Thomas W. Burton

Representative Experience

Corporate Governance

• Attended and participated in setting agendas for corporation boards of directors, audit and compensation committees, and prepared minutes for such meetings
• Served on the board of directors as an officer of Service King’s President’s Fund, a non-profit corporation which provides financial assistance to teammates facing personal and family hardships
• Acted as secretary of ten affiliated entities and maintained responsibility for compliance with governing documents to remain in good standing with governmental authorities
• Monitored, reviewed, and responded to all service of process filings received by the registered agent for various entities
• Worked with HR teams to manage company equity ownership, option programs, and documentation

Mergers and Acquisitions

• Handled transactions for public and private businesses in connection with large and small acquisitions and dispositions of equity interests and assets of companies in the manufacturing, health care, automotive, retail, hospitality, aviation, services, and technology industries
• Handled documentation, negotiation, and closing of more than 60 acquisitions adding more than 175 collision repair facilities to Service King’s national network

Real Estate

• Significant experience in drafting, reviewing and negotiating real property leases, sub-leases and related real estate agreements
• Negotiated construction and build-to-suit lease agreements for more than 25 developed greenfield/brownfield locations
• Supervised documentation and negotiations of construction and lease agreements for three different corporate offices
• Supervised real estate personnel in connection with negotiations with landlords and the timely preparation of all lease amendments, renewals, and terminations

Financing/Lending

• Represented lenders as outside counsel in connection with the preparation of credit/loan agreements and security/lien documentation
• Represented borrowers in reviewing and negotiating the terms of lending agreements

Securities

• Assisted public clients with the preparation and review of various securities filings including forms 10-K, 10-Q, 8-K, 14A, 14C, 13e-3, S-8, 3, 4, and 5
• As Chief Legal Officer, worked with outside counsel to draft and review all re-quired securities filings for the company’s publicly traded bonds and served on company’s disclosure committee in support of the completion of its financial statements
• Represented private companies in drafting private placement memoranda and sub-scription documents and made required regulatory filings for Regulation D private offerings

Antitrust

• Prepared and submitted required pre-merger notification filings under the Hart-Scott-Rodino (HSR) Act for multiple clients in support of acquisitions and dispositions of businesses

Licensing

• Reviewed and advised clients on the relevant licensing requirements related to the acquisition and operation of various regulated businesses

Contracts

• Served as an in-house counsel and in private practice in drafting, reviewing, and negotiating a wide variety of contracts and agreements for clients in all phases of their respective business

Human Resources

• Supervised and managed employee relations team, investigated all discrimination and harassment claims, handled all EEOC claims, provided support and analysis for workers’ compensation and leave decisions, and responsible for the company’s online policy portal
• Collaborated with the HR team on responses to employee complaints and in resolving and settling disputes
• Served on company’s 401(k) committee to evaluate and determine providers, plan features, and investment offerings
• Worked with outside counsel to defend and determine appropriate strategies to defend class action lawsuits related to wage and hour claims and other lawsuits