Brian Kerwin is Chairman of Duane Morris' Corporate Practice Group, a member of the firm’s five-partner Executive Committee and a member of the firm’s national governing Partners Board. The Corporate Practice Group consists of 175 plus attorneys in 14 offices. Brian has extensive experience representing business entities, lenders, private equity funds and entrepreneurs in various business and financing transactions, including the buying and selling of companies, acquisition financings, syndicated secured loan transactions, venture debt financings, capital raises, fund formations and equity investments. Brian prides himself on delivering high quality legal work, efficiently and responsively.
For twelve consecutive years (2006-2017), Brian was selected for inclusion in Chambers USA: America’s Leading Lawyers for Business directory (for Corporate/M&A: Private Equity). Chambers highlighted: “The ‘superb’ Brian Kerwin of Duane Morris LLP enjoys a solid reputation for his extensive experience in corporate and private equity matters, often counseling clients on financings, acquisitions and fund formation.” Brian was further described as having “a flair for complex transactions,” an “energy and tact” that appeals to “a hugely loyal clientele,” and someone who is “responsive and gets the deal done.” For fourteen consecutive years (2005-2018), Brian was selected as a Leading Lawyer in the State of Illinois in both Mergers & Acquisitions and Corporate Finance Law. For fifteen consecutive years (2005-2019), Brian was selected as a Super Lawyer in both Mergers & Acquisitions and Banking & Financial in a guide published by Law & Politics that distinguishes the top 5 percent of Illinois lawyers. In 2004, Chicago Lawyer selected Brian out of over 1,200 nominees to be included in its “40 Illinois Attorneys Under Forty to Watch.” Brian is also included in U.S. News/Best Lawyers in America for Corporate Law, 2013-2019.
Brian earned his B.A. from the University of Michigan, magna cum laude with honors in history, and received his law degree, with honors, from the George Washington University National Law Center in Washington, D.C., where he was a member of the Law Review. He also received a Masters of Intellectual Property Law from The John Marshall Law School in Chicago.
Brian was featured in a cover story in Mergers & Acquisitions magazine (September 2018). He was featured in a three-page article entitled “The Deal Guy” in Leading Lawyers Magazine – Business Edition (2014). In addition, Brian was featured in an article in Counsel to Counsel magazine, and was profiled in a three-page article by the University of Michigan in its alumni publication. Brian has also been extensively quoted in the Chicago Daily Law Bulletin as an experienced attorney in representing sellers and buyers of companies.
Brian is a former member of the Board of Directors of the Association of Corporate Growth (ACG), Chicago Chapter; the Board of Directors of Ann & Robert H. Lurie Children’s Hospital of Chicago, Foundation Board; the Board of Trustees of the Peggy Notebaert Nature Museum; and the Corporate Advisory Board of the Cystic Fibrosis Foundation. Brian received the National Multiple Sclerosis Society - Greater Illinois Chapter Leadership Class of 2002 Award, which recognizes “Outstanding Professional Achievement and Community Leadership.” Brian is also a past director and executive vice president of the Illinois Young Executives Club.
Having practiced sophisticated corporate law for 30 years, Brian has led more than 350 financing transactions and over 150 company sale/purchase transactions. His clients have been located across the United States and have been involved in a myriad of businesses, including manufacturing, distribution, fintech, banking, healthcare, education, defense/military, fashion/retail, plastics, packaging, food and beverage, nutrition, pharmaceutical, technology, transportation logistics, automotive, lodging, gaming, home improvement, outsourcing and human resources, safety/test engineering and product safety, software, telecommunications, home and lawn care, investment management, private equity, among others. Brian represents a number of lenders in acquisition financings for portfolio companies of various national private equity funds, including CIBC Bank USA; Fifth Third Bank; Huntington National Bank; Wintrust Bank; MB Financial; CapX Partners; First Midwest Bank; The Northern Trust Company; Monroe Capital; and Byline Bank, among others.
Representative M&A transactions Brian has quarterbacked include:
- American Gaming Systems in its sale to Apollo Global Management for a purchase price in excess of $200 million (gaming equipment).
