Jeffrey M. Shapiro Partner

New Jersey
T 973.597.2470 | F 973.597.2471



Best known for his experience as a transactional and business lawyer, Jeffrey gives his clients practical, actionable advice on a complete range of transactions and issues, including mergers and acquisitions, proxy contests, stockholder and member rights, governance, reorganizations, LLC formations, commercial transactions, and corporate law matters.

Jeffrey regularly represents stockholders and issuers in all aspects of proxy contests and consent solicitations as well as on related governance issues. He also has extensive experience counseling clients on stockholder and member disputes, oppression claims, and business divorce matters.

Public and private companies call on Jeffrey for advice on Hart-Scott-Rodino Act antitrust issues in mergers and acquisitions and investment transactions.

Jeffrey is co-author of the definitive book on New Jersey corporate law and practice, New Jersey Corporations and Other Business Entities. He has also published numerous articles on Hart-Scott-Rodino Act issues, corporate law developments and securities matters, and frequently speaks about activist investor campaigns.

Representative Transactions:

  • Special Situation Fund's proxy contest with Response Genetics, Inc.
  • TDI Power’s proxy contest
  • Cerberus Capital Management’s $1.1 billion acquisition of Tower Automotive out of bankruptcy
  • Oliver Press Partners’ proxy contest with Emageon Inc.
  • Lucent Technologies’ $295 million acquisition of Telica
  • Oliver Press Partners’ proxy contest with The Phoenix Companies, Inc.
  • Winebow, Inc. in its strategic transaction with Freeman Spogli & Co.
  • Oliver Press Partners’ board nominations to, and settlement with, Coherent, Inc.
  • The Newark Group’s $175 million offering of senior subordinated notes
  • Wilshire Enterprises’ proxy contest with Bulldog Investors
  • Anadigic’s $100 million offering of convertible notes
  • Oliver Press Partners’ solicitation involving Comverse Technology
  • Palisade Capital’s $20 million investment in Kroll Inc.
  • Elite Pharmaceuticals’ proxy contest

Recent Speaking Engagements:

  • The Growth Capital Expo – What Emerging Growth Companies Need to Know About Activist Investor Campaigns April 30, 2014
  • Business Law & Corporate Counsel Symposium – Drafting LLC Operating Agreements in Light of NJ RULLCA April 4, 2014
  • New Jersey Bar Assocation Business and Taxation Law Sections Presentation - New Developments in New Jersey and Delaware Corporate and Other Business Entities Laws, New Brunswick, NJ March 20, 2013
  • DealFlow Media's Activist Investor Conference, New York, NY January 23-24, 2012
  • DealFlow Media's Activist Investor Conference, New York, NY January 27-28, 2011
  • Infovest 21 Conference "Does an Activist Manager Add Value to An Investor Portfolio," New York, NY, September 20, 2010
  • Active Passive Investor Summit, New York, NY, February 22, 2010
  • DealFlow Media's Activist Investor Conference, New York, NY, January 21-22, 2010
  • 3rd Annual Hedge Fund Activism & Shareholder Value Summit, San Diego, CA, September 22-23, 2009
  • Annual Asset Management Thought Leadership Summit New York, NY, April 20, 2009
  • 2nd Annual Hedge Fund Activism & Shareholder Value Summit, Phoenix, AZ, September 22-23, 2008
  • 2008 Corporate Counsel Institute, January 23, 2008
  • Business Law Symposium, New Jersey Institute of Continuing Legal Education, March 2006

Professional and Community Activities:

  • Secretary, Chair-Elect and Member, Board of Directors of the Business Law Section of the New Jersey Bar Association
  • ABA Business Law Section: Co-Chair of the Governance of Private and Family-Controlled Entities Subcommittee, Committee on Corporate Governance, Committee on Mergers and Acquisitions
  • Counsel to the New Jersey Corporation and Business Law Study Commission
  • Member, Board of Trustees of the Jewish Family Service of MetroWest New Jersey

