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OVERVIEW

Thomas J. Lyons, III
Associate

Indianapolis

11 South Meridian Street
Indianapolis, IN 46204-3535

P 317-261-7844

F 317-231-7433

OVERVIEW

Thomas J. Lyons, III
Associate

Indianapolis

11 South Meridian Street
Indianapolis, IN 46204-3535

P 317-261-7844

F 317-231-7433

Thomas Lyons enjoys learning from and about his sophisticated, financial sector clients’ businesses – what they do, their business philosophies, and how their finances work – so he can help advise them in their business ventures.

OVERVIEW

Thomas Lyons enjoys learning from and about his sophisticated, financial sector clients’ businesses – what they do, their business philosophies, and how their finances work – so he can help advise them in their business ventures.

Thomas concentrates his practice in U.S. securities law and financial regulation, specifically working with clients on matters involving securities, derivatives, financial institutions, investment management, private investment funds, and mergers and acquisitions.

Having observed tumultuous times in the finance world during the first decade of the 2000s, Thomas developed a keen interest in finance, capital markets, and securities.

Thomas represents clients in entity and private investment fund formation, complex business transactions, reorganizations and recapitalizations, capital-raising transactions, venture capital transactions, bridge financing transactions, debt financing transactions, public and private securities offerings, corporate governance matters, periodic and current report (Form 10-K, Form 10-Q, and Form 8-K) compliance, broker-dealer registration and compliance, swap dealer and retail foreign exchange dealer registration and compliance, CFTC regulatory matters, membership programs for exchanges, and mergers and acquisitions. He drafts organizational documents, transactional documents for mergers and acquisitions, transactional documents for capital raises, public securities filings, proxy statements and cards for public and private companies, general business contracts, stock transfer agreements, management and administrative agreements, restricted grant agreements, interest purchase agreements, term loan agreements, membership agreements, and due diligence reports.

Prior to joining Barnes & Thornburg, Thomas served as an honors program legal extern in the Office of the Chief Counsel in the Division of Corporation Finance at the U.S. Securities and Exchange Commission and as a legal intern for U.S. Sen. Todd Young, both in Washington, D.C.

In those roles, he researched and drafted memoranda involving cryptocurrencies and reviewed and analyzed filings under the Securities Act of 1933 and the Securities Exchange Act of 1934, including Form S-1 registration statements, Form S-4 registration statements, Form 10-K annual reports, Form 10-Q quarterly reports, and Form 8-K current reports for regulatory compliance. He also researched and analyzed various issues regarding the Tax Cuts and Jobs Act, including, but not limited to, the carried interest deduction, opportunity zone fund formation, 1031 transactions, the mortgage interest deduction, the state and local tax deduction, and estate and generation-skipping transfer taxes.

Professional and Community Involvement

Board of directors, Options Charter Schools

Member, Indiana Leadership Forum class of 2020

Member, Indy Chamber Ambassador Program

Member, The Federalist Society – Indianapolis Lawyers Division Chapter

Member, Indiana State Bar Association

Member, Indianapolis Bar Association

EXPERIENCE
EXPERIENCE
  • Represented Hill-Rom Holdings, Inc., a leading medical technology company with more than 10,000 employees worldwide, in its acquisition of Voalte, Inc., a pioneer and leader in real-time, mobile healthcare communications, for a cash consideration of $180 million and up to an additional $15 million in payments related to the achievement of certain commercial milestones
  • Represented Hill-Rom Holdings, Inc. in its acquisition of Breathe Technologies, Inc., a developer and manufacturer of innovative medical technologies for patients with respiratory insufficiency and neuromuscular diseases, for a cash consideration of $130 million
  • Represented a biopharmaceutical company in its filing of a base shelf prospectus and corresponding shelf registration statement that allowed the company to offer up to $45 million of common shares, share purchase rights, preferred shares, warrants, or units comprised of one or more of such securities during the period that the base shelf prospectus is effective
  • Represented technology startup Kerauno, a cloud-based provider of communications-workflow software, in its $25 million Series A venture capital investment; the transaction represents one of the largest Series A Venture deals in Indiana history.
  • Represented an IT and telecommunications company in its $13 million term loan from a global investment and advisory financial services firm
  • Represented a premiere marketing and production company that produces apparel and merchandise for a variety of groups and organizations in its selling of $7 million in assets to a company that provides turnkey professional quality media guides and stadium advertisements for schools across the nation
  • Represented Aeterna Zentaris Inc., a specialty biopharmaceutical company engaged in commercializing novel pharmaceutical therapies, principally through out-licensing arrangements, in its offering whereby Aeterna Zentari Inc. entered into a securities purchase agreement with institutional investors in the U.S. to purchase approximately $5.0 million of its common shares in a registered direct offering and warrants to purchase common shares in a concurrent private placement
  • Represented private equity client Comstock Capital for the sale of its portfolio company, Metrolina Credit Company, which operates a sub-prime automobile finance business, to publicly traded Nicholas Financial, Inc.
  • Represented one of the world's largest manufacturers of fully automatic transmissions for commercial vehicles in its acquisition of a leading axle and axle solutions' technology company
  • Represented a broker-dealer company with SEC and FINRA compliance
  • Represented an options brokerage company in establishing a membership program for a futures exchange
  • Represented a designated contract market (DCM) company with CFTC compliance
  • Represented a clearing house financial firm with CFTC compliance
  • Represented a cryptocurrency exchange with FinCen and FINRA anti-money laundering and know your customer compliance
INSIGHTS & EVENTS
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