Jeffrey Brenman's practice focuses on the needs of his business law clients, including entity organization, structuring and governance matters, regulatory compliance, financing both private and public transactions, and dispute resolution, including litigation and alternative venues (arbitration/mediation). He serves as an adjunct professor of law at Denver University’s Sturm College of Law, most recently having taught a course in Securities Regulation.
Jeff’s approach is to be as practical as possible in achieving outcome driven results, always keeping in mind the risk and reward nature of legal advice. He has counseled entities of all sizes, from single owner start-up firms to large, publicly traded companies. He has represented clients involved in initial and secondary public offerings, complex mergers and acquisitions, including representation of a publicly held NASDAQ listed target company in a $100 million "going private" leveraged buyout, as well and almost all types of routine business transactions.
Jeff is currently securities counsel to a trust bank that has raised more than $200 million in the last ten years, including “fund of funds” partnerships including hedge, arbitrage and private equity funds, as well as single purpose investment funds in the sectors of technology, real estate development and energy (oil and gas and geothermal development) sectors. He has represented clients in a multitude of industries, including medical products (seasoned and developmental), manufacturing, oil and gas, computer hardware and software, communications, real estate, professional practices, architecture and construction.
Jeff has extensive experience with federal and state securities law including both public and private company law, and has represented clients (both businesses and individuals) in civil business litigation and arbitration proceedings, including complex civil litigation, securities arbitration and SEC administrative proceedings. Before pursuing a career in law, Jeff was a biologist and worked as a researcher and technician in the electron microscopy laboratory at The Children’s Hospital in Denver, Colorado.
- Equity, debt and “hybrid” finance transactions
- Mergers and acquisitions, including asset purchase and sale transactions
- Employment and contractor relationships
- Joint ventures and strategic partnerships
- Federal and state securities law
- Dispute resolution, including litigation, arbitration and mediation
- Juris doctor, Denver University College of Law 1984, Order of St. Ives
- Bachelor of science, with distinction in molecular, cellular & developmental biology, with a minor in chemistry, 1975, University of Colorado at Boulder
- American Bar Association
- Colorado Bar Association
- Denver Bar Association
- Adjunct Professor of Law, Denver University Sturm College of Law
Community Activities & Personal Interests
Jeff is active in his professional community a committee member of Colorado Lawyers. He also participates as a member of Tango Colorado, Inc., a local non-profit devoted to education of Argentine Tango. Jeff's outside interests include both visual and performing arts, music, ballroom dancing, with a passion for Argentine Tango, reading, travel, photography and outdoor activities including skiing, golfing, hiking, bicycling and motorcycling.
- Counseled private equity fund company raising capital for real estate, energy (oil and gas and geothermal projects), equipment leasing, technology and hedge investments.
- Counseled numerous small business entities, including corporations, partnerships and limited liability companies, in all aspects of general business and securities law matters.
- Counseled publicly traded companies in diverse industries (including companies engaged in the cogeneration, medical products, manufacturing, technology, computer hardware and software and retail sales industries) on matters including general corporate, securities law matters (including Sarbanes-Oxley and Dodd-Frank compliance and governance requirements) and handled public reporting for both the entity and its officers and directors, as well as preparation, review and filing of registration statements under the 33 Act.
- Represented a privately held maker of tape drive storage systems in an acquisition by a large, publicly traded company, including negotiation of the stock purchase agreement, completing Hart Scott Rodino (HSR) filings, completing due diligence, proxy statement and preparation of "fairness hearing" materials under California law for the Section 3(a) (10) registration exemption.
- Represented a maker of water purification measurement equipment in an acquisition of all outstanding stock and options of the company by a large, publicly traded company and led the negotiation of the stock purchase agreement, prepared the HSR filing, conducted due diligence responses and the proxy statement.
- Represented a NASDAQ listed public company in a leveraged management buyout through a registered tender offer by a privately held investment fund, including negotiation of the merger agreement, due diligence responses,Rule 13a-9 filings under Regulation M of the SEC's merger rules and preparation of solicitation materials and proxy statement.
- Representation of clients in public company "reverse merger transactions” by which a private, operating company is acquired by a public company, thereby creating a publicly traded operating company.
- Led FINRA arbitrations, representing brokerage customers in claims for churning, breach of duty by registered representatives, failure to supervise and improper trading recommendations.
- Led SEC enforcement proceedings, including representation of both companies and individuals, involving alleged violations of federal securities laws.
- Represented clients in contract dispute litigation, including claims arising out-of-sale of business transactions, fraud, tortious interference with contract and other business torts.
- Counseled start-up and venture-financed companies in a variety of industries.
- Counseled investors, including seed capital, "angel" and venture capital.
- Advised on business reorganization transactions.
- Advised clients on employment contract claims, including both employee claims and employer defense, employment discrimination claims, including wrongful discharge under state and federal laws.
- Advised shareholder oppression and minority rights claims (including representation of both corporations and shareholders).
- Guided clients through regulatory agency proceedings, including rulemaking before the Colorado Public Utilities Commission.