Nancy A. D. Hancock

Nancy is a business lawyer whose practice encompasses corporate finance, technology, tax, venture capital, securities and e-commerce. Business owners and management rely on Nancy’s substantive expertise in numerous fields in representing them. Her clients include entrepreneurs, companies financed with venture capital and private equity, as well as family-owned enterprises. Typical clients are involved in businesses as varied as industrial components design, manufacture and distribution, metal bending, casting and plating; crucible manufacturing; and developing medical devices. But, her clients also include software developers; marketers; private equity, hedge funds, and investment portfolio managers; energy providers; commercial food and beverage manufacturers; e-commerce constituents; and governmental entities. Nancy develops and negotiates the terms of software licenses, enterprise application software agreements and IT consulting and service agreements. Her bricks and mortar background in drafting and negotiating commercial contracts has translated well into making her a capable solutions provider for sophisticated business problems.

Nancy negotiates mergers, acquisitions, divestitures and strategic alliances and licenses involving traditional and technology-based businesses. Her work includes guiding companies through acquisitive and divisive reorganizations, drafting shareholders agreements, providing tax-based advice for business structures, and securities law compliance.

As a company counselor, Nancy brings her clients the benefit of her broad experience. She advises boards of directors and business managers on more than just corporate governance; she addresses practical ramifications of their choices. She writes comprehensible business forms for protecting and licensing technology and software and for the sale of goods and services. She works with clients to create and negotiate contracts that are sensible, thorough and usable in the real world. She drafts and negotiates intellectual property licenses, web hosting agreements, licenses, technology escrows and intellectual property-based financing documents. She prepares proprietary information protection and noncompetition agreements for technology-based businesses. She is versed in the protection and exploitation of the assets of fast-growth companies. Technical consultants, analysts and application service providers also rely on Nancy’s skills.

Nancy has been recognized as a leader at the firm. As a Managing Director of the Firm serving on the Executive Committee, she brings firsthand understanding to the C-level executives she often advises. She also serves as co-chair of the firm’s Business Organizations and Finance Practice and chairs several of the firm’s specific practice areas, including the Emerging Business and Venture Capital Practice, as well as the firm’s Intellectual Property and Technology Practice. As a member of the firm’s Corporate Transactions and Securities practices, she guides privately-held businesses through their critical generational control and tax planning processes.

As an active member of the firm’s Tax Practice, Nancy has litigated and negotiated business valuations with the Internal Revenue Service. She has also advised clients on residency and domicile issues and implementing their plans for managing their businesses in multiple tax jurisdictions. She works with her clients’ internal accounting staff and outside auditors to coordinate business and tax planning goals seamlessly.

Nancy represents investment advisers, commodity pool operators, broker-dealers, crowdfunding platforms, and other securities professionals and advises them on compliance with state and federal securities laws. She has experience in dealing with complex fixed and equity financial products and securitized debt portfolios. She is also active in the firm’s Commercial Finance practice, representing borrowers and lenders alike.

Office

Professional Affiliations

American Bar Association

Connecticut Bar Association

Connecticut Bar Foundation - James W. Cooper Life Fellow

Greater Bridgeport Bar Association

New York State Bar Association

Council on Law in Higher Education

Community Involvement

Connecticut Technology Council - board member

Crossroads Venture Group - former board member

Princeton Alumni Schools Committee of Fairfield County - former member

Princeton Alumni Schools Committee of Fairfield County Annual Book Award for Trumbull High School - former sponsor

Honors & Recognitions

Named a Moffly Media Top Lawyer in Fairfield County, 2021, 2023 and 2024 - Corporate Finance, M&A

Named Stamford "Lawyer of the Year" in the Business Organizations (including LLC and Partnerships) category in 2019, 2021 and 2023 by The Best Lawyers in America 

Listed in Chambers USA, America's Leading Lawyers to Businesses in the areas of corporate/mergers and acquisitions

Listed in The Best Lawyers in America in the areas of business organizations (including LLCs and partnerships) since 2016

Selected to the Connecticut Super Lawyers list in 2006, 2007, 2013 - 2019, 2021 and 2024 in the area of securities and corporate finance.  Also selected in the areas of business/corporate and mergers & acquisitions in 2006, 2007, 2013-2019. 

Rated AV Preeminent by Martindale-Hubbell; Selected for the Bar Register of Preeminent Women Lawyers

Named one of Fairfield County's "Top Lawyers" by Darien/New Canaan, Fairfield Living, Greenwich, Stamford and Westport magazines, 2011, 2012, 2013, 2014

