Thomas S. Brennan
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Tom has a particular focus on companies with innovative technologies in education, food, life sciences, medical device, data networks and infrastructure and the VC funds and strategic investors who invest in them. He has extensive experience advising startups, venture capital firms and strategic investors on structuring venture capital, equity and debt financings, joint ventures, mergers, acquisitions, and corporate reorganizations. Tom has also advised on and structured a number in inbound and outbound cross border investments and acquisitions. Leveraging his experience as an in-house general counsel, Tom’s practice extends to acting as outside general counsel to private and public companies, advising boards and C-level management on corporate governance, fiduciary duties, securities compliance, and merger and acquisition strategies.
Tom is a member of the firm’s Venture Capital & Emerging Businesses and Agricultural Technology Groups.
Client Work
- Represented venture capital firms and strategic investors in equity investments in disruptive technologies and products, including edtech, software, data networks, Fintech, food and beverages and cosmetics.
- Represented cosmetic startup in equity financings and commercial transactions.
- Represented agtech firm in equity and debt financing.
- Represented wireless communication company in equity and debt financing, and cross border transactions.
- Represented energy storage company in debt financing and sale to strategic buyer.
- Represented medical device company in equity and debt financing.
- Represented venture capital firm in private tender offer for shares of environmentally friendly household products company.
- Represented health care software company in sale to private equity firm.
- Represented marketing software company in sale to private equity firm.
- Represented dental manufacturer in acquisition of dental laboratories.
- Represented defense contractor in sale to private equity firm.
- Represented publicly held dental laboratory in $125M sale to private equity company.
- Represented publicly held party goods store in $35M sale to strategic buyer.
- Represented publicly held consumer lending company in $187M sale to strategic buyer.
- Represented public companies in connection with SEC compliance matters, including periodic reporting, executive compensation, disclosure obligations, and listing standards.
- Represented board members, executives and other selling stockholders in Section 16 compliance (Forms 3, 4 and 5) and Section 13d compliance (Forms 13D and 13G) in connection with their acquisition and sale of company stock.
Publications, Presentations & Recognitions
Publications
- Tom co-authored an article titled "Cybersecurity and Corporate Governance. Critical Questions Public Companies Must Answer," Morgan Stanley, July 2019
Presentations
- "Business Considerations and New Approaches to Financing and Capital Formation for Transformative Products," Novel Therapeutic Modalities and Gene Therapies Conference, American Conference Institute (Mar. 22, 2023)
Memberships & Boards
- American Bar Association
- Board member, Community Endowment of Lexington
Life Beyond the Law
Tom is an avid hiker and biker.
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Practices
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Education
University of Maryland School of Law, JD, order of the coif, 1999Fordham University, MA, 1996Johns Hopkins University, BA, 1990