Mr. Dwyer's practice primarily consists of advising and executing mergers and acquisitions, private equity and venture capital transactions. He also serves as "outside general counsel" to a number of emerging, middle market and public companies who rely on Mr. Dwyer directly for general corporate counsel and also to coordinate other resources of the firm including in the areas of intellectual property, regulatory matters, litigation, tax and government relations. Mr. Dwyer actively advises and assists clients to achieve their legal and business goals, including making appropriate introductions to potential financing sources, accountants, investment bankers, consultants and potential key employees. Mr. Dwyer serves as co-chair of Blank Rome's Venture Group and Cleantech Group. Mr. Dwyer is a frequent speaker in the areas of venture capital, private equity and mergers and acquisitions. Mr. Dwyer has served as a guest lecturer at Villanova School of Law in the area of mergers and acquisitions. In addition, Mr. Dwyer has served as an adjunct professor for University of Baltimore's MBA program in the area of entrepreneurship and technology transfer. Mr. Dwyer has experience working with clients in many industries including: energy and clean/green technology, technology and software, healthcare information technology, life sciences, internet services, manufacturing, business services, and gaming. Mr. Dwyer served as the Chairman of the 2009 Mid-Atlantic Capital (MAC) Conference. In addition, Mr. Dwyer is a business plan judge, company coach, and member of the planning committee for the Private Investor Forum's Angel Venture Fair. Mr. Dwyer also actively participates in Early Stage East, HIMSS Health IT Venture Fair, the MAC Alliance Conference and ACG's M&A East. He is also a member of the American Bar Association's Venture Capital and Private Equity Subcommittee. Representative Matters · NASDAQ-listed business services company in its initial public offering and the implementation of a nationwide acquisition program (16 acquisitions since IPO including a $260 million merger in 2007). · A well known Philadelphia based private equity firm with respect to its initial investment in, and $55 million recapitalization of, a leading healthcare information technology company. · Major buyout fund in the acquisition of a portfolio company in the education space. · A nutritional bioscience company, with respect to corporate and licensing matters in connection with a settlement and licensing agreement covering bioscience patents. · Family-owned medical device manufacturer in its sale by merger to a private equity-backed platform company. · Partnership in the sale of a majority interest in a race track / gaming operation to the world's largest casino operator. · Various financial sponsors in the formation of private equity funds. · Emerging companies with strategic financing issues, including venture capital and angel equity investments. Energy and Cleantech Practice Mr. Dwyer actively participates in Blank Rome's Energy Group and he founded and leads the firm's cleantech practice. Mr. Dwyer's energy experience includes serving as special in-house counsel to the treasury and capital markets groups of a Fortune 500 energy company. Also, Mr. Dwyer initiated and leads the Mid-Atlantic Cleantech Investment Forum. As Chairman of the 2009 MAC Conference, Mr. Dwyer successfully introduced, initiated and implemented the first ever "cleantech track" to the conference. In addition, Mr. Dwyer sits on the Ben Franklin Technology Partners (BFTP) Investment Advisory Committee (the BFTP committee which makes cleantech investments). Representative Energy and Cleantech Matters · A private equity fund focused on cleantech and the water/energy nexus in its preferred stock investment in a water focused environmental technology company. · Renewable energy developer in connection with the development of an 11.5 MW solar facility. · A venture investor in connection with its cleantech investment in an innovative "upcycling" company. · An energy efficiency technology company with respect to its expansion stage venture financing and licensing agreement with a Fortune 500 strategic partner. · $440 million transaction that securitized a unique asset, while serving as in-house counsel to the treasury and capital markets group of a Fortune 500 energy company. Community