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In June 2017, Pinnacle Financial Partners, Inc. (NASDAQ: PNFP) closed a $1.9 billion merger with BNC Bancorp (NASDAQ: BNCN) pursuant to which BNC merged with and into Pinnacle. With the completion of the transaction, Pinnacle becomes a Top 50 U.S. Bank. The merger will create a four state footprint concentrated in 12 of the largest urban markets in the Southeast. 

Bass, Berry & Sims has served Pinnacle as primary corporate and securities counsel for more than 15 years and served as counsel on the transaction. Our attorneys were involved in all aspects related to the agreement, including tax, employee benefits and litigation. 

Read more details about the transaction here.

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Regulation A+

It seems that lately there has been a noticeable uptick in Regulation A+ activity, including several recent Reg A+ securities offerings where the stock now successfully trades on national exchanges. In light of this activity, we have published a set of FAQs about Regulation A+ securities offerings to help companies better understand this "mini-IPO" offering process, as well as pros and cons compared to a traditional underwritten IPO.

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Defense of Unfair Labor Practice Charge for Highway Construction Company

Client Type: Private Company

We represented a privately held highway construction company in defending unfair labor practice charges filed with the National Labor Relations Board (NLRB). Two employees, separately and at different times, quit coming to work and claimed to be "on strike" due to alleged unsafe work conditions and substandard wages. Our team assisted the company in drafting separate letters inviting each employee to contact the company and share concerns and to explain that each employee was not considered "on strike" but rather was considered to be refusing to work. Each employee was notified that if he continued to refuse to work, he would be considered to have quit. The employees did not contact the company or return to work and were terminated. Claiming that they had engaged in "protected concerted activity" under Section 7, each employee filed an ULP charge as did the Iron Workers Union. After investigation by the NLRB, the two employees ended up withdrawing their charges, and the NLRB refused to issue a complaint on the Union's charge.

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