Hannah has a broad range of experience in securities and corporate law. She represents clients on mergers and acquisitions, divestitures, joint ventures and financing transactions.
On behalf of publicly held companies, Hannah has also handled equity and debt securities offerings, tender offers, exchange offers, complex recapitalizations and consent solicitations. She also advises corporate secretaries, boards of directors and general counsel on reporting requirements under federal securities law, listing requirements for public exchanges, and other corporate governance matters.
Before joining McGuireWoods, Hannah practiced corporate and securities law as shareholder and partner for two large Pittsburgh-based law firms. She also served as assistant press secretary for U.S. Senator Arlen Specter before attaining her law degree from the University of Pittsburgh.
- Representation of Andeavor Corp. in the $1.25 billion in Andeavor Logistics common units and $300 million in cash sale of oil storage, terminal and pipeline assets in multiple locations in the Western United States to its subsidiary Andeavor Logistics LP.
- Advised holder of significant interest in publicly traded coal master
limited partnership on various securities matters relating to acquisition and
ownership of partnership interests.
- Represented publicly held community bank being acquired by another publicly
held community bank.
- Represented 3D printing company in establishing a $50 million at-the-market
- Represented 3D printing company in sale of 1.4 million shares of its common stock in
registered direct offering.
- Served as Pennsylvania counsel to master limited partnership in connection
with its initial public offering and multiple follow on offerings of common
partnership units and $500 million of Senior Notes due 2024.
- Represented 3D printing company and certain of selling stockholders in public
offering of 3,054,400 shares of its common stock at a price to the public of
$62.00 per share.
- Represented an integrated natural gas company in a public offering of $750
million 4.875% Senior Notes due 2021 (Pennsylvania counsel).
- Represented U.S. coal company in a consent solicitation with respect to
various Senior Notes with a principal value in excess of $4 billion.
- Represented an independent oil & gas exploration and production company in a
private placement of $60 million of subordinated convertible notes.
- Represented a Fortune 1000 manufacturing company in public offerings of $300
million 3.875% Senior Notes due 2022 and $400 million 2.650% Senior Notes due
- Represented a public industrial chemical manufacturing company in 144A
offering of $300 million 7.875% Senior Notes due 2019 with subsequent Exxon A/B
- Represented public manufacturing company in tender offer for $189.5 million of
9 7/8% Senior Discount Notes due 2014.
- Represented a public industrial chemical manufacturing company in a Shelf
Registration Statement on Form S-3 of $350 million of equity and debt securities
for manufacturing company.
- Represented 3D printing company in a Shelf Registration Statement on Form S-3
of $150 million of equity and debt securities.
- Represented holder of significant interest in publicly traded coal master
limited partnership on the partnership’s Shelf Registration Statement on Form
S-3 of equity and debt securities.
- Represented several public companies (including multiple master limited
partnerships) in a wide range of industries in the preparation of their periodic
and annual disclosure documents and on other various securities matters.
- Represented 3D printing company in acquisitions and other investments in assets
and technology in the U.S. and Europe.
- Assisted publicly held coal company in various capital matters relating to sale
of multiple coal mines and related assets to privately held competitor.
- Assisted an independent oil & gas exploration and production company in a $100
million equity investment by a private equity fund.
- Represented a public manufacturing company in multiple acquisitions of U.S.,
Canadian and European assets and companies over a four year period totaling
purchase price of more than $600 million.
- Represented a public European manufacturer and marketing of imaging equipment in
its acquisition of a U.S. public company through an equity tender offer for more
than $600 million.
- Represented financial institutions in connection with various acquisitions
(stock and asset) and related registration of shares paid as consideration to
sellers in transactions.
- Assisted a publicly traded financial institution in connection with its “top
hat” merger with another publicly traded financial institution.
- Assisted a diversified financial services institution in connection with the
sale of its retail bank.
- Assisted a financial institution in various joint ventures.
- Represented a public European manufacturer and marketer of imaging equipment in
the sale to another European company of a U.S. based division for $29 million.
- Represented a public manufacturing company in the sale of its PA facility to a
public Indian company for $160 million.
University of Pittsburgh School of LawJD
magna cum laude, Order of the Coif, Articles Editor, University of Pittsburgh Law Review1996
- The University of North Carolina at Chapel HillBAHistory1988
Selected for inclusion in The Best Lawyers in America, Mergers and Acquisitions, 2012-2024; Securities/Capital Markets Law, 2024; Woodward/White, Inc.
Selected for inclusion in “Legal 500 United States,” Capital markets – debt offerings, 2023
- Author, SEC Adopts Amendments to Modernize Share Repurchase Disclosure, McGuireWoods Legal Alert, May 10, 2023
- Author, SEC Enforcement Co-Directors Issue Statement on Insider Trading, Subject to Inquiry, March 25, 2020
- Author, Due to COVID-19, Most Pennsylvania Businesses Ordered to Cease Operations, McGuireWoods Legal Alert, March 20, 2020
- Author, SEC Updates Compliance and Disclosure Interpretations of Proxy Rules, Schedules 14A/14C, McGuireWoods Legal Alert, May 30, 2018
- Speaker, "Virtual Annual Meetings" and "2017 Annual Reporting Considerations", SEC Compliance and Disclosure Update, McGuireWoods LLP SEC Practice Complimentary Webinar Series, November 29, 2016
- Speaker, "Updating Proxy Disclosures for 2016," "Shareholder Proposals Proxy" and "Advisory Firm Updates", Hot Topics for the 2016 Proxy/Annual Reporting Season, McGuireWoods LLP SEC Practice Complimentary Webinar Series, November 17, 2015