Richard L. Cohen concentrates his practice in the areas of mergers and acquisitions, securities, corporate financing (public and private), general corporate law and business counseling. His client base includes a broad range of business entities, both public and private, including banks and insurance companies, manufacturing companies, biotechnology and technology companies, start-up entities and venture capital firms. He is a 1995 graduate of New York University School of Law and a graduate of The Wharton School of the University of Pennsylvania. Representative Matters · Represented a UK company in connection with the divestiture of its Israeli navigation-software subsidiary to a major U.S. information technology company for a reported $300 million. · Represented Sunoco Inc. in the sale of its polypropylene business, Sunoco Chemicals Inc., to Braskem SA for $350 million. · Counsel to three entities in the insurance industry in connection with their separate sales to a NYSE publicly traded company. · Represented NYSE-listed manufacturing company in its $330 million merger with an affiliate of a private investment partnership with over $600 million in committed equity. · Represented REIT in $90 million 144A convertible senior note offering. · Represented Erie Indemnity Company, a NASDAQ listed company, in a $75 million tender offer for all publicly owned shares of Erie Family Life Insurance Company. · Counsel to an affiliate of a NASDAQ-listed insurance company in its acquisition of an Iowa mutual insurance company and its subsequent demutualization. · Represented a manufacturer of disposable foodservice and specialty chemical products in a $70 million 144A high yield senior secured floating rate note offering and a private placement of $25 million series A preferred stock and warrants. · Represented Fortune 100 company in its sale of a chemical plant. · Counsel to a publicly held real estate investment trust as issuer in its $50 million offering of trust preferred securities. · Counsel to a New York Stock Exchange listed bank holding company in transactions in which other public companies assumed deposit liabilities totaling approximately $3.07 billion and purchased loan portfolios and other assets totaling approximately $1.7 billion. · Counsel to a NASDAQ-listed insurance company in a $100 million secondary public offering of stock by a significant shareholder. · Counsel to a New York Stock Exchange listed manufacturer in its acquisition of an Italian manufacturer of motors. · Counsel to several emerging businesses, including online businesses, a producer of sensor technology products and a restaurant in their respective formation and other ongoing corporate matters, including fundraising, development of business plans and negotiation of contracts. · Counsel to a leading worldwide manufacturer and distributor of specialty chemical and foam packaging products for the foodservice, insulation and packaging industries, in its $60 million, $100 million and $135 million debt offerings. · Counsel to a privately owned biotechnology research and development company in an Investment Agreement pursuant to which a public pharmaceutical company made an equity investment. · Counsel to a New York Stock Exchange listed bank holding company in the sale of a subsidiary and its related servicing platform to a group of independent investors who were formerly part of management. · Counsel to a New York based financial consultant registered as a broker-dealer in a $137.5 million rights offering. · Counsel to a NASDAQ-listed public company in an attempted spin-off initial public offering. · Counsel to an Internet B2B provider of industrial and construction supplies in its entity structure planning, formation and consummation of a $35 million private equity placement. · Counsel to a venture capital firm in its $6.2 million investment in a private biotechnology company. · Counsel to the Arc of Montgomery County, a non-profit corporation, in its division into four separate non-profit corporations. · Counsel to a NASDAQ-listed biotechnology company in the $37 million sale of its worldwide oncology diagnostics business. Professional Activities · Entrepreneur's Forum
- Immediate Past President and Director Experience · Duane Morris LLP
- Partner, 2004-present
- Associate, 1995-2003 Board Memberships · The Arc of Montgomery County
- Past President · MARC Advocacy Services
- Director · Entrepreneur's Forum
- Immediate Past President and Director Honors and Awards · ARC of Montgomery County, 1999 President's Award Selected Publications · Co-author, "SEC Proposals for Compensation Committees and Compensation Advisers," Duane Morris Alert, April 25, 2011 · "Buyer's Remorse: Reverse Breakup Fees Can Get Potential Buyers Off the Hook, But at What Cost?" Mergers & Acquisitions Supplement to The Legal Intelligencer, March 3, 2008 · "Environmental Lessons for the Development of a Market-Based Community Reinvestment Act System," NYU Environmental Law Journal, 1995. Selected Speaking Engagements · Panelist, "Getting M&A Deals Done in Today's Market," Pennsylvania Business Brokers Association, April 18, 2008 · Panelist, "An Entrepreneur's Guide to Financial Infrastructure," The Entrepreneurs Forum of Greater Philadelphia, October 9, 2007 · Panelist, "Piercing the Corporate Veil," Pennsylvania Bar Institute, October 11, 2006 · Moderator, "How to Value Your Company and Plan your Exit," The Entrepreneurs Forum of Greater Philadelphia, January 10, 2006 · Panelist, "Drafting LLC and LLP Agreements in Pennsylvania," National Business Institute, April 2004 |