Brian A. Cromer
Brian A. Cromer is the Chair of the firm’s Business & Finance Service Group. He has represented some of the largest companies in the U.S. and the international arena in corporate transactions and legal disputes, including mergers and acquisitions, corporate finance transactions, venture capital and private equity investments, and corporate governance matters. Brian's broad range of experience includes providing and organizing a variety of legal services for companies at all stages, from large public companies to middle market businesses to new ventures. He has represented clients in numerous business transactions where the individual deal value ranged from $25 million to $1 billion or more. He is located in the firm's Louisville, Ky., office.
Kentucky Chamber Elects Brian A. Cromer to Executive Committee
by staff writer, Attorney at Law Magazine, October 16, 2023
High Stakes Issues in Foreign Affairs
Southern Law Network Annual Executive Officer and General Counsel Conference, in conjunction with General James Jones, former National Security Advisor to President Obama, October 7, 2023
It's Time to Spread the Word
by Haley Cawthon, Louisville Business First, August 18, 2023
7th Annual Accounting Risk Management Seminar
presented by Stites & Harbison's Accounting Defense Team, Atlanta, GA, October 26, 2022
M&A: Secrets to Keep Your CEO Happy
2022 Issues for Corporate House Counsel Seminar, Kentucky Bar Association, April 12, 2022
Paycheck Protection Program Loans Guidance
Webinar, Kentucky Chamber of Commerce, January 13, 2021
Restart Kentucky: Payroll Protection Program Loan Forgiveness
Panelist, Kentucky Chamber of Commerce, September 11, 2020
Silicon Valley, Theranos and Elizabeth Holmes: Life Imitates Art
Lawyers' Club, October 9, 2019
Issues & Influencers: How State Tax Reform Impacts Business
Greater Louisville, Inc., June 19, 2018
Global Executive Forum
Panel Moderator, Kentucky World Trade Center, April 20, 2017
M&A, private equity trends to help you cross the finish line
Louisville Business First, March 24, 2017
M&A: Secrets to Keep Your CEO Happy
Reduce risks and avoid surprises with preliminary agreements
Legal Aspects of Social Media & The Cloud
International Business Transactions
Counsel to major healthcare services provider in multiple acquisitions of physical therapy and related businesses in numerous states, including the negotiation of debt
Counsel to industry-leading metallizing business in sale transaction with a Japanese public company's U.S. holding company
Counsel to national provider of outsourced rehabilitation services in private equity-funded change of control transaction
Counsel to regional commercial insurance broker in change of control transaction with private equity platform company
Borrower's counsel to public health care company in $450 million syndicated credit facility
U.S. counsel to public company affiliate in connection with £1.5 billion global revolving credit facility
M&A counsel to major insurance broker and financial services company in numerous transactions throughout the United States, including combination transaction with private equity-backed partner
Legal advisor in $10 billion combination transaction resulting in the formation of a new public company
Counsel to public and private company clients in numerous acquisitions and dispositions of long term care facilities
Lead counsel to European public company in the purchase of a major distribution business in Tokyo, Japan from multinational conglomerate
Seller's counsel in sale of distillery and related assets to international purchaser
National acquisition counsel to public company in numerous acquisitions of staffing companies throughout the United States
Counsel to physicians and physician groups in sale of practices to hospital acquirers
Counsel to technology company in sale of business to private equity-backed investment group
Counsel to commercial lenders and borrowers in numerous asset-based multi-million dollar loan and financing transactions in a variety of industries, including manufacturing, technology, health care, financial services, consumer goods and basic materials
Counsel to buyer in financing and acquisition transactions involving ESOP-owned company and private equity partners
Lead counsel to public company in the construction of a greenfield manufacturing facility in South Korea as part of a $1 billion investment
Counsel to major investment adviser in disposition of large apartment communities
Counsel to management group in the formation of a hedge fund and offering of limited partnership units
Issuer's counsel for initial public offering and secondary offering in rent-to-own industry
Counsel to Kentucky Cabinet for Economic Development in its efforts to secure a foreign automobile manufacturer in a $1 billion transaction
Business & Finance Service Group, Chair
Management Committee Representative to the Southern Law Network
Management Committee, Former Member
Business & Finance Group, Former Louisville Office Chair
Recruiting Committee, Former Co-Chair
Kentucky Chamber of Commerce, Director; Executive Committee (2023-25)
Leadership Louisville Bingham Fellows, Class of 2021
Louisville Orchestra, Corporate Support Group
21st Century Parks, Steering Committee
Greater Louisville, Inc., Former Member of the Executive Committee and Board of Directors
Kentucky Wesleyan College, Former Member of Board of Trustees
University of Louisville, Former Member, Secretary and Treasurer of Board of Trustees and Chair of the Finance Committee (2017-18)
The Cabbage Patch, Former Board Member
Kentuckiana Minority Business Council, Former Board Member
The Lawyers Club, Former President
Harmony Landing Country Club, Former President
Leadership Louisville, Class of 2006
with high distinction
University of Kentucky College of Law
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Kentucky Law Journal, Editor-in-Chief
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Order of the Coif
Bellarmine University
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Silver Knight Award, 1983 (exceptional athletic achievement and outstanding sportsmanship)
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College basketball
Before attending law school, Mr. Cromer worked as a commercial banking officer for a major financial institution. Mr. Cromer has served in a number of civic and professional organizations relating to his practice. Mr. Cromer is a member of the Board of Directors of Greater Louisville, Inc. where he has served on the Executive Committee and held the office of Secretary. He also chairs the Greater Louisville, Inc. Task Force on Tax Reform. Mr. Cromer served on the Board of Trustees of the University of Louisville where he was the Secretary and Treasurer of the board and Chair of the Finance Committee. He is a member and former President of The Lawyers Club. He is a former member of the Board of Trustees of Kentucky Wesleyan College and he served as a member of the Steering Committee of 21st Century Parks, a non-profit organization that acquired and developed Floyds' Fork, which has 4,000 acres of parkland in Metro Louisville. He is a former Chair and Vice-Chair of the Business Law Section of the Louisville Bar Association, and a former board member of the Kentuckiana Minority Business Council and The Cabbage Patch. Mr. Cromer is also a graduate of the 2006 class of Leadership Louisville. Brian enjoys thoroughbred horse racing, golf, college sports and playing the piano.
