Paul concentrates his practice in the mergers and acquisitions, securities, banking and corporate areas. Paul’s practice includes complex and sophisticated transactions and counseling clients on a variety of business matters. While Paul has a significant amount of specialized experience, he has maintained the breadth of practice necessary to effectively lead transactions and client relationships and function as outside general counsel for clients without inside counsel. During his career, Paul’s client base has consisted largely of public companies and large to medium privately-held businesses.
Paul’s philosophy is to take a practical, hands on and results-oriented approach to his practice. In addition to paying attention to the details necessary to properly represent his clients, Paul maintains the ability to see the big picture by focusing on the outcome, rather than just the process. While he acts as an effective advocate for his clients’ interests, Paul recognizes that the best results often are achieved by taking a collaborative and reasonable, rather than adversarial, approach with other parties and their advisors.
Several years ago, Paul helped develop the firm’s guidelines that focus on client service as a leading firm core value and, more recently, he led the firm’s Practice Excellence® initiative – an ongoing firm-wide effort to constantly increase its capacity to provide excellent service, professional quality and outstanding value to its clients. Paul’s firm responsibilities during his career have included participation and leadership in almost every area of firm management, including management, compensation, opinion, marketing, hiring, practice group and associate review and training.
Paul was a partner at Devine, Millimet & Branch in Manchester, New Hampshire prior to joining Barley Snyder as a partner. During his career, Paul has developed a reputation among, and earned the recognition of, his peers as comparing favorably with business attorneys from larger firms; please see “Recognitions”.
For a representative sample of transactions in which Paul participated, please visit the firm’s tombstone announcements page here.
The following provides additional detail with respect to Paul’s experience:
Mergers and Acquisitions – Paul’s experience in the mergers and acquisitions area was initially concentrated in transactions in the banking industry. During his career, Paul has branched out into other industries in dozens of public and private transactions, many of which have been multi-million dollar, multi-state transactions. These transactions often require coordination of a number of different “moving parts” and various levels of financing.
- Representation of acquirors, targets, management teams and financing sources in M&A transactions
- Public (more than 30 transactions, excluding “private” transactions by public companies) and private company acquirors and targets (several dozen)
- Private equity and recapitalization transactions
- Leveraged and management buyouts
Securities – In the securities area, Paul has built a solid base of knowledge over the years with respect to public company disclosure requirements, including a working knowledge of accounting aspects of securities filings. This knowledge base is valuable to the firm’s public clients in both their periodic SEC reports and their capital raising activities.
- Representation of issuers and underwriters in registered 33 Act and Blue Sky public offerings, IPOs and follow-up offerings of equity and debt (over a dozen)
- Private placements of equity, debt and partnership interests
- Drafting and review of offering, underwriting and subscription documents
- 34 Act reporting for issuers (more than 15 reporting companies) and shareholders
- Stock benefit plans
- Corporate governance, including SEC and stock exchange listing requirements
- Tender offers
- Proxy solicitations
Financing – Paul has established expertise in financings, ranging from conventional bank borrowings to venture capital, private equity and mezzanine financings. In the financing area, Paul’s experience representing both lenders and borrowers is valuable in closing transactions.
- Representation of lenders and borrowers in financings, including syndicated loans
- Tax-exempt financings, including representation of banks providing credit enhancement and liquidity
- Representation of investors in, and recipients of, venture capital and private equity financings
Bank Regulatory – Paul represents large, regional financial institutions and community banks. Paul’s knowledge of the financial services industry and his bank regulatory experience allow him to “add value” in his work for institutions in the industry.
- Representation of acquirors and targets in mergers and acquisitions of bank holding companies, banks and thrifts, including “mergers of equals”
- Regulatory, corporate, securities and tax issues
- General bank regulatory practice
- Guidance on specialized bank disclosure requirements, including Industry Guide 3
- Mutual-to-stock conversions
- Bank holding company formations
- Representation of bank trade association
- Acquisition of failed institutions from the FDIC
Business – Paul strives to understand the businesses of his clients and, as a result, often becomes a counselor to, and an adjunct member of, his clients’ management team.
- Negotiation, drafting and review of a variety of corporate contracts
- Development of procedures and documents for purchasing and sales functions
- Joint ventures, including formation of jointly-owned companies
- Training of client representatives on a variety of topics
- Rated AV Preeminent by Martindale-Hubbell
- Best Lawyers “Lawyer of the Year” in Harrisburg, 2020, Banking and Finance Law
- The Best Lawyers in America©, Banking and Finance Law (2018, 2019, 2020, 2021, 2022), Corporate Law (2019, 2020, 2021, 2022), Mergers and Acquisitions Law (2021, 2022), Securities / Capital Markets Law (2021, 2022) (Securities, Corporate, Banking/Finance Areas)
- Pennsylvania Super Lawyers (Mergers and Acquisitions)
- Select Lawyers (Business/Commercial Law)
- New Hampshire Bar Association (former chair, Corporate Section)
- Pennsylvania and Lancaster Bar Associations
- “The Expected Impact of COVID-19 on M&A: A Look at the ‘New Normal’”, Barley Snyder Webinar Series (June 2020)
- Featured speaker, NACD’s The Board’s Role in Risk Oversight and Cybersecurity (October 2017)
- “Swaps in Loan Transactions”, Lendicon 2017 (March 2017)
- “The Latest Changes in M&A Srategies,” Barley Snyder Business Seminar (2016)
- “Jolley v. Chase Home Finance – Are Lenders Facing New Threats in Lender Liability Claims?” Lendicon (2015)
- “Buying a Company: How to Position Yourself as a Buyer,” Barley Snyder Business Seminar (2014)
- “Expanding Your Business Through a Joint Venture,” Barley Snyder Business Seminar (2010)
- “Buying Businesses: Opportunities in a Down Economy?” Barley Snyder Business Seminar (May 2009)
- “What Your Lender is Thinking in the Current Lending Environment” Barley Snyder Business Seminar (Fall 2009)
- “The Role of Private Equity in Mergers and Acquisitions, Parts I and II,” Barley Snyder Business Seminar (2008)