• Represented 100% of the owners of the equity interests in Caring Nature LLC, a Connecticut licensed medical marijuana retailer, in their sale to Verano LLC, a subsidiary of Verano Holdings Corp., a British Columbia corporation listed on the Canadian stock exchange. 
• Represented a regional Connecticut water company in its merger into a subsidiary of Eversource, a publicly traded multi-state electric utility, including engaging investment bankers, obtaining regulatory approvals, negotiating deal documents and preparing proxy materials and disclosures.  
• Represented a supplier of frozen seafood to restaurants in its acquisition of a competitor in a multi-jurisdictional transaction.
• Represented a firm offering shareholder advisory services and corporate proxy solicitation in its merger into a multi-state firm.
• Represented Ion Financial, MHC, in its divestiture of its operating insurance agency business, including funding a not-for-profit corporation to benefit the local community.
• Represented Great Heights Inc., a maker of lab-grown diamonds, in its negotiations and closing on a $20 million private placement by a strategic investor in the jewelry business, Titan Company Limited, through a U.S. subsidiary.  Titan Company is a luxury jewelry business that is part of the multinational Tata Group.
• Represented a business specializing in providing frozen fish to the U.S. restaurant industry in a strategic acquisition and its negotiation of a participated bank line of credit.
• Represented a veterinary practice in its sale to a company conducting a rollup of select veterinary practices.
• Represented Connecticut Green Bank in its issuance of its first “green bonds”, consisting of an offering of $38.6 million of notes secured by payments due to the Green Bank from its issuance of SHRECs (residential solar home renewable energy credits).
• Represented a multi-jurisdictional business in relocating its headquarters, providing state and federal tax advice.
• Represented Connecticut Green Bank in its modification of collateral for debt in a public private partnership.
• Represented a developer of a crowdfunding platform in the development of its platform and documentation.
• Served as corporate counsel and securities counsel for an e-commerce company selling lab-grown diamond engagement rings online.
• Served as corporate counsel to early stage, developmental, and fast-growth companies in such diverse fields as AI and network management software, imaging, vehicle suspension systems, web entertainment, gourmet content, web-based subscription services logistics and product fulfillment.
• Negotiated and documented settlement of earn-out dispute in connection with acquisition of technology licensing company in the mobile and advertising space.
• Represented seller of subscription research and advisory firm with substantial content base by technology insights, market intelligence and advisory services company.
• Negotiated and documented the sale of a portfolio of residential consumer electric power provision accounts.
• Negotiated a trade agreement for a critical vendor in a Chapter 11 case.
• Represented a family office venture capitalist in negotiating an early stage preferred stock investment in a disruptive internet access company.
• Represented an operating subsidiary in its wind-down of operations in the U.S., Canada, Europe and China.
• Negotiated and documented the extrication of a hedge fund manager from a volatile limited partnership and limited liability company.
• Negotiated and documented a multi-year program of buying back minority stockholders to achieve a corporate restructuring purpose.
• Managed a private equity portfolio company’s debt and equity restructuring, as well as its day-to-day legal needs.
• Represented a start-up company manufacturing, marketing and selling a microprocessor-based fitness system; operating as general counsel in negotiations involving financing, product sales, warranties, teaming agreements, a sales distribution network, and systems support.
• Represented a software company offering software based on a patented algorithm that creates unique contrast effects, known as differential hysteresis processing, that has photographic and medical imaging applications.
• Represented an enterprise solutions provider offering dynamic data center services with cloud services built on a VMware-powered infrastructure for applications management and data storage with a Tier III, SAS70 Type 2 data center offering colocation cloud hosting and disaster recovery.
• Represented a data warehouse software and business intelligence systems developer in its spin-off of a division of application experts and custom software developers to a company specializing in ERP software integration.
• Represented a developer of transportation management software for shippers, third-party logistics providers and carriers in its expansion transactions.
• Represented the Connecticut Department of Motor Vehicles in conducting its proposal process with multinational vendors and negotiation of contracts for the issuance of national identity cards with numerous security features and secure processes.
• Represented an IT consulting and cloud provider in its negotiation of numerous IT outsourcing contracts to provide managed services for customers in regulated fields such as health care and banking.
• Represented software developers in their negotiations of the settlement of licensing fee disputes.
• Represented a women-owned business offering a specimen storage and pick-up system with enhanced security features, internal temperature monitoring and wireless sensors to alert laboratories of data on a real-time basis.
• Represented the manufacturer of BIO-EZ processing units and BIO-HELPER microorganisms for a self-contained food waste elimination system for large scale food distribution applications.
• Represented a designer and builder of modular lightweight steel framing systems and pods.
• Represented a designer of high-performance skis based on a disruptive technology.
• Negotiated a partial sale of a medical practice to a major Connecticut hospital group.
• Represented secured creditors in their negotiation and implementation of Article 9 strict foreclosures and foreclosures by sale.
• Advised executives and businesses in negotiating and preparing employment, termination and severance programs.
• Negotiated the sale of a bank's $200 million credit card portfolio and numerous credit card and loan portfolio securitization transactions.
• Negotiated the loan portfolio servicing contracts and sale of student loan portfolios.
• Prepared incentive and nonstatutory stock option and stock appreciation rights plans.
• Acted as counsel for Connecticut Innovations, Inc., a quasi-government agency, in making investments in technology based companies in life sciences, software and patented mechanical devices.
• Negotiated agreements with an agency of the French government for the ownership and custody of personal property from RMS Titanic.
• Represented a party plan fashion jewelry company in its international expansion.
• Represented an agency of the State of Connecticut in structuring a public/private development project for genetic research.
• Prepared and presented advice to directors and officers regarding litigation avoidance, directors' and officers' duties, and compliance with and management of disclosure and prevention of insider trading and short-swing profits.
• Acted as general counsel for a company manufacturing computer controllers for the fast food industry.
• Advised family business enterprises in restructuring their organizations to maximize the value of the business for future generations, to minimize the likelihood of future disputes and to effectuate both personal and business tax planning.

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