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James D. Rosener

James D. Rosener is a partner in the Commercial Department of Pepper Hamilton LLP. Mr. Rosener heads the firm's International Practice Group, is managing partner of the New York office and has served as a member of the firm’s Executive Committee. His practice is devoted primarily to international transactions, mergers and acquisitions and corporate financing.

Mr. Rosener has represented domestic and foreign private equity funds in transactions in over 70 countries throughout the world, including platform and following acquisitions, distressed buyouts, including in bankruptcy, corporate carve-outs and restructurings. He also has represented U.S.-based companies in transactions throughout the European Union, Latin America, and in Switzerland and Asia (particularly, India and China), as well as several European, South American and Japanese companies in merger and acquisitions and licensing transactions with U.S. companies. In addition, he also has represented management-led groups in the acquisition of businesses from divesting corporations.

Within the corporate financing practice area, Mr. Rosener has represented domestic and foreign issuers, in public offerings (both U.S. and foreign listings), venture and mezzanine capital raising, and traditional bank financing transactions. In addition, he has represented a number of issuers and bondholder groups in debt restructuring, recapitalization and work out plans.

Mr. Rosener serves as general counsel to a number of U.S. and foreign companies in a range of industries. As counsel, he serves corporations’ day-to-day needs for legal advice in areas such as contract review, public reporting requirements and on going commercial issues.

Mr. Rosener has represented:

  • a U.S.-based private equity fund in numerous platform and add-on investments in a wide range of industries including software, outsourcing and IT infrastructure transactions
  • a major U.S. private equity group in acquisition of businesses through the bankruptcy process
  • a U.K.-based professional services firm management team in the leveraged-recapitalization of 58 affiliated businesses located in 32 countries financed by a private equity fund, a major European bank and a mezzanine debt provider
  • a U.S. private equity fund in the acquisition of a series of engineering companies
  • a group of hedge funds in take-over and restructuring transactions involving business process outsourcing
  • a Channel Island-based trust in connection with multiple-control investments of technology and software businesses throughout the United States, Spain, Sweden, Thailand and England
  • a Florida-based private equity group in connection with several platform and add-on investments in the consumer electronics business and promotional products business
  • a Florida-based private equity fund in connection with the acquisition of a major health and fitness business
  • a North Carolina-based business services company in connection with the merger with a Paris-based public business services company
  • a U.K. health care company in connection with the sale of a major medical products group to a Denmark-based health care company
  • a French-based defense electronics business in various U.S. acquisitions and dispositions of U.S. subsidiaries
  • a French avionics company in joint ventures with a California-based aerospace company
  • a U.S. company in the formation of an EC-based technology joint venture with a French utility
  • a U.K.-based consumer products company in connection with the acquisition of a U.S. medical products business
  • a U.K.-based, London Stock Exchange-listed health care company in connection with a merger with another LSE-listed consumer and health care company
  • a U.K.-based private equity fund in connection with the acquisition of an Italian electronics company by a Florida-based portfolio company
  • a U.S.-based computer company in connection with its acquisition by a major French computer company
  • a Los Angeles-based private equity group in connection with its disposition of a California-based business services company to a Chicago-based private equity fund.
Mr. Rosener worked in the corporate finance field for nine years before becoming a lawyer. His experience in senior financial positions included the initial and subsequent public offerings of equity and debt securities of a major international integrated oil producer and a health care company, the acquisition of several publicly held companies and the financing of several stand-alone projects.

Mr. Rosener is or has served as a member of several corporate and charitable boards of directors, including NCO Portfolio, Inc., Liberty Technologies, Inc., Liberty M.P. S.A.S. (a French-based joint venture company), Bonney Forge Corporation, Cedar Investments, Inc., CFM Partners, Inc., SePro Healthcare, Inc. and SePro (Delaware) Inc. He is the president and a member of the board of directors of the National Association of Corporation Directors, Philadelphia Chapter, and the European American Chamber of Commerce – New York. He also is a director of the Philadelphia chapter of the Chambre de Commerce Franco-Americain, the Institute of French Culture at the University of Pennsylvania and the European-American Chamber of Commerce - Paris.

Mr. Rosener’s charitable involvement includes directorships and advisory roles with the Metropolitan Mission Board of Philadelphia Presbytery, Head Start, Inc., the United States Tennis Association, Tennis Patrons Foundation and Lehigh University.

Mr. Rosener holds B.S., M.B.A. and J.D. degrees. He is a member of the bars of Pennsylvania, New Jersey and New York and is admitted to the U.S. District Courts for the Eastern District of Pennsylvania and the District of New Jersey and to the U.S. Court of Appeals for the Third Circuit. He has published numerous articles and lectures around the world frequently on legal issues relating to business.

Education
B.S. 1977 Lehigh University
M.B.A. 1981 Fairleigh Dickinson University at Madison
J.D. 1985 Delaware Law School (since been renamed Widener University School of Law)


Bar Admissions
Admitted to practice in Pennsylvania, New Jersey and New York

James D. Rosener
Partner
Phone: 212.808.2717
Fax: 212.286.9806
rosenerj@pepperlaw.com
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Office(s)
New York

Practice Area(s)
Canadian
Corporate and Securities

Corporate Governance
French Desk

Funds Services
Intellectual Property

International
Italian Desk

Life Sciences
Mergers, Acquisitions and Joint Ventures

Private Equity
Project Finance

Securities Offerings and Public Company Compliance
Venture Capital


Articles


U.S.-India Update - Third Quarter 2009

Proposed Amendment to Rule 15a-6 Relating to Exemption of Certain Foreign Brokers or Dealers


Energy Update - July 2007

Energy Update - June 5, 2007


Change du Chapeau: France Under Sarkozy -- Will Change Actually Happen?

Rethinking the Use of a Corporate Holding Company for Preferred/Common Investments


'Toying' with a Dividend Recap? Heed the Lessons of KB Toys and the Market

Pre-Closing Conduct: Sometimes Patience Is a Virtue


Avoiding Trouble with Dividend Recaps

Class Actions A La Francaise: Are U.S.-Style Class Actions Coming to France?


Controlling Chaos: Frameworks for Governing Virtual Relationships

Recent Developments: Letter of Credit Transactions


Eat or Be Eaten: Powerful Strategies for Growing by Acquisition

Uncle Sam Watches Nervously: Foreign Investment in U.S. Industries


One World, Many Regulations - March 2003

Legal Considerations for Establishing Operations in the United States


Juridiques Pour Etablir Des Operations Aux Etats-Unis

Legal Considerations for Foreign Companies Establishing Operations in France


Seven Barriers to Successful International Business

Legal Considerations for Establishing Operations in the United States (Pennsylvania)


Cash-Outs of Minority Stockholders — A Delaware Perpective

Issues in Acquisitions of Defense Industry Contractors


Cash-Outs of Minority Stockholders – A Pennsylvania Perspective


Articles


Crisis on Wall Street: State of Credit Markets

Distressed M&A Outlook: Market Conditions to Produce Significant Distressed M&A Opportunities in Second Half of 2009


Pitfalls of Preparing and Managing an Arbitration Involving India

Addressing Recent Trends in Shareholder Activism: Directors and Management Should Be Proactive


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