|
Andy Guzikowski is a member of the Financial Institutions Practice Group in the Milwaukee office. In his 26-year career, Andy has represented financial institutions in a variety of matters, including de novo organizations, corporate and holding company reorganizations, branch purchases and sales, loan and loan servicing portfolio sales, loan participations and complex commercial lending transactions. He has represented both buyers and sellers in a number of financial institution and holding company merger and acquisition transactions. He has represented clients in compliance and transactional matters before numerous regulatory agencies including the Wisconsin DFI, the FDIC, the Office of Thrift Supervision and the Federal Reserve. Andy’s experience includes corporate and securities work for financial institutions as well as for manufacturers and other corporations. He has assisted his clients in completing mergers and acquisitions and in raising capital through private placement and SEC-registered equity and debt offerings, where his work included negotiating transaction agreements; preparing and filing SEC registration statements, prospectuses, proxy statements and other disclosure materials; and obtaining regulatory and shareholder approvals and antitrust clearance for various business combination transactions. He has advised public company clients on compliance with the securities laws, including periodic reporting, Section 16 matters and proxy regulation. He has represented some of Wisconsin’s largest corporations in high-yield and other public debt offerings and represented the U.S. subsidiaries of a multinational corporation in a ?100 million (US$22 million) debt offering in Israel. Andy has advised Boards of Directors of public and private companies on topics such as fiduciary obligations, corporate governance, anti-takeover measures and other responses to takeover offers, insider trading and ethics policies, using investment advisers and appraisers, the design and implementation of equity-based executive compensation plans and arrangements, shareholder relations and litigation. Andy has also handled a going-private transaction of a major Wisconsin corporation, a stock reclassification by a Wisconsin bank, stock splits, dividends and repurchase transactions for public and private companies and has served a supporting role in defending clients in shareholder litigation. He has also represented companies in private equity investment transaction Andy also has a significant public finance practice. With over 20 years’ experience in the public finance area, Andy has served as bond counsel and has issued the approving bond/tax opinions in over $600 million of tax-exempt bond issues that financed municipal equipment purchases, sewers, new schools and school improvements as well as manufacturing facilities, nursing homes and senior living facilities. He has served as underwriter’s counsel in numerous bond offerings, including a $104 million sports district issue, a $196 million utility district issue, several senior and assisted living housing projects, and an $18 million tax-exempt tribal purpose/taxable gaming bond issue by a Wisconsin Indian tribe. He has served as counsel to borrowers (including non-profit 501(c)(3) organizations), purchasers and credit enhancement/liquidity facility providers in connection with municipal and other tax-exempt bond issues. Andy is a member of the National Association of Bond Lawyers. He brings his experience in the private sector to bear in delivering services to his public finance clients. Andy has spoken at continuing legal education seminars on topics that included advising boards of directors on corporate best practices; issues under the Sarbanes-Oxley Act; insider trading laws; Regulation MA and the role of Board Committees. He is a contributing author to The Wisconsin Business Advisor Series Vol. 9: General Business Issues published by the State Bar of Wisconsin, where he covered the subject of obtaining financing through venture capital and private equity investment. Admitted to Practice Wisconsin - 1982 Professional Association Memberships National Association of Bond Lawyers Wisconsin State Bar Association Education Juris Doctor, University of Wisconsin Law School, 1982, cum laude Bachelor of Arts, University of Wisconsin-Milwaukee, 1978, Economics. | 