Seth A. Winter

Partner

Richmond
Business Phone: 804.697.2329
Business Fax: 804.698.6026

seth.winter@troutman.com

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Seth Winter is a partner at Troutman Sanders in the Financial Institutions practice. His practice focuses on the representation of publicly-traded companies, banks and bank holding companies on corporate law, securities law and regulatory matters.

Seth represents numerous public companies with respect to periodic and current public disclosure obligations, corporate governance issues, annual and special meetings of shareholders, securities exchange listing and compliance issues, and equity and debt offerings. He also has substantial experience in the representation of financial institutions in mergers and acquisitions, including bank mergers and acquisitions of non-bank institutions. He advises state-chartered and nationally chartered community banks on a variety of regulatory, compliance and corporate governance issues, and in connection with regulatory applications to federal and state banking regulators, including applications related to organic and M&A growth.

Seth received his B.S. in Commerce from the University of Virginia’s McIntire School of Commerce in 2005. In 2008, he received his J.D. from the University of Virginia School of Law.

Representative Financial Institution M&A and Specialty Capital Markets Experience

  • Buyer's counsel in acquisition of bank holding company and subsidiary bank resulting in $12+ billion bank holding company, valued at $701 million
  • Buyer's counsel in merger of equals resulting in $3 billion bank holding company, valued at $230 million
  • Seller's counsel in merger of equals resulting in $2.5 billion bank holding company, valued at $200 million
  • Seller’s counsel in acquisition of bank holding company by private equity backed investment group
  • Seller’s counsel in merger of equals resulting in $7+ billion bank holding company, valued at $445 million
  • Seller’s counsel in $490 million acquisition of bank holding company, resulting in holding company with $10+ billion in assets
  • Buyer’s counsel in acquisition of bank holding company and subsidiary bank and redemption of seller’s TARP preferred stock at a discount
  • Buyer’s counsel in acquisition of state chartered bank and repurchase of seller’s TARP preferred stock at a discount
  • Numerous public and private offerings of bank and bank holding company equity and debt securities
  • Numerous transactions with U.S. Department of the Treasury related to participation in TARP and Small Business Lending Fund financings, including initial investments, redemptions, auctions and conversions
  • Counsel to numerous bank holding companies regarding trust preferred securities and related interest deferrals
  • Buyer’s counsel in acquisitions by state and national banks of registered investment advisors and related assets

Representative Capital Markets Experience

  • Initial public offering of common stock for NASDAQ listed bank holding company
  • Underwritten public offering of $114 million of NYSE listed common stock
  • Underwritten public offering of $50 million each of two series of preferred stock, and initial NYSE listing of each series
  • Public rights offering for acquisition of NASDAQ listed common stock of bank holding company
  • $45 million PIPE offering of NASDAQ listed common stock and non-listed preferred stock of a bank holding company
  • Registered direct offering of NASDAQ listed common stock and unlisted warrants of a bank holding company

Speaking Engagements

  • Faculty; Virginia Bankers Association School of Bank Management (2016-2018).
  • Getting the Deal Done - 2016 Mid-Atlantic M&A and Capital Markets Update, presented by Raymond James, Sandler O'Neill + Partners, Yount Hyde & Barbour and Troutman Sanders LLP, December 1, 2016
  • Virginia Bankers Association Committee Palooza (2015-2017).
  • Developing Effective M&A Strategies: Practical Guide for Banks in 2016, Live Webinar, April 1, 2016.

Rankings and Recognition

  • Selected as a Virginia "Rising Star" in Securities & Corporate Finance by Law & Politics' Virginia Super Lawyers Magazine (2013-2014).

Professional Experience

  • Partner, Troutman Sanders LLP, 2017-present
  • Associate, Troutman Sanders LLP, 2008-2016

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Education

  • University of Virginia, J.D., 2008
    Senior Editorial Board, Virginia Law & Business Review
  • University of Virginia, B.S., 2005

Bar Admissions

  • 2008 Virginia

Court Admissions

  • 2008 Supreme Court of Virginia
  • 2008 U.S. District Court for the Eastern District of Virginia