. Kebede
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John Keny
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Braxton R. Kinney
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Eric J. Knox
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Michael R. Kuffner
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Howard H. Lamar III
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Noah J. Lewis
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Philip M. Lewis
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Vincent B. Lillegard
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James R. Litzow
Corporate Attorney
Mark Manner
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David W. Marshburn
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George H. Masterson
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Richard F. Mattern
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William Logan McCallie
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R. Davis Mello
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Lori B. Morgan
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Jennifer H. Noonan
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Andrea N. Orr
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J. Allen Overby
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Carter-William Palek
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Janice Parmar
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Tatjana Paterno
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Rebecca Payton
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Frank M. Pellegrino
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Adam Pfeiffer
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Aleah Reno-Demick
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Grant Sharp
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Sehrish Siddiqui
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Susan V. Sidwell
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Greg Stevens
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W. Benjamin Tarpley
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Ryan D. Thomas
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David R. Venturella
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F. Mitchell Walker, Jr.
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Julie C. Walker
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Leigh Walton
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Patton L. Webb
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Price W. Wilson
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Bradley L. Yenter
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