Susan Zaunbrecher is a champion for progress. As a corporate attorney, she brings a holistic approach to counseling her business clients. Susan provides the most value where legal issues and business interests overlap, requiring fresh thinking and strategic action. She pursues breakout opportunities that help financial institutions and business entities leverage extraordinary corporate events. Whether she's helping reach short-term goals, navigating complex regulations and compliance reporting or leading strategic decision-making for long-term growth, her "always move forward" attitude and an engaging flair sets her clients at ease. Her personal motto, "We're going to reach your goal and have fun doing it," makes it easy to understand why clients turn to her with their business needs. Experienced in all areas of corporate law, Susan focuses mainly on transactions, mergers and acquisitions and securities law involving financial institutions but also for hospitals, manufacturing and service companies. This includes organizing denovo institutions, restructuring, capital formation, purchasing and selling companies and all aspects of regulatory compliance. She oversaw the first financial holding company acquisition of a non-bank subsidiary under the Gramm Leach Bliley Act in the United States. Her clients include Lexmark, Fifth Third Bank, LCNB Corp., Chemed, Vitas and Caesars Entertainment. As Chair of the Corporate Department as well as the Corporate/SEC and Financial Institutions groups, Susan believes that teamwork provides the best client service and she works to connect the firm's transactional, labor and litigation talent to move client agendas forward. She chairs the firm's Social Committee and also serves on the Board of Directors, Executive Committee, Professional Development and Diversity Committees. Memberships & Affiliations · Cincinnati Bar Association · Cincinnati Playhouse in the Park, Board of Trustees, Executive Committee · UC Economic Center for Education and Research, Board of Trustees, Executive Committee · Cincinnati SPCA, Board Member · Cincinnati Chamber of Commerce, Ballot Issues Committee · United Way Toqueville Society, Toqueville Cabinet · United Way Women's Leadership Initiative Distinctions · Peer Review Rated AV in Martindale-Hubbell · The Best Lawyers in America® · Ohio Super Lawyers® · Top 10 Female Lawyer in Cincinnati by Women's Business Cincinnati · Chambers USA Guide to America's Leading Business Lawyers · One of Ohio's Most Powerful and Influential Women by the National Diversity Council (2010) Experience Sale of Insurance Agency Subsidiary by Chartered Bank Holding Company
LCNB Corporation
Represented Ohio chartered bank holding company in the sale of its insurance agency subsidiary Sale / Merger
Exchange Bancshares, Inc.
Sale / merger of $150 million bank holding company Sale and Merger of Bank
Ripley National Bank
Sale and merger of bank Sale and Merger of Bank
Ripley National Bank
Sale and merger of $50 million national bank Reorganization of Corporation
Cracker Barrel
Reorganization of $1 billion restaurant company Reorganization into Holding Company Structure
Cracker Barrel
Reorganization of $1 billion restaurant company Sale / Merger
Wayne Bancorp
Sale and merger of $1 billion in assets bank holding company Roll-Up Acquisition
Medic One, Inc.
$20,000,000 "roll-up" acquisition for consolidated ambulance/patient transport service Shareholder Proxy Contest
Bank Holding Company
Shareholder proxy contest Tax Free, Stock for Stock "Merger Conversion"
Large Publicly-Held Bank Holding Company
$50,000,000 tax free, stock for stock "merger conversion" for large publicly-held bank holding company Venture Capital Financing
LCA-Vision Inc.
$10,000,000 PIPE venture capital financing for operator of laser vision correction centers Secondary Public Stock Offering
LCA-Vision Inc.
$70,000,000 secondary public stock offering for lasik vision correction center operator Sale of Assets
The Procter & Gamble Company
Sale of assets of pharmaceutical subsidiary of Fortune 100 consumer products company Sale of Assets
Private Not for Profit Hospital System
Sale of assets of private not for profit hospital system SEC Periodic Reporting and Proxy Preparation
Public Bank Holding Companies
Assistance with SEC compliance for numerous bank holding companies Regulatory Advice
Community Bank Services
Regulatory advice to community bank services Asset Purchase
The Procter & Gamble Company
Purchase of assets by Fortune 100 consumer products company Bank Holding Company Conversions
Numerous Community Banks
Internal corporate restructuring De Novo Bank Formation
Ohio River Bank
Formation of new Ohio state chartered bank Asset Purchase
The Procter & Gamble Company
Purchase of assets of $300 million fragrance company Acquisition
Wayne County Bancshares, Wooster, Ohio
Bank acquisition by $800 million bank holding company Acquisition
LCNB Corp.
Acquisition of insurance agency by bank holding company Acquisition
Wayne County Bancshares, Wooster, Ohio
Acquisition of bank by $800 million bank holding company DeNovo Bank Formation
Ohio State Chartered Bank
Formation of a new Ohio State chartered bank Merger
U.S. Subsidiary of British based plc
Sale and merger of $15 million pharmaceutical company Multiple Acquisitions of Banks, Bank Holding Companies and Branches
Large Publicly-Held Bank Holding Company
Multiple acquisitions of banks, holding companies and branches Organization of Trust Company
Ohio State Chartered Bank
Organization of a trust company Merger
Lexmark International, Inc.
Acquisition of Perceptive, Inc. Equity Offerings
U.S. Subsidiary of British based plc
Multiple equity offerings for pharmaceutical company Holding Company Conversion and SEC Registration to Go Public
Bank Holding Company
Holding company conversion and SEC registration to go public for $500 million in assets bank holding company Publications January 5, 2012, Community Banks and Compliance with FINRA Rule 6490 December 14, 2011, Preparing for the 2012 Proxy Season October 1, 2010, Financial Reform: Major Changes Coming for Companies and Financial Institutions August 30, 2010, Major Reforms to Affect Companies, Financial Institutions August 9, 2010, The New Consumer Financial Protection Bureau Will Impact Community and Regional Banks July 29, 2010, Impact of Dodd-Frank on Corporate Governance & Executive Compensation July 15, 2010, Dodd-Frank Bill Reshapes Businesses October 21, 2008, Regulatory Capital Impact of Change in Tax Treatment for Losses on Fannie Mae and Freddie Mac Preferred October 3, 2008, Protecting Your Deposit Accounts June 17, 2008, Managing Board Orientation & Training June 2, 2006, Corporate Strategies: Stock Repurchases May 13, 2005, Preparing for a Sale or Acquisition |