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Calvin D. Kennedy

Associate
+1.412.355.6485
Fax +1.412.355.6501
Mr. Kennedy focuses his practice on a wide range of corporate and transactional matters related to mergers and acquisitions, securities, debt and equity financings, private equity and venture capital investments, corporate governance, and general corporate law. Mr. Kennedy works with clients that range in size from emerging growth companies to some of the world’s largest corporations. He has represented clients in a variety of industries such as steel, metals, glass, financial institutions, oil and gas, and education.

Mr. Kennedy has experience in representing publicly traded and privately held clients in domestic and international mergers and acquisitions transactions, joint ventures, and finance and investment transactions. Mr. Kennedy’s practice includes registered securities offerings, private placements of securities under Rule 144A and Regulation D, shelf registrations, exchange offers, tender offers and securities compliance matters. Mr. Kennedy regularly provides corporate governance and general corporate advice to emerging growth, middle market and Fortune 500 companies.

Professional Background

Mr. Kennedy was a summer associate for the firm in 2013. In addition, he was an intern for The Honorable Cathleen Bubash of the Court of Common Pleas of Allegheny County in 2012. He also served as a legal research and writing teaching assistant for Professor Nancy M. Burkoff of the University of Pittsburgh School of Law. Prior to attending the University of Pittsburgh School of Law, Mr. Kennedy was a Tax Associate for a Pittsburgh area company.

Professional/Civic Activities

  • Allegheny County Bar Association
  • National Pancreas Foundation - Western Pennsylvania Chapter, Treasurer
  • Recruiting Committee, K&L Gates LLP, Pittsburgh

Additional Information

Publications
  • Who, What, When, Where and Why: An Examination of Asadi v. G.E. Energy and the Dodd-Frank Anti-Retaliation Provision, University of Pittsburgh Law Review, 75 U. Pitt. L. Rev. 235, 2013.
Manufacturing and Services
  • Advised Weir Valves & Controls USA Inc., a subsidiary of The Weir Group PLC, in its acquisition of the stock of Ralph A. Hiller Company, a manufacturer of valve actuator products used in nuclear power facilities, from Rotork Controls Inc., a subsidiary of Rotork plc.
  • Represented Protech Chemicals, a manufacturer of powder and thermoplastic coatings based in Montreal, Canada, in numerous acquisitions of U.S.-based manufacturers of powder coatings and related products.
  • Represented Allegheny Technologies Incorporated in various transactions including the issuance and sale of 17,000,000 shares of common stock, the offering of convertible senior notes totaling over $275 million in principal amount, the amendment of an existing credit facility, the sale and disposition of certain business units, and the review and negotiation of commercial contracts.
  • Represented Lockhart Holdings, Incorporated in the sale and disposition of substantially all of the assets of its subsidiary, Bradley Coatings Group Inc., a manufacturer of various industrial exterior coating and finishing paints and technologies.
  • Represented Universal Stainless & Alloy Products, Inc. in the issuance and sale of approximately1,400,000 shares of common stock and in the amendment and restatement of an existing credit facility.
  • Represented Wabtec Corporation in the offering of senior notes exempt from registration under the Securities Act in accordance with Rule 144A, totaling $750 million in principal amount and the related offer to exchange such senior notes pursuant to a Registration Statement on Form S-4, the amendment of an existing credit facility, and the preparation and filing of various annual and periodic securities filings.
Energy
  • Represented Duquesne Light Holdings, Inc., the parent company of Duquesne Light Company, in multiple offerings of senior notes exempt from registration under the Securities Act in accordance with Rule 144A, totaling over $1.3 billion aggregate principal amount.
  • Represented Duquesne Light Company in connection with multiple private placements of First Mortgage Bonds totaling approximately $1.2 billion in principal amount.
  • Advised Huntley & Huntley, Inc. in connection with various joint venture arrangements and general corporate matters.
Healthcare
  • Represented CORA Health Services, Inc., an operator of physical therapy clinics throughout the United States, in numerous acquisitions of U.S.-based physical therapy clinics.
Miscellaneous
  • Represented various emerging growth and portfolio companies in a wide range of corporate and transactional matters to facilitate private equity and venture capital investments (e.g., entity formation and the preparation of governing and investment documents), including the following:
    • Represented a limited liability company in its transition into a public benefit corporation in connection with a venture capital investment.
    • Represented an online retail corporation in connection with its transition into a limited liability company in connection with a private equity investment.
    • Represented a group of entities in their acquisition of a landfill and various waste management facilities.
  • Represented a global computer science and STEM (science, technology, engineering, and math) education solutions company in connection with its sales of assets.
  • Represented a local corporation in connection with a $205 million debt refinancing.
  • Represented a local non-profit in the financing and construction of a mixed-use property in Pittsburgh’s North Side.
  • Represented a local lender in connection with a Tax Increment Financing deal.
  • Represented borrowers in a variety of loan transactions ranging from unsecured loans to asset based secured loans ranging in size from $200 million to $1.6 billion.
  • Represented borrowers in connection with subordinated debt, mezzanine debt and secured and unsecured bond transactions.
  • Represented various public companies in connection with their various securities filings, including: proxy statements; annual, quarterly reports and current reports; shelf registrations; private offerings; and director and officer beneficial ownership statements.