Tonya Mitchem Grindon serves as chair of the Business Department, is a member of the Firm's Audit and Finance Committee, and a former member of Baker Donelson's Board of Directors.

Featured Video

Selling or Recapitalizing Your Company: Trends Among Private Equity Buyers September 15, 2017

Featured Experience

Represented Community Healthcare Trust (NYSE:CHCT) in its $145 million initial public offering.

Represented Amedisys, Inc. (Nasdaq:AMED) in connection with the refinancing of a $550 million credit facility and subsequent increase in its credit facility to $725 million.

Represented Direct Auto Insurance in its acquisition by National General Insurance (Nasdaq:NGHC) valued at approximately $165 million.

Professional Biography

Overview

Ms. Grindon concentrates her practice in securities and corporate finance, corporate governance and business transactions. She has been interviewed on securities and corporate finance topics by numerous publications, including Wall Street Journal and the Washington Post. Ms. Grindon is past chair of the Firm's Corporate Finance & Securities Group.

Corporate Finance and Securities/Corporate Governance: Ms. Grindon's experience in corporate finance and securities work includes representation of companies in public offerings (IPOs and secondary offerings) and private placements of both debt and equity securities. She has assisted companies and acquirers in both the defense of and the instigation of public tender offers and hostile takeovers, exchange offers, and in Exchange Act compliance, including proxy statements and annual, quarterly and current reports. Ms. Grindon also has advised public and private boards of directors on numerous fiduciary duties and corporate governance issues, and has served as counsel to special committees of boards of directors.

Private Equity: Ms. Grindon has significant experience in the representation of private funds (offshore and domestic, including hedge funds and private equity funds), including planning and structuring strategies for funds and in their day-to-day operations, including negotiation of investments in portfolio companies. Ms. Grindon represents numerous private funds in connection with securities compliance with public companies in their portfolios (e.g., Section 16 filings and Williams Act filings). She also represents institutional investors, including employee pension plans, in connection with investments in funds.

Business Transactions: Ms. Grindon's experience in the area of business transactions includes the representation of foreign and U.S. companies in asset sales and purchases, mergers and securities purchases and sales.

Representative Matters

Equity Offerings/Sales
Served as lead counsel for Community Healthcare Trust (NYSE:CHCT) on $750 million universal shelf on registration statement on Form S-3 of common stock, preferred stock, depositary shares, rights, warrants, debt securities and guarantees.
- Served as lead counsel on shelf take-down of $110 million of common stock.
- Served as lead counsel on at-the-market offering of $100 million of common stock.
Represented Community Healthcare Trust (NYSE:CHCT) in its $145 million initial public offering.
Represented a public pharmaceutical company (NYSE) in a secondary $10 million offering.
Represented private ethanol transportation companies in the sale of a majority of equity securities to a South American ethanol transportation company.
Represented shareholders of a private oil and gas company in sale of $27 million of securities to private equity fund.
Successfully completed a $24 million capital raise for a de novo company through private placement, and organized and formed the holding company and operating company.
Debt Financings
Represented Amedisys, Inc. (Nasdaq:AMED) in connection with the refinancing of a $550 million credit facility and subsequent increase in its credit facility to $725 million.
Served as Tennessee counsel to a NYSE public company in connection with the registration on Form S-4 with the SEC of a $300 million exchange of promissory notes and related guarantees for new notes and guarantees.
Represented a public bank holding company (NYSE) in $100 million public debt (shelf) offering.
Represented a public company in hostile take-over by other public company. Worked with board of directors when initial bid was $21/share. Thwarted take-over attempt and auctioned client under Revlon, with final sale price of $45/share.
Represented a private energy company in its initial $30 million bank financing.
Served as Tennessee counsel to a Fortune 500 NYSE public company in connection with the refinancing of its $1.25 billion credit facility.
Served as lead counsel to a private oil and gas service company in connection with the restructuring of its outstanding debt with a $75 million credit facility and private equity investment of $50 million.
Served as counsel to a public oil and gas company in connection with its $50 million debt recapitalization.
Served as lead counsel to one of the U.S.'s largest ethanol transportation companies in connection with its $150 million debt refinancing and a subsequent financing increases to $300 million.
Represented a public technology company in its recapitalization of outstanding debt and preferred equity and reverse stock split.
Represented a national bank as trustee's counsel in a $25 million, 7% convertible subordinated debenture offering.
Served as lead transactional counsel to bankruptcy trustee in connection with the redemption and sale of $100 million of equity interests by the bankruptcy estate in a publicly traded company (NASDAQ).
Represented a de novo company in a $30 million credit facility.
Exchange & Tender Offers
Represented a company in $65 million public tender offer for its outstanding debt.
Represented a public company in $120 million debt exchange offer for new debt and equity securities.
Represented third party offeror in tender offer for equity securities of a publicly traded health care company.
M&A Transactions
Represented Direct Auto Insurance in its acquisition by National General Insurance (Nasdaq:NGHC) valued at approximately $165 million.
Served as counsel to special committee of a public energy company board of directors in connection with $150 million asset sale.
Represented an internet company in the sale of all of its assets to a NYSE public company.
Represented an oil and gas company (as the seller) in an $89 million sale of substantially all of its assets.
Represented a barge company in the acquisition of another barge company for $375 million.
Represented a private bank holding company in a merger with and into a publicly traded (NYSE) company.

