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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 representing private equity, funds and others in mergers and acquisitions and corporate financing transactions.

Mr. Rosener has represented domestic and foreign private equity funds in transactions in over 70 countries, including platform and follow-on acquisitions by portfolio companies, distressed buyouts, including in bankruptcy, corporate carve-outs and restructurings. He also has represented U.S.-based companies in transactions throughout Europe, Latin America and Asia (particularly, India and China), as well as several European, Indian, South American and Japanese companies in merger and acquisitions and financing transactions as well as joint ventures. 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 regularly acts as international legal counsel to issuers and underwriters on off-shore public offerings in India, the U.K. and Europe.

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 several businesses through the bankruptcy process
  • a U.K.-based professional services firm management team and private equity fund partner in the leveraged-recapitalization of 58 affiliated businesses located in 32 countries to a second private equity fund
  • several private-equity backed portfolio companies in connection with fully-arbitrated working capital disputes
  • 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
  • an Indian industrial concern in its initial public offering and placement on the Bombay and National Stock Exchanges
  • 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 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.K.-based, London Stock Exchange-listed health care company in connection with a merger with another LSE-listed consumer and health care 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 was selected for inclusion on the 2012-2013 New York-Metro Super Lawyers lists.

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 and the European American Chamber of Commerce – New York. He also is a director 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 the Presbytery, Head Start, Inc., Fondation du Mémorial de l'Escadrille La Fayette-Paris, the United States Tennis Association, Tennis Patrons Foundation, Lehigh University and the Foundation for Teaching Economics.

Mr. Rosener 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 and Southern Districts of New York, 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
International Trade Finance

Investment Funds Industry Group
Italian Desk

Life Sciences
Mergers, Acquisitions and Joint Ventures

Non-Compete and Trade Secrets Practice Team
Private Equity

Project Finance
Securities Offerings and Public Company Compliance

U.S.-India
Venture Capital


Articles


Private Equity and Valuation: Separating Hype from Reality

Corporate Dealmaker Update 2014 from Pepper Hamilton and The Deal: Dealmaker's Dish


Club Deals: Analysis of Legal Risks and Potential Consequences

Private Equity Fund Considerations in Light of Delaware’s LLC Debate


Global Dealmaking 2013 Report from Pepper Hamilton and The Deal: Why the Best Strategists Will Dominate

Examining Foreign Investment in Brazil


Arbitration in India: Prolixity Unabridged Enforcement of Foreign Arbitral Awards in India

Ostensibly Kosher: CFIUS Review of Foreign Investment in U.S. Industries


U.S.-India Update - First Quarter 2011

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


Cross-Border Update on Investing and Doing Business in the United States

Cross Border Transactions: What Every Lawyer Needs to Know


Going Private Transactions

Private Equity in Emerging Markets


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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