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Katharine M. Sagan

Associate, Lexington

Katharine is an Associate working primarily in the Business Services practice. She regularly assists clients with matters related to corporate finance, mergers, acquisitions, real estate, securities and corporate governance. Katharine recently worked on the Firm's team handling a public company merger.

Katharine is familiar with Kentucky’s statute governing the formation of Public Benefit Corporations. She helps new and existing businesses evaluate if B Corp status fits their organizations.

Katharine’s bachelor’s degree in electrical engineering and coursework in computer science provide her an extensive background in information management and technology-based businesses. She previously interned at an incubator for high-tech startup companies and also for Lexmark International.

Katharine is a graduate of the University of Kentucky College of Law, where she was elected to the Order of the Coif. While in law school, Katharine served as Notes Editor of the Kentucky Law Journal and volunteered as a tax preparer for VITA, the Volunteer Income Tax Assistance Program.

Currently, Katharine serves on the board of FoodChain, a Lexington nonprofit committed to forging links between the community and fresh food through education and demonstration of sustainable food systems. In her free time, she enjoys swing dancing, bike riding and spending time with her nieces and nephews.

Education
University of Kentucky College of Law
2015, J.D., magna cum laude
University of Kentucky
2012, B.S. Electrical Engineering, summa cum laude
Admissions
Kentucky

Recognition

  • Order of the Coif
  • Kentucky Law Journal, Notes Editor
  • CALI Awards:  Contracts I, Internet Law, Property, Trusts and Estates, Corporate Tax
  • Bess T. Christian Academic Scholarship
  • Tau Beta Pi (Engineering Honorary Society)                                                                                                                         
  • Eta Kappa Nu (Electrical Engineering Honor Society)
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Affiliations

  • FoodChain, board member
  • The Pulse—Lexington Young Professional Catholics, board member
  • Lexington Young Professionals Association, member
  • IEEE, member
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Work Highlights

Merger of Publicly Held Utility

SKO represented Delta Natural Gas Company, Inc. for more than 40 years, including its initial public offering in 1980 and subsequent SEC compliance matters. Delta (DGAS) was publicly traded on NASDAQ. In 2017, SKO represented Delta in its merger with an affiliate of Pennsylvania-based Peoples Natural Gas. Prior to merger, Delta’s enterprise value was approximately $270 million. Representation in the merger from inception through closing included:

  • Advising Delta’s Board of Directors on its fiduciary duties in the merger
  • Assisting in the engagement of investment bankers
  • Advising on a bid process as a market check
  • Creating a virtual data room for bidder due diligence
  • Preparing confidentiality and standstill agreements with bidders
  • Evaluating bids
  • Preparing and negotiating the definitive merger agreement
  • Hart-Scott-Rodino Act application
  • Kentucky Public Service Commission application and hearing
  • Preparing Delta’s proxy statement, shareholder materials, SEC filings and Forms 8k
  • Negotiating a memorandum of understanding for “disclosure only” settlements of three shareholder putative class action lawsuits filed after the merger was announced