Ira Rosner has nearly three decades of experience helping entrepreneurs and corporate management teams create, fund, manage, grow and capitalize on their businesses. He has worked with a wide array of companies, ranging from start-up ventures to Fortune 100 enterprises, in industries including energy, manufacturing, high tech, life sciences, healthcare, retail, real estate, business outsourcing, telecommunications and insurance.
Areas of Concentration
· Mergers, acquisitions and dispositions involving transactions sizes of less than $1 million to in excess of $1 billion
· Public and private offerings involving an aggregate of more than $10 billion
· Venture capital including seed capital, growth capital and late stage rounds
· Corporate governance, including Sarbanes Oxley implementation, as well as SEC reporting and regulatory matters
Professional & Community Involvement
· Advisory Board member of the Florida Chapter of the National Association of Corporate Directors
· Board Member, Florida Venture Forum, 1999
· Member, American Bar Association Business and Public Utility, Communications and Transportation Law Sections
· Member, Florida Bar Corporations and Securities Law and Business Law Committees
· Board Member, South Florida Youth Hockey Association, 1997
Awards & Recognition
· Listed, The Best Lawyers in America, Corporate Law; Energy Law; Securities / Capital Market Law, 2007-2014
· Team Member, Corporate Board Member magazine and FTI Consulting Inc., one of "America's Best Corporate Law Firms," 13th Annual Legal Industry Study, 2013
· Listed, Chambers USA Guide, 2008, 2010-2013
· Listed, Super Lawyers magazine, Florida Super Lawyers, 2006-2013
· Member, team ranked as a top corporate law firm in Miami as selected by corporate directors, in the annual "Legal Industry Research Study" by Corporate Board Member magazine and FTI Consulting Inc. (10th year), 2002-2009, 2011-2012
· Rated, AV Preeminent® 5.0 out of 5
· Represented Terremark Worldwide, Inc. in its $1.4 billion acquisition by Verizon Communications Inc.
· Represented commercial real estate and railroad company Florida East Coast Industries (FECI) in its $3.5 billion merger transaction in which FECI was acquired by a company formed by certain private equity funds managed by affiliates of Fortress Investment Group LLC.
· Represented home health care and hospice company Gentiva Heath Services, Inc. in its $1 billion acquisition of Odyssey HealthCare, Inc., a hospice provider, and related acquisition financing consisting, in part, of $325 million in senior notes offered under Rule 144A.
· Represented design, engineering and construction services firm The PBSJ Corporation in its pending $280 million acquisition by WS Atkins plc, a UK based engineering firm.
· Represented appliance maker Applica Incorporated in its $128 million acquisition by private equity funds, Harbinger Capital Partners Master Fund I, Ltd. and Harbinger Capital Partners Special Situations Fund, L.P., and the competing tender offer by another potential acquirer.
· Represented International Motion Control Inc., a manufacturer of motion control and automation products, in its $395 million acquisition by ITT Corporation.
· Represented Equity One, Inc., a NYSE listed REIT, in its $750 million acquisition of publicly traded IRT Property Company.
· Represented Florida East Coast Industries in its $250 million acquisition of the Codina Group, a real estate development company.
· Represented generic drug maker Abrika Pharmaceuticals, Inc. in its acquisition by Actavis Inc.
· Served as issuer's, underwriters' or special counsel for billions of dollars in value of public securities offerings including for Equity One, Inc., Harris & Harris Group, Inc., The Vincam Group, Inc., FPL Group, Inc., and its affiliates, Southeast Banking Corporation and Trump Plaza Holdings.
· Represented numerous public and private companies in mergers, acquisitions and dispositions, including Gentiva Health Services, Inc.; International Motion Control Inc.; Florida East Coast Industries, Inc.; Equity One, Inc.; Applica Incorporated; FPL Group, Inc. and FPL Energy, LLC; RailAmerica, Inc.; H.I.G. Capital Partners; U.S. Diagnostic, Inc.; Rexall-Sundown, Inc.; Ancicare PPO, Inc.; The Vincam Group, Inc.; Peoples Telephone Company, Inc.; CareFlorida, Inc.; Family Health Services, Inc. and OHS, Inc.
· Served as issuer's counsel for numerous private securities offerings, including under Rule 144A, for companies such as Gentiva Health Services, Inc., Equity One, Inc.; SystemOne Technologies, Inc.; GMP Companies, Inc.; H2Diesel, Inc.; CellIt, Inc.; All American Bottling Company; Peoples Telephone Company, Inc.; US Diagnostics, Inc.; OHS, Inc.; Fertilizantes Nitrogenados de Venezuela, FertiNitro, C.E.C.; Bayview Financial Trading Group, LP; The Vincam Group, Inc. and the Panda Project, Inc.
Publications & Presentations
Articles, Lectures & Publications
Ira is the author and co-author of numerous GT Alerts.
· Quoted, "In the United States, IPOs Take Advantage of a Confidential Procedure," Le Monde, September 28, 2013
· Quoted, "SEC Sets Independence Criteria for Compensation Consultants," Compliance Week, July 2012
· Author, "Paramount Lessons," Florida Bar Journal, April 1994
· Lecturer, "Fiduciary Duties of Board of Directors," Buying and Selling a Business - CLE International Seminar, September 1999