Service & Affiliations On a pro bono basis, Mr. Dwyer assists companies sponsored by the Wharton Societal Wealth Program. In addition, Mr. Dwyer co-founded Scoop Lacrosse, a program to teach the fundamentals of lacrosse to young girls in his community. Memberships American Bar Association Angel Venture Fair Ben Franklin Technology Partners Cleantech Alliance Mid-Atlantic Maryland Bar Association Pennsylvania Bar Association Events 4th Annual Mid-Atlantic Cleantech Investment Forum The Academy of Natural Sciences 1900 Benjamin Franklin Pkwy. Philadelphia PA 19103 April 12, 2012 Louis M. Rappaport and Thomas P. Dwyer Event Blank Rome Sponsors IMPACT 2011 Conference IMPACT 2011 Conference Philadelphia, PA November 29-30, 2011 Jennifer J. Daniels and Thomas P. Dwyer Event 3rd Annual Mid-Atlantic Cleantech Investment Forum The Academy of Natural Sciences 1900 Benjamin Franklin Parkway Philadelphia, PA 19103 March 31, 2011 Thomas P. Dwyer and Louis M. Rappaport Event 2nd Annual Mid-Atlantic Cleantech Investment Forum The Academy of Natural Sciences Auditorium, Philadelphia, Pennsylvania March 25, 2010 Thomas P. Dwyer and Louis M. Rappaport Event Avoiding Investment Deal Killers Entrepreneur Master Classes Without the Costs SAP America Headquarters, Pennsylvania September 23, 2009 Thomas P. Dwyer Event Angel Venture Fair Education Day 2009 Angel Venture Fair Marvin Comisky Conference Center, One Logan Square, Philadelphia, Pennsylvania March 18, 2009 Louis M. Rappaport, Thomas P. Dwyer, Brian J. McTear and Brett J. Schulman Event Mid-Atlantic Cleantech Investment Forum 2009 Philadelphia, Pennsylvania February 3, 2009 Thomas P. Dwyer and Louis M. Rappaport Event From Vision to Value Marvin Comisky Conference Center, One Logan Square, Philadelphia, PA September 24, 2008 Thomas P. Dwyer, Louis M. Rappaport and Alan L. Zeiger Event From Vision to Value Marvin Comisky Conference Center, One Logan Square, Philadelphia, PA June 3, 2008 Thomas P. Dwyer, Louis M. Rappaport and Alan L. Zeiger Event Angel Venture Fair's "Selection and Presentation Day" 2008 Angel Venture Fair Marvin Comisky Conference Center, One Logan Square, Philadelphia, Pennsylvania March 13, 2008 Louis M. Rappaport, Thomas P. Dwyer, Brian J. McTear and Brett J. Schulman Event HIMSS08 HealthIT Venture Fair Orange County Convention Center, West Building, Orlando, Florida February 24, 2008 Thomas P. Dwyer and James R. Staiger Event The Business of Intellectual Property: Medical Devices and Systems Marvin Comisky Conference Center, Philadelphia, Pennsylvania July 25, 2007 Thomas P. Dwyer and Alfred W. Zaher How equipped is your company to meet the medical device and biotech revolution? Event Terms of Engagement: New Rules for Negotiating Term Sheets Venture Scene Mid-Atlantic Conference, Philadelphia, Pennsylvania May 2, 2007 Thomas P. Dwyer Event HIMSS07 Venture Fair: Ready . . . Set . . . Capitalize! What You Need to Know to Raise Venture Capital February 13, 2007 Thomas P. Dwyer and Louis M. Rappaport Event The Business of Intellectual Property Blank Rome LLP, One Logan Square, 130 North 18th Street, Philadelphia, PA November 15, 2006 Thomas P. Dwyer, Louis M. Rappaport, James R. Staiger and Alfred W. Zaher Event Publications Renewable Energy Update: Certain Renewable Energy Project Costs Excluded from Pennsylvania Sales and Use Tax Energy Update June 2010 (No. 5) Nicholas A. Giannasca, David M. Kuchinos and Thomas P. Dwyer Alert Flying with the Angels: How to Negotiate a Term Sheet Executive Education Program for the Private Investors Forum April 2005 Thomas P. Dwyer Article Ready...Set...Capitalize! What You Need to Know to Raise Venture Capital Executive Education Program for the Private Investors Forum March 2004 Thomas P. Dwyer Article News Blank Rome Partners to Moderate Panel Discussions at IMPACT 2011 November 28, 2011 Thomas P. Dwyer and Jennifer J. Daniels Press Release Thomas P. Dwyer to Moderate Clean Technology Panel at IMPACT 2010 October 28, 2010 Thomas P. Dwyer Press Release Synergy and Critical Mass Propel Local Cleantech Sector April 9, 2010 Thomas P. Dwyer and Louis M. Rappaport Media Coverage Blank Rome to Serve as Host Sponsor of the 2009 Mid-Atlantic Capital Conference May 19, 2009 Thomas P. Dwyer and Brian J. McTear Press Release Thomas P. Dwyer and Louis M. Rappaport Named To Ben Franklin Technology Partners' Investment Advisory Committee July 