Professional Honors & Activities

Listed in Chambers USA: America's Leading Lawyers for Business in Corporate/M&A Law (2016 – 2020)
Named a "Top USA Women Dealmaker" by Global M&A Network (2019)
Law360's Top 10 Corporate Finance Attorneys in the United States under 40 (2010)
Listed in Mid-South Super Lawyers in Securities & Corporate Finance (2012 – 2019); listed as a Rising Star (2008, 2010); listed as among the top 50 female attorneys in the Mid-South (2013, 2015, 2019); listed as among the top 50 attorneys in Nashville and the top 100 attorneys in Tennessee (2019)
Listed in The Best Lawyers in America^® since 2008, Securities/Capital Markets Law, Corporate Law, Mergers and Acquisitions Law, and Business Organizations
Named to the Nashville Business Journal's "Best of the Bar" (2014 – 2018, 2020)
Recipient – Baker Donelson's Susan E. Rich Award for excellence in promoting and supporting the advancement of women in the legal profession (2020)
Recipient – Nashville Business Journal's Women of Influence Award (2010)
Nashville Chamber of Commerce Emerging Leader Award - Legal Services (2009)
Nashville Business Journal's Forty Under 40 Recipient (2009)
AV^® Preeminent™ Peer Review Rated by Martindale-Hubbell
Fellow – Nashville Bar Foundation
Member – Nashville Bar Association (former Secretary of board; past President, Secretary and board member of the Young Lawyers Division), Tennessee Bar Association, Washington, D.C. Bar Association, Maryland Bar Association and American Bar Association (Business Law Section)
Past President and Board Member – Nashville Bar Association Pro Bono Program
Tennessee Bar Association Leadership Law Program (2005)
Board of Directors and Past President – Nashville Humane Association (2001 – present)
Recipient – Baker Donelson Nashville Pro Bono Attorney of the Year (2008)
Guest Lecturer – "Corporate Governance in Public Mergers and Acquisitions," with Delaware Supreme Court Justice Jack B. Jacobs, Vanderbilt Law School (January 2013)
Guest Lecturer – "Financial Regulatory Reform," George Washington University Law School (2011 – present)
Advisory Board – George Washington University Law School (CLEAF Program) (2010 – present)

Publications

"Baker's Dozen – 13 of the Best Places to Visit in Music City," Women's Initiative Newsletter (October 2017)
"Say-On-Pay Considerations for Compensation Committees" (August 2016)
"Time Saver Savvy – A Working Mom's Guide to Spending More Quality Time with the Kids" (March 2016)
"Ramping Back on After Ramping Off," Law Matters, Volume 26, Number 7 (November 2014)
"Alternative Energy Sector May Be Facing Consolidation," Energy Executive , blog (March 2014)
Co-author – "Blowing up the Barrier Between Work and Family," ABA Law Practice Magazine (May/June 2012)
"Preparing for and Responding to SEC's Whistleblower Program," Washington Legal Foundation (March 2011)