Publications

2017 HSR Thresholds Announced by Federal Trade Commission
Antitrust & Trade Regulation Client Alert, January 26, 2017
Jack Sidorov, Jeffrey Blumenfeld, Jeffrey Shapiro
2016 HSR Thresholds Announced by Federal Trade Commission
Antitrust and M&A Client Alert, February 4, 2016
Jack Sidorov, Jeffrey Blumenfeld, Jeffrey Shapiro
Annual HSR Threshold Adjustments Announced By Federal Trade Commission
Antitrust and Mergers & Acquisitions Client Alert, January 22, 2015
Jack Sidorov, Jeffrey Blumenfeld, Jeffrey Shapiro
View More...

Press Mentions

Lowenstein Sandler represented Indorama Ventures Public Company Limited (IVL), a world-leading producer of intermediate petrochemicals, in connection with its acquisition of the PTA business of CEPSA Chimie Montréal s.e.c in Montreal, Canada from Cepsa Química SA, wholly-owned affiliate of Cepsa, and IQ CHIMIE INC., a subsidiary of Investissement Québec. The 600,000 tonne PTA plant will provide Indorama Ventures with feedstock security to better serve its customers and will enhance Indorama Ventures’ position in North America. The transaction was completed on June 1, 2015. The Lowenstein deal team was led by Nicholas San Filippo IV and Ethan A. Skerry and also included Sam E. Khan, Casey O’Connor, Eugene Cheval, Robert Bee, Jr., Jeffrey M. Shapiro and Jack D. Sidorov. , June 1, 2015
Lowenstein Sandler represented Pernix Therapeutics Holdings Inc. in its acquisition of the Zohydro® ER Franchise from Zogenix Inc. Under terms of the agreement, Pernix, through its wholly-owned subsidiary, Ferrimill Limited, paid Zogenix $70 million in cash, issued to Zogenix 1,682,086 shares of Pernix common stock and deposited an additional $10 million in cash in escrow to fund potential indemnification claims for a period of 12 months following the closing. Pernix also purchased certain Zohydro ER inventory. The Lowenstein deal team is led by Michael Lerner, Herschel Weinstein, and Park Bramhall, and also included Lowell A. Citron, Marc Kurzweil, Brian A. Silikovitz, Christina Iafe, Jack D. Sidorov, Jeffrey M. Shapiro, Hilla Shimshoni, Tara P. D'Orsi, Michael Amalfe, Sarah Saladini and Eugene Cheval. , April 24, 2015
Lowenstein Sandler represented Covis Pharma S.á.r.l and Covis Injectables S.á.r.l, global specialty pharmaceutical companies providing therapeutic solutions to patients, in their all-cash $1.2 billion sale of assets to Concordia Healthcare Corp (TSX: CXR), a diverse healthcare company focused on legacy pharmaceutical products, orphan drugs, and medical devices for the diabetic population. The acquisition closed on April 21, 2015. The Lowenstein deal team was led by Ethan A. Skerry, Robert G. MinionPeter H. Ehrenberg and also included Nicholas G. Mehler, Sam E. Khan, Jean N. Samedi, Brian Shemesh, Jack D. Sidorov, Jeffrey M. Shapiro, Hilla Shimshoni, Lowell A. Citron, Theodore C. Sica, Brian A. Silikovitz, Christina Iafe, Katie Cobb, Brandon Greenblatt and Gene Cheval. , April 21, 2015
View More...

Related Areas

Antitrust & Trade Regulation
Business Divorce
Capital Markets & Securities
Corporate
Corporate Governance & Compliance
Mergers & Acquisitions
Private Equity
Transactions & Advisory Group

Education


Washington University School of Law ( J.D. , 1992 )
Hamilton College ( A.B. , 1987 )

Bar Admissions


New Jersey

Court Admissions


1992 , U.S. District Court, District of New Jersey

Affiliations


  • American Bar Association
  • Corporate and Business Law Section
  • New Jersey State Bar Association