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Lloyd H. Spencer



Lloyd Spencer focuses his practice on transactional securities laws matters and mergers and acquisitions for domestic and foreign companies.

What do you focus on?

Earlier in my career, I held positions at the SEC including Corp Fin operations and the Office of Tender Offers. This experience affords me a unique understanding of compliance with SEC rules, corporate filings, tender offers, going-private transactions, merger proxy statements and public offering filings.

Securities

In my securities practice, I represent issuers and underwriters in primary and secondary public offerings of debt and equity securities. I also help clients ensure they are in compliance with federal securities laws and stock exchange rules, particularly relating to corporate governance and disclosure.

Mergers and acquisitions

I represent clients on a range of M&A transactions involving mergers, tender offers, going private transactions and modified Dutch auction issuer tender offers. I help clients with due diligence, negotiating acquisition agreements and preparing public disclosures in connection with their M&A transactions.

Writing

I regularly write on interesting topics relating to securities and M&A regulations, such as the SEC’s pay ratio rules and interpretations on the use of non-GAAP measures. I also write on topics related to the regulation of financial institutions.

What do you see on the horizon?

For public companies, one challenge going forward will be balancing the utilization of new technologies for communications with shareholders and the market with compliance with the federal securities laws.

Santee Cooper approves $1.3 billion tender, exchange bond refunding

The Bond Buyer | February 09, 2022

This article on Santee Cooper’s board approving a $1.3 billion tender and exchange bond refunding mentions the firm for serving as disclosure counsel. The NP team representing the South Carolina-owned utility company includes partners Liz Columbo, Virginia Wong, and Barry Rothchild of New York, Mitch Rapaport of Washington, DC, and New York counsel Abigail Olsen and associate Sebastian Torres-Rodriguez, all of the Project Finance & Public Finance group. Washington, DC Corporate partner Lloyd Spencer and Los Angeles Project Finance & Public Finance partner Dan Deaton assisted with the analysis of securities laws related to the tender and exchange.

Eagle to expand in northeastern Montana with latest bank deal

American Banker | August 12, 2019

This article mentions Nixon Peabody’s role as advisor to Eagle Bancorp Montana in its deal to acquire Western Holding Co., parent company of Western Bank of Wolf Point.

Contact

Lloyd H. Spencer

Partner

Washington, DC

Phone: 202-585-8303


Fax: 866-825-1990

University of Dayton School of Law, J.D., magna cum laude

Eastern Kentucky University, B.B.A.

Virginia

New York

District of Columbia

Mr. Spencer is a member of the Virginia State Bar Association, the District of Columbia Bar Association and the American Bar Association (Federal Regulation of Securities Committee, Law and Accounting Committee, Banking Law Committee and Corporate Governance Committee, Business Law Section).

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