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Charlie Goode

Partner | Email

  • Grand Rapids

    t. +1.616.752.2176

    f. +1.616.222.2176

Biography

Charlie Goode represents both public and private companies in a variety of transactional matters, with particular expertise in mergers and acquisitions, corporate finance, securities regulation and corporate governance. Charlie has broad experience working with community banks and the financial services industry in Michigan and beyond. Charlie also works on transactions relating to Infrastructure and Public-Private-Partnerships, most notably representing the Canadian government and Windsor-Detroit Bridge Authority on the multi-billion dollar Gordie Howe International Bridge. Charlie is the current chair of the firm’s Business Practice Group and is a member of the firm’s Finance Committee.

Education

  • Wayne State University J.D. 2001 cum laude
  • Western Michigan University B.S. 1997

Admitted

  • 2001, Michigan

Bar Associations

  • American Bar Association
    Business Law Section
  • State Bar of Michigan

Experience

Mergers & Acquisitions

  • Represented West Shore Bank in acquisition of Ellis Capital Management
  • Represented Birmingham Bloomfield Bancshares, Inc. in merger with Arbor Bancorp, Inc.
  • Represented Chemical Financial Corporation in merger with Talmer Bancorp, Inc.
  • Represented West Shore Bank in acquisition of West Michigan Bank & Trust
  • Represented CCL Industries Inc. in acquisition of Checkpoint Systems, Inc.
  • Represented Chemical Financial Corporation in acquisition of Lake Michigan Financial Corporation
  • Represented Chemical Financial Corporation in acquisition of Monarch Community Bancorp, Inc.
  • Represented Founders Financial Corporation in merger with Old National Bancorp
  • Represented Chemical Financial Corporation in acquisition of Northwestern Bancorp, Inc.
  • Represented United Bancorp, Inc. in merger with Old National Bancorp
  • Represented Mercantile Bank Corporation in merger with Firstbank Corporation
  • Represented Spartan Stores, Inc. in merger with Nash-Finch Company
  • Represented Chemical Bank in acquisition of 21 branches from Independent Bank
  • Represented Chemical Financial Corporation in approximate $84 million acquisition of O.A.K. Financial Corporation
  • Represented FinCor Holdings, Inc. in its approximate $200 million sale to Medical Professional Mutual Insurance Company, a member of ProMutual Group
  • Represented Manatron, Inc. in its sale to an affiliate of Thoma Cressey Bravo and subsequent deregistration from SEC reporting requirements
  • Represented Kayak Holdings, LLC, in acquisition of Ranir, LLC
  • Represented Southern Michigan Bancorp, Inc. in $25 million acquisition of FNB Financial Corporation and registration of common stock issued in connection with the acquisition
  • Represented ICNB Financial Corporation and its wholly owned bank subsidiary in $36.4 million acquisition by Firstbank Corporation and conversion by the bank from a national bank to a Michigan state-chartered bank
  • Represented bank holding company and its wholly owned bank subsidiary in approximate $32 million acquisition
  • Represented state-chartered bank in approximate $39 million acquisition
  • Represented selling bank holding company and its wholly owned bank subsidiary in approximate $9 million acquisition
  • Represented PrairieWave Communications, Inc. in approximate $90 million stock acquisition of telecom subsidiaries of McLeod USA Incorporated
  • Represented Spartan Stores, Inc., in corporate reorganization transaction
  • Represented state bank in acquisition of mortgage company


Corporate Finance

  • Represented First National Bancshares, Inc. in private placement of Subordinated Debt
  • Represented Donnelly Penman & Partners as Placement Agent in $15 Million Common Stock Offering
  • Represented CCL Industries Inc. in US$500 Million Offering of 3.25% Senior Notes Due 2026
  • Represented Chemical Financial Corporation in registered public offering of 2,875,000 shares of common stock
  • Represented Chemical Financial Corporation in registered public offering of 2,213,750 shares of common stock
  • Represented Spartan Stores, Inc. in private exchange and sale of $50 million aggregate principal amount of senior notes
  • Represented United Bancorp, Inc. in registered resale by United States Department of the Treasury of TARP Capital Purchase Program Preferred Stock
  • Represented Macatawa Bank Corporation in registered shareholder rights and public offering of 8,912,372 shares of common stock
  • Represented United Bancorp, Inc. in registered public offering of 7,583,800 shares of common stock
  • Represented BorgWarner Inc. in registered offer and sale of $250,000,000 aggregate principal amount of senior notes
  • Represented TCSB Bancorp, Inc. in common stock shareholder rights offering
  • Represented affiliated state banks in issuance and sale of $16 million aggregate principal amount of notes guaranteed by the Federal Deposit Insurance Corporation under its Temporary Liquidity Guarantee Program
  • Represented United Bancorp, Inc. in its sale to U.S. Treasury of $20,600,000 preferred stock and related warrant for common stock under TARP Capital Purchase Program
  • Represented Spartan Stores, Inc. in $110 million convertible debt offering and subsequent registration of convertible debt securities
  • Represented Castle Creek Financial LLP as placement agent in $83 million registered rights and standby offering of common stock of Union Acceptance Corporation
  • Represented Donnelly, Penman, French, Haggarty & Co. as placement agent in $60 million public intrastate offering of common stock of TCSB Bancorp, Inc.
  • Represented financial institutions in trust preferred securities offerings


Infrastructure and Public-Private-Partnerships (P3)

  • P3 procurement, governance and commercial counsel to the Canadian government and Windsor-Detroit Bridge Authority in connection with the multi-billion dollar Gordie Howe International Bridge


Securities Regulation

  • Counsel to publicly traded companies regarding compliance with the Securities Exchange Act of 1934 (BorgWarner, Inc.; NYSE: BWA; Flagstar Bancorp, Inc.; NYSE: FBC; SpartanNash Company; NASDAQ: SPTN; Internap Corporation; NASDAQ: INAP, Chemical Financial Corporation; NASDAQ: CHFC, Macatawa Bank Corporation; NASDAQ: MCBC, ChoiceOne Financial Services, Inc.; OTC: COFS)

Honors & Awards

  • Named as a Michigan Super Lawyer Rising Star, 2012-2014
  • Leading Lawyers Michigan, 2014
  • Order of the Coif
  • Senior Articles Editor, The Wayne Law Review (2000-01)
  • Assistant Editor, The Wayne Law Review (1999-00)

Publications

  • "The FDIC Challenge to the Business Judgment Rule," mba Banking Magazine, May/June 2015
  • "Consumer Financial Protection Bureau:  More Questions than Answers," MBA Banking, July/August 2011
  • Co-author, "SEC Reduces Disclosure Requirements for More Companies - Some Community Banks in Michigan Stand to Benefit," Goode, Charlie and Ott, Jeffrey A., Michigan Banker, February 2008

Leadership

Community Affiliations

  • Blessed Sacrament Catholic Parish, Parish Finance Council, Member
  • The First Tee of West Michigan, Director

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