Of Counsel glewis@wnj.com Grand Rapids T +1.616.752.2752 F +1.616.752.2500 Gordon Lewis is corporate counsel to publicly held companies, banks and bank holding companies, insurance companies, and other business clients. He specializes in corporate law, securities law, and the law of financial institutions. He has extensive experience representing clients in securities offerings and financial institution mergers and acquisitions. Representative Experience ffissuer s counsel in public and private securities offering aggregating over $4 billion ffcounsel to buyers and sellers in over 75 financial institution acquisitions ffresponsible for corporate and securities work for publicly traded financial institutions, including Macatawa Bank Corporation; Old Kent Financial Corporation; Shoreline Financial Corporation; Southern Michigan Bancorp, Inc.; United Bancorp, Inc.; Valley Ridge Financial Corporation and others ffresponsible for corporate and securities work and acquisitions for SpartanNash Company. Counsel to Spartan Stores, Inc. in its merger with Nash-Finch Company in a transaction valued at $1.4 billion ffcounsel to United Bancorp, Inc., and Founders Financial Corporation in their successful managed sale processes and mergers with Old National Bancorp ffcounsel to Mercantile Bank Corporation in its merger of equals with Firstbank Corporation Securities Offerings ffrepresented Old Kent Financial Corporation (NYSE: OK) as f f$20 million, registered direct retail and reinvestment offering of common stock (1999) f f$200 million, shelf registration of trust preferred securities (1998) f f$250 million, universal shelf registration of common stock, preferred stock and a variety of debt instruments (1998) f f$100 million, shelf registration of common stock for future acquisitions (1998) f f$100 million, exchange offer of registered floating rate subordinated capital income securities (1998) f f$100 million, private placement of floating rate subordinated capital income securities (1997) Industries fffinancial Services Practices ffbusiness and Corporate Services ffmergers and Acquisitions ffsecurities and Corporate Governance Honors and Awards ffhonored as 2015 Grand Rapids Securities/Capital Markets Lawyer of the Year by The Best Lawyers in America ffnamed Dealmaker Adviser of the Year by MiBiz in 2014 ffhonored as 2013 Grand Rapids Corporate Lawyer of the Year by The Best Lawyers in America ffhonored as 2009 Grand Rapids Banking Lawyer of the Year by The Best Lawyers in America ffbest Lawyers in America, Banking and Finance Law, Corporate Law, Securities/Capital Markets Law and Securities Regulation, 1993-Present ffnamed to Michigan Super Lawyers, 2006-13, 2015-16 ffav Preeminent Peer Review Rated, Martindale-Hubbell ffleading Lawyers Michigan, 2014 fflisted in Who s Who in American Law fflisted in Corporate Counsel Magazine s Best Lawyers in America: corporate, M&A and securities law
f f$100 million, registered offering of subordinated notes (1995) ffover $1.5 billion in acquisition related securities offerings ffrepresented Old Kent Bank: f f$2 billion, senior and subordinated note private placement program (2000) f f$2 billion, senior bank note private placement program (1998) f f$250 million, registered public officering of auto receivables trust securities (1997) f f$600 million, short-term bank note private placement program (1994) ffrepresented Donnelly, Penman, French, Haggarty & Co. as placement agent: f f$3.8 million, intrastate offering of common stock of North Bancorp, Inc. (2001) f f$3.4 million, intrastate offering of common stock of Professionals Direct, Inc., an insurance holding company (2001) f f$6 million, public intrastate offering of common stock of TCSB Bancorp, Inc. (2002) ffrepresented Castle Creek Financial LLP as placement agent: f f$83 million, registered rights and standby offering of common stock of Union Acceptance Corporation (2001) f f$75 million, private placement of public equity of Hanmi Financial Corporation (2003) ffrepresented Roney & Co. as underwriters counsel: f f$10 million, registered initial public offering of Community Central Bank Corporation (1996) f f$7.4 million, registered public offering of common stock of Community Central Bancorp (1998) f f$6 million, initial private placement offering of common stock of Crestmark Financial Corporation (1996) f f$11 million, registered initial public offering of common stock of Michigan Heritage Bancorp, Inc. (1997) f f$4 million, exempt public offering of common stock of Sturgis Federal Savings Bank (1994) f f$5.8 million, exempt public offering of common stock of Sturgis Bank and Trust Company, FSB (1998) Education ffuniversity of Michigan Law School J.D. 1974 cum laude ffmichigan State University B.S. 1971 (Environmental Science) high honors Admitted ff1974, Michigan ffrepresented McDonald & Co. as underwriter or placement agent: f f$5.2 million, merger conversion offering of CFSB Bancorp, Inc. (1991) f f$205 million, private placements of limited partnership interest in Castle Creek Capital Partners Fund-I, LP, a financial institutions investment (1997) ffrepresented Founders Financial Corporation as f f$3 million rights offering and private placement of common stock (2001) ffrepresented Lake Michigan Financial Corporation as f f$10 million, private placement of common stock (2000) securities (2002) ff650,000 share private placement of common stock (2006) f f$16 million, private placement of bank senior notes in TLGP program (2009) ffrepresented Telecommunications Group, Inc. as f f$25 million, registered direct offering of common stock (1998) ffrepresented Wolverine World Wide, Inc. as f f$46 million, registered public offering of common stock (1995) ffrepresented Firstbank Corporation as f f$5 million, registered public offering of common stock (1993)
ffrepresented Professionals Direct, Inc. as f f$2 million, private placement of trust preferred securities (2002) ffrepresented Southern Michigan Bancorp, Inc. as f f$5 million, private placement of trust preferred ffrepresented FinCor Holdings, Inc.: f f$12 million, private placement of trust preferred f f$20 million, private placement of trust preferred securities (2006) ffrepresented Range Financial Corporation: f f$2 million, private placement of trust preferred ffrepresented SpartanNash Company: f f$110 million, 144A placement with resale registration, convertible senior notes (2007) f f$50 million, 144A private placement of senior notes (2012) ffrepresented Perrigo Company: f f$200 million private placement of senior notes (2008) ffrepresented BorgWarner, Inc.: f f$250 million registered offering of senior notes (2010) ffrepresented United Bancorp, Inc.: f f$20,600,000 private placement of preferred stock and warrants in the TARP Capital Purchase Program (2009) f f$19 million, registered public offering of common stock (2010) ffregistered resale offering of $20,600,000 of preferred stock by United States Treasury and repurchase of warrants (2012) ffrepresented Macatawa Bank Corporation: f f$1 million private placement of subordinate notes (2011) f f$20.5 million registered rights offering and public offering of common stock (2011) Financial Institution Acquisitions ffrepresented Old Kent Financial Corporation: ffmerger with Fifth Third Bancorp completed 4/2/01 ffacquisition of Home Bancorp, Fort Wayne, Indiana, completed 10/13/00 ffacquisition of Grand Premier Financial, Inc., Wauconda, Illinois completed 3/31/00 ffacquisition of Merchants Bancorp, Inc., Aurora, Illinois, completed 2/14/00 ffacquisition of CFSB Bancorp, Inc., Lansing, Michigan, completed 7/9/99 ffacquisition of Pinnacle Banc Group, Oak Brook, Illinois, completed 9/4/99 ffacquisition of First Evergreen Corporation of Evergreen Park, Illinois, completed 10/1/98 ffsale of three branches of Old Kent Bank, completed 3/27/98 ffacquisition of Grand Rapids Holland Insurance Agency, Inc. completed 1/1/97 ffacquisition of Seaway Financial Corporation, St. Clair, Michigan, completed 12/31/96 ffpurchase of all the stock of National Pacific Mortgage Company (California), completed 8/1/96 ffsale of First National Bank of Lockport, Lockport, Illinois, completed 2/2/96 ffacquisition of Republic Mortgage Corp., Salt Lake City, Utah, completed 1/23/96 ffacquisition of Guyot, Hicks, Anderson & Associates, Inc., Traverse City, Michigan (insurance agency), completed 12/1/95 ffacquisition of First National Bank Corp., Mt. Clemens, Michigan, completed 2/1/95 ffconsolidation of 15 Michigan bank subsidiaries and merger of 5 Illinois bank subsidiaries, completed 1/1/95 ffsale of three branches of Old Kent Bank, completed 11/18/94 ffacquisition of EdgeMark Financial Corporation, Chicago, Illinois, completed 5/2/94 ffacquisition of Princeton Financial Corp., Orlando, Florida, completed 3/1/94 ffacquisition of two branches of Comerica Bank (formerly Manufacturers National Bank), completed 10/29/93
