James K. Dyer
Negotiation of mergers, acquisitions and divestitures of financial institutions, including whole bank acquisitions, branch purchases and sales, loan portfolio purchases and sales, and the sale of a corporate trust department.
Advised de novo bank with respect to its formation and initial public offering.
Preparation of securities disclosure documents, including registration statements, proxy statements, annual and quarterly reports, and information statements filed with various regulatory authorities, including the Securities Exchange Commission.
Preparation and negotiation of corporate applications with federal and state regulatory agencies, including the FDIC, Federal Reserve, the OCC and the Department of Financial Institutions.
Negotiation of multi-million dollar hardware and software acquisitions and outsourcing arrangements for large financial institution.
Represented financial institution in $250 million note purchase.
Represented financial institution in the purchase of a $5 million participation in a $25 million construction financing.
Development of multi-state leasing and lending programs.
Negotiation of affiliations with various companies, including leasing, finance and mortgage companies.
Broad familiarity with federal and state banking, securities and insurance laws and regulations.
Advise clients on corporate governance matters.
$5 million private offering of securities to a single investor in a venture capital transaction.
Restructure of a $30 million farming and real estate development business.
Sale of the principal asset of a software company.
Sale of substantially all of the assets of a manufacturing company.
Purchase of substantially all of the assets of a multi-state trucking company.
Purchase of an assisted living facility.
Conversion of a surgery center to a general acute care hospital.
1031 exchange transactions.
Development of an incentive stock option plan, deferred compensation plans, and accident and health plans.
Former Senior Corporate Counsel to Compass Bancshares in Birmingham, Alabama.
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