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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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Experience Spotlight

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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Terry Clark Provides Insight on Impact of Federal Circuit's Ruling on Drugmakers' Use of Third-Party Manufacturing Vendors

Law360

Media Mentions

July 13, 2016

Bass, Berry & Sims attorney Terry Clark provided comments for an article in Law360 outlining the Federal Circuit's en banc decision in Medicines Co. as to under what circumstances would use of a third-party vendor trigger an invalidating on-sale bar in patent cases. The decision provides, among other things, that contracting with a third-party vendor to manufacture a product covered by process patent claims does not per se constitute an "on-sale" bar. As Terry points out in the article, the "court reached 'a very practical decision' reflecting a trend in the pharmaceutical industry (and elsewhere) to outsource drug manufacturing to third parties. 'They seem to have realized that it would probably be unfair to penalize those companies that don't have the ability to manufacture in-house.'" In light of this decision, drugmakers should carefully review and formalize their agreements with third-party vendors.

The full article, "Fed. Circ. Ruling Blunts On-Sale Bar's Threat To Patents," was published by Law360 on July 11, 2016, and is available online.


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