John R. Thomas
John is a seasoned business transaction lawyer with more than 30 years of experience counseling and representing private and public companies.
John Thomas assists clients in a variety of industries, including high technology, outdoor and apparel, food and beverage, consumer packaged goods, and aviation. John focuses on mergers and acquisitions; corporate financings, including underwritten public securities offerings and private placements; joint ventures; and strategic alliances. He also advises on restructurings and spin-offs; purchases, sales, and leases of aircraft and aviation finance; commercial transactions and contracts; periodic reporting and securities law compliance; and corporate governance.
John is a frequent speaker and author of articles on public company topics, including securities law and corporate governance issues. He co-authored The Public Company Handbook: A Corporate Governance and Disclosure Guide for Directors and Executives.
Education & Credentials
Education
- Lewis & Clark Law School, J.D., summa cum laude, 1991
- Columbia University, M.Phil., 1985
- Columbia University, M.A., 1983
- University of Puget Sound, B.A., magna cum laude, Phi Kappa Phi, 1982
Bar and Court Admissions
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Oregon
Related Employment
- Stoel Rives LLP, Portland, OR, Associate, 1991-1998; Partner, 1999-2007
Professional Recognition
Named Best Lawyers' "Portland Lawyer of the Year, Securities / Capital Markets Law," 2015, 2020, 2024
Listed in Best Lawyers in America: Corporate Law; Mergers & Acquisitions Law; Securities / Capital Markets Law; Securities Regulation, 2007-2024
Ranked by Chambers USA as "America's Leading Lawyer" for Corporate: Mergers & Acquisitions, 2005-2024
Listed in Who’s Who Legal USA – Corporate Governance, 2006
Listed in Super Lawyers Magazine, "Oregon Super Lawyers", 2006-2018, 2020-2024
Peer Review Rated AV in Martindale-Hubbell
(AV®, BV® and CV® are registered certification marks of Reed Elsevier Properties Inc., used in accordance with the Martindale-Hubbell certification procedures, standards and policies.)
Impact
Professional Leadership
- Oregon Entrepreneurs Forum, Board Member, 2004-2006; Chair, Development Committee 2004, 2005; Member, Development Committee 2003; Member, Venture Oregon Committee 2001, 2002
- American Bar Association Business Law Section, Oregon State Bar Securities Regulation Section, Oregon State Bar Securities Regulation Section Executive Committee, 1996-1999
- Multnomah Bar Association
- The Northwest Academy, Chairman of the Board of Trustees, 2010-2015; Trustee, 2005-2015
- Open School, Director, 2015-2020
Insights
News
Professional Experience
Mergers & Acquisitions
Sale of Columbia Colstor, Inc.
Represented Columbia Colstor in its sale to Lineage Logistics Holdings, LLC
Acquisition by Columbia Sportswear Company
Represented Columbia Sportswear in its acquisition of OutDry Technologies, S.r.l. from Nextec S.r.l.
Acquisition By Deschutes Brewery
Represented Deschutes Brewery, Inc. in its acquisition of certain assets of Alein industries LLC (f/k/a Boneyard Beer LLC).
Sale by Digimarc Corporation and Related Spinoff
Represented Digimarc in the sale of its ID Systems business to L-1 Identity Solutions, Inc. and concurrent spinoff of its digital watermarking business to its public shareholders.
Sale of EasyStreet Online Services, Inc.
Represented EasyStreet Online Services in its sale to an affiliate of Seaport Capital.
Acquisition by R.D. Offutt Company
Represented R.D. Offutt in its acquisition of Bybee Foods, LLC.
Sale of Papa Murphy's Holdings, Inc.
Represented Papa Murphy’s in its sale to MTY Food Group.
Sale of Phoseon Technology, Inc.
Represented Phoseon Technology in its sale to Excelitas Technologies.
Acquisition by Rentrak Corporation
Represented Rentrak in its acquisition of Kantar Media’s U.S. Television Measurement Business.
Merger of Rentrak Corporation
Represented Rentrak in its merger with comScore.
Sale of Steel Technology, LLC dba Hydro Flask
Represented Steel Technology in its sale to Helen of Troy Limited.
TriQuint Semiconductor, Inc. Merger of Equals
Represented TriQuint Semiconductor in its merger of equals with RF Micro Devices, Inc.
Sale of Vigilan Inc.
Represented Vigilan in the sale of substantially all of its assets to an affiliate of RealPage Inc.
Corporate Finance
Ardmore Shipping Corporation
Represented Ardmore Shipping in establishing its at-the-market offering program.
Atlantic Marine Corps Communities LLC Debt Offering
Represented Atlantic Marine Corps Communities in its Rule 144A offering of military housing revenue bonds.
Digimarc Corporation PIPE
Represented Digimarc Corporation with respect to a $53,500,000 investment from TCM Strategic Partners L.P. in a private placement.
Digimarc Corporation Equity Offering
Represented Digimarc in establishing its at-the-market offering program.
Penford Corporation Equity Offering
Represented Penford in its follow on public offering of common stock.
Strands, Inc. Equity Offering
Represented Banco Bilbao Vizcaya Argentaria, S.A.'s subsidiary in its purchase of preferred stock of Strands, Inc.
Tierra Vista Communities LLC Debt Offering
Represented Terra Vista Communities in its Rule 144A offering of military housing revenue bonds.
Aircraft Financing
Representative Transactions
Representation of public and private companies and individuals in structuring, negotiating and drafting aircraft purchase, sale, lease and financing agreements.
Commercial Contracts and Finance
Commercial Agreements
Representation of public and private companies in structuring, negotiating and drafting purchase and sale, leasing, licensing and other commercial agreements.
Public Companies
SEC Compliance and Corporate Governance
Representation of Columbia Sportswear Company and Digimarc Corporation in SEC compliance and corporate governance matters.