Speaking Engagements

"Baker Donelson Women's Initiative Wrap it Up CLE Event" (December 2019)
"Lipscomb University Presents: A Boardroom Briefings Luncheon: Boards in Crisis Management" (February 2017)
Panelist – "Challenges in Corporate Governance," Institute for Corporate Responsibility, Washington, D.C. (September 2016)
Panelist – "Private Equity Exit Strategies," ACG Louisiana Presents Our 5th Annual "A Taste of New Orleans" (November 2015)
"Ethical Dilemmas in Preparation and Review of SEC Filings," Drafting Securities Filings 2011, Practicing Law Institute (PLI), Chicago, Illinois (November 2011)
"Developing Topics in Securities Laws," Drafting Securities Filings 2011, Practicing Law Institute (PLI), Chicago, Illinois (November 2011)
"SEC Proposed Rules for Investment Adviser Registration," Hedge Fund Regulation and Current Developments Conference, New York, New York (June 2011)
Panelist – "The Sunroof in the Glass Ceiling - What Some Women Lawyers in Nashville Have Done to Defy the Statistics," Nashville Bar Association Law Association for Women (March 2011)

Webinars

Selling or Recapitalizing Your Company: Trends Among Private Equity Buyers (September 2017)

Press Releases

Baker Donelson Recognizes Tonya Mitchem Grindon for Commitment to Women in the Legal Profession (July 20, 2020)
78 Baker Donelson Attorneys Ranked in Chambers USA 2020 (April 27, 2020)
77 Baker Donelson Attorneys Named to 2019 Mid-South Super Lawyers; 45 Named to Mid-South Rising Stars (November 6, 2019)
Tonya Mitchem Grindon Named a "Top USA Women Dealmaker" by Global M&A Network (August 7, 2019)
Baker Donelson Achieves High Rankings in Chambers USA 2019 (April 30, 2019)
87 Baker Donelson Attorneys to be Ranked as "Leaders in Their Field" in Chambers USA 2019 Directory (February 27, 2019)
86 Baker Donelson Attorneys Named to 2018 Mid-South Super Lawyers; 43 Named to Mid-South Rising Stars (November 8, 2018)
Baker Donelson Achieves High Rankings in Chambers USA 2018 (May 8, 2018)
78 Baker Donelson Attorneys to be Ranked as "Leaders in Their Field" in Chambers USA 2018 Directory (March 21, 2018)
94 Baker Donelson Attorneys Named to 2017 Mid-South Super Lawyers; 53 Named to Mid-South Rising Stars (November 7, 2017)
Baker Donelson Achieves High Rankings in Chambers USA 2017 (May 26, 2017)
82 Baker Donelson Attorneys to be Ranked as "Leaders in Their Field" in Chambers USA 2017 Directory (February 16, 2017)
Baker Donelson Names Four Attorneys to Firm Leadership Roles (February 1, 2017)
Three Baker Donelson Attorneys Elected to Board of Directors (January 24, 2017)
98 Baker Donelson Attorneys Named to 2016 Mid-South Super Lawyers; 57 Named to Mid-South Rising Stars (November 14, 2016)
Baker Donelson Achieves High Rankings in Chambers USA 2016 (May 31, 2016)
83 Baker Donelson Attorneys to be Ranked as "Leaders in Their Field" in Chambers USA 2016 Directory (February 26, 2016)
78 Baker Donelson Attorneys Named to 2015 Mid-South Super Lawyers; 43 Named to Mid-South Rising Stars (November 12, 2015)
Baker Donelson Represents Provectus Biopharmaceuticals in Public Offering (September 10, 2015)

In the News

Videos

Selling or Recapitalizing Your Company: Trends Among Private Equity Buyers (September 15, 2017)

Practices

Industries

Education

George Washington University, J.D., 1997, with honors
George Washington University, M.A. in International Affairs, 1997
Vanderbilt University, B.A., 1992, cum laude

Admissions

District of Columbia, 2000
Tennessee, 1999
Maryland, 1997

Languages

Spanish

The bottom line is she is very candid, responsive, does not overcomplicate the issues and deeply understands our business and industry. There is tremendous value in this mix of skills.

Former Chief Executive Officer at a midstream alternative energy company

Tonya Mitchem Grindon has noteworthy expertise in M&A and securities matters. Market sources say she is 'very well respected and very good at what she does.' She represents private equity funds and a host of private and public companies in high-value transactions.

From Chambers USA 2019

Tonya Mitchem Grindon is highly regarded for her depth of expertise in securities and corporate finance matters. She is described by peers as a 'strong practitioner' and also praised as a 'really good M&A lawyer.' One source also highlights her ability to 'quickly identify what is important' in a transaction.

From Chambers USA 2018