- EDC ATM Subsidiary, LLC and Efmark Deployment I, Inc. in their sale to publicly traded Cardtronics, Inc. for $145 million (fintech).
- Avee Laboratories, ScreenTox, Inc. and Global Analytical Development, LLC in their sale to ATS Laboratories, Inc. and its publicly traded parent, Alere Inc., for $120 million (diagnostic and toxicology screening services and products).
- Trialon Corporation in its sale to Resilience Capital Partners for in excess of $100 million (test engineering and technical staffing services).
- Transilwrap Company Inc. in its sale for over $110 million to Nicolet Capital Partners (plastics).
- Berlin Metals in its sale to publicly traded Olympic Steel, for undisclosed price (processing and distributing prime tin mill products and stainless steel strip in slit coil form).
- Tex Racing Enterprises Inc. in its sale to publicly traded Hawk Corporation, for undisclosed price (manufacturer of premium branded drive train components for motorsports and performance automotive markets).
- DEKRA North America in several acquisitions of competitors across the U.S. (vehicle inspection, product testing and safety engineering).
- The O’Gara Group in the sale of a wholly-owned subsidiary to global security and weapons manufacturer Beretta Holding, for undisclosed price (night vision technology products).
- L.R. Nelson Corporation in its sale for over $55 million to publicly traded Robert Bosch Tool Corporation (irrigation and landscape products).
- San Francisco-based private equity fund Alpine Investors, LP in a number of sales and purchases of portfolio companies, including McKissock (education and professional development courses); Constructive Media (digital education platform); ); NAC Marketing (healthcare and vitamin supplements); FFO Home (furniture manufacturer); Direct Marketing Solutions (direct mail and customized marketing); Ydesign (modern lighting and accessories); America’s Thrift Stores (regional furniture retailer with over 30 stores in Arkansas, Kansas, Missouri and Oklahoma); Review Video (teleconferencing equipment); and Interprint (digital printing).
- L.W. Matteson in its sale for $45 million plus an earnout to publicly traded Great Lakes Dredge and Dock Company (dredging).
- Vapor Power International in its sale to private equity fund Stone Pointe Partners, for undisclosed price (manufacturer of boilers, generators and thermal fluid heaters).
- Private equity fund in its bid to acquire a Nevada company out of bankruptcy (with large casino on the Las Vegas Strip) for $700 million plus of debt and equity (casino/gaming).
- National toilet products business in its sale to Danco, Inc., for undisclosed price (country’s largest plumbing repair and replacement supplier in the home improvement industry).
- PCS, LLC in the sale of its M2M business to Qualcomm Inc., for undisclosed price.
- YDesign Group in its acquisition of Lumens, for undisclosed price (lighting and accessories company).
- Bedford Technology, LLC in its sale to Hillcrest Capital Partners, for undisclosed price (manufacturer of structural recycled plastic lumber).
- Synergy World, Inc. in its sale for $89 million to publicly traded Alltrista Corporation (design and manufacture of portable restrooms).
- LBL Lighting, Inc. in its sale to Harbour Group (high-end lighting products).
- Squire Cogswell/Aeros Instruments, Inc. in its sale to Ohio Medical Corporation, a portfolio company of MVC Capital, for undisclosed price (medical device).
- Law Enforcement Development Company in its recapitalization with Phoenix Strategy Investments, LLC and Gemini Investors (mobile office solutions).
- Star Finishing Products, Inc. in its sale for $42 million to publicly traded RPM, Inc. (wood refinishing products).
- Consortium of buyers in connection with purchase of various wholesale floral companies throughout the U.S. (U.S. Floral).
- Wisconsin-based laser cutting business in its sale to a financial buyer for $13.6 million plus an earnout and a $3 million subordinated note.
- Designer, manufacturer and seller of radio antennas for $16 million plus a paid consulting arrangement to a private equity fund purchaser.
- The Chicago Sun-Times in its acquisition of Digital Chicago magazine, for undisclosed price.
- Katy Industries Inc. in a $97 million sale of one of its wholly owned subsidiaries to a publicly traded Canadian company, for undisclosed price (commercial cleaning products).
- High Street Capital in the sale of a portfolio company to The Riverside Company, for undisclosed price (benefits payment processing services).
