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Richard W. Viola Partner

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Charlotte T +1 704 343 2149 F fax +1 704 444 8779
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Rick is the deputy managing partner of the firm’s corporate practice. He is the former co-leader of the firm’s financial institutions industry team, former chair of the firm’s Securities Department (2009-2017) and former co-chair of the firm’s Mergers & Acquisitions, Securities and Corporate Services Department prior thereto. His practice historically has consisted of representing public and private companies in securities transactions, mergers and acquisitions, and general corporate matters.

He has primary experience in corporate finance transactions, including public offerings and private placements of debt and equity securities, representing issuers, underwriters, placement agents and selling stockholders. He regularly represents financial institutions and other public company issuers in connection with liability management transactions involving trust preferred and other hybrid securities and senior, subordinated and secured debt securities, including tender offers, consent solicitations, redemptions, repurchases and exchanges.

He also represents companies of all sizes in M&A transactions, including stock and asset purchases, and tender offers. He counsels public companies with ongoing business issues, including Exchange Act reporting and corporate governance matters.

Experience

  • Representation of an issuer in connection with the establishment of a shelf registration statement and medium term note program and subsequent sales of more than $50 billion of securities pursuant to that registration statement.
  • Representation of an issuer in connection with a $6.9 billion convertible preferred stock offering.
  • Representation of an issuer in connection with the issuance of $1.5 billion of hybrid securities and the subsequent remarketing.
  • Representation of a financial institution as selling stockholder in connection with the private placement of $3 billion preferred stock of a large South American company. The transaction received the IFLR Equity Deal of the Year award.
  • Representation of a financial institution in connection with its $19.3 billion public securities offering of Common Equivalent Securities. The transaction received the IFLR Debt & Equity Linked Deal of the Year award.
  • Representation of a major financial services institution in a $3.9 billion exchange offer of common stock for outstanding depositary shares/interests on preferred stock.
  • Representation of a Charlotte-based bank holding company in a $1.1 billion sale to a large national bank holding company.
  • Representation of a major financial institution in its acquisition of a publicly held credit card processing company in a cash merger valued at $1.6 billion.
  • Representation of an acquirer in connection with a $625 million tender offer for a public company.
  • Representation of a Charlotte-based publicly held community bank in its $100 million acquisition of another publicly held community bank via a cash and stock merger.
  • Representation of the North Carolina Department of Insurance in connection with the proposed conversion of Blue Cross Blue Shield to a for-profit entity.
  • Advice to reporting companies regarding regulatory obligations including compliance with Sarbanes-Oxley Act and related matters.

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