Tom’s considerable experience in investment management and securities compliance, corporate governance, and fiduciary matters, alongside his significant representation in joint venture relationships, makes him a trusted advisor for complex financial and corporate transactions.

Overview
Representative Matters
Insights
Awards

Tom’s practice focuses on securities, investment management, and corporate governance. He advises clients on securities, investment adviser, trust company, investment company, and broker-dealer regulation, with a particular emphasis on corporate governance and fiduciary matters in the insurance industry. Tom also represents parties in joint venture relationships, including innovative arrangements between health insurers and large health systems.

Drawing on extensive regulatory, compliance, and transactional experience, Tom counsels clients on the registration of federally covered and state-covered investment advisers, the formation of registered and exempt investment funds, and regulatory issues affecting public companies, investment advisers, insurance companies, broker-dealers, and trust companies. He also advises clients on transactional matters across the health care, financial services, and insurance sectors.

Counseling and Compliance

  • Registered multiple federally covered and state-covered investment advisers.
  • Organized registered investment companies and funds exempt from Investment Company Act of 1940 requirements.
  • Counseled on regulatory and compliance concerns for investment funds and broker-dealers.
  • Advised the boards of directors of mutual companies and industry associations on corporate governance matters.
  • Advised boards of directors of mutual insurance companies on reorganizations and demutualizations.
  • Guided stock and mutual insurance companies through capital raising and governance issues.
  • Provided corporate governance and fiduciary advice on joint venture relationships, particularly between health insurers and large health systems.
  • Advised trust companies and federal savings banks on regulatory issues.

Transactions

  • Represented Old Republic International Corporation in its $700 million public offering of senior notes due 2036.
  • Assisted Prudential in structuring and negotiating a contingent financing arrangement with Nomura to support Prudential’s continued growth in the highly competitive pension risk transfer (PRT) market.
  • Represented Abacus Global Management, Inc. in the launch of the ABX Longevity Growth and Income Fund (ABXGX) — the first registered interval fund dedicated to the longevity asset class.
  • Advised AmeriHealth Caritas, as the lead investor, in a staged financing of Deon Health, Inc. involving SAFEs and Series A Preferred Stock to be issued by Deon in three tranches.
  • Represented Abacus Life, Inc., in its de-SPAC transaction and listing on Nasdaq.
  • Assisted in the representation of Warburg Pincus, a leading global growth investor, in its significant investment in ParetoHealth.
  • Assisted in the representation of Old Republic International Corporation in its $400 million offering of senior notes.
  • Assisted in the subscription rights demutualization of Members Mutual Holding Company and the related IPO of Vericity, Inc.
  • Company counsel in mutual holding company reorganizations, including Builders Mutual Insurance Company and Mag Mutual Insurance Company.
  • Assisted in the representation of Chicago Pacific Founders as the lead investor in a private investment in public equity (PIPE) offering by P3 Health Partners Inc., resulting in gross proceeds to P3 Health of approximately $90 million.
  • The Best Lawyers in America® Ones to Watch: Corporate Law (2022-2026), Securities/Capital Markets Law (2026)
  • Super Lawyers® Illinois Rising Star, Securities and Corporate Finance (2023-2025)

Tom’s practice focuses on securities, investment management, and corporate governance. He advises clients on securities, investment adviser, trust company, investment company, and broker-dealer regulation, with a particular emphasis on corporate governance and fiduciary matters in the insurance industry. Tom also represents parties in joint venture relationships, including innovative arrangements between health insurers and large health systems.

Drawing on extensive regulatory, compliance, and transactional experience, Tom counsels clients on the registration of federally covered and state-covered investment advisers, the formation of registered and exempt investment funds, and regulatory issues affecting public companies, investment advisers, insurance companies, broker-dealers, and trust companies. He also advises clients on transactional matters across the health care, financial services, and insurance sectors.

Counseling and Compliance

  • Registered multiple federally covered and state-covered investment advisers.
  • Organized registered investment companies and funds exempt from Investment Company Act of 1940 requirements.
  • Counseled on regulatory and compliance concerns for investment funds and broker-dealers.
  • Advised the boards of directors of mutual companies and industry associations on corporate governance matters.
  • Advised boards of directors of mutual insurance companies on reorganizations and demutualizations.
  • Guided stock and mutual insurance companies through capital raising and governance issues.
  • Provided corporate governance and fiduciary advice on joint venture relationships, particularly between health insurers and large health systems.
  • Advised trust companies and federal savings banks on regulatory issues.

Transactions

  • Represented Old Republic International Corporation in its $700 million public offering of senior notes due 2036.
  • Assisted Prudential in structuring and negotiating a contingent financing arrangement with Nomura to support Prudential’s continued growth in the highly competitive pension risk transfer (PRT) market.
  • Represented Abacus Global Management, Inc. in the launch of the ABX Longevity Growth and Income Fund (ABXGX) — the first registered interval fund dedicated to the longevity asset class.
  • Advised AmeriHealth Caritas, as the lead investor, in a staged financing of Deon Health, Inc. involving SAFEs and Series A Preferred Stock to be issued by Deon in three tranches.
  • Represented Abacus Life, Inc., in its de-SPAC transaction and listing on Nasdaq.
  • Assisted in the representation of Warburg Pincus, a leading global growth investor, in its significant investment in ParetoHealth.
  • Assisted in the representation of Old Republic International Corporation in its $400 million offering of senior notes.
  • Assisted in the subscription rights demutualization of Members Mutual Holding Company and the related IPO of Vericity, Inc.
  • Company counsel in mutual holding company reorganizations, including Builders Mutual Insurance Company and Mag Mutual Insurance Company.
  • Assisted in the representation of Chicago Pacific Founders as the lead investor in a private investment in public equity (PIPE) offering by P3 Health Partners Inc., resulting in gross proceeds to P3 Health of approximately $90 million.
  • The Best Lawyers in America® Ones to Watch: Corporate Law (2022-2026), Securities/Capital Markets Law (2026)
  • Super Lawyers® Illinois Rising Star, Securities and Corporate Finance (2023-2025)
  • Fellow, American College of Investment Counsel (2021-Present)

Education

  • Notre Dame Law School, J.D., magna cum laude, 2015
  • Loyola University Chicago, B.B.A., magna cum laude, 2012

Bar Admissions

  • Illinois
  • Co-presenter, “The Department of Labor’s Fiduciary Rule,” 2024 Annual Meeting of the Association of Fraternal Benefit Counsel (AFBC), June 21, 2024.