January 3, 2002

Venable's Corporate Practice 2001 Wrap-up

2 min

Washington, D.C.  January 3, 2002 --- Venable's corporate finance and securities practice was active in the second half of 2001 handling a range of significant mergers and acquisitions and financings. Representative examples of the group's recent work include the following:

Venable represented BTG, Inc., a Fairfax, Virginia-based government contractor, in its acquisition by The Titan Corporation, an information technology company headquartered in San Diego, California, for a combination of cash and Titan stock valued at approximately $140 million. The acquisition of BTG, which closed in late November, expands Titan's government-related customer base and enhances its capability to serve the defense industry and compete for new government projects at a time when government spending is expected to increase. As part of the transaction, BTG's nearly 2,000 employees became employees of Titan Systems, Inc., Titan's government information technology subsidiary. Venable negotiated the terms of the acquisition, advised BTG on all of the government contracts, antitrust, employee benefits, and tax issues of the transaction and assisted in the preparation of the prospectus/proxy statement delivered to BTG's shareholders.

Venable also represented Ferris, Baker, Watts, Incorporated as lead underwriter in the October secondary public offering of $12.5 million of common stock of Nasdaq-listed First Mariner Bancorp, the holding company for First Mariner Bank, which operates 25 branches in Central Maryland. Advest, Inc. was co-underwriter. Venable advised the underwriters on various securities and corporate law issues regarding the offering, assisted in the preparation of the registration statement and secured the necessary approvals of the NASD on behalf of the underwriters.

In early November Venable represented Mercantile-Safe Deposit and Trust Company, the largest subsidiary bank of Mercantile Bankshares Corporation, a $9 billion bank holding company, in connection with its issuance of $200 million of notes in an offering underwritten by Lehman Brothers, Inc, Keefe, Bruyette & Woods, Inc and Tucker Anthony Incorporated.

One of the American Lawyer’s top 100 law firms, Venable LLP has attorneys practicing in all areas of corporate and business law, complex litigation, intellectual property and government affairs. Venable serves corporate, institutional, governmental, nonprofit and individual clients throughout the U.S. and around the world from its headquarters in Washington, D.C. and offices in California, Maryland, New York and Virginia. For more, visit www.Venable.com.