ffacquisition of Southfield branch of First Federal Savings Bank and Trust, Pontiac, Michigan, from the Resolution Trust Corporation, completed 9/27/93 ffacquisition of University Financial Corporation and First Federal of Elgin, F.S.A., Elgin, Illinois, completed 1/1/93 ffacquisition of 5 branches of Great Lakes Bancorp, F.S.B., completed 9/27/92 ffacquisition of 6 branches of First Federal Savings Bank and Trust, Pontiac, Michigan, completed 9/6/91 ffacquisition of St. Charles Federal Savings Association, St. Charles, Illinois from the Resolution Trust Corporation, completed 11/30/90 ffsale of Colonial Trust and Savings Bank and Illinois Regional Bank, Bureau County, Illinois, completed 11/10/89 ffacquisition of Unibancorp, Inc., and subsidiaries, Chicago, Illinois, completed 10/18/88 ffacquisition of Hartger & Willard Mortgage Associates, Grand Rapids, Michigan, completed 9/30/88 ffacquisition of Illinois Regional Bancorp, Inc., Elmhurst, Illinois, completed 12/31/87 ffsale of Old Kent Bank of Almont, Almont, Michigan, to Security Bancorp, Inc., completed 10/1/86 ffmerger with American National Holding Company, Kalamazoo, Michigan, completed 7/31/86 ffacquisition of First State Bank of Greenville, Greenville, Michigan, completed 5/1/86 ffmerger with Pacesetter Financial Corporation, Grand Rapids, Michigan, completed 3/31/83 ffacquisition of Gaylord State Bank, Gaylord, Michigan, completed 5/29/81 ffacquisition of State Bank and Trust Company, completed 1/1/80 ffacquisition of Central Michigan Bank and Trust, completed 6/18/79 ffacquisition of Peoples Bank and Trust Company, completed 1/3/78 ffrepresented Adrian State Bank: ffsale to Mid Am, Inc., Bowling Green, Ohio, completed 2/28/95 ffacquisition of Tecumseh branch of First Federal Savings and Loan Association of Lenawee County, completed 8/8/92 ffacquisition of Tecumseh branch of Standard Federal Bank, F.S.B., completed 7/13/91 ffrepresented Century Bank and Trust: ffformation of holding company, Century Financial Corporation, completed 12/31/89 ffrepresented Chemical Financial Corporation: ffacquisition of Bank West Financial Corporation, completed 9/14/01 ffacquisition of State Savings Bancorp Inc., Caro, Michigan, completed 5/1/96 ffacquisition of Key State Bank, Owosso, Michigan, completed 10/21/93 ffrepresented Clinton Bank and Trust: ffacquisition by CB Financial Corporation, completed 12/31/83 ffrepresented Commercial Bank: ffacquisition of Greenville branch of Great Lakes Bancorp, F.S.B., completed 9/25/92 ffformation of holding company, Commercial National Financial Corporation, completed 5/31/88 ffrepresented Firstbank Corporation: ffacquisition of Mt. Pleasant branch of Standard Federal Bank, F.S.B., completed 6/17/95 ffacquisition of St. Charles branch of Standard Federal Bank, F.S.B., completed 11/12/94 ffacquisition of Clare branch of Great Lakes Bancorp, F.S.B., completed 10/16/92 ffacquisition of Comerica Bank-West Branch and Comerica Bank-Central, completed 9/18/87 ffrepresented First National Bank and Trust Company: ffsale to Chemical Financial Corporation, completed 4/30/88 ffrepresented Grand Bank Financial Corporation: ffmerger with Macatawa Bank Corporation 4/1/02 ffrepresented Mutual Savings & Loan Assn. of Bay City: ffacquisition of Peoples Savings and Loan Association, completed 12/1/85
ffacquisition of Michigan Savings and Loan Association, completed 12/19/83 ffrepresented Northwestern Bank Corporation: 5/29/91 ffrepresented Oceana County Savings Bank: 6/14/84 ffrepresented Old State Bank of Fremont: 6/17/94 ffrepresented Reed City State Bank: ffsale to First Michigan Bank Corporation completed, 10/30/87 ffrepresented Shoreline Financial Corporation: ffmerger with Chemical Financial Corporation, completed 1/14/01 ffacquisition of the State Bank of Coloma completed 7/31/98 ffacquisition of SJS Bankcorp and subsidiary, completed 6/13/97 ffacquisition of 4 branches of Standard Federal Bank, F.S.B., completed 7/16/93 ffacquisition of 2 branches of Fidelity Federal Savings & Loan Association, completed 3/31/90 ffaffiliation of Inter-City Bank and Citizens Trust and Savings Bank, completed 12/24/87 ffrepresented Keweenaw Financial Corporation: ffacquisition of Commercial National Bank of L Anse, L Anse, Michigan, completed 10/31/94 ffrepresented Valley Ridge Financial Corp.: ffaffiliation with Community Bank Corporation, Grant, Michigan, completed 7/1/96 ffrepresented FinCor Holdings, Inc.: ffacquisition of Washington Casualty Company, Issaquah, Washington, completed 10/10/06. ffsale to Medical Professionals Mutual Insurance Company, completed 8/31/09 ffrepresented ICNB Financial Corporation: ffmerger with Firstbank Corporation, completed 6/1/07 ffrepresented Community Bancorp, Inc.: ffacquisition of MSB Holding, Inc., Montrose, Michigan, completed 11/30/07 ffrepresented Southern Michigan Bancorp: ffacquisition of FNB Financial Corporation, Three Rivers, Michigan, completed 12/1/07 ffrepresented Mercantile Bank Corporation: ffmerger of equals transaction with Firstbank Corporation, completed 6/1/14 ffrepresented United Bancorp, Inc.: ffmerger with Old National Bancorp, completed 7/31/14 ffrepresented Founders Financial Corporation: ffformation of bank holding company, Founders Financial Corporation, completed 5/15/98 ffformation of the bank, completed 10/11/90 ffmerger with Old National Bancorp, completed 1/1/15