Thomas R Taylor

Practice Areas

Mergers & Acquisitions

Corporate

Securities and Corporate Finance

Venture Technology and Emerging Growth Companies

Career

Thomas R. Taylor is a shareholder in Dentons' Salt Lake City, Utah office. He is a member of Dentons' Mergers and Acquisitions; Corporate, Securities and Corporate Finance; and Venture Technology and Emerging Growth Companies Practice Groups. Tom is a member of the leadership team of Dentons' Mergers and Acquisitions Practice Group. In addition, he is a member of the M&A Market Trends Subcommittee of the American Bar Association's Mergers and Acquisitions Committee.

Tom practices in the following areas: mergers and acquisitions (M&A); corporate law; securities; leveraged buyouts; corporate restructurings and recapitalizations; private placements; corporate finance; complex loan transactions; emerging growth and technology company representations; venture capital and private equity financings; technology licensing; corporate governance; and general business, corporate governance, and corporate matters.

Professional Memberships

M&A Market Trends Subcommittee of the American Bar Association's Mergers and Acquisitions Committee

Utah State Bar Association

MountainWest Capital Network (MWCN)

Association for Corporate Growth, Utah Chapter (ACG)

Publications

"Prepare Now for an M&A Transaction," 2023

"New Federal Law Exempts 'M&A Brokers' From Registration with SEC," 2023

"'Sandbagging' Provisions in M&A Transactions Governed by Delaware Law: The Risk of Remaining Silent," 2023

“Buyer Beware of Successor Liability in Asset Purchase Transactions,” 2020

“Two Useful Alternatives for COVID-19 Triggered Business Insolvencies” (co-author), 2020

“Potential M&A ‘Traps’ Triggered by COVID-19,” 2020

“M&A ‘Deal Killers’,” 2020

“Beware of ‘Seminar Investment Banks’ in M&A Transactions,” 2020

“Increasing the Probability of a Successful M&A Transaction,” 2020

“Representation and Warranty Insurance in M&A Transactions,” 2019

“‘Sandbagging’ in M&A Transactions,” 2019

“‘Materiality Scrapes’ in M&A Transactions,” 2019

“Beware of ‘Residuals’ Clauses in NDAs for M&A Transactions,” 2019

“Board ‘Deadlocks’ and 50-50 Voting Ties,” 2018

Personal

Snow Skiing

Fly Fishing

Hiking

Traveling

Golfing

Antique Automobiles

Work Highlights

• Represented former CEO of a client in a loan to a flight school secured by five aircraft

• Represented Japanese conglomerate in its $200 million control acquisition of U.S. based real estate holding companies

• Represented former CEO of a client in a loan to and Convertible Promissory Note investment in software company

• Represented former CEO of a client in his acquisition of controlling interest in convenience store and retail fuel distribution chain

• Represented large manufacturer and worldwide leader of sports products for both consumers and professional athletes in sale through an auction process

• Represented family office in the restructuring of certain of its subsidiaries, including the spin-off of one subsidiary and the merger of two subsidiaries

• Represented family office in restructuring complicated loan transaction and business arrangement and sale of company to a strategic buyer

• Represented group of on-line health coaching companies operating in the health, wellness and fitness industry in connection with the restructuring of certain of its affiliated entities to accommodate investment by third-party investors

• Represented group of on-line health coaching companies operating in the health, wellness and fitness industry in connection with the initial structuring of all affiliated entities and the restructuring of life coaching companies in the structuring of all affiliated entities

• Represented large liquor exporter in its expansion into China and other Asian countries and trademarking of products

• Represented the world's largest provider drilling services, drilling equipment and tooling for the mining and drilling industry in certain corporate matters in several foreign countries, including assisting with the identification of assets owned in several countries

• Beans & Brews Coffeehouse: Represented Beans & Brews Coffeehouse, a 60+ store regional coffee chain, in its sale to Charger Equity Partners through an auction process

• Supersonic Car Wash: Represented Supersonic Car Wash, a large Utah-based, regional car wash operator, in the follow-on sale of additional car wash facilities to Boing US Holdco, Inc., the US holding company of London, England-based International Car Wash Group Limited, the largest car wash operator in the world

• American Nutrition, Inc.: Represented American Nutrition, Inc., a large national manufacturer of dog and cat food and pet products, in its sale to private equity-backed C.J. Foods, Inc. (a portfolio company of J.H. Whitney Capital Partners, LLC)

• Global Health Industries, Inc.: Represented Global Health Industries, Inc., a large worldwide manufacturer and distributor of probiotics, in its sale to private equity-backed MeriCal through an auction process

• Supersonic Car Wash: Represented Supersonic Car Wash, a large Utah-based, regional car wash operator, in the sale of certain of its car wash facilities to IMO US Utah, LLC, a wholly-owned subsidiary of U.K.-based International Car Wash Group Limited, the largest car wash operator in the world

• Express Locations, LLC: Represented Express Locations, LLC, the second largest T-Mobile reseller in the U.S., in its sale to Wireless Vision, LLC, the largest T-Mobile reseller in the U.S., through an auction process

• Albion International, Inc.: Represented Albion International, Inc. and all of its wholly-owned subsidiaries, the world leader in mineral amino acid chelate nutrition, in connection with the structuring and $111.5 million sale to Balchem Corporation (NASDAQ: BCPC) through an auction process

• Bridgewater Companies: Represented in connection with sale to Aramsco, a portfolio company of New York-based AEA Investors through an auction process

Industry Sector Expertise

• Technology

• Aviation and Aerospace

• Financial Institutions

• Manufacturing

• Private Equity

• Communications

• Renewable Energy

• Retail

Expert in these Jurisdictions

• Arizona

• District of Columbia

• Utah

• District of Columbia Court of Appeals

• US Court of Appeals for the Ninth Court

• US Court of Appeals for the Tenth Circuit

• US District Court for the District of Utah

Education

Awards