Corporate and Securities Law
The attorneys in Burch, Porter & Johnson’s corporate and business transactional practice group provide services to a wide range of corporate and other business entity clients on matters ranging from general corporate and entity matters and transactions to mergers and acquisitions to securities issues. The business practice attorneys represent publicly-owned, privately-held and family-owned businesses in various industries, such as agrichemical, hospitality, manufacturing, service providers, healthcare, banks and bank holding companies, investment advisors, distributors, wholesalers, retailers, transportation, venture capitalists and real estate development and investment. Our clients are at various stages of business development and operation from individuals, start-ups and growing businesses to experienced businesses and public corporations.
GENERAL CORPORATE AND ENTITY MATTERS
Burch, Porter & Johnson’s business practice attorneys counsel clients on a variety of general business matters, such as the organization, formation and capitalization of business in all industries and of various sizes. These issues include advice on choice of entity and structuring issues, business counseling regarding management and third-party relationships, drafting and analyzing business contracts and joint ventures and negotiating shareholder disputes and transitions.
CORPORATE GOVERNANCE AND COMPLIANCE
Our attorneys routinely advise clients on a variety of governance issues, including instituting procedures, best practices and duties for boards of directors and officers, identifying and developing change in control and executive transition matters and implementing succession and ownership plans. In addition, we advise clients on regulatory compliance issues related to the Sarbanes-Oxley Act, the Securities and Exchange Commission, the New York Stock Exchange, NASDAQ and other applicable regulatory agencies and matters.
MERGERS AND ACQUISITIONS
With today’s dynamic business marketplace, the attorneys in Burch, Porter & Johnson’s business practice group have the skills necessary to assist clients in achieving their objectives, identifying benefits and risks and closing transactions. Our attorneys have extensive experience representing clients in mergers, acquisitions, spin-offs and dispositions within the state of Tennessee, across the United States and in international markets and we are involved at all stages of business transaction from the initial structuring and negotiating to the documenting and closing. Burch, Porter and Johnson regularly serves as lead counsel in transactions such as acquisition and dispositions of public and private companies, subsidiaries and divisions, management and other leveraged buy-outs, taxable and tax-free business reorganizations and venture capital investments. Our full-service firm is uniquely positioned to provide advice to clients involved in mergers and acquisitions on all issues from practice areas such as securities, tax, environmental, labor, employee benefits and real estate.
The securities attorneys at Burch, Porter & Johnson have significant experience on a variety of securities matters from capital formation to ongoing regulatory issues for clients ranging from start-up entities to large public companies. Our attorneys often advise financial institutions, issuers and investment advisors in connection with public and private offerings of debt and equity securities, including private placements and Rule 144A offerings, public offerings and private equity. In addition, our attorneys counsel individual and corporate shareholders of publicly-held and privately-owned companies with wide variety of securities law matters. Our firm has extensive experience in securities registration and exemption matters, broker-dealer and investment advisor regulations, SEC no-action requests, shareholder proposal and disclosure issues and state “blue-sky” law requirements.
In addition to our securities regulation practice, our attorneys are engaged in all types of securitization and structured finance transactions ranging from the sale of debt and equity securities in the public and private markets to obtaining structured financing arrangements, including non-recourse and limited recourse equity lending and mezzanine financing. We routinely represent both financial institutions and borrowers in commercial lending transactions. The attorneys in our business practice also have extensive experience handling asset securitization transactions involving various types of assets and complex transaction structures.
BANKING AND BANK REGULATORY MATTERS
Our corporate and business practice attorneys represent various types and sizes of publicly-held and privately-owned financial institutions and community banks in matters ranging from acquisitions and mergers to regulatory matters, including advice concerning holding company and affiliate issues. We also regularly represent investor groups in connection with acquisitions of privately-held banks and related regulatory issues. Burch, Porter & Johnson also serves its financial institution clients through its capital markets and commercial lending practices.
Members of the practice group include:• LeeAnne Marshall Cox
• Charles B. Foster IV
• Joshua B. Lawhead
• Allen T. Malone
• Aaron W. Munn
• Mary Margaret Petrinjak
• Joel Porter
• Thad S. Rodda Jr.
• Debra A. Wiles
• Laurel C. Williams