Bio

Tom Clark focuses his practice on business organizations and commercial transactions.

Practice Concentrations:
Education:
  • J.D., University of Pittsburgh (1997)
  • B.A., Virginia Tech (1993)

Representative Experience:

General Corporate Practice

  • Routinely act as general counsel to closely-held businesses, handling business organizational and shareholder relationship issues (eg shareholder agreements, operating agreements, buy-sell agreements and management agreements), workforce issues (developing employee handbooks and counseling on employee discipline and termination issues), commercial transactions, collections and financings. Current clients operate in the following industries: construction, health care (physician practices and post-acute care providers, primarily), manufacturing, oil and gas exploration and production, oil and gas well service providers, and retail/restaurant.

Business Organizations/Reorganizations

  • Organized more than one hundred corporations, limited liability companies and other forms of business organization, including the drafting of all charter and constitutional documents
  • Represented multiple professional practices and other businesses in the admission of new partners
  • Developed and implemented an organizational structure of a large primary care physician practice with affiliated multi-specialty group and accountable care organization
  • Represented a construction company and its primary shareholder, an employee stock option plan, in the redemption of the corporation’s founder
  • Developed the post-merger ownership and management structure for the merger of multiple physician practices
  • Represented the majority shareholders in the split-up of a corporation primarily engaged in real estate ownership and management
  • Developed and implemented the organizational structure of a large post-acute health care provider with multiple service lines

Financings

  • Represent regional banks in the negotiation and preparation of loan and collateral documents
  • Routinely act as local counsel to borrowers seeking syndicated financing or borrowing money subject to guarantee from a federal agency and prepare requested opinion documents
  • Represented the founders of an oil and gas well servicing company in the admission of a venture capital fund as an equity partner
  • Represented multiple critical-access hospitals in the negotiation of construction loans to build replacement hospitals

Mergers and Acquisitions

  • Represented a post-acute health care provider in the acquisition of multiple skilled nursing facilities, assisted living facilities and ancillary service lines (pharmacy, therapy, home health and companion services)
  • Represented buyer in the acquisition of a brick and block manufacturing and distribution operation
  • Represented oil and gas exploration and production companies in the purchase and sale of acreage, leases, wells and gathering and pipeline systems
  • Represented physicians in the purchase and sale of professional practices
  • Represented the buyer in the acquisition of a large number of tenant-occupied warehouse properties
  • Represented the seller in the divestiture of a family-owned franchise of a distribution business
  • Represented the buyer in the acquisition of a water and sewer installation specialty contractor
  • Represented the seller in the divestiture of an infusion pharmacy

Community Involvement:
  • Board of Directors, Habitat for Humanity of Kanawha-Putnam, 2013 to present. Vice-Chair of Board, 2014. Chair of Board, 2015. 
  • Board of Directors, Highland Hospital Foundation, 2014 to present.