Thomas R. Stephens
Bartlit Beck Herman Palenchar & Scott LLP, Partner, 1993-Present
Kirkland & Ellis, Partner, 1990-1993; Associate, 1984-1990
Tom Stephens has advised and counseled clients on corporate and securities law for more than 30 years. During his career, Tom has specialized in mergers and acquisitions, capital formation, securities regulation and private equity/hedge funds. His experience includes negotiated acquisitions; leveraged buyouts; public equity and debt offerings; startups and venture capital investments; hedge fund structuring; securities law disclosure and compliance; and hostile takeovers, tender offers and proxy contests.
Tom is the author of a well-regarded treatise, Beneficial Ownership Reporting - Schedules 13D and 13G. The treatise, first published 1996 and updated periodically since (most recently in 2014), is part of the Corporate Practice Series published by The Bureau of National Affairs, Inc., Washington, D.C. Tom also has written in legal journals including The Colorado Lawyer and spoken at CLE presentations.
Since 2004, Tom has been recognized in Chambers & Partners’ USA Guide to America’s Leading Lawyers for Business. Clients interviewed over the years by Chambers have described Tom as ‘an incredibly hard worker who is both thorough and creative in his counsel’ and praised his ‘technical expertise’ and ‘judgment, speed and accuracy.’ Clients have been ‘quick to highlight [Tom’s] responsiveness and deep knowledge’ and have described him as ‘patient, clear thinking and assertive.’
Tom is a 1984 cum laude graduate of Harvard Law School, where he served as Editor-in-Chief of the Harvard Civil Rights Civil Liberties Law Review. Prior to attending Harvard, Tom received a Masters from Princeton’s Woodrow Wilson School in 1976, and served as Executive Director of the New Jersey Parole Board, where he was instrumental in a rewrite of New Jersey’s parole statute. He graduated summa cum laude from the University of Colorado in 1974.
Private equity/hedge fund formation and operations. Gotham Asset Management (Joel Greenblatt and Rob Goldstein’s funds), Platte River Ventures, Sessa Capital, Punch Card Capital, Estabrook Absolute Return Fund, Springhouse Capital and Caburn Capital.
Joint ventures. AEXCO Petroleum, Titanium Metals, Amalgamated Sugar Company and American Steel Wool.
Investments in private equity and hedge funds. Investments by Cheyenne Capital, The University of San Diego, Gates Capital, Colorado College and the Colorado Public Employees Retirement Association in a variety of alternative investments.
Initial public offerings. Company counsel for Celestial Seasonings, Titanium Metals, Gaiam and Real Goods Solar.
Startups and venture capital. Company counsel for TransZap, OpenPeak, Radiospire Networks and Eichrom Industries.
Proxy contests and disputed takeovers. Sessa Capital (proxy contest against incumbent directors of Ashford Hospitality Prime, Inc.); Stewart R. Horejsi (four closed-end mutual funds – Neuberger Berman Real Estate Income, First Financial, USLIFE Income and Preferred Income Management); Cortech (management defense to hostile proxy contest); Punch Card Capital, Arnhold And S. Bleichroeder Advisers, and Duma Master Fund (stock purchase agreements with Companhia de Bebidas das Américas – AmBev in connection with Ambev’s tender for shares of Quilmes Industrial (Quinsa), Société Anonyme ($155 million)).
Significant mergers and acquisitions.
Tejas Gas: Midstream energy company merger with Shell Oil Company ($1.45 billion).
TransZap: Sale of an oil and gas industry SaaS provider to Accel-KKR, a private equity firm.
Clements National: Sale of connector manufacturer to Winchester Electronics Corporation.
Compx International: Acquisitions of Chicago Lock Companyand Thomas Regout Holding N.V., a Dutch manufacturer of hardware and drawer slides ($55 million).
Kentek Information Systems: Leveraged public company buyout by management of printer manufacturer ($40 million).
Celestial Seasonings: Merger with Hain Food Group (now Hain Celestial Group) ($330 million).
Dover Saddlery, Inc.: Public company sale of equestrian products retailer to Webster Capital ($60 million).
Estes-Cox: Leveraged management acquisition of a manufacturer of model rockets, and the later sale of the company to Hobbico.
Real Goods Solar: Acquisitions of Alteris Renewables and Regrid Power.
Aavid Thermal Products: Sale of Aavid Thermal Products (a Willis Stein & Partners portfolio company engaged in thermal management solutions for electronics) to Nautic Partners, LLC.
Fluent: Merger of a Willis Stein & Partners portfolio company engaged in fluid dynamics software with ANSYS ($650 million).
Stratos International: Acquisition of a designer/manufacturer of interconnect components and subsystems, by Emerson Electric Company ($120 million); represented Sterling Holding Company, a connector manufacturer, in its earlier merger with Stratos ($60 million).
Willis Stein & Partners: Leveraged public company acquisition of Aavid Thermal Technologies, a thermal management manufacturer for electronics ($360 million).
Titanium Metals Corporation: Acquisitions of the titanium melting operations of Wyman-Gordon, Loterios, S.p.A. (an Italian titanium company), and the titanium melting and scrap assets of Axel Johnson Metals.