- Seller of an Indiana windshield glass business for $28.5 million to a New York based private equity fund.
- A North Carolina-based automotive parts manufacturer in its stock sale to publicly traded Hawk Corporation for cash plus an earnout.
- Private equity fund in development/acquisition of Hard Rock Hotel and Casino in Biloxi, Mississippi (including negotiation of license and memorabilia agreements with Hard Rock International).
- Integra Logistics, LLC in its sale for over $25 million to Coyote Logistics, a Warburg Pincus platform company (transportation logistics).
- Cobraco Manufacturing in its sale to Woodstream Corp., a portfolio company of Brockway Moran & Partners, for undisclosed price (lawn & garden products).
- ReviewVideo in its $35 million sale to a portfolio company of Westcon Group (audio and video conferencing equipment).
- Software consulting company for $23.5 million to a Boston-based private equity fund.
- Pinnacle Consulting, Inc. in its sale to publicly traded RCM Technologies Inc., for undisclosed price (business and technology solutions).
- ProSar in its sale to ProPharma Group, for undisclosed price (pharmacovigilance and medical information services).
- Shareholders of a thermoplastic injection moldings business in their stock sale for $18 million plus an earnout to Western Industries, Inc.
- Milspray Technologies LLC in its sale for in excess of $26 million to RAF Industries Inc. (defense/military technology).
- Belden Wire & Cable Company in its sale to American Electric Cordsets Co., for undisclosed price (industrial grade cable products).
Representative secured financing transactions Brian has quarterbacked include:
- Edward Jones and The Jones Financial Companies in a $750 million syndicated secured financing to a co-lending group with JPMorgan Chase as administrative agent (financial services).
- CIBC Bank USA as administrative agent and lead lender in a $350 million syndicated, multi-borrower refinancing (involving over 80 parcels of real estate in 17 states).
- CIBC Bank USA as agent and lead lender in a larger syndicated secured financing to Jackson Hewitt Tax Service Inc. and several of its subsidiaries (second largest tax preparation service in U.S.).
- Envirodyne Industries in a $195 million syndicated secured financing with Citicorp as administrative agent (specialty plastics and food casings).
- CIBC Bank USA as administrative agent and lead lender in a $180 million syndicated secured refinancing to a 65-member borrower group located in eight states (healthcare).
- Hu-Friedy Mfg. Co., LLC and its U.S. subsidiaries in a $150 million syndicated secured financing with JPMorgan Chase as administrative agent (world leader in dental instrument manufacturing).
- The Northern Trust Company in a $100 million syndicated financing to The Van Kampen Group (unit investment trusts).
- Monroe Capital as agent and lead lender in a $75 million syndicated senior credit facility in support of Invus’ acquisition of Ashley Stewart (plus-size fashion leader).
- Fifth Third Bank as agent and lead lender in a $73 million syndicated acquisition financing to Premier Performance and its subsidiaries (automotive aftermarket wholesale distributor).
- CIBC Bank USA as administrative agent and lender in a $125 million syndicated secured financing to Treliant (one of the country’s largest compliance and strategic advisory businesses to the financial services industry).
- Fifth Third Bank as agent and lead lender in a $61.5 million syndicated acquisition financing of a national marketing and communications solutions company.
- CIBC Bank USA as administrative agent and lender in a $115 million syndicated secured financing to Envo Healthcare.
- Fifth Third Bank in a $30 million dividend recapitalization of an Ohio based software company.
- Wintrust Financial in a $28 million financing for the acquisition of a medical device company.
- Lexington Health Care and 16 of its affiliated entities in secured financings aggregating in excess of $80 million (skilled nursing homes).
- Fifth Third Bank in a $45 million dividend recapitalization for a national event planning company.
- Wintrust Financial in a $11 million secured financing to an industrial specialty chemical company.
- CapX Partners in a $15 million senior growth capital financing to a national education and tutoring provider.
- Wintrust Ventures in over 20 venture debt transactions (several including obtainment of warrants) to various venture capital backed companies.
- Fifth Third Bank in a $20 million plus acquisition financing of the purchase of several Florida-based surgery centers.
