Representative Matters

• Representation of a financial institution allocatee of New Markets Tax Credits in connection with several projects utilizing New Markets Tax Credits including the construction/ expansion of the facilities of a non-profit organization providing services to medically fragile and/or abused children and the construction/renovation of mixed use properties.
• Representation of several regional financial institutions serving as investor and/or lender in connection with leveraged loan New Markets Tax Credit transactions, including the construction of a ballpark stadium and mixed use facility, the refinancing and renovation of a medical office building, and the creation of small business and revolving loan funds.
• Representation of a community bank holding company in its successful defense of a hostile tender offer for its common stock.
• Representation of a specialty coal producer in Eastern Kentucky and Tennessee in connection with its organizational structure, governance, raising debt and equity capital.
• Representation of a web-based publishing company in connection with its organization, private placement of units and commercial bank loans.
• Representation of an energy consulting firm in connection with its recapitalization .
• Representation of a medical device manufacturing company in connection with early stage debt and equity financings by venture capital firms, corporate governance issues and a recapitalization.
• Representation of a community bank holding company in connection with its underwritten public stock offering and its acquisition of another banking institution.
• Representation of a diversified conglomerate in connection with its acquisition of a large fence distributor.

Presentations

Education

J.D., Vanderbilt University, 1983

B.A., Transylvania University, 1980

Distinctions

• Highest Professional Ratings by Martindale-Hubbell Law Directory
• Woodward/White’s The Best Lawyers in America® in the areas of Banking & Finance Law, 2006-present and Financial Services Regulation Law, 2006-2017
• Recognized by Best Lawyers® Louisville in the area of Banking & Finance Law since 2006

Professional Activities

• Louisville Bar Association
• Kentucky Bar Association

• Extensive experience in closing New Markets Tax Credit transactions, representing community development entities/allocatees, investors and leveraged lenders.
• Strategic planning and acquisition/sale transactions, including transactions in regulated industries.
• SEC reporting and compliance with securities law and stock exchange listing requirements.
• Corporate governance and executive compensation.
• Investor and public communications and disclosures.
• Bank regulatory compliance.
• Capital raising transactions, including stock offerings and the issuance of trust preferred securities.
• Venture capital transactions, including initial and subsequent equity rounds.

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