Martindale-Hubbell® AV-Preeminent® Peer Review Rated
Best Lawyers in America®, Corporate Law and Mergers & Acquisitions (2006-24)
Kentucky Super Lawyers®(2007-14)
Kentucky Super Lawyers®, Top 50 Attorneys in the State (2010)
Chambers USA, "America's Leading Lawyers for Business"
Louisville Magazine's "Top Lawyers" for Business/Commercial Law and Mergers & Acquisitions Law (2013, 2014)
. . . brings a great deal of knowledge and experience to his lending practice.
. . . part of the next wave of great lawyers.
I have worked with Brian for several years on a wide variety of matter sand have had consistently great experiences. In addition to being outstanding on general corporate matters and corporate transactions, Brian is an extremely versatile lawyers with a broad experience base. He is a real professional and a pleasure to work with.
Brian has exhibited the qualities that I consider essential in my outside counsel. He is highly responsive to my time requirements, creative in crafting solutions and willing to listen to his client. He was always able to meet the time pressures of the transaction. In several instances Brian came up with creative and effective solutions to deal issues that ultimately enable us to consummate the transactions.
Brian Cromer is an experienced and knowledgeable commercial transactions lawyer, who works effectively in direct contact with all levels of business management personnel. He is committed to client interests, and exercises excellent judgment in identifying issues requiring higher-level client decision-making. His integrity is without question.
Easy Come, Easy Go: Delaware Court Upends Elon Musk’s $56 Billion Equity Incentive Plan
An extraordinary performance-based stock option plan (the “Grant”) awarded by Tesla, Inc. (“Tesla”) to Elon Musk (“Musk”) was invalidated by the Delaware Court of Chancery last week, despite the fact that over 70% of Tesla’s disinterested stockholders approved it at a 2018 special meeting. Attorney Brian Cromer takes a look at the decision in this Stites & Harbison Client Alert.
Kentucky Chamber Elects Brian A. Cromer to Executive Committee
LOUISVILLE, Ky.—The Kentucky Chamber of Commerce has elected Stites & Harbison, PLLC attorney Brian Cromer to its Executive Committee. Cromer will serve a two-year term on the 14-member Executive Committee, which represents a cross-section of key business and industry leaders from across Kentucky. He continues to serve as a member of the Kentucky Chamber’s Board of Directors.
The Corporate Transparency Act: Is Your Business Prepared For Sweeping New Federal Reporting Requirements?
On January 1, 2021, with bipartisan support, Congress enacted the Corporate Transparency Act (“CTA”) as part of the National Defense Authorization Act for Fiscal Year 2021 (“NDAA”) when it overrode former President Trump’s veto of the NDAA. As part of an effort to combat money laundering, the financing of terrorism, and other illicit activities, the CTA requires business entities formed or registered in the United States that fall within the definition of a “reporting company” to disclose beneficial ownership information to the Financial Crimes Enforcement Network (“FinCEN”) of the Department of Treasury. While the purpose of the legislation may be commendable, it casts an extremely wide net and imposes new compliance burdens on businesses beginning in 2024.
Stites & Harbison, PLLC Lawyers Named to 2024 Best Lawyers® Publications
LOUISVILLE, Ky.—Stites & Harbison, PLLC is pleased to announce that 101 of its lawyers are included in the 2024 edition of The Best Lawyers in America®.
7th Annual Accounting Risk Management Seminar
Time: 11:45 a.m. - 6:00 p.m.
City Springs Conference Center, 1 Galambos Way, Sandy Springs, GA 30328
Stites & Harbison's Accounting Defense Team will present this Accounting Risk seminar on October 26th at the City Springs Conference Center in Atlanta.
Stites & Harbison, PLLC Lawyers Named to 2023 Best Lawyers® Publications
LOUISVILLE, Ky.—Stites & Harbison, PLLC is pleased to announce that 98 of its lawyers are included in the 2023 Edition of The Best Lawyers in America©. Additionally, 11 Stites & Harbison attorneys are named as “Lawyer of the Year” and 19 attorneys are recognized in “Best Lawyers: Ones to Watch,” which recognizes attorneys early in their careers for outstanding professional excellence in private practice in the United States.
Guest Comment: The tangled web of Elizabeth Holmes
In a spectacular fall from grace, after a four-month trial in San Jose, California, Elizabeth Holmes was convicted early this year on federal criminal charges of defrauding investors in connection with her failed blood testing business, Theranos. Brian Cromer takes at look at the case for Louisville Business First.
2022 Issues for Corporate House Counsel CLE Seminar
Louisville office attorneys Matt Breetz and Brian Cromer will be speakers at the Kentucky Bar Association's 2022 Issues for Corporate House Counsel CLE Seminar on April 12, 2022.