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Rebecca C. Taylor

Rebecca C. Taylor

Senior Counsel
Chattanooga
office: 423.755.2662
fax: 423.266.5499
Overview

Rebecca concentrates her corporate practice in the areas of securities, commercial contracting and mergers & acquisitions. She advises New York Stock Exchange (NYSE), Nasdaq and OTC-listed companies regarding securities compliance, disclosure and corporate governance matters under federal and state securities laws, including the Securities Exchange Act of 1934, the Securities Act of 1933 and the Sarbanes-Oxley Act of 2002. Rebecca also counsels clients on primary and secondary equity and debt securities offerings, private placements of debt and equity securities, and other capital markets transactions.

Rebecca’s commercial contracting practice includes preparing and negotiating multimillion-dollar service agreements, construction contracts, and worldwide corporate sales, procurement, equipment, manufacturing, distributor and sales representative agreements. She also assists clients in creating and updating form terms and templates.

Rounding out her corporate practice, Rebecca provides ongoing assistance to clients on asset purchase and merger transactions.


Industries

Services

Education

  • J.D., University of Tennessee College of Law
    • cum laude
    • Transactions: Tennessee Journal of Business Law, Staff, 2006-2007; Articles Editor, 2007-2008
  • B.A., Lipscomb University
    • magna cum laude
    • Communications
    • Alpha Chi Honor Society
    • Provost Scholarship
    • Phi Alpha Delta Law Fraternity
    • Who's Who Among American Colleges & Universities

Admissions

  • Tennessee

Professional Associations and Memberships

  • American Bar Association
  • Chattanooga Bar Association
  • Tennessee Bar Association
Experience

Corporate & Securities

  • Concurrent public offerings of $115 million of convertible senior notes and approximately $75 million in common stock.
  • Issuance and sale of approximately $500 million principal amount of senior notes pursuant to a Form S-3ASR Registration Statement.
  • Repurchase of 3.7 million shares of its common stock for $37.2 million from its largest shareholder; and the registered sale by that shareholder of 3.45 million shares to the public for $34.7 million.
  • Registered offering of 6.5 million shares of common stock to the public for approximately $40 million pursuant to a Form S-3 Shelf Registration Statement.
  • Private offering of approximately $100 million principal amount of convertible senior notes under Rule 144A.
  • Public offering of approximately $50 million of a new series of preferred stock pursuant to a Form S-3 Shelf Registration Statement.
  • Merger of a small publicly-traded company to a privately-held company, which included drafting and reviewing all Board materials, the definitive merger agreement and all Securities Exchange Commission (SEC) documents for shareholder approval and deregistration.
  • Represented an ethanol production company in closing a large acquisition and tender offer transaction for a total deal value of approximately $750 million.

Commercial Contracting

  • Served as part of a team counsel to American Airlines in Dallas, Texas to negotiate engine selection for new aircraft fleet.
  • Assisted chemical manufacturer with negotiation and drafting of long-term commercial sales contract valued at approximately $40 million annually.
Community Leadership
  • Junior League of Chattanooga, Advocacy Chair, 2010-2011