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Lori H.Jones

Lori H. Jones

Lori H. Jones

Of Counsel
Email: lhjones@mercerthompson.com
Direct Dial: 404.577.4213
Fax: 404.577.4206
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Ms. Jones is Of Counsel in the law firm of Mercer Thompson LLC.  She has concentrated her law practice on a variety of corporate and securities transactions with an emphasis on corporate financings, mergers and acquisitions.  She has particular experience in the following:

  • commercial bank financings and capital markets offerings of securities registered, and securities exempt from registration, under the Securities Act of 1993;
  • representation of public and private companies, both purchasers and sellers, in mergers and acquisitions including drafting and negotiating acquisition agreements and, with respect to public companies, preparing proxy statements and Form S-4 registration statements;
  • advising public companies, boards of directors and audit committees with respect to "best practices," corporate governance matters, executive compensation issues and compliance with the Dodd-Frank Wall Street Reform and Consumer Protection Act, the Sarbanes-Oxley Act of 2002 and the New York Stock Exchange and the NASDAQ corporate governance listing standards;
  • representation of public companies in preparing Securities and Exchange Act of 1934 filings including annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements on Form 14A, registration statements on Forms S-3, S-4 and S-8 and press releases;
  • advising public companies with respect to Rule 10b5-1 plans, insider trading policies, corporate compliance programs, stock splits, share repurchase programs and take-over defenses;
  • assisting clients with the filings under the Hart-Scott-Rodino Antitrust Improvements Act of 1976; and 
  • representation of companies and individuals in connection with corporate reformation, reorganizations, shareholder agreements, joint ventures, raising private equity capital, shareholder disputes and other general corporate matters.

 

         


 Professional Experience

  • Of Counsel, Mercer Thompson LLC, June 2009 to present
  • Associate, Troutman Sanders LLP, 2000 - 2009

Representative Transactions

  • Representation as outside finance and securities counsel for Wisconsin Energy Corporation (NYSE: WEC) and its subsidiaries, including Wisconsin Electric Power Company, Wisconsin Gas LLC and other subsidiaries that own generating assets under construction from 2009 - present.
  • Representation of Wisconsin Electric Power Company in its registered offering of $300 million of Debentures in September 2011.
  • Representation of an owner of a proposed new nuclear power expansion in connection with drafting and negotiating loan guarantee terms and conditions pursuant to the Department of Energy’s loan guarantee program in 2011.
  • Representation of Elm Road Generating Station LLC (a subsidiary of Wisconsin Energy Corporation) in its offer and sale in the capital markets pursuant to Rule 144A of $420 million of notes secured by a collateral assignment of a long-term lease of the Oak Creek Unit 2 generating facility in January 2011.
  • Representation of Wisconsin Energy Corporation (NYSE: WEC) and its regulated operating subsidiaries in negotiating and documenting revolving bank credit facilities of $1.2 billion in December 2010.
  • Representation of Elm Road Generating Station LLC (a subsidiary of Wisconsin Energy Corporation) in its offer and sale in the capital markets pursuant to Rule 144A of $530 million of notes secured by a collateral assignment of a long-term lease of the Oak Creek Unit 1 generating facility in February 2010.
  • Representation of Wisconsin Electric Power Company in its registered offering of $250 million of Debentures in December 2009.
  • Representation of Wisconsin Electric Power Company in the remarketing of its Pollution Control Refunding Revenue Bonds ($147 million aggregate principal amount) in September 2009.  
  • Representation of Matria Healthcare, Inc. (NASDAQ: MATR) in connection with its $1.18 billion sale to Inverness Medical Innovations, Inc. in 2008.
  • Representation of PNM Resources, Inc. (NYSE: PNM) in its $640 million divesture of its natural gas utility operations to New Mexico Gas Company, an affiliate of Cap Rock Holding Corporation in 2008.
  • Representation of special committee of the board of directors of U.S. Xpress Enterprises, Inc. (NASDAQ: XPRSA) in connection with a $192 million cash tender offer by the founders in a ”going private” transaction in 2007.
  • Representation of SEMCO Energy, Inc. (NYSE: SEN), a Michigan natural gas utility, in its $867 million sale to Cap Rock Holding Corporation in a going-private transaction in 2007.
  • Representation of a special committee of the board of directors of Thomas Nelson, Inc. (NYSE: TNM) in connection with its $475 million sale to a private equity firm in 2006.
  • Representation of Matria Healthcare, Inc. (NASDAQ: MATR) in its $122 million sale of Facet Technologies, Inc. to a private equity firm in 2006.
  • Representation of Georgia Pacific Corporation (NYSE: GP) in its $810 million divestiture of its building products distribution division to an affiliate of Cerberus Capital Management L.P. in 2004.
  • Representation of Spectrum EBP, L.L.C., a joint venture owned by JPMorgan Chase Bank, Wells Fargo Bank, N.A. and Wachovia Bank, National Association, in the sale of its on-line bill payment technology to Metavante Corporation in 2002.
  • Representation as underwriter’s counsel in connection with City of Atlanta’s issuance of $900 million in water sewer bonds in 2002.
  • Representation of the City of Atlanta in connection with the issuance of tax allocation district bonds in order to facilitate the redevelopment of a 138-acre brownfield site in Atlanta, Georgia commonly known as “Atlantic Station” in 2001.
  • Representation of Securicor plc in its acquisition of all the outstanding stock of Argenbright Security, Inc. in 2000.

Speaking Engagements

Speaker, “Recent Developments in Georgia Corporate Law,” 2003 Annual Business Law Institute sponsored by the Business Law Section of the State Bar of Georgia

Education

  • Georgia State College of Law (J.D., Magna Cum Laude, 1995)
  • University of Georgia, (B.B.A., Finance, Cum Laude, 1991)

Bar Memberships

  • State Bar of Georgia