Derek is a partner in the firm's Corporate Transactions & Securities practice group. He focuses his practice in the following areas:
- mergers, acquisitions and joint ventures, including public company mergers and tender offers;
- public company takeover matters;
- public company board and special committee representation;
- venture capital transactions;
- securities offerings, including initial public offerings, PIPEs and corporate debt offerings; and
- securities law, public company reporting and general corporate matters.
Education
- Georgetown University Law Center, J.D., 1996
- Stanford University, A.B., 1993
Representative Matters
- Acquisitions and dispositions for public companies in the S&P500, middle market public companies and private middle market companies.
- Advising public company boards and special committees on corporate governance, securities offerings and sale transactions.
- Contests for corporate control, and advising public companies regarding takeover preparedness and activist hedge funds and other activist shareholders.
- Service as local counsel on takeover matters involving the Ohio control share acquisition statute, Ohio merger moratorium statute, Ohio control bid statute, and Ohio greenmail statute.
- Securities offerings and advising public companies on periodic reporting and general securities law matters.
- Representation of venture capital investors in a variety of transactions, involving such industries as the software, medical, energy, telecommunications, high technology, e-commerce and service industries.
- Representation of start-up companies with formation and capitalization matters and attracting venture capital investors.
Professional & Civic Involvement
Professional Associations
Ohio State Bar Association - Corporation Law Committee, Tender Offer and Legislative Review Subcommittees
Ohio Venture Association
ACG Cleveland - Deal Maker Awards Steering Committee, 2009
Community Activities
The Littlest Heroes · Member, Board of Directors, 2004 - 2010; Member, Governance and Nominating Committee, 2004 - 2010; Member, Executive Committee, 2008 - 2010Cleveland International Program · Member, Board of Trustees, 2002- 2005; Chairman, Program Committee, 2002-2004
Publications
- The following publications were authored or co-authored by Derek Bork:
- "Easy Prey: Small Cap Companies Often Neglect Takeover Defenses" · Securities Law 360, June 10, 2010
- Public Company Update: Placing a Poison Pill "On the Shelf", August 2009
- Comment Letter to the Securities and Exchange Commission on Proposal Regarding Proxy Access, July 14, 2009
- "Now or Never: It's Time to Revive the Poison Pill" · Bloomberg Law Reports: Corporate Law, April 20, 2009
- "Greenmail Disgorgement Statutes and Corporate By-Law Provisions Could Trap Activist Hedge Funds" · Bloomberg Corporate Law Journal, Winter 2009 Issue
- "Venture Cap May Come With Request for Control" · Crain's Cleveland Business, June 10, 2002
- Contributing Author, "Punitive Damages and Business Torts: A Practitioner's Handbook," American Bar Association, 1998
- The following articles quote Derek Bork:
- "In-House Counsel Name Favorite Securities Lawyers" · Law 360, January 26, 2010
Presentations
- Activist Investing Roundtable, Panelist, April 2010
- Proxy Fights, March 2010
- Consideration of Placing a Poison Pill "On the Shelf", August 2009
- A Thousand Decisions in 56 days: Winning the Proxy Contest, May 2009
- The "Fiduciary Duty Club" in Proxy Contests, March 2009
- Recent Trends in M&A Due Diligence and Litigation, August 2008
- Structuring a Debt Tender Offer in an M&A Transaction, December 2004
- Teaming with In-House Counsel and Professionals on M&A Transactions, November 2004
- Buying a Company During its IPO Process, October 2004
Awards & Honors
- BTI Client Service All-Star (2010)
- Selected for inclusion in Super Lawyers by Ohio Super Lawyers magazine (2009)