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Attorney Spotlight

Learn about Richard Arnholt's diverse government contracts practice and why he chose to pursue a career in the legal field. Read more>

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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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Brant Phillips Comments on Case Granting Access to Directors' Emails

Agenda

Media Mentions

May 26, 2016

Bass, Berry & Sims attorney Brant Phillips was quoted in an article published by Agenda, an affiliate of the Financial Times. The article focused on the Delaware Court of Chancery's ruling in Amalgamated Bank v. Yahoo, in which the Court ruled that company directors were required to disclose all types of electronic communications – including personal emails – in response to a shareholder's Section 220 request for books and records. The decision has received much attention in the both the media and legal circles for its potentially far-reaching implications. The controversial facts of the case – which concern the $60 million severance package reportedly given to Yahoo's former COO after a tenure of only 14 months – may limit the precedential impact of the ruling in other cases. "I think the circumstances surrounding this employee, his departure and his compensation package cannot be overlooked in terms of how Vice Chancellor Laster decided this case," Brant explains. Regardless of the consequences from this decision, email is subject to discovery in litigation, and companies should be proactive in setting policies that govern director communications. 

The full article, "Access to Directors' Personal E-Mails Granted," was published by Agenda on May 23, 2016, and is available online (subscription required).


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