Geoffrey W. Adams

Geoff Adams has broad experience representing banks and other financial institutions with regard to banking and regulatory matters; representing commercial banks, institutional mezzanine funds and other lending institutions, corporations, not-for-profit entities, and other private parties in a wide variety of commercial loan, mezzanine, acquisition, venture and other finance transactions; representing publicly traded and private companies in mergers and acquisitions; and counseling clients with regard to banking, commercial and corporate law issues.

Recognition

• Chambers USA: America’s Leading Business Lawyers, Banking & Finance: Mainly Regulatory (2022)
• Best Lawyers®, Banking and Finance Law (2013-2023)
• Best Lawyers®, “Lawyer of the Year,” Raleigh Banking and Finance Law (2016, 2019, 2023)

Education

• Duke University, J.D., 1998
• University of Utah, B.S., 1994

Bar & Court Admissions

• Board of Advisors, UNC School of Law Center for Banking and Finance
• North Carolina Banker’s Association
  • Bank Counsel Committee
• North Carolina Bar Association
• Chairman, Business Law Section Task Force on Modernization of North Carolina Banking Law
• Wake County Bar Association
• James B. Duke Society
• Hospice of Wake County, Inc.
• Vice-President, Board of Directors, 2010-2011
• Board of Directors, 2005-2011
• United States Marine Corps Reserves from 1990-1998, Sergeant
• Received the National Defense Service Medal
• Received the Selected Marine Corps Reserve Medal
• Received the Navy and Marine Parachutist Insignia

Banking

• Represented a Nasdaq-listed bank holding company in a public offering of subordinated notes for aggregate proceeds of $350 million.
• Represented a Nasdaq-listed bank holding company in a public offering of depositary shares representing interests in preferred stock for aggregate proceeds of $345 million.

• Represented a North Carolina bank and its parent on an approximately $220 million merger with another bank, which offered a higher price than the bank’s existing merger agreement with another company.

• Represented the special committee of a publicly-traded bank holding company in connection with its $645 million acquisition of another bank holding company. The transaction was the largest bank holding company merger in the Southeast, and the third largest nationally, in 2014.

• Represented a publicly-traded bank holding company in its $110 million acquisition of another publicly traded bank holding company (profiled in the Triangle Business Journal as one of the top 10 transactions of the year in the Research Triangle area).
• Represented a publicly-traded bank holding company in its acquisition by another publicly-traded financial institution in a transaction valued at approximately $127 million.
• Represented a publicly-traded bank holding company in a $180 million recapitalization transaction.
• Represented a North Carolina community bank in multiple bank acquisitions, asset, line of business and branch purchase and sale transactions ranging from $7 million to $101 million.
• Represented the special committee of a bank holding company in connection with its $23 million acquisition of another bank holding company.
• Represented a registered investment advisor in connection with its reorganization into North Carolina’s first LLC public trust company.
• Represented a North Carolina community bank in connection with a formal supervisory action by the Federal Reserve.

Finance

• Represented a venture lending bank in a financing of its senior credit agreement with a company specializing in manufacturing and selling bedding products.
• Represented a commercial bank in a wide range of financing transactions with venture capital backed borrowers ranging from $1 million to $20 million.
• Represented an institutional mezzanine fund publicly-traded business development company in a wide range of financing transactions with its private equity partners, including first lien, second lien, unsecured mezzanine, and unitranche debt investments ranging from $6 million to $32 million.
• Represented a national bank in $123 million senior term loan.
• Represented a publicly-traded specialty pharmaceutical company in $60 million senior secured term loan.

• Represented a global full-service digital contract research organization in a senior secured revolving credit facility, senior subordinate secured mezzanine term loan, junior mezzanine secured term loan and seller unsecured term loan aggregating $28 million in connection with its acquisition of a contract research organization.

• Represented an e-procurement solutions company in a $30 million senior secured revolving credit facility.

• Represented multiple start-up and growth companies in various industries in connection with secured and unsecured revolving and term loan credit facilities with high-tech commercial banks and other lending institutions ranging from less than $1 million to $7 million.
• Represented a global pharmaceutical company in $40 million secured seller financing in connection with $105 million sale of certain products.
• Represented a not-for-profit continuing care retirement community in a $54 million first mortgage revenue bond offering.
• Represented a company focused on developing oral medicines for rare diseases in connection with the significant upsize of its credit facility.

Mergers and Acquisitions

• Represented a medical device company with the $200 million sale of its business to a Canadian publicly-traded company (profiled in the Triangle Business Journal as one of the top 10 transactions of the year).
• Represented a medical software company in its $20 million acquisition of a joint venture between two Fortune 50 companies.
• Represented a financial software company in connection with the $23 million sale of its business to a Fortune 1000 financial data services company.
• Represented a pet products company in connection with the $28 million sale of its business to one of the largest U.S. private companies.
• Represented a global provider of biopharmaceutical development services and commercial outsourcing services in its $45 million acquisition of a private healthcare market information company.