Richard L. Cohen [ Partner ]
Duane Morris LLP
30 South 17th Street
Philadelphia, PA 19103-4196
USA
Phone: 215.979.1233
Fax: 215.689.1982
Email:
RLCohen@duanemorris.com
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
- 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
Admissions
- Pennsylvania
- Supreme Court of Pennsylvania
Education
- New York University School of Law, J.D., 1995
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
- Author, "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
- Author, "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

