Experience

Compliance Programs for Financial Institutions Serving Marijuana-Related Businesses

Represent multiple financial institutions regarding compliance programs for providing banking services to marijuana related businesses.

Advise Multiple Bank Holding Companies on Subordinated Debt Offerings

Represented over a dozen bank holding companies as issuer’s counsel in offerings of subordinated debt, including providing legal opinions under New York, Missouri and Illinois law.

Acquisition of a Bank and Bank Holding Company by a Bank Holding Company

Represented Royal Bancshares, Inc., bank holding company of Royal Banks of Missouri, St. Louis, Missouri, in its acquisition of Saints Avenue Bancshares, Inc., bank holding company of Saints Avenue Bank, New London, Missouri, and the subsequent merger of Saints Avenue Bank into Royal Banks of Missouri.

$31.7 Million Acquisition of Bank Holding Company

Represented Fortune Financial Corporation, bank holding company of FortuneBank, Arnold, Missouri, in its merger with a subsidiary of Southern Missouri Bancorp, Inc. (NASDAQ: SMBC), bank holding company of Southern Bank, Poplar Bluff, Missouri. The total merger consideration was approximately $31.7 million, consisting of stock and cash at a 60:40 ratio. In addition, Southern Missouri assumed approximately $7.5 million in subordinated debt.

Lead Counsel on Multimillion-Dollar Cross-Border Loan

Served as lead counsel to an international bank on a multimillion-dollar (U.S. and Canadian dollars), cross-border, senior secured loan.

Secured Dismissal for Banking Client in Loan, Foreclosure Matter

Secured motion to dismiss in St. Louis County Court for a Missouri state-chartered banking client. The plaintiffs claimed several million dollars in damages related to a loan and foreclosure by the client and filed claims alleging breach of contract, breach of implied covenant of good faith and fair dealing, breach of fiduciary duty, wrongful seizure and liquidation in a prior replevin case, and a wrongful foreclosure sale. The plaintiffs voluntarily withdrew their claims and set forth new claims of negligent misrepresentation or concealment, fraudulent misrepresentation or concealment and breach of contract/third-party beneficiary. The Court granted our motion to dismiss based on arguments of res judicata and failure to state a claim, and dismissed the claims with prejudice.

$108 Million Acquisition of Bank Holding Company

Represented Delta Bancshares Company, bank holding company of Jefferson Bank and Trust, St. Louis, Missouri, in its merger with a subsidiary of First Mid Bancshares, Inc. (NASDAQ: FMBH), bank holding company of First Mid Bank & Trust, Mattoon, Illinois. The total consideration for this cash and stock deal was approximately $108 million. We also provided counsel on employee benefits and tax aspects of the transaction.

Payment Authentication Patent Portfolio for Fintech Client

Developed patent portfolio for large fintech client in the area of payment authentication services. Multiple patent attorneys prepared and filed numerous patent applications directed to authenticating online users using client device metadata.

Patent Landscape Analysis for Fintech Client

Conducted patent landscape analyses and ideation sessions for a large fintech client in the area of authenticating online users.

Long-standing Representation of Banks, Lending Institutions in Real Estate Matters

Represented multiple banks, lending institutions and related entities on all matters of real estate including acquisitions, REO management and dispositions, zoning, 1031 exchanges, easements and leases.

TRO Secured for Financial Client

Obtained a temporary restraining order for a wealth management firm against a former employee regarding the violation of a nonsolicitation agreement. The employee, who had provided services to approximately 300 households representing about $50 million in assets, had signed a confidentiality and nonsolicitation agreement stating he would not directly or indirectly do business with or attempt to take away any of his employer’s clients.

Dismissal of $1 Million Damages Claim and Attorney Fees Award

In this interpleader action in a rural venue against a sympathetic plaintiff, represented a regional bank in defeating a counterclaim seeking over $1 million in damages by obtaining a total dismissal with prejudice in our favor, which included an attorney fees award.

Counsel to Lender in Multimillion-Dollar Loan Modification

Served as counsel to lender in connection with document review and borrower opinion in multimillion-dollar loan modification.

Missouri Counsel to National Lender in $250 Million Loan Restructuring

Served as Missouri counsel to national lender in connection with the restructuring of a $250 million loan.

Lead Trial Counsel for National Bank in Adversary Proceeding in Bankruptcy Court

Served as lead trial counsel to national bank in adversary proceeding in bankruptcy court resulting in a judgment for priority of mortgage against $15 million mechanic's liens on failed commercial project.

Lead Trial Counsel to National Bank in Receivership, Foreclosure

Served as lead trial counsel to national bank in receivership and foreclosure of mobile home park.

Lead Trial Counsel to National Bank in Chapter 11 Proceedings, First Virtual Evidentiary Hearing

Served as lead trial counsel to national bank lender in enforcement of rights in secured collateral in Chapter 11 bankruptcy proceedings, including the first virtual evidentiary hearing conducted in the court.

Counsel to National Bank in Collection on Commercial Loan

Served as counsel to national bank in collection on commercial loan, secured by multi-state collateral, including receivership.