During his tenure with Skadden Arps, Brian worked as a member of the team of lawyers representing Sara Lee Corporation in its acquisition of Playtex Apparel, Inc.; Alliant Techsystems, Inc. as issuer of $50 million of senior secured notes to a syndicate of insurance companies; Credit Suisse Canada as agent for a bank syndicate providing $575 million to Quebecor Printing (USA) Inc. for its acquisition of the Maxwell Graphics Unit of Macmillian, Inc.; United Air Lines, Inc. in its purchase of certain substantial assets of Pan American World Airways, Inc.; and Honeywell Inc. in obtaining credit facilities aggregating $190 million in connection with a spin-off of one of its defense divisions.
Areas of Practice
- Corporate and Business Law
- Commercial Finance
- Corporate Finance
- Mergers and Acquisitions
- District of Columbia
- John Marshall Law School, LL.M., Intellectual Property Law, 1996
- The George Washington University Law School, J.D., with honors, 1989
- Law Review
- University of Michigan, B.A., magna cum laude with honors in History, 1986
- The Chicago Bar Association
- American Bar Association
Honors and Awards
- Listed in Chambers USA: America's Leading Lawyers for Business, 2006-2017 editions
Illinois Super Lawyers, 2005-2018
Included in U.S. News/Best Lawyers "The Best Lawyers in America," for Corporate Law, 2013-2019
Illinois Leading Lawyer, 2005-2018
- Selected by Chicago Lawyer magazine for its "40 Illinois Attorneys Under Forty to Watch" list for 2004
Civic and Charitable Activities
Board of Directors of Ann and Robert H. Lurie Children's Hospital of Chicago Foundation Board
- Corporate Advisory Board, Cystic Fibrosis Foundation
- Board of Trustees, Peggy Notebaert Nature Museum, Chicago
- Board of Directors, Association for Corporate Growth, Chicago Chapter
National Multiple Sclerosis Society, Greater Illinois Chapter
- Leadership Class of 2002 Award
- Director, Young Executives Club of Chicago
Featured in Cover Story, “Holleb & Coff alumni: Where are They Now?” Mergers & Acquisitions, September 2018
- Co-author, "Healthcare Buyers Beware: Current Issues in Healthcare M&A," ACG Chicago, July 2016
- Co-author, "Five Hot Topics in Middle-Market Acquisition Financing," ACG Chicago Journal, Issue 21, December 11, 2015
Featured in, "Duane Morris Names New Global Corporate Practice Group Chair," Chicago Daily Law Bulletin, April 2, 2015
Featured in, "Duane Morris Names Brian Kerwin as Chair of Corporate Practice Group," Private Equity Wire, April 2, 2015
- "10 Questions To Ask Your Client About Its Lawyer," The Business Broker, March 2008
- Extensively quoted in a published article as an experienced corporate attorney in representing sellers and buyers of companies.
- Co-author, "Hot Topics in Middle Market Acquisition Financing," ACG Mergers and Acquisitions
- Co-Author, "The Law of Guaranty, Advanced Commercial Finance and Creditors' Rights in Illinois," Illinois Institute of Continuing Legal Education, 1993
Selected Speaking Engagements
- Co-Chair, 2nd Annual Mergers and Acquisitions/Private Equity Midwestern Forum, April 2008
- Speaker, "Legal Aspects of Mergers and Acquisitions," DePaul University MBA graduates, Chicago, Illinois, April 19, 2000
- Speaker, "Legal Aspects of Mergers and Acquisitions," University of Illinois Graduate School of Business, Chicago, Illinois, February 23, 2000
Speaker, "Structuring the Deal to Protect the Seller," sponsored by the U.S. Chamber of Commerce, Detroit, Michigan, January 19, 2000
- Speaker, "How to Maximize the Value of Your Business and Cash out on Your Own Terms," Selling Your Business For The Most Profit, sponsored by The Geneva Companies and the DePaul University Office of Continuing and Professional Education, Milwaukee, Wisconsin, November 10, 1999
Speaker, "Commercial Loan Documentation" and "Commercial Loan Workout," The Banking Law Institute and Executive Enterprises, Summer 1999 and 2000