Troutman Pepper represented GreenSky, Inc., the largest fintech platform for home improvement consumer loan originations, in its definitive agreement in which Goldman Sachs acquired GreenSky in an all-stock transaction valued at approximately $2.24 billion. The deal was announced in September 2021 and closed in March 2022. Troutman Pepper subsequently represented the management team in its sale from Goldman Sachs to Sixth Street in 2024.

Troutman Pepper began advising the Atlanta-based GreenSky more than a decade ago when GreenSky had fewer than 15 employees. It grew to over 1,100 employees and a growing network of over 10,000 merchants that used the platform to provide frictionless promotional payment options to consumers, driving increased sales volume, and accelerated cash flow.

In 2018, Troutman Pepper guided GreenSky in what at the time was the largest fintech IPO of the year. The IPO was a rare example of a 100 percent “secondary” offering, in which all of the proceeds went to investors. In most cases, the primary purpose of the IPO is to raise capital for the issuer. The transaction also involved a complex “Up-C” structure, in which common stock was offered by a newly-formed holding company – the “C up above a partnership” – in order to preserve partnership tax treatment for continuing investors.

The Troutman Pepper team advising GreenSky was led by corporate partners Brinkley Dickerson and Paul Fancher. Tax advice was provided by Robert Friedman, Joan Arnold, and Joel Post. Jim Earle provided benefits advice.