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Lawton B. Way Partner

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Richmond T +1 804 775 4711 F fax +1 804 698 2011
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Lawton focuses his practice on securities law, corporate finance, corporate governance and general corporate law.

Lawton has significant experience advising clients – including well-known consumer products companies, leading manufacturers and some of the country’s largest utility systems – on ongoing reporting and disclosure requirements under US securities laws and Nasdaq and NYSE rules. He also advises clients on public and private capital market transactions, including securities offerings and tender offers. Additionally, Lawton represents public and private clients on mergers and acquisitions and corporate governance matters – including shareholder activism, ESG policies and reports and fiduciary duty matters.

On a pro bono basis, Lawton routinely represents individuals seeking to be appointed guardians of their incapacitated relatives so that they may continue providing care for those individuals.

Prior to attending law school, Lawton taught high school English in Indianola, Mississippi through Teach for America.

Experience

General

  • Advises clients on disclosure obligations and compliance under US securities laws.
  • Advises clients on compliance under the Dodd-Frank Act, NYSE rules and NASDAQ rules.
  • Advises client on corporate governance issues, shareholder activism, ESG policies and reports and fiduciary duty matters.

Capital Markets

  • Represented a Fortune 200 company in public debt offerings totaling $21.5 billion.
  • Represented a Fortune 200 company in foreign public debt offering totaling €4.25 billion.
  • Represented a Fortune 50 company in public debt offering totaling $2.0 billion.
  • Represented a Fortune 50 company in public debt offerings totaling $6.3 billion. Represented a Fortune 500 company in public debt offering of $550 million.
  • Represented a leading financial services company in convertible notes offering totaling $300 million.
  • Represented leading manufacturer in $150 million at-the-market equity offering.
  • Represented a Fortune 200 company in tender offers totaling more than $2.9 billion.
  • Represented a Fortune 50 company in tender offers totaling $1.6 billion.
  • Regularly represent companies with respect to share repurchase programs, including accelerated share repurchase programs.

Mergers & Acquisitions

  • Represented a Fortune 10 oil and gas company in strategic transactions, including joint venture relationships and the disposition of certain US pipeline assets.
  • Regularly represent a Fortune 10 oil and gas company in strategic transactions, including joint venture relationships and the disposition of certain US pipeline assets.
  • Represented a leading publicly traded REIT in its approximately $650 million acquisition of over 4,200 single family rental homes from an investment fund.
  • Represented a leading publicly traded REIT in its acquisition of up to 3,500 single family rental homes from an investment fund.
  • Represented a leading lumber and building materials company in its $1.5 billion merger of equals with a privately held building materials company to form a premier provider of diversified building products and construction services.
  • Represented a Fortune 500 meat-processing company in its formation of a strategic joint venture and a related acquisition of an East Coast processing facility.
  • Represented one of the world’s largest producers of polymers and fibers in the cross-border acquisition of certain assets related to branded and specialty polyester products.
  • Represented a Fortune 500 restaurant operator in its $600 million acquisition of a restaurant business from a private equity sponsor.

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