Thomas G. Spencer
primarily practices in the areas of corporate, capital markets and mergers and acquisitions. Mr. Spencer's capital markets practice focuses primarily on the representation of issuers of securities in public offerings and private placements and advising public companies with respect to their reporting and other obligations under Sarbanes-Oxley, the Securities Act of 1933, the Securities Exchange Act of 1934 and comparable state laws.
Mr. Spencer represents both buyers and sellers of assets, stock and other business interests in a range of merger, acquisition and other business combination transactions. He advises clients on both the contractual aspects of these transactions as well as any related securities law implications. He also advises clients with respect to and prepares any necessary Hart-Scott-Rodino premerger notification filings in connection with these transactions.
As a corporate lawyer, he advises a broad range of both public and private business entities in a wide variety of matters, including corporate or partnership governance and fiduciary duty issues, particularly under Pennsylvania and Delaware business laws, and an array of contractual and other business law issues. Mr. Spencer also advises closely held businesses with respect to planning and succession matters, including appropriate shareholder and similar agreements.
Mr. Spencer represents clients across a number of industries, including manufacturing companies, professional service firms including architectural and engineering firms, medical device companies, distributors and software development and technology consulting firms.
•Duane Morris LLP
- Partner, 1995-present
- Associate, 1985-1994
Honors and Awards
•AV Preeminent Peer Review Rated by Martindale-Hubbell
Selected Speaking Engagements
• MD&A Interpretive Release and Selected Disclosure Topics, SEC Hot Topics Institute, Philadelphia, Pennsylvania, June 15, 2005
• Complying with the SEC's Attorney Conduct Rules Under Sarbanes-Oxley Act, Pennsylvania Bar Institute, Philadelphia, Pennsylvania, June 26, 2003
• Insurance Issues Arising out of Mergers and Acquisitions, The Pennsylvania Business Lawyers' Institute, Philadelphia, Pennsylvania, November 28 and 29, 2001
• Limited Liability Companies, Pennsylvania Bar Institute Commercial Documents Series Program on Organizational Documents, Philadelphia, Pennsylvania, February 2, 2001
• Mergers and Acquisitions Insurance: Keys to Success in a Changing Environment, Philadelphia Chapter of the Association for Corporate Growth, Philadelphia, Pennsylvania, May 27, 1999
• Case Studies: Going Public, Meeting of the Delaware Entrepreneurs' Forum, Wilmington, Delaware, March 1996
•Contributor, Duane Morris Capital Markets Blog
•Co-author, Tip for Investors: Don't Lock Out Unionized Targets, The Corporate Counselor, June 2015
Civic and Charitable Activities
•Montgomery County Behavioral Health/Developmental Disabilities Board
- Member, 2004-present
- President, 2009-2010
- Vice President, 2007-2009
•David T. Horn, Jr. Scholarship Fund
- Member, Board of Directors, 2008-present
- Secretary, 2008-present
•Special Olympics of Montgomery County
- Volunteer, 2006-present
•Villanova University School of Law
- Duane Morris LLP Firm Representative, Annual Law Firm Giving Program, 2004-2009
- Philadelphia Campaign Committee, Campaign for Villanova Law Capital Campaign, 2006-2007