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Introduction
Lloyd Spencer focuses his practice on transactional securities laws matters and mergers and acquisitions for domestic and foreign companies.
My focus
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.
Looking ahead
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.
Admitted to practice
Virginia
New York
District of Columbia
Education
Eastern Kentucky University, B.B.A.
University of Dayton School of Law, J.D., magna cum laude
Professional activities
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).
In the News
- The Bond Buyer
Santee Cooper approves $1.3 billion tender, exchange bond refunding
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.Feb 9, 2022 - American Banker
Eagle to expand in northeastern Montana with latest bank deal
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.Aug 12, 2019 - The American Lawyer
Constellation Brands/Canopy Growth Corp.
Nixon Peabody is mentioned as U.S. counsel for longtime client Constellation Brands in its acquisition of a 38 percent stake in Canopy Growth Corp., a Canadian distributor of cannabis products. The following attorneys were members of the deal team: Rochester Corporate partner Lori Green, Boston Global Finance partner Craig Mills, Washington, D.C. Corporate partner Lloyd Spencer, San Francisco Global Finance counsel Sarah Abel, Buffalo Global Finance associate Dan Fabian, Rochester Corporate associate Isaac Figueras, and Washington, D.C. Corporate associate Pierce Han.Dec 1, 2018 - The Deal
Constellation stashes more Canopy Growth
Seven attorneys from the Corporate and Global Finance practices—Lori Green, Sarah Abel, Dan Fabian, Isaac Figueras, Pierce Han, Craig Mills and Lloyd Spencer—are mentioned in this story for advising client Constellation Brands on its cash investment in Canopy Growth Corp.Aug 15, 2018 - Big Sky Business Journal
Montana Highlights
Nixon Peabody is mentioned in this roundup of major Montana business news for its representation of Eagle Bancorp Montana, Inc., in its acquisition of Ruby Valley Bank in Twin Bridges, Montana. Nixon Peabody’s deal team was led by Public Company Transactions partner Lloyd Spencer and senior counsel Ray Gustini and included Public Company Transactions partner Sean Clancy, Real Estate partner Colette Dafoe, Energy & Environmental Group partner Jean McCreary, and Labor & Employment partners Jeff Gilbreth, Yelena Gray and Tom McCord.April 9, 2018
Insights And Happenings
View AllProfessionals in the Practice Area
View AllJohn C. Partigan
Partner
Team Leader, Securities- Washington DC
- Office:202.585.8535
- jpartigan@nixonpeabody.com
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David R. Brown
Partner / Office Managing Partner, Chicago- Chicago
- Office:312.977.4426
- drbrown@nixonpeabody.com
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