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Abby E. Brown
Partner
Abby Brown believes in building strong relationships with her clients, and has earned a reputation as a business-minded and efficient advisor who takes an innovative approach to legal matters, often strategizing with companies to provide tailored legal solutions in unique situations that work from a business perspective. Abby handles general corporate, US and international mergers and acquisitions, securities law matters and corporate governance issues. More generally, she also serves as the relationship partner to over 25 global clients in various industries, including financial services, government contracting, media and pharmaceuticals, serving as a single point of contact and taking a holistic approach to the global legal needs of each client and, in many cases, participating in executive strategic discussions and board of directors dialogue.
Abby serves as primary outside securities compliance and governance counsel to public company clients, has served as the corporate secretary of several public company government contractors and privately held financial institutions, and has completed over 100 mergers and acquisitions in the course of her almost-20-year career.
Abby is a frequent author and speaker on topics of interest to her clients, and actively participates in a number of organizations to which her clients belong, including serving as the firm’s liaison to, and program coordinator for, the National Capital Region chapter of the Association of Corporate Counsel (ACC-NCR) since the inception of our sponsorship (2013-present). She previously served as the co-chair of the American Bar Association’s Corporate Governance subcommittee for Investor and Shareholder Engagement (2013-2017).
Mergers and Acquisitions
- Advising Sterling Bancorp in various acquisitions including Astoria Financial Corp. for US$2.2 billion, and ultimately its 2022 sale to Webster Financial Corp. in a transaction valued at US$10.3 billion.
- Represented Acumen Solutions, a leading professional services firm headquartered in McLean, VA, in its sale to Salesforce.
- Representing a global specialty minerals company in its acquisition of a leading manufacturer and supplier of premium branded and private-label bentonite-based products.
- Representing a UK media company in its US asset acquisition of certain branded publications, databases, conferences, online information services and resource directories.
- Representing a regional bank in its US$5.4 billion purchase of another regional bank.
- Representing a Japanese company in its acquisition of a Virginia-based government contractor.
- Advising Steritech Group, Inc. on its US$425 million all-cash acquisition by UK public company Rentokil Initial plc.
- Representing a US$2 billion stock savings bank in forming a no-stock mutual holding company and stock holding company.
- Representing chemical company Ashland Inc. in its US$3.3 billion acquisition of Hercules Incorporated.
- Advising a Virginia-based pharmaceutical company in its sale to a UK pharmaceutical company.
- Representing the nation’s largest Verizon-exclusive cellular specialist on multiple acquisitions across the country.
- Advising a California-based healthcare company in its asset purchase of a Northern VA-based healthcare entity.
- Advising a Washington DC-based US public company in its US$295 million acquisition of a private equity-owned integrated marketing technology and digital services provider.
- Representing a public technology company in eight private company acquisitions ranging from US$11 million to US$120 million over a two-year time frame.
Capital Markets
- Advising public company Sterling Bancorp in various common stock and subordinated note offerings and bank subordinated note offerings.
- Advising a public biopharmaceutical company in a series of private placements of common stock and warrants to both US and international investors, various public offerings of common stock and warrants, conducting an at-the-market offering and a reverse stock split.
- Advising a private equity investment fund in its formation of investment vehicles and subsequent minority investments in various Washington DC-based government contracting firms.
- Representation of various startup entities in formation and initial funding rounds.
- Advising a Washington DC-based public government contractor in each of its warrant retirement program, a series of acquisitions, and its ultimate tender offer and US$75 million sale to a private strategic buyer.
- Representing the US Department of Treasury in connection with its TARP Capital Purchase Program and in making several hundred investments in US financial institutions from 2008 to 2010.
Education
- Wake Forest University, J.D., cum laude, top 10%; Executive Editor, Wake Forest Law Review, 2003
- Vanderbilt University, B.A., magna cum laude, 2000
Admissions
- Virginia, 2014
- District of Columbia, 2004
- North Carolina, 2003
- Named as a US & International M&A Lawyer of the Year in Washington, D.C., Corporate INTL Global Awards (2022)
- National Finalist for “Best in Corporate Governance” Euromoney LMG Americas Women in Business Law (2019).
- DCA Live’s 2019 Emerging Women Leaders in Private Practice.
- Selected by peers as a Washington DC Super Lawyer – Rising Star in the category of persons age 40 or less or in practice 10 years or less (2013).
- Moderator, “Creating an ESG Roadmap for In-house Counsel,” Association of Corporate Counsel-National Capital Region GC & CLO Roundtable, October 2021.
- Moderator, “From COVID-19 to the Presidential Election: Living in the World of the New Normal,” Association of Corporate Counsel-National Capital Region, October 2020.
- Moderator, “Making the Ultimate Case: Ethical Issues When a Life Hangs in the Balance,” Association of Corporate Counsel-National Capital Region, June 2020.
- Speaker, “Talk to the International Experts,” Association of Corporate Counsel-National Capital Region, May 2019.
- Moderator, “Sustainability in Chemicals,” Roundtable for General Counsels in the Chemical and Performance Materials Industries, 2019.
- Speaker, “Not For Profit Director Liability,” National Society of Corporate Governance Annual Meeting, June 2018.
- Co-author, “Shareholder Engagement: Governance Experts Share Perspectives,” Corporate Governance Advisory, July/August 2016.
- Moderator, “Strategies and Best Practices for Shareholder Engagement,” Roundtable for General Counsels in the Chemical and Performance Materials Industries, 2016.
- Moderator, “2015 Proxy Season and Beyond,” ABA Business Law Section Annual Meeting, 2015.
- Co-author, “When Activists Come Knocking,” Specialty Chemicals Magazine, June 2014.
- Moderator, “The Activist Shareholder,” Roundtable for General Counsels in the Chemical and Performance Materials Industries, 2014.
- Author, “Executive Compensation around the Globe: Need for Robust Disclosure and Accountability in the 2013 Proxy Season,” Pension & Benefits Daily, March 2013.
- Moderator, “The Way Forward for Public Companies: Diversity in the Boardroom and C-Suite,” Women’s Executive Circle of New York, 2013.