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Mr. Penman has spent his entire legal career at Brown Rudnick representing public and private corporations in a wide array of corporate transactions. He regularly represents foreign and domestic clients in connection with the acquisition and disposition of public and private targets in transactions valued up to $1 billion. Mr. Penman has structured numerous types of acquisitions including auctions, LBOs, acquisitions and dispositions of product lines, divisions and businesses, cross-border transactions, earnouts, tax-free deals, and forward and reverse triangular mergers. He has extensive experience representing companies and investors in venture capital and private equity transactions, in addition to representing issuers in public offerings of their securities. Mr. Penman’s industry experience includes high tech, biotechnology and health care, in addition to manufacturing and service businesses, including financial services and marketing business.
Mr. Penman is a Managing Director of the Venture Capital Fund of New England and the Chair of the Corporate Department at Brown Rudnick.
Representative Matters
• Representation of a chain of privately owned nursing homes and long-term care facilities in their sale to a public entity, in a largely tax-free transaction.
• Representation of a seller of a chain of long-term care facilities in reacquiring those facilities from the buyer several years after the original sale, due to the buyer’s subsequent default.
• Representing an SBIC venture fund in all of its investments with primary responsibility for structuring the terms of each investment.
• Acquisition of a division of a Fortune 100 company by a public foreign corporation, in order to establish its first U.S. operating subsidiary.
• Sale of a large private company to a Fortune 50 corporation.
• Recapitalization of a privately held company involving a $30 million venture capital investment and its subsequent sale two years later for $100 million to a Fortune 100 company.
• Representation of a biotechnology company in its licensing of its core technology and subsequent financing by a strategic investor.
• Representation of a biotechnology company in a licensing dispute and venture financing rounds.
• Representation of a foreign entity in its bid for a division of a Fortune 100 company and in subsequent disputes with its joint venture partner.
Publications
• "The Intersection of Two Perspectives: The Lawyer & The VC" The Venture Capital Legal Handbook: Industry Insiders on the Laws and Documents that Govern VC Deals, Raising Capital, Mergers & Acquisitions, April 1, 2004
Bar Admissions & Memberships • Admitted, Massachusetts and Rhode Island Bars
• Member, American Bar Association, Massachusetts Bar Association, Rhode Island Bar Association and the Boston Bar Association
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