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Steven Thornton
OVERVIEW

Steven W. Thornton

Of Counsel (Retired)

Indianapolis

11 S. Meridian Street
Indianapolis, IN 46204-3535

P 317-231-7292

F 317-231-7433

Steve Thornton concentrated his practice in the areas of corporate finance, securities, commercial transactions and general corporate counseling. He assisted businesses and individual clients with secured financings, restructurings, company acquisitions and dispositions, SEC compliance, and other general corporate matters.

OVERVIEW

Steve Thornton concentrated his practice in the areas of corporate finance, securities, commercial transactions and general corporate counseling. He assisted businesses and individual clients with secured financings, restructurings, company acquisitions and dispositions, SEC compliance, and other general corporate matters.

As many of Steve’s clients included privately held businesses, he frequently served as outside general counsel. Steve was dedicated to solving problems in the most effective and efficient way possible. Regardless of the challenge, Steve called upon his broad base of experience and knowledge to quickly assess the situation at hand to help provide clients with workable solutions for their specific issues.

Of particular note, Steve was committed to providing the clear and straightforward communication required to advise privately held businesses. He focused on taking the time to explain complex legal issues and provide explanations that are understandable for even the most diverse ownership structures and audiences.

Steve served on Indiana's Business Law Survey Commission, which was established by statute for the purpose of making recommendations to the Indiana General Assembly concerning amendments to the state statutes governing business entities. Steve also served on Barnes & Thornburg’s Management Committee and as co-chairman of its Legal Personnel-Administration Committee.

Honors

The Best Lawyers in America, 2008-2025; Lawyer of the Year, 2011, 2018, 2020 and 2024

EXPERIENCE

  • Assisted a global construction equipment manufacturer and distributor in the syndicated refinancing of a multi-billion dollar credit facility.
  • Barnes & Thornburg LLP acted as Indiana counsel to a New York Stock Exchange listed public company organized under Indiana law in connection with the spin-off of two operating divisions to its shareholders, resulting in the formation of two additional public companies formed under Indiana law. We also advised the client in connection with a follow-up one for two reverse stock split, which under Indiana law did not require shareholder approval.
  • Barnes & Thornburg LLP represented a privately held client with interests in distribution and logistics in connection with the acquisition of majority control and recapitalization of a leading international provider of logistics services, including freight forwarding, supply chain management, turn-key contract warehousing and packaging design and fulfillment. Headquartered in Portland, Oregon, the acquired company has numerous domestic and international subsidiaries and branch offices.
  • Barnes & Thornburg LLP represented the largest independent distributor of automotive paints, coatings and accessories in the U.S. to a Canadian public company. The cash merger transaction was based on an aggregate purchase price of over U.S. $200 million and resulted in shareholders receiving U.S. $21.00 per share, which represented a premium of approximately 32% to the 30-day trailing average share price of the client’s OTC Market Pink Sheets before the announcement of the transaction.
  • Barnes & Thornburg LLP represented Vectren Utility Holdings, Inc. (VUHI), a wholly owned subsidiary of Vectren Corporation (Vectren), in connection with a Credit Agreement among VUHI, certain subsidiary guarantors, Bank of America, N.A., as administrative agent, swing line lender and letter of credit issuer, Wells Fargo Bank, National Association, Union Bank, N.A., and another majot bank as co-syndication agents and letter of credit issuers and other lenders party thereto (the VUHI Credit Agreement). The VUHI Credit Agreement provides for a credit facility consisting of revolving commitments in the aggregate amount of $350,000,000 with a $40,000,000 swing line sublimit and a $250,000,000 letter of credit sublimit.

    Barnes & Thornburg LLP also represented Vectren Capital, Corp. (Vectren Capital), a wholly owned subsidiary of Vectren, in connection with a Credit Agreement among Vectren Capital, Vectren, as guarantor, Wells Fargo Bank, National Association, as administrative agent, swing line lender and letter of credit issuer, Bank of America, N.A., Union Bank, N.A., and another major bank as co-syndication agents and letter of credit issuers and other lenders party thereto (the Vectren Capital Credit Agreement). The Vectren Capital Credit Agreement provides for a credit facility consisting of revolving commitments in the aggregate amount of $250,000,000 with a $40,000,000 swing line sublimit and a $50,000,000 letter of credit sublimit.
  • Barnes & Thornburg LLP represented Vectren Utility Holdings, Inc., a subsidiary of Vectren Corporation, in the sale of $100 million of its 5% unsecured senior notes due February 2042. The notes were sold to various institutional investors in the private placement market. Vectren reported that it was pleased with the level of interest in this offering that allowed them to refinance existing long-term indebtedness at a very attractive interest rate.
  • Represented a leading manufacturer in connection with the syndication of their $160 million revolving line of credit facility (expandable to $250 million) and a $150 million Note Purchase and Shelf Agreement, which closed simultaneously to facilitate the buyout of the company’s ESOP.
  • Represented a privately held client with interests in distribution and logistics in connection with the acquisition of majority control and recapitalization of a leading international provider of logistics services, including freight forwarding, supply chain management, turn-key contract warehousing and packaging design and fulfillment. Headquartered in Portland, Oregon, the acquired company has numerous domestic and international subsidiaries and branch offices.
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