Brian J. Lynch has extensive experience as a trusted advisor to public companies, private companies and private equity funds in mergers, acquisitions, divestitures, joint ventures, financings and capital markets transactions. He also counsels senior management and boards of directors in securities law compliance and corporate governance matters. Brian’s considerable business-focused experience extends to a broad range of domestic and international transactions across a wide range of industries, with particular experience in life sciences, technology-centric products and services and retail.
A core element of Brian’s practice is focused on assisting senior management and strategic investors in planning and executing a broad range of corporate growth strategies, commercial and business transactions and value enhancement initiatives.
Brian also counsels public companies, boards and senior management concerning securities law, compliance and corporate governance matters, with a particular emphasis on SEC reporting and ongoing corporate responsibilities under the Dodd-Frank Act, Sarbanes-Oxley Act and JOBS Act.
Brian has completed significant capital markets transactions, valued in excess of $20 billion in the aggregate, including:
- Initial Public Offerings
- Follow-on Public Offerings
- Secondary equity offerings including strategic exit transactions for founding entrepreneurs and private equity funds
- Investment grade, Rule 144A and institutional debt issuances
- Public Spin-Off transactions
Brian has substantial experience representing public companies and growth-oriented private companies in executing buy-side acquisition initiatives as well as dispositions that are designed to achieve exit objectives or unlock value in the core remaining enterprise. Past M&A engagements include:
- Representing the control group in a going-private transaction valued at $7 billion
- Advising Cott Corporation in the $1.25 billion acquisition of DS Services Holdings and the $790 million in acquisition-related financing transactions
- Representation of AMETEK, Inc. in its $330 million acquisition from a German private equity fund a global manufacturing company with operations focused in Germany, Eastern Europe and Asia
- Represented a Fortune 10 multinational in expanding its geographic footprint to:
- Enter into a new South American market by way of a $2.7 billion multi-jurisdictional cross-border tender offer; and
- Invest in a five-country Central American operation by way of a negotiated investment with a European multinational operator
- Representation of leading multinational in $2.0 billion international joint venture, including associated structuring, investment and financing transactions
- Assisted Graham Partners in the auction sale process and sale of a portfolio company to a German public company for $285 million
- Counseled Endo International in its $225 million purchase of a specialty pharma company
- Completed an acquisition, via $1.1 billion tender offer, to acquire control of publicly-traded conglomerate
- Closed a $1.4 billion public company merger involving Investment Technology Group
- $1.3 billion joint venture representation of control group investor, including counseling regarding ongoing governance and operational matters
- Acquisition of UK-listed Robert Walters plc for $200 million via scheme of arrangement
- Multi-year program to dispose of four disparate business units of mid-cap public company (involving revenue of $1 billion) and to deploy proceeds to de-lever, return capital to investors via public self-tender, and invest remaining proceeds in high market-multiple business unit
- Completed auction sale process of public company by way of merger agreement with financial buyer, followed by subsequent $425 million topping bid by industry competitor
- Completed sale of professional services company to Stephens Group for $200 million
- Closed a sale of life sciences concern to UK-listed company for up-front cash and equity-earned milestone payments
- Represented Endo Health Solutions in multiple product line divestitures
Brian’s past engagements have included negotiating and implementing operational and growth initiatives for corporate clients, including:
- Entry into and expansion within new and emerging markets.
- Negotiation of and operation under joint venture and collaborative arrangements.
- Negotiation and closing of merger and acquisition, investment, capital market, licensing and strategic transactions.
Before entering private practice in 1990, Brian served at the Securities and Exchange Commission’s Division of Corporation Finance in Washington, D.C., where he worked in the Office of Chief Counsel on legal interpretive and policy matters and in the Office of Rulemaking, where he participated in rulemaking initiatives. Private practice counseling efforts have also focused on:
- SEC Reporting and Compliance, including financial reporting and analyst guidance
- Corporate Governance
- Defense Preparedness
- NYSE and NASDAQ Compliance
- Temple University Beasley School of Law, J.D.
- La Salle University, B.S., Accounting, cum laude
- American Bar Association, Mergers & Acquisitions Committee and M&A Market Trends Subcommittee (2015-Present)