AREA OF PRACTICE

Corporate

Biography

Michael Cohen represents early stage and mid-market companies in connection with mergers and acquisitions, joint ventures and strategic alliances, financing transactions and general corporate and commercial matters at all stages of the corporate life cycle. Michael also advises venture capital and private equity funds and would-be portfolio companies in connection with deal terms and transaction structuring. Michael works closely with Brown Rudnick’s London office, providing guidance to clients looking to enter the U.S. market and counseling European clients engaging in transactions involving U.S. concerns. In addition to working out of the Firm's Boston office, Michael is responsible for Brown Rudnick's satellite office at the Cambridge Innovation Center in Cambridge, Massachusetts.

Michael’s practice includes:

  • Business Organizations and Founders’ Agreements:  Michael has advised dozens of founder teams on issues including choice of entity, equity compensation and agreements among founders related to such issues as transfer of ownership, decision making and founder departure arrangements.
  • Equity and Convertible Debt Financing Transactions:  Michael advises funds and target companies in connection with financing transaction deal terms and stockholder agreements.
  • Corporate Governance and Securities Law Compliance:  Michael routinely advises his clients on compliance with Delaware and Massachusetts corporate law, and federal and state securities laws related to financing activities and equity compensation arrangements.
  • Mergers and Acquisitions, Domestic and Cross-Border:  Michael has acted for buyers and sellers in sales, purchases and business combination transactions involving the transfer of assets and stock.

Representation

Represented RA Capital Management LLC and Bain Capital Life Sciences as lead counsel in the $50 million Series C round of Solid Bioscience.

Represented Hallux, Inc., an investigational-stage pharmaceutical company, in connection with its Series A financing.

Represented Melior Innovations, Inc., a materials technology company, in connection with an equity investment led by Germany-based ALTANA AG.

Represented eCommerce company Moltin in connection with a cross-border share exchange transaction and seed financing led by Frontline Ventures and crowdfunding syndicates managed by AngelList and FundersClub.

Represented FieldAware Group Limited, a portfolio company of The Oyster Group, with the acquisition of Skeds LLC

Represented OMERS Private Equity in connection with the acquisition of Golfsmith International Holdings, Inc. by Golf Town (an OMERS portfolio company).

Represented Active Endpoints, Inc. in connection with its sale to Informatica Corporation.

Represented Locu, Inc. in connection with its Series A Financing.

Represented Punchbowl, Inc. in connection with its Series B Financing.

Represented various venture funds and angel groups, including Highland Capital Partners, General Catalyst Partners, Atlas Venture, Ascent Venture Partners, Paladin Capital, Brightspark Ventures, Flagship Ventures, Seedcamp, Launchpad Venture Group and Race Point Capital, in connection with equity investments and portfolio company matters.

Education

University of Toronto Faculty of Law – J.D., 2005
McGill University – B.A., with distinction, 2000

Bar Admissions

Massachusetts
New York
Barrister and Solicitor, Law Society of Upper Canada (Ontario, Canada)
Professional Affiliations