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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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Kevin H. Douglas

Member

Nashville
(615) 742-7767 TEL
(615) 742-0454 FAX

Kevin H. Douglas

Member

Nashville
(615) 742-7767 TEL
(615) 742-0454 FAX
Nashville
(615) 742-7767 TEL
(615) 742-0454 FAX

Kevin Douglas has deep experience representing public companies on corporate and securities laws related matters, including a variety of companies within the healthcare industry. Kevin's public company practice focuses on corporate governance matters, securities laws compliance, mergers and acquisitions, corporate finance and shareholder activism. His representative experience has ranged from providing SEC disclosure advice to the audit committee of a Fortune 100 company to representing an NYSE-listed company in connection with its $4.3 billion acquisition by another public company to representing another NYSE-listed company in connection with its issuance of $2.2 billion in senior notes. Kevin has also represented private companies in a wide variety of mergers and acquisition matters.

Kevin Douglas has deep experience representing public companies on corporate and securities laws related matters, including a variety of companies within the healthcare industry. Kevin's public company practice focuses on corporate governance matters, securities laws compliance, mergers and acquisitions, corporate finance and shareholder activism. His representative experience has ranged from providing SEC disclosure advice to the audit committee of a Fortune 100 company to representing an NYSE-listed company in connection with its $4.3 billion acquisition by another public company to representing another NYSE-listed company in connection with its issuance of $2.2 billion in senior notes. Kevin has also represented private companies in a wide variety of mergers and acquisition matters.

Kevin represents public companies, private equity-backed companies and other private companies. His broad corporate practice involves:

  • Mergers & Acquisitions – Representing public and private companies in connection with mergers and acquisitions.
  • Corporate Finance – Advising clients in connection with public offerings, Rule 144A offerings, private placements and venture capital investments.
  • Securities Laws Compliance – Advising public company clients in connection with the preparation of Form 10-Ks, 10-Qs, 8-Ks, proxy statements and earnings releases.
  • Corporate Governance – Providing clients with advice related to compliance with the Sarbanes-Oxley Act of 2002, the Dodd-Frank Act and other federal securities laws requirements; compliance with stock exchange corporate governance listing standards, committee charters and corporate governance guidelines, board and committee composition issues, internal control and disclosure control matters, Regulation FD, insider trading policies and 10b5-1 trading plans.
  • Shareholder Activism – Assisting with shareholder rights plans, proxy access bylaws, contested director elections, classified boards, advance notice bylaws, Rule 14a-8 shareholder proposals, ISS and other proxy advisory firm-related matters, and Section 13 of the Securities Exchange Act and standstill agreements.
  • Executive Compensation – Advising on executive compensation disclosure requirements applicable to public companies and related topics.

Kevin also is the co-editor of the firm's Securities Law Exchange blog, where he provides commentary on a variety of corporate and securities law issues.

Prior to joining the firm, Kevin practiced at Latham & Watkins in Washington, D.C. and Sherrard & Roe, PLC in Nashville.

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American Health Lawyers Association (AHLA)

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Best Lawyers in America® — Corporate Law (2013-2018)

Vanderbilt Law Review — Member (1996-1998)

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