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Richard B. Holbrook, Jr.

Partner

Overview

Richard B. Holbrook, Jr. is a partner in Crowell & Moring's Corporate and Financial Services Groups. Mr. Holbrook represents financial institutions, start-ups, high-tech companies, government contractors and other corporations on mergers and acquisitions, financings/investments, joint ventures, and other complex corporate transactions.

Mr. Holbrook has extensive experience with the formation of and investments into investment funds (representing both sponsors and limited partners) and a wide variety of commercial and corporate agreements, including joint venture agreements, IT-related services agreements, supply agreements and trademark licenses. Mr. Holbrook also advises on matters relating to commodity futures law.

Mr. Holbrook has also served as the in-house general counsel and chief legal officer for an international digital asset company.

AsiaLaw recognized Mr. Holbrook as a leading lawyer in Japan for M&A and Corporate Finance in AsiaLaw's Leading Lawyers 2003.

From 1998 until 2004, Mr. Holbrook was an associate at another international AmLaw 50 firm where he spent more than three years in their Tokyo, Japan office. Prior to that, Mr. Holbrook clerked for the Honorable Emilio M. Garza on the U.S. Court of Appeals for the Fifth Circuit from 1997 to 1998.

Mr. Holbrook is proficient in oral and written Japanese. He has lived and worked in Asia (Japan and Singapore) for approximately seven years.

Career & Education

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    • University of Virginia, B.A., History and International Relations, 1992
    • Georgetown University Law Center, J.D., magna cum laude and Order of the Coif, 1997
    • University of Virginia, B.A., History and International Relations, 1992
    • Georgetown University Law Center, J.D., magna cum laude and Order of the Coif, 1997
    • District of Columbia
    • District of Columbia
    • English
    • Japanese
    • English
    • Japanese

Representative Matters

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FinTech, RegTech, Market Structure and Financial Services

  • Goldman Sachs in multiple investments, including in LinkedIn Corporation., FTEN, Inc., J.L. McGregor & Co., Quantitative Services Group, LLC, TrimTabs Investment Research, Inc., APX, Inc., and Epocrates, Inc.
  • Paradigm Connect in its Series A financing and various other corporate and transactional matters
  • Pivot Investment Partners in multiple investments, including in Cape Analytics, Snapsheet, DV01, Earnest Research, Cowbell Cyber and Bold Penguin.
  • Citibank, Credit Suisse, Goldman Sachs and JPMorgan in their investment in Access FinTech.
  • JPMorgan and Euclid Opportunities (NEX) in their investment in OpenFin. Goldman Sachs, Wells Fargo, Pivot Investment Partners, and DRW Holdings in their investment in Droit Financial Technologies.
  • Goldman Sachs in connection with the spin-off of its REDI business (a software- based execution management system business) and the related investment by Bank of America Merrill Lynch, Barclays Bank, Citadel Securities, BNP Paribas, and Lightyear Capital into REDI.
  • Outside corporate counsel to The Green Exchange, a designated contract market (futures) that was a consortium among the Chicago Mercantile Exchange, Morgan Stanley, Goldman Sachs, J.P. Morgan, and other major market participants, including in connection with the sale of The Green Exchange to the Chicago Mercantile Exchange.
  • Bank of America Merrill Lynch, Barclays Capital, Citadel Securities, Citigroup, Goldman Sachs, TD AMERITRADE, and UBS in their proposed purchase of a significant equity interest in NYSE Amex options, an options exchange operated by NYSE Euronext.
  • Goldman Sachs and Vernon & Park in their investment in UNX Holdings LLC. NYSE Euronext in its acquisition of Wombat Financial Software, Inc.
  • A London Stock Exchange-listed company in its acquisition of a commodity futures and OTC financial products company.
  • Citigroup in its acquisition of Lava Trading Inc.

Information Technology

  • OpenText Corporation, a NASDAQ and Toronto Stock Exchange listed provider of information technology, in multiple acquisitions, including of Catalyst Repository Systems, Inc., Covisint Corporation, EasyLink Services International Corporation (a NASDAQ-listed provider of business messaging and transaction services), Informative Graphics Corp., Global360, MetaStorm and Streamserve.
  • SecureWave, a Luxembourg company, in its sale to PatchLink Corporation (now Lumension).

Fund Formation and Investments

Mr. Holbrook has an active practice representing fund sponsors and investors in fund formation and GP-transactions across a variety of fund strategies, principally focused on private equity and venture capital strategies (particularly FinTech focused funds), as well as crypto- and commodity strategies, including representation of an anchor investor in a private equity fund and GP-investment transaction; representations of investors in multiple venture capital, private equity and other strategies; ongoing representations of sponsors in formations of multiple crypto-related funds and investment vehicles; and representations of sponsors in proposed venture capital funds, including sponsors of funds related to accelerators/incubators. After formation of a fund or investment in a fund, Mr. Holbrook often represents the sponsor or investors in ongoing investments and matters.

Government Contractors

  • ForceX, a government contractor, in its sale to L-3 Communications.
  • BAE Systems in various M&A transactions and joint ventures.
  • A software company in its acquisition of assets and the formation of a joint venture to develop software for the public health sector.

Additional Transactions

  • Kymco Capital and Kymco in their investment in the U.S. $1.8 billion SPAC merger and spinoff of Livewire, Harley Davidson’s electric motorcycle business, and on their related OEM arrangements
  • Kobe Steel and Kobelco Construction Machinery in a global alliance and related asset and share acquisitions and dispositions, technology licensing arrangements, joint venture arrangements and supply arrangements with another construction equipment manufacturer in a transaction spanning Japan, the United States, Italy, the United Kingdom, Australia, The Netherlands, Germany, Shanghai and Singapore.
  • A luxury goods manufacturer in a joint venture with a Japanese trading company, including with respect to trademark arrangements, joint venture arrangements, share purchase arrangements and production and supply arrangements in Japan.
  • An information provider in a joint venture-like arrangement and database licensing arrangement in the Japanese OTC pharmaceutical market.
  • An Asian sovereign and several state-owned corporations vis-à-vis a syndicate of international banks in connection with the restructuring of a syndicated loan and the settlement of related arbitration.
  • A consortium of major specialty plastics manufacturers in the United States and Europe in the formation of a joint venture for online sales of specialty plastics.
  • A secured lender during the out-of-court work-out of a NYSE listed computer equipment leasing company.
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