Richard P. Jaffe

Partner

  • Richard P. Jaffe
  • Phone: +1 215 979 1935
    Fax: +1 215 689 3436

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  • Duane Morris LLP
    30 South 17th Street
    Philadelphia, PA 19103-4196
    USA
  • Duane Morris LLP
    1540 Broadway
    New York, NY 10036-4086
    USA
Richard P. Jaffe practices in the area of corporate finance with an emphasis on private equity law. Richard focuses on advising Funds on control and non-control investments, fund formation and operation, divestitures, corporate finance and venture capital financing, particularly in the alternative energy, technology and manufacturing industries. Richard regularly represents private equity funds and other investors and strategics in corporate transactions and advises business owners and PE portfolio companies on raising capital to grow and exit their companies, as well as structuring public and private securities offerings, mergers, acquisitions. In addition, Richard also counsels boards and committees of boards on corporate governance issues, and is a frequent lecturer on these issues.

Areas of Practice

  • Private Equity/Mergers and Acquisitions
  • Corporate Governance
  • Venture Capital

Representative Matters

  • Represented Texas Hospice Holdings LLC in the sale of all of its equity Amedysis, a publicly held hospice management company, negotiating and structuring the terms of the Letter of Intent and negotiating the terms of the Membership Interest Purchase Agreement.

  • We represented PharmScript Holdco LLC in connection with the acquisition of Kentfield Pharmacy, LLC, an institutional pharmacy in Kansas City, Kansas. The consideration was comprised of cash, equity and an earn-out.

  • Represented Pennsylvania Machine Works LLC, a leading manufacturer in the forged pressure fitting industry, in connection with the multimillion-dollar sale of all of its outstanding equity to Wynnchurch Capital Partners.
  • Represents a large strategic in connection with its acquisition strategy of acquiring add-on investments.
  • Represents a large RIA as it makes significant fund of funds investments through newly-formed limited partnerships.
  • Represented Texas Hospice Holdings, LLC, a multi-state hospice facility operator, in connection with the sale of all of its outstanding equity to Amedisys Inc., a publicly-held hospice company.
  • Represented a substance abuse and mental health treatment company in a $231 million debt and equity financing from a private equity fund to finance the growth of the company's multi-state rehabilitation and recovery center business.
  • Represented a direct-to-consumer (DTC) wine eCommerce company, in its acquisition by a global, multi-stage venture capital and growth equity investment firm.
  • Represented a private equity fund in the sale of a portfolio company to strategic for $140.0 million.
  • Represented a private equity fund in the control investment in an energy services company and a subsequent add on.
  • Represented seller of assisted living services company to a public strategy.
  • Represented a privately held healthcare IT software company in negotiation for sale to large strategic investor.
  • Represented a growth capital fund in an investment in a bridge-note offering by a provider of an integrated suite of content management, collaboration, portal and business-intelligence software solutions.
  • Represented a leading global investor in renewable-energy and energy-efficient industries in a bridge-note financing of a provider of residential energy-management systems for the utilities industry and its consumers.
  • Represented a private equity firm as lead investor in a follow-on offering by a provider of high-performance, unified information-security systems.
  • Advised sponsor on formation of a $150.0 million health capital fund.
  • Advised sponsor on formation of a $150.0 million real estate fund to invest in university student housing projects.
  • Advised sponsor on formation of a $250.0 million real estate fund as a subsidiary of a public REIT.
  • Advised sponsor on formation of a fund of funds.

Professional Activities

  • Association for Corporate Growth
    - Global Board of Directors, 2010-present (Chair, 2015-2016)
    - Philadelphia Chapter, Past President, 2008 and 2009
  • Advisory Board, Center for Corporate Governance, Drexel University LeBow School of Business (Chair, 2009-2017)
  • American Bar Association - Private Equity
  • Philadelphia Bar Association - Business Law Section, Past Chair

Admissions

  • Pennsylvania
  • New York

Education

  • Temple University Beasley School of Law, J.D.
  • University of Pennsylvania, A.B.

Experience

  • Duane Morris LLP - Partner, 2010-present
  • Ballard Spahr LLP - Partner, 2002-2010
  • Schnader Harrison Segal & Lewis LLP - Partner, 2000-2002
  • Mesirov Gelman Jaffe Cramer & Jamieson LLP - Chairman, 1991-2000

Honors and Awards

  • Listed in The Best Lawyers in America, 2007-2014, 2016-2022

  • Named a Best Lawyers "Lawyer of the Year" in Leveraged Buyouts and Private Equity Law, Philadelphia, 2021
  • Listed in Chambers USA: America's Leading Lawyers for Business, 2007-2021

  • Rated as "Highly Regarded" for M&A by IFLR1000, 2018-2021

  • Philadelphia Inquirer: Influencer of Law, 2019

  • Listed in Best Lawyers Greater Philadelphia, 2016

Board Memberships

  • Philadelphia Photo Arts Center - Trustee and Vice Chair, 2017-present
  • University City Science Center - Past Chairman, Emeritus Director
  • University of the Arts — Trustee — 2000-2014

Selected Publications

  • Quoted in "ACG Goes to Washington," Middle Market Growth, July 8, 2019

  • Quoted in "Private-Equity Lobby: Phila's Jaffe Chairs ACG," Philly.com, October 13, 2015
  • Quoted in "ACG Preps for Another Run at Dodd-Frank with New Definition of Middle-Market Funds," Thomson Reuters, November 4, 2014
  • Co-author, "SEC Enforcement Actions Against Private Equity: Get Ready for More," Duane Morris Alert, February 6, 2013
  • Co-author, "How to Protect a Company's Most Valuable Asset: A Brand's Worth," Philadelphia SmartCEO, June 2011
  • "Fraud Risk Factors," Philadelphia SmartCEO, May 2011
  • "Private Equity Is a Process," chapter in Inside the Minds: Deal Strategies for Venture Capital and Private Equity Lawyers, January 2007

Selected Speaking Engagements

  • Moderator, "Single Family Offices in the EU," ACG EuroGrowth, 2019
  • Speaker,"Updates from the Capitol--The Latest on Tax Reform and M&A," ACG InterGrowth 2018, San Diego, Cal., May 3, 2018

  • Panelist, General Partner/Investment Banker Roundtable with GF Data, New York City, April 17, 2018

  • Speaker, "Outlook for Deal Making and Loan Pricing in the Middle Market," BUYOUTS Chicago, June 23, 2015
  • Interview of Marc Wyatt, Deputy Director, Office of Compliance Inspection and Examinations, Securities and Exchange Commission — ACG Public Policy Summit, Washington DC, January 27, 2015
  • Speaker, "Public Policy and the SEC," ACG New York, Long Branch, NJ, August 18, 2014
  • Moderator, "Public Policy and M&A - Governing the Future," 2014 Emerging Leaders Symposium, New York, June 24, 2014
  • Moderator, "Inside the Mind of the Limited Partner Intergrowth Edition," ACG InterGrowth 2014, April 30, 2014, Las Vegas, NV
  • "Securities and Exchange Commission - Investment Adviser Exam Program," Webinar, May 7, 2014