Lori Buchanan Goldman advises a broad range of public and private companies on securities, mergers and acquisitions, public financing, and corporate organization and compliance.
In her securities practice, Ms. Goldman represents clients in offerings of equity and debt securities (both public and private), including preparation of registration statements under the Securities Act of 1933, private placement memoranda and related registrations and exemptions. She also advises publicly held clients with respect to compliance under federal and state securities laws, including the preparation and filing of quarterly and annual reports, proxy statements and other required filings under the Securities Exchange Act of 1934.
Ms. Goldman has extensive experience in mergers and acquisitions, including merger, stock and asset transactions. Ms. Goldman’s public financing practice has included representation of various governmental issuers and authorities, and underwriters in tax-exempt bond offerings and financings. She also regularly counsels public and private companies on preparation and negotiation of commercial contracts and purchase agreements, formation of business entities and general corporate counseling.
Representative transactions include:
- representing a state-chartered bank in the concurrent transactions of its reorganization into a bank holding company structure, acquisition by merger of another bank holding company, and initial registration of its securities on Form S-1, to be issued in connection with both the reorganization and merger
- representing a closely held chemical manufacturer in the disposition of substantially all of its assets to a private-equity firm
- representing a publicly held bank holding company (Nasdaq) in the acquisition of another publicly held bank holding company using registered common stock and cash as the acquisition currency
- representing a publicly held bank holding company (Nasdaq) in the acquisition of a wealth management division of a private company using unregistered common stock as the acquisition currency, and later representing the company in the registration on Form S-3 of such common stock for resale
- representing a publicly held company (Nasdaq) in the registration and public offering of securities
- assisting publicly held companies (Nasdaq, NYSE and NYSE AMEX) in various periodic securities filings, including Forms 10-K, 10-Q, 8-K, 3, 4, 5 and annual and special meeting proxy statements
- advising publicly and privately held companies in raising capital through private placements of securities to investors in the United States, Europe and Asia
- serving as underwriter’s and bond counsel in connection with various tax-exempt bond offerings
- assisting various clients in the formation and organization of privately held businesses
Prior to joining Stradley Ronon, Ms. Goldman was a corporate and finance associate with a Manhattan law firm. While attending Cornell Law School, she was an active member in the Women’s Law Coalition and International Law Society. During college, Ms. Goldman spent a year studying abroad in Grenoble and Paris, France.