Nationally recognized corporate partner with significant experience advising public and private companies, boards of directors, special committees and senior executives on mergers & acquisitions (M&A), capital markets transactions, corporate governance, shareholder activism defense and other public company advisory work.
Go-to advisor to newly formed, mid-life and post-restructured public and private companies on event-driven transactions in multiple industries, including financial services, consumer and retail, industrials and manufacturing.
Co-leader of the firm’s Corporate Governance and Shareholder Activism Group and Sustainability Practice. Corporate Practice Group Chair, 2008-2018, former member of Akin’s Management Committee and former chair of the firm’s Audit and Finance Committee.
Kerry E. Berchem is a highly recognized transactional lawyer, strategic advisor and holistic problem solver. She has received the highest industry honors, including recognitions by Chambers and The Legal 500, in which clients praised her as an “exceptional leader” and a “trusted counselor in all legal matters.”
Kerry is also a named recipient of Lawdragon’s 500 Leading Dealmakers in America, Crain’s Notable Women in the Law, Euromoney’s Women in Business Law’s Corporate Governance Lawyer of the Year, The Deal’s Top Women Deal Makers – Activism, the New York Law Journal’s Top Women in Law and New York Trailblazer, IFLR1000 US’s recognition in Capital Markets, M&A, and Private Equity, and Diversity Journal’s – Women Worth Watching.
As one of the most experienced corporate lawyers in the market, Kerry is frequently called upon to help clients develop strategies and see around corners in their most sophisticated transactions and consequential deals. With deep expertise that includes M&A, capital markets transactions and corporate governance to companies in all stages in a corporate life cycle, Kerry delivers bespoke solutions tailored to each client’s business objectives. Given her deep experience both as an advisor and a financial services firm leader, clients rely on her ability to provide market-sensitive commercial advice on a broad array of transactional, governance, disclosure, regulatory, strategic and operational matters.
Kerry routinely handles:
Public, private and distressed M&A
Joint ventures
Roll-ups
Financial restructurings
Initial public offerings (IPOs)
Capital markets transactions and ongoing ’34 Act compliance
Tax and event-driven transactions
Corporate governance matters, including audit committee and special committee representations
Crisis management engagements.
With a deep commitment to mentoring and leadership, Kerry also serves on the Harvard Law Governance Advisory Committee, Hypatia Women CEO Index advisory board and DirectWomen Class and Honoree committees. Hypatia is an asset manager focused on investing in women in leadership and DirectWomen works to increase the representation of women lawyers on corporate boards.
Representative Work
MRC Global Inc. (NYSE: MRC) in its $1.5 billion all-stock sale to DNOW Inc. (NYSE: DNOW).
Special Committee of the Board of Directors of a Nasdaq-listed company in connection with related-party debt transactions and a term loan amendment.
Special Committee of the Board of Directors of a Nasdaq-listed company in connection with the company’s out-of-court recapitalization, including related-party debt issuances, convertible debt redemption and a back stopped registered common stock rights offering.
OTC-traded company in a commercial real estate joint venture, as well as related financing transactions comprised of common stock preferred stock issuances and a term loan.
NYSE-listed company in connection with its market check and proposed $1.2 billion sale to a private equity firm.
MRC Global Inc. in connection with its potential proxy contest and subsequent cooperation agreement appointing one of three proposed shareholder nominees to the company’s board of directors.
Nasdaq-listed company in connection with its potential proxy contest and subsequent cooperation agreement appointing one of four proposed shareholder nominees to the company’s board of directors.
Nasdaq-listed company in connection with an unsolicited take private transaction by a portfolio company of a private equity firm.
Starboard Value Acquisition Corp. (Nasdaq: SVAC), a SPAC, in its $3.4 billion merger with Cyxtera Technologies, Inc., a global leader in mission-critical retail colocation and interconnection services.
Global portfolio manager, operator and developer in connection with its proposed $6 billion minority investment in a NYSE-listed company.
U.S. Shipping Corp (USSC) in its acquisition by SEACOR Holdings Inc. USSC was a privately owned, leading provider of long-haul marine transportation for chemical and petroleum cargoes in the U.S. coastwise trade, operating under the Jones Act.
U.S. Concrete, Inc. (Nasdaq: USCR) in connection with a buy-and-build strategy involving nearly two-dozen completed strategic M&A transactions, board governance matters and $1.3 billion merger with Vulcan Materials.
890 5th Avenue Partners, Inc., a tech, media and telecom SPAC, in its merger with BuzzFeed, the leading tech-powered media company for digital content and commerce for millennial and Gen Z audiences.
Nasdaq-listed reinsurance company in connection with its formation and capitalization, initial public offering and concurrent private placement, multiple financings, board governance matters and strategic alternatives review.
Private cryptocurrency company in connection with a joint venture agreement, preferred stock acquisition and strategic alternatives review.
Private company in connection with a $1.1 billion receivable portfolio acquisition and related financing matters, as well as its subsequent strategic review and controlling shareholder matters.
Verso Corporation (NYSE:VRS), a leading North American producer of specialty and graphic papers, packaging and pulp, in a three-year comprehensive strategic alternatives review culminated in a $400 million sale of two of its mills to Pixelle Specialty Solutions.
Nasdaq-listed reinsurance company in connection with its formation and capitalization, initial public offering and concurrent private placement, multiple financings and recent strategic alternatives review.
WMIH Corp. (Nasdaq: WMIH), in connection with its Series A preferred stock issuance, Series B preferred stock issuance and refinancing, and $3.8 billion merger with Nationstar Mortgage
Nasdaq-listed reinsurance company in connection with its formation, private placement and capitalization, initial public offering, Securities and Exchange Commission (SEC) compliance and its $3 billion merger, including responding to a competing tender offer and proxy contest.
Nasdaq-listed reinsurance company in connection with its $3.1 billion merger with a public reinsurance company.
Kerry has also advised multiple public company board of directors and committees in connection with corporate governance matters, including the preparation for, and defense and settlement of, hostile proxy contests and financial restatements.