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Kenneth R. Sagan

Member, Lexington

 

Ken joined the firm in 2015, bringing a wealth of legal accomplishment and long history of civic service. Ken co-chairs the firm's Business Services practice and works in business and corporate law, focusing primarily on mergers and acquisitions, finance, securities, and entrepreneurial services.  Ken’s experience includes handling mergers and acquisitions in the manufacturing, healthcare, construction and technology industries, among others.  Ken frequently assists technology and early-stage companies in financing transactions, including debt and equity private placements, strategic partnerships, and licensing.

Some of Ken’s recent transactions include mergers and acquisitions involving a publicly traded natural gas company, an auto parts manufacturer, highway contractors, plastic products manufacturers, a minor league baseball team and biotech company; as well as numerous financings including seed capital rounds, private placements, convertible loans, venture financings and government incentives.

Ken is listed among The Best Lawyers in America®, Corporate Law and Kentucky Super Lawyers®. He was named the Lexington Area Corporate Law Lawyer of the Year in 2013.

Before joining SKO, Ken served as Chairman of another Kentucky-based law firm from 2012-15, and as its Executive Member in the Lexington office from 2007-11.

His long record of community involvement includes current service on the University of Kentucky College of Law Visiting Committee and the board of Lexington Strides Ahead Foundation Inc. Ken’s previous service includes the Executive Board of Commerce Lexington (Chair, 2014 and General Counsel, 2011-12) boards of Lexington Rotary Club, Lexington Rotary Club Endowment Fund, Inc., Girl Scouts USA—Wilderness Road Council, and Cross Roads, the newspaper of the Catholic Diocese of Lexington.

Ken is a member of the Business Law Section of the American Bar Association and the Corporate, Banking & Business Law Section of the Kentucky Bar Association. He and his wife Becky have three adult daughters and enjoy spending time with them and their families.

Education
University of Kentucky College of Law
1983, J.D., with distinction, Kentucky Law Journal
University of Kentucky
1980, B.A., with high distinction, Phi Beta Kappa
Admissions
Kentucky

Recognition

  • Listed in Best Lawyers in America®, Corporate Law, 2007-15
  • Best Lawyers “Corporate Lawyer of the Year,” Lexington, 2013
  • Recognized as a Kentucky Super Lawyer®, 2011-16

Affiliations

  • Fayette County Bar Association
  • Kentucky Bar Association, Corporate, Banking & Business Law Section
  • American Bar Association, Business Law Section
  • UK College of Law Visiting Committee
  • Commerce Lexington, former executive board member and chair
  • Lexington Strides Ahead Foundation, board member
  • Lexington Rotary Club, former board member
  • Lexington Rotary Club Endowment Fund, former board member
  • Girl Scouts USA—Wilderness Road Council, former board member
  • Catholic Diocese of Lexington Cross Roads, former editorial board 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
News Publications Seminars
“Crowdfunding," Kentucky Angel Investor Summit, Oct. 2016
“P3 Financing," Kentucky Chamber of Commerce Public-Private Partnerships Conference, Oct. 2016
“Exit Strategies for the Closely-Held Business,” Kentucky Bar Association Annual Convention CLE 2015
“Selected Merger & Acquisition Considerations,” 13th Biennial Business Association Law Institute, University of Kentucky CLE 2011
“Common Mistakes in Drafting LLC Operation Agreements,” 12th Biennial Business Association Law Institute, University of Kentucky CLE 2009
“Top Ten Kentucky Business Law Oddities,” Kentucky Bar Association Annual Convention CLE 2007
“Discussion and Analysis of Funding Available to Kentucky Businesses,” 9th Biennial Business Associations Law Institute, University of Kentucky/CLE