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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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Community Banks Win Concessions in the Federal Reserve’s Final Basel III Package

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July 3, 2013

On July 2, 2013, the Federal Reserve board of governors approved long-awaited final rules implementing the Basel Committee on Banking Supervision's Basel III rules. The package of rules, as approved, will minimize the burden on smaller, less complex financial institutions and is considered an improvement over the initially proposed rules.

Although the final rules adhered, by and large, to the initial draft proposal released last June, some aspects of the final rules were softened for community banks. For instance, community banks will be allowed to continue using the current risk weights for residential mortgage loans. Regulators also gave banks with less than $250 billion in assets a one-time opportunity to "opt-out" of a requirement to include unrealized gains and losses in Accumulated Other Comprehensive Income in their capital calculation. Such banks were warned, however, that that they would not be permitted to reverse any such decision in order to avoid an opportunity for regulatory arbitrage. In addition, regulators agreed to allow bank holding companies with less than $15 billion in assets to grandfather the eligibility of trust-preferred securities as part of their Tier 1 capital. Community banks also were provided a longer transition period, with implementation starting on January 1, 2015, while larger banks must begin compliance on January 1, 2014. Unchanged from the proposed rules, and still potentially troubling to smaller financial institutions, is the requirement for a capital conservation buffer of 2.5 percent.

If you have any questions about the content of this alert, please contact one of the attorneys in our Financial Institutions practice group.


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