24, 2002 Thomas P. Dwyer and Louis M. Rappaport Press Release Cases and Deals Shodogg™ Completes $1.8M Initial Angel Financing January 2012 Thomas P. Dwyer, Geoffrey D. Schwartz, David M. Perry and Megan E. Spitz Shodogg in its $1.8M angel financing. Deal Chart Venture Partners Invests in CoolIT Systems, an Innovative Liquid Cooling Technology Company October 2011 Thomas P. Dwyer, Dennis P. McCooe and Brett J. Schulman Chart Venture Partners in connection with its series B growth financing investment in CoolIT Systems. Deal Series A Financing for Greenphire, A Pharma IT Provider August 2011 Thomas P. Dwyer and Karen L. DiBiase Greenphire, Inc. in connection with its Series A venture financing led by FirstMark Capital. Deal Growth Capital Financing for Core Solutions, Inc., a Healthcare IT Provider June 2011 Thomas P. Dwyer, Thomas B. McKernan III and Timothy A. French Core Solutions, Inc. with respect to financing provided by Emerald Stage2 Ventures, Trestle Ventures and Square 1 Bank. Deal Meidlinger Water Investments Makes Follow-On Investment in Liberty Hydro April 28, 2011 Thomas P. Dwyer and Thomas B. McKernan III Meidlinger Water Investments in its follow-on investment in Liberty Hydro, Inc. Deal PBM Capital Capitalizes GigaCyte April 21, 2011 Thomas P. Dwyer, Thomas B. McKernan III and Jennifer J. Daniels Blank Rome advised PBM Capital in the capitalization of, and acquisition of assets by, GigaCyte, a novel stem cell research and drug discovery company. Deal Meidlinger Partners Invests in Liberty Hydro, a Water Focused Environmental Technology Company October 20, 2010 Thomas P. Dwyer, Thomas B. McKernan III and Michael C. Greenbaum Blank Rome advised Meidlinger Partners in its preferred stock investment in Liberty Hydro, Inc., a water focused environmental technology company. Deal Health Market Science Completes $6M Series B Financing August 2010 Alan L. Zeiger, Thomas P. Dwyer and Shlomo Troodler Health Market Science in its $6M Series B financing led by Cross Atlantic Capital Partners. Deal Meakem Becker Invests in Schoology, a Cloud-Based Learning Management System for Education June 8, 2010 Thomas P. Dwyer and Cory G. Jacobs Blank Rome advised Meakem Becker venture Capital in its $1.25 million investment in Schoology. Deal Benevolent Capital Partners Invests in Terracycle, Inc. May 24, 2010 Thomas P. Dwyer Benevolent Capital Partners in its investment in Terracycle, Inc. Deal Meakem Becker Invests in Mobile Networking Company April 1, 2010 Thomas P. Dwyer Meakem Becker Venture Capital in its $1 million investment in NearVerse, Inc. Deal Meakem Becker Venture Capital Makes Follow-on Investment in Leostream November 2009 Thomas P. Dwyer Meakem Becker Venture Capital, in its follow-on investment in Leostream Corporation. Deal Follow-On Venture Capital Investment for Core Solutions, Inc., a Healthcare IT Provider October 2009 Thomas P. Dwyer and Thomas B. McKernan III Core Solutions, Inc., in a follow-on venture financing provided by Emerald Stage2Ventures and Trestle Ventures. Deal Cortec Group Acquires 180 Medical, Inc. September 16, 2009 Gary R. Goldenberg, Cory G. Jacobs, Mathew S. Rotenberg, Thomas P. Dwyer, Brian J. McTear, Shlomo Troodler, et al. Cortec Group in its acquisition of a majority stake in 180 Medical, Inc. for an undisclosed amount. Deal Edison Venture Fund Leads $5.6M Follow-On Investment in Health Market Science April 20, 2009 Alan L. Zeiger, Thomas P. Dwyer and Shlomo Troodler Edison Venture Fund in a $5.6 million follow-on to Health Market Science. Deal Work Options Group Acquired by Bright Horizons Family Solutions December 23, 2008 Thomas P. Dwyer and Evan H. Lechtman Work Options Group acquired by Bright Horizons Family Solutions of Massachusetts for an undisclosed amount. Deal Venture Capital Investment for Core Solutions, Inc., a Healthcare IT Provider December 2008 Thomas P. Dwyer, Thomas B. McKernan III and Lisa Casey Spaniel Core Solutions, Inc., a healthcare information technology provider, with respect to its Series A venture financing provided by Emerald Stage2 Ventures and Trestle Ventures. Deal Providence Service Corporate Acquires AmericanWork Stock for $3.5 Million September 30, 2008 Thomas P. Dwyer Providence Service Corporation, its acquisition of all the stock of AmericanWork, Inc., for $3.5 million. Deal Integrated Capital Partners Invests in Green Technology Company September 