Daniels, Thomas C.

Current Employment Position(s)

Partner

Lawyer Overview

Tom Daniels counsels a diverse range of corporations and financial institutions in domestic and international corporate finance matters and advises boards of directors of both public and private companies on a broad range of issues relating to securities regulations and corporate governance. He has extensive experience in a full range of corporate financing matters, including public and private equity and debt capital raising transactions, 144A offerings, cross-border transactions, issuer tender offers, exchange offers, restructurings, and other financing alternatives. Tom assists clients with compliance with the federal securities laws, including the Investment Company Act of 1940, stock exchange requirements, and Sarbanes-Oxley.

His clients include: ERICO International, Mattel, NAACO Industries, Parker Hannifin, Premier Farnell, STERIS, and York Enhanced Strategies Fund.

Tom speaks regularly at seminars regarding securities law compliance and governance matters.

Areas of Practice

• Capital Markets

Representative Cases

• Amway Asia Pacific acquires the company's outstanding publicly held stock and ADRs by its principal shareholders
• ERICO completes a public exchange offer of $121.5 million of 8-7/8% Senior Subordinated Notes
• ERICO completes a Rule 144A and Regulation S offering of $140 million of Senior Subordinated Notes
• ERICO Holding Corp acquires Thomas & Betts Corp
• Gliatech sells intellectual property and pharmaceutical assets to Merck
• Laidlaw International issues $406 million of Senior Notes in a Rule 144 and Regulation S offering and public exchange offering
• Morgan Stanley closes $650 million private placement by York Enhanced Strategies Fund , (2009)
• NACCO attempts to acquire Nissan's forklift truck business
• NACCO makes $325 unsolicited tender offer for Applica , (2009)
• Nationwide Mutual Insurance Co. acquires Gartmore Global Investments
• NMHG issues $250 million of Senior Notes in a Rule 144A & Regulation S offering
• Parker Hannifin acquires Commercial Intertech
• Parker Hannifin acquires Denison International , (2009)
• Parker Hannifin completes shelf-takedown public offering of $775 million of Medium-Term Notes , (2009)
• Parker Hannifin issues $281 million of 6.25% Notes in a Regulation S offering
• Premier Farnell sells Kent Automotive and Premier Industrial to Lawson Products
• R.H. Donnelley acquires SBC Communications' directory publishing business , (2009)
• R.H. Donnelley acquires Sprint Corporation's directory publishing business
• R.H. Donnelley completed Rule 144A and Regulation S offering of $1 billion of Series A-4 Senior Notes
• R.H. Donnelley completes debt tender offer of $600 million of Senior Subordinated Notes
• R.H. Donnelley completes Rule 144A and Regulation S offering of $500 million of Series A-4 Senior Notes
• R.H. Donnelley issues $150 million of Senior Subordinated Notes in a debt tender offer
• R.H. Donnelley issues $200 million of Convertible Preferred Stock and Warrants in a private placement
• R.H. Donnelley issues $925 million of Senior Notes and Senior Subordinated Notes in a Rule 144A & Regulation S offering
• R.H. Donnelley repurchases $337 of Convertible Preferred Stock
• STERIS acquires medical device sterilization division of Cosmed Group
• STERIS acquires Sterion, Inc.
• STERIS seeks employment advice about separation package, employment agreement in Malaysia and Singapore and Malaysian employee legislation

West Practice Categories

Banking & Finance Law, Business & Commercial Law

Bar Admissions

• Ohio

Education

• Kent State Univ- Kent Campus
• U of Akron

Published Works

• SEC Issues Guidance on Disclosures Related to Climate Change, 2010
• Earnings Releases: Securities Law Considerations, 2010
• SEC Approves Enhanced Proxy Disclosure Rules, 2009
• SEC Approves Amendment to Eliminate Discretionary Voting by Brokers in Uncontested Elections of Directors and Proposes New Disclosure Rules, 2009
• SEC Proposes New Rules Facilitating Shareholder Nominations of Directors, 2009
• Federal Appeals Court Finds No Default Under Indenture Reporting Covenant, 2008
• SEC Adopts Amendments to Rule 12g3-2(b) and Various Other Foreign Issuer Reporting Requirements; Revises Cross-Border Tender Offer, Exchange Offer and Business Combination Rules in Addition to Beneficial Ownership Reporting Rules for Certain Foreign Institutions, 2008
• SEC Guidance on the Use of Company Web Sites for Disclosure to Investors, 2008
• SEC Proposes Revisions to Rule 15a-6 to Improve Regulation of Foreign Broker-Dealers, 2008
• SEC Proposes Revisions to the Cross-Border Tender Offer, Exchange Offer, and Business Combination Rules as Well as Beneficial Ownership Reporting Rules for Certain Foreign Institutions, 2008
• SEC Proposes Amendments to Rule 12g3-2(b) Exemption From Registration Under Section 12(g) of the Securities Exchange Act of 1934 and Other Rules and Forms, 2008
• SEC Allows Foreign Private Issuers to Use Financial Statements Prepared in Accordance With International Financial Reporting Standards, 2008
• SEC Adopts Amendments to Rule 144 and 145 and Other Reforms, 2008
• SEC Maintains Status Quo in Shareholder Access, 2007
• SEC Staff Observations on Executive Compensation Disclosure, 2007
• SEC Considers Allowing Non-U.S. and U.S. Issuers to Use Financial Statements Prepared in Accordance With International Financial Reporting Standards, 2007
• SEC Releases Shareholder Access Proposals, 2007
• SEC Adopts Section 404 Interpretive Guidance and Rule Amendments; New PCAOB Auditing Standard, 2007
• An Overview of Legal Risks for Distressed Claims Traders, 2006

Address

North Point
901 Lakeside Avenue
Cleveland, OH 44114-1190

Phones

1.216.586.7017 (Business Phone)

Faxes

1.216.579.0212 (Business Fax)

Emails

Contact Us (Business Email)

Websites

http://www.jonesday.com