Daniel Berick

Practice Areas

Daniel Berick is a partner in the Global Corporate Practice and served for many years as its Americas Chair. Dan focuses his practice on mergers and acquisitions, securities law, corporate finance and corporate transactional matters. He counsels public and privately held companies in cross-border and domestic mergers, acquisitions and dispositions; the issuance of equity and debt securities; securities law compliance; and general corporate matters. He regularly advises private equity and venture capital firms and family offices in connection with portfolio company investments, acquisitions and dispositions, fund formation and structuring, and securities and corporate law matters. Dan also represents investment banking firms in public and private offerings of securities and in a wide range of other securities matters, including financial advisory engagements and fairness opinions.

Career

Dan is a frequent speaker and writer on securities and corporate law topics. He served an appointed term as a member of the Corporate Laws Committee of the American Bar Association’s Section of Business Law and is a member of the Association of the Bar of the City of New York and the Cleveland Metropolitan Bar Association’s Section of Business, Banking & Corporate Counsel.

Dan is affiliated with numerous other professional associations and organizations, including the Association for Corporate Growth and the Society of Corporate Secretaries & Governance Professionals. He has served as the corporate secretary of an AMEX-listed manufacturing company and was the corporate secretary of an NYSE-listed real estate investment trust for more than 13 years, from its initial public offering through its acquisition by a private real estate fund in a transaction valued at more than US$1 billion.

Dan has served as director or corporate secretary of a number of privately held companies and nonprofit organizations, and as a member of the Advisory Board of the IP Venture Clinic at the Case Western Reserve University School of Law. He is also a member of Leadership Cleveland’s Class of 2018.

Awards

Education

Work Highlights

Mergers & Acquisitions and Private Equity

 Representing a global Tier 1 automotive components manufacturer in several cross-border carve-out dispositions of multibillion-dollar business units to strategic and private equity buyers.

 Representing a publicly held government information services company in its acquisition of a national security and defense intelligence services provider in a transaction valued in excess of US$800 million.

 Representing an NYSE-listed global automotive components supplier in its sale of its 50% interest in a strategic joint venture and the negotiation of a long-term exclusive distribution agreement, in a transaction having a potential value in excess of US$500 million.

 Representing a UK-based FTSE 250 global manufacturer in connection with its acquisition of several industrial products businesses and its disposition of its North American consumer products division.

 Representing a Nasdaq-listed Europe-based global information technology company in connection with its acquisition by a French public company, via tender offer, in a transaction valued at US$2 billion.

 Representing a multibillion-dollar, NYSE-listed business information technology and services company in connection with its US$410 million acquisition of a leading customer communication services business and in over 30 other strategic transactions since 2007.

 Representing an Irish telecommunications services company in connection with its acquisition of a US-based mobile payments business.

 Representing a US-based family office in connection with its acquisition of a controlling equity interest in a privately held e-commerce advertising and marketing agency, its follow-on acquisition of several privately held digital media businesses, and the ultimate sale of the platform.

 Representing a US-based company listed on the London Stock Exchange’s AIM in connection with its acquisition via merger by a UK public company.

 Representing a family office in connection with its acquisition of a significant ownership interest in a National Football League franchise.

 Representing a family office in connection with structuring and documenting numerous private equity co-investment transactions, including the US$930 million-leveraged acquisition of a publicly held specialty materials manufacturer, the US$590 million acquisition of a global die-cast metal parts business, and the US$800 million recapitalization of a privately held technology company.

 Representing a privately held pharmacy benefits provider in its US$630 million acquisition by a major national health insurance company.

 Representing a family office in its disposition of an after-market automotive components business to a Swiss strategic acquirer.

Venture Capital and Growth Stage Companies

 Representing a specialty pharmacy services business in its structure, formation and initial rounds of venture capital financing and in its formation of a joint venture with a global pharmacy operator, as well as its subsequent recapitalization by a leading private equity firm.

 Representing a family office in connection with its US$25 million investment in a global business services company, its US$10 million investment in an internet survey development company, its US$9 million investment in an apparel manufacturer and its US$9 million investment in a quick-service restaurant chain.

 Representing corporate clients in structuring and negotiating strategic venture investments.

 Representing an orthopedic surgical device company in connection with its US$15 million venture capital financing.

 Representing a surgical products company in its equity structuring and initial venture equity capitalization.

 Advising on the formation and initial capital raise of a startup consumer products company and the out-license of its core product to a global industry leader.

 Representing a business information services and consulting company in connection with its initial venture capitalization and four subsequent investment rounds.

 Representing a consumer food products company in connection with its formation and initial venture capital equity financing.

 Representing a medical diagnostics company in connection with its formation, seed investment and subsequent rounds of venture financing.

 Representing a startup print and online media company in connection with its formation, seed capital and several subsequent venture financings.

 Representing a privately held pharmacy benefits provider in connection with its US$25 million initial venture capital funding.

Public Capital Markets

 Representing one of the largest bank-based US financial services companies in its US$1 billion public offering of senior medium-term notes, its US$625 million public offering of common shares, its US$1 billion at-the-market public offering of common shares, its exchange offers for approximately US$2 billion of publicly held securities, its US$1.75 billion public offering of common shares and noncumulative perpetual convertible preferred stock, and its US$750 million public offering of senior medium-term notes.

 Representing a Nasdaq-listed Europe-based global information technology company in connection with its IPO, a US$200 million Rule 144A offering, a US$103 million PIPE offering of ordinary shares, two underwritten public offerings of ordinary shares and its acquisition via a tender offer valued at US$2 billion.

 Representing the underwriters of multiple public offerings of senior debt securities by an NYSE-listed global manufacturer of industrial coatings and sealants, with a total aggregate principal amount of over US$1.5 billion.

 Representing one of the two co-sponsors of a special-purpose acquisition company in connection with its US$375 million IPO.

 Acting as underwriters’ counsel in public equity offerings by issuers in a wide range of industries, including specialty metals, insurance, shipping and logistics, and banking.

 Representing an NYSE-listed real estate investment trust in its registered direct placement of 1.4 million common shares and its Rule 144A offering of US$74.75 million principal amount of convertible senior notes.

 Representing a private equity firm in its role as standby purchaser in connection with a public offering of common stock purchase rights by a bank holding company.

Private Investment Funds

 Representing private investment firms, family offices, public pension plans and other institutional investors in connection with the negotiation and structuring of their limited partnership investments and co-investments in private equity funds, funds-of-funds and real estate opportunity funds.

 Representing a private equity firm in connection with its formation of a distressed real estate opportunity fund.

 Representing a family office in connection with its making a lead investment in a hedge fund and offshore parallel fund and the structuring and negotiation of its revenue sharing agreement with the fund manager.

 Representing an institutional fund sponsor in connection with a restructuring of its fund-of-funds investment platform.

 Representing a private equity firm in connection with the establishment of a hedge fund concentrating on microcap public equities.

 Representing a fund sponsor group in connection with the establishment of a large-cap quantitative strategy hedge fund and the negotiation of seed investment and marketing arrangements.

 Representing a private equity fund formed to make investments in minority-owned and minority-managed enterprises in connection with its formation and multiple investment transactions.