2008 Thomas P. Dwyer Integrated Capital Partners, LLC in its investment in Rainwater Management Solutions, Inc. (RMS), a company that has developed an innovative and unique rainwater harvesting system. Deal Dedication to Detail Acquired by 3M Company August 30, 2008 Bonnie Glantz Fatell, Thomas P. Dwyer, Louis M. Rappaport, Brian J. McTear and Geoffrey D. Schwartz Dedication to Detail, Inc., a Philadelphia-based manufacturer of paint finishing systems, including buffing and polishing pads, in its acquisition by 3M Company. Deal Meakem Becker Structures Credit Facility August 7, 2008 Thomas P. Dwyer Meakem Becker in connection with structuring and documenting a capital call bridge loan credit facility for an undisclosed amount. Deal Meakem Becker Venture Capital Invests in Kiva Systems August 2008 Thomas P. Dwyer and Brian J. McTear Meakem Becker Venture Capital I, L.P., in its investment in Kiva Systems, Inc., for an undisclosed amount. Deal Venture Capital Investment for an Online Game Developer and Publisher June 27, 2008 Thomas P. Dwyer, David M. Perry, Dennis P. McCooe and Brett J. Schulman Webcarzz, Inc., a California-based multiplayer online game developer and publisher, with respect to its venture financing. Meakem Becker Venture Capital (MBVC) provided the $4 million of Series A equity financing. Deal Strategic Investment for Innovative Clean Tech, Energy Efficiency Company from Bank of America June 6, 2008 Thomas P. Dwyer and Lisa Casey Spaniel Field Diagnostic Services, Inc. (FDSI), a clean technology, energy efficiency company, in connection with strategic investment from Bank of America. Deal Angel Equity Investment Helps Create Societal Wealth in South Africa April 15, 2008 Thomas P. Dwyer Khaya Cookie Company, LLC, in an angel equity investment in South Africa sponsored by the Wharton Societal Wealth Program. Deal Meakem Becker Venture Capital Invests in Leostream March 25, 2008 Thomas P. Dwyer Meakem Becker Venture Capital I, LP, in its series A investment in Leostream Corporation, a software company that builds hosted desktop connection brokering tools. Deal Meakem Becker Venture Capital Invests in SpendView December 20, 2007 Louis M. Rappaport, Thomas P. Dwyer and Brett J. Schulman Meakem Becker Venture Capital, in its series A investment in SpendView, Inc. Deal Providence Service Corporation Acquires LogistiCare for $220 Million December 7, 2007 Steven Dubow, Thomas P. Dwyer, Elise M. Adams, Thomas B. McKernan III, Brad L. Shiffman, Christin R. Cerullo, et al. Providence Service Corporation in its acquisition of LogistiCare for $220 million. Deal Edison Venture Fund Leads Recapitalization of Health Market Science November 5, 2007 Alan L. Zeiger, Thomas P. Dwyer, Thomas B. McKernan III, Mark I. Rabinowitz, Kevin J. Baum, Shlomo Troodler, et al. Edison Venture Fund and partners in its recapitalization of Health Market Science for $42 million. Deal Providence Service Corp. Acquires Family & Children's Services, Inc. October 5, 2007 Thomas P. Dwyer and Elise M. Adams Providence Service Corporation in its acquisition of Family and Children's Services, Inc., for $8.2 million. Deal Providence Service Corp. Acquires Business Consulting Firm August 2, 2007 Thomas P. Dwyer, Elise M. Adams, Ethan M. Seer and Brian J. McTear Providence Service Corporation in its acquisition of WCG International Consultants, Ltd., for $9.8 million. Deal SunGard Acquires Finetix April 20, 2007 Fred Blume, Kipp B. Cohen and Thomas P. Dwyer SunGard Data Systems in its asset purchase of Finetix LLC and its subsidiaries. Deal ClearPoint Acquires ASG, Expanding Workforce Management Services February 23, 2007 Alan L. Zeiger and Thomas P. Dwyer ClearPoint Business Resources, Inc., in its acquisition of all the assets of ALS, LLC, for $24 million. Deal Nutrition 21 Receives Settlement in Patent Infringement Suit December 2006 Thomas P. Dwyer, Charles R. Wolfe, Jr., Brian Wm. Higgins and Minh-Quan Khuc Pham Blank Rome's IP team represented Nutrition 21 as they achieved successful settlement in the patent litigation case against General Nutrition Corporation (GNC), which included an acknowledgment by GNC that the Nutrition 21 patents are valid. Case Casabella Recapitalized by ZS Fund November 3, 2006 Alan L. Zeiger, Arthur Bachman, Thomas P. Dwyer and John McGrory Private equity investment enables owners to keep company independent. Deal |