Jacqueline A. Brooks

Partner

  • Jacqueline A. Brooks
  • Phone: +1 410 949 2929

    Import to Address Book

  • Duane Morris LLP
    1201 Wills Street, Suite 330
    Baltimore, MD 21231-3805
    USA

Jacqueline A. Brooks concentrates her practice in business and commercial law. Ms, Brooks counsels clients in mergers and acquisitions, commercial finance, private offerings of debt and equity securities, and corporate and REIT governance (including special committee issues and shareholder derivative and dispute matters). She has experience representing public companies, privately owned and managed companies, nonprofit organizations and start-up companies and provides counsel to these organizations regarding governance and corporate matters. Ms. Brooks’ transactional experience includes:

  • REITs. Ms. Brooks represents a number of publicly traded New York Stock Exchange and Nasdaq listed Real Estate Investment Trusts and advises them on offering transactions, mergers and acquisitions, finance transactions and corporate and REIT governance matters. She has advised REITs in connection with initial public offerings. She often acts as Maryland REIT counsel in these transactions.
  • M&A. Ms. Brooks has advised buyers and sellers in mergers and asset and stock purchase and sale transactions. She has worked on international and cross-border transactions representing clients in a variety of sectors, including manufacturing, construction, technology, REITs, retail, healthcare and life sciences.
  • Commercial Finance. Ms. Brooks has handled secured and asset-based lending transactions and unsecured lending transactions by assisting with the drafting, negotiation and structuring of commercial and mezzanine loans.
  • Venture Capital and Private Equity. Ms. Brooks has represented companies raising private equity and venture capital funding, whether through debt or equity transactions. She assists clients with drafting and negotiating stock purchase agreements, voting agreements, warrants, subscription documents, private placement documents and other investment documents.

In addition to her transactional work, Ms. Brooks advises private companies providing day-to-day counseling, corporate governance and contracts advice. In this capacity, she often provides advice on formation, operation and governance of corporations, limited liability companies and partnerships.

Ms. Brooks is a 2006 graduate of Washington University School of Law and a magna cum laude graduate of Georgia Southern University.

Admissions

  • Washington, D.C.
  • Maryland

Education

  • Washington University in St. Louis School of Law, J.D., 2006
  • Georgia Southern University, B.A., magna cum laude, 2003

Experience

  • Duane Morris LLP
    - Partner, 2023-present
  • Saul Ewing LLP
    - Partner, 2016-2023
    - Associate, 2006-2015

Professional Activities

  • Maryland State Bar Association
    - Contributing Writer, Maryland Business Law Developments Blog

  • National Bar Association

  • Alliance of Black Women Attorneys of Maryland

  • American Bar Association
    - Business Law Section
    - Contributing Writer, ABA’s Recent Developments in Business Courts
  • Homeless Persons Representation Project, Inc. (HPRP
    - Board President, 2023-president
    - Board Vice President, 2018-2023
    - Board Treasurer, 2015-2018
    - Board Secretary, 2011-2015
    - Board Member, 2009-present
  • American Red Cross Central Maryland Chapterc
    - Board Chair, 2021-2023
    - Board Vice Chair, 2019-2021
    - Board Member, 2015-present
  • Lyric Foundation, Inc.
    - Board Vice Chair, 2021-present
    - Board Member, 2017-present
  • Financial Executives International Baltimore Chapter
    - Board Member, 2019 to present
  • Emerging Technology Centers, Inc. (ETC)
    - Board Secretary, 2022-2023
    - Board Member, 2017-2023
  • American Bar Association Business Law Fellows Program
    - Fellow, 2017-2019
  • Leadership Council on Legal Diversity (LCLD)
    - Fellow, 2018-2019

Honors and Awards

  • Baltimore Business Journal's Women Who Mean Business Honoree, 2024
  • The Daily Record’s 2024 Business Law Power List

  • Listed in Chambers USA: America's Leading Lawyers for Business, 2023 and 2024

  • Listed in The Best Lawyers in America, 2021-2024

  • Listed in Maryland Super Lawyers Rising Stars, 2013-2021

  • Listed in The Daily Record’s Top 100 Women, 2020

  • 40 Under 40 Award, National Bar Association, 2017

  • Successful by 40 VIP List, The Daily Record, 2015

  • Listed in The Daily Record’s Leading Women, 2013

  • Alex Fee Memorial Pro Bono Service Award, Maryland State Bar Association, 2011

Selected Speaking Engagements

  • Moderator, “Business Borrowing Basics Series,” Financial Poise, 2024
  • Panelist, "Key Provisions in M&A Agreements," Financial Poise M&A Bootcamp 2023, September 12, 2022

Selected Publications

Representative Matters

  • Represented Four Springs Capital Trust, a private REIT that acquires and manages a diversified portfolio of single-tenant commercial real estate, in connection with a restructuring of its capital stock, following which a major institutional investor redeemed all its shares.

  • Served as Maryland REIT counsel in connection with offering of senior unsecured notes and with governance for subsidiary guarantors.

  • Acted as Maryland REIT counsel to Corporate Office Properties Trust in connection with a $300 million ATM offering.

  • Represented the Special Committee of the Board of Vestin Realty Mortgage II, Inc. in connection with the merger of Brighton Holdings, LLC with and into Vestin.

  • Served as Maryland governance counsel to the special committees of the boards of trustees of each of Office Properties Income Trust and Diversified Healthcare Trust in connection with an all share merger transaction with Office Properties Income Trust as the surviving entity.

  • Represented a distressed private equity fund in a complex remediation effort in conjunction with the staff of the SEC.

  • Represented private equity fund in connection with a debt and equity issuance transaction.