Counsel to Secured Creditor in Farming Operation Litigation and Bankruptcy

Served as lead and trial counsel to lender in federal litigation for breach of contract, fraud, and replevin and for non-dischargeability and defense of lien avoidance in subsequent bankruptcy.

Lender’s Counsel on $9.6 Million Equity Bridge Loan

Served as lender's counsel for a $9.6 million equity bridge loan related to the development of a 236-unit low-income housing tax credit project in Detroit, Michigan.

Counsel to Lender, Purchaser on $17.6 Million Credit Facility

Served as purchaser's and lender's counsel with respect to a $17.6 million credit facility related to the acquisition and development of a 212-unit low-income housing tax credit project located in North Carolina.

Represented Construction Company in Chapter 11 Reorganization

Represented debtor in Chapter 11, Subchapter V bankruptcy case with contingent liabilities in excess of $25 million and secured indebtedness of approximately $4.5 million, and negotiated consensual reorganization plan with all constituents.

$85 Million Cross-Border Acquisition Financing

Lead counsel to global manufacturing company on $85 million cross-border (U.S., U.K., Netherlands, Taiwan, Germany, Australia) acquisition financing.

$2 Million Series A Issuance for Fintech Client

Represented a financial technology company in its issuance of more than $2 million in Series A Preferred Stock. Worked with the company to integrate Series A preferences with Series Seed preferences. The company was able to fund expansion in operations.

Dismissals Lead to Favorable Settlement

Obtained the dismissal with prejudice of multiple claims brought by one financial institution against another arising out of a data breach led by fraudsters, facilitating a favorable settlement of the sole remaining claim.

Acquisitions for Banking Client’s Southern Expansion

Completed the acquisition of two sites in Northwest and Central Arkansas to facilitate a banking client’s expansion. Worked closely with a local development team to ensure local approval of the bank’s intended development. In addition, the team worked through local and subdivision architectural and site plan approvals, property investigation, site plan development and access negotiations across neighboring properties to ensure the one of the sites, which has a unique topography featuring a 40-foot vertical drop from east to west, was suitable for our client’s intended development.

Land Acquisition, Negotiations for Banking Client Expanding Footprint

Negotiated the acquisition of vacant land for the development of two new branch locations for a banking company in Northwest Arkansas. Worked with a local development team to negotiate access, signage and development approvals to facilitate design and construction of the new locations. 

Representation of International Bank in Prosecution

Represented international bank in prosecution of claims related to purchase and sale of commercial mortgage-backed securities and collateralized debt obligations (CDOs).

Representation of Banks, Institutional Lenders in Collection Actions

Obtained numerous judgments for banks and institutional lenders in collection actions against borrowers in default.

Contact Us
  • Worldwide
  • Boston, MA
  • Chicago, IL
  • Denver, CO
  • Dublin, Ireland
  • Edwardsville, IL
  • Jefferson City, MO
  • Kansas City, MO
  • Las Vegas, NV
  • London, England
  • Miami, FL
  • New York, NY
  • Orange County, CA
  • Philadelphia, PA
  • Princeton, NJ
  • Salt Lake City, UT
  • St. Louis, MO
  • Washington, D.C.
  • Wilmington, DE
Worldwide
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Boston, MA
800 Boylston St.
30th Floor
Boston, MA 02199
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Boston, Massachusetts
Chicago, IL
100 North Riverside Plaza
Suite 1500
Chicago, IL 60606-1520
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Chicago, Illinois
Denver, CO
4643 S. Ulster St.
Suite 800
Denver, CO 80237
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Denver, Colorado
Dublin, Ireland
Fitzwilliam Hall, Fitzwilliam Place
Dublin 2, Ireland
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Edwardsville, IL
115 N. Second St.
Edwardsville, IL 62025
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Edwardsville, Illinois
Jefferson City, MO
101 E. High St.
First Floor
Jefferson City, MO 65101
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Jefferson City, Missouri
Kansas City, MO
2345 Grand Blvd.
Suite 1500
Kansas City, MO 64108
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Kansas City, Missouri
Las Vegas, NV
7160 Rafael Rivera Way
Suite 320
Las Vegas, NV 89113
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Las Vegas, Nevada
London, England
Royal College of Surgeons of England
38-43 Lincoln’s Inn Fields
London, WC2A 3PE
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Miami, FL
355 Alhambra Circle
Suite 1200
Coral Gables, FL 33134
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New York, NY
7 Times Square, 44th Floor
New York, NY 10036
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Orange County, CA
19800 MacArthur Boulevard
Suite 300
Irvine, CA 92612
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Philadelphia, PA
2005 Market Street
29th Floor, One Commerce Square
Philadelphia, PA 19103
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Philadelphia, Pennsylvania
Princeton, NJ
100 Overlook Center
Second Floor
Princeton, NJ 08540
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Princeton, New Jersey
Salt Lake City, UT
222 South Main St.
Suite 1830
Salt Lake City, UT 84101
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Salt Lake City, Utah
St. Louis, MO
7700 Forsyth Blvd.
Suite 1800
St. Louis, MO 63105
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St. Louis, Missouri
Washington, D.C.
1717 Pennsylvania Avenue NW
Suite 400
Washington, DC 20006
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Wilmington, DE
1007 North Market Street
Wilmington, DE 19801
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Wilmington, Delaware