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Jim’s practice is focused in corporate and business law. He has worked with public and private clients, and has been involved in various transactions in the corporate and securities field, including numerous public offerings of debt and equity, Rule 144A transactions, tender offers, private placements, mergers, acquisitions, and dispositions. Jim has also represented public companies in SEC, stock exchange and corporate governance matters. He has written and spoken on issues relating to Massachusetts corporation law and various securities law matters, is past co-chair of both the Business Transactions Section and the Securities Law Committee of the Boston Bar Association (BBA) and was a member of the BBA’s Education Committee.

Experience

Representative Transactions

Offerings

  • Represented a Class I Railroad in:
    • an offer to qualified institutional buyers (QIBs) and non-U.S. persons to exchange outstanding debt securities for cash and $750 million of 30-year notes and the subsequent A/B exchange offer in which such privately placed 30-year notes are registered with the SEC
    • an offer to QIBs and non-U.S. persons to exchange outstanding debt securities for cash and $750 million of 35-year notes and the subsequent A/B exchange offer in which such privately placed 35-year notes are registered with the SEC
    • a $300 million public offering of ten-year senior notes
    • a $500 million public offering of thirty-year senior notes
    • a $1.5 billion public offering of seven-year senior notes, ten-year senior notes, thirty-year senior notes and hundred-year senior notes
    • an $800 million public offering of ten-year senior notes, thirty-year senior notes and hundred-year senior notes
  • Represented a bank holding company in a $75 million public offering of subordinated notes
  • Represented a cell therapy company in its $22 million initial public offering
  • Represented the underwriters in the $34 million IPO of a sportswear manufacturer
  • Represented the manufacturer of crash sensors in its $130 million initial public offering and subsequent $79 million secondary offering
  • Represented an athletic shoe manufacturer in a $19 million public offering
  • Represented a physical fitness and exercise manufacturer in a $57.5 million Rule 144A offering of convertible subordinated debentures
  • Represented a network security company in its $40 million IPO and follow-on offerings of $87 million and $136 million
  • Represented the underwriters in the $41 million initial public offering of a manufacturer of hardware and software products
  • Represented the underwriters in the $26 million public offering of a manufacturer of bar code scanners
  • Represented the developer of proofreading software in public offerings of $42 million and $60 million
  • Represented the underwriters in a $60 million IPO of a developer of product data management solutions
  • Represented the underwriters in a $60 million IPO of a developer of web-enabled business applications
  • Represented a manufacturer of bed and bath products in a $75 million Rule 144A offering of convertible preferred stock
  • Represented a natural foods distributor in its $39 million initial public offering and $86 million follow-on public offering
  • Represented a provider of software products and services for IT systems in its $64 million IPO
  • Represented a developer of financial and accounting software applications in its $38 million initial public offering
  • Represented a global provider of software and services to the financial services industry in public offerings of $71 million, $101 million, and $185 million
  • Represented a network security company in its $143 million initial public offering and $734 million follow-on public offering
  • Represented the underwriters in a $101 million IPO of an online community network
  • Represented a provider of software solutions and strategic consulting services to energy market participants in an $80 million IPO
  • Represented a leading provider of Internet marketing solutions in a $135 million Rule 144A offering of zero coupon convertible subordinated notes
  • Represented a global telecommunications company in the public offering of $50.9 million of stock in a developer of equipment for cable operators and other broadband service providers
  • Represented a wireless communications and broadcast infrastructure company in a $365 million public offering
  • Represented the underwriters in a $62 million initial public offering of a global IT services company
  • Represented a global manufacturer of water-related products in a $230 million public offering
  • Represented the underwriters in a $50 million initial public offering of an online supplier of vitamins, nutritional supplements, and minerals
  • Represented a real estate investment trust in a $120 million public offering
  • Represented a real estate development firm in its $123 million offshore offering of non-convertible debentures in Israel (U.S. Securities Counsel)

Mergers, Acquisitions, and Dispositions

  • Represented a Class I Railroad in a $214.5 million acquisition of over 280 miles of rail line from another Class I Railroad
  • Represented a publicly traded bank holding company in a $369 million stock-for-stock “merger of equals” with a publicly traded savings and loan holding company
  • Represented a publicly traded developer of aesthetic treatment systems in a $287 million acquisition of a publicly traded developer of aesthetic light-based systems in a cash and stock merger transaction
  • Represented a manufacturer of bed and bath products in a $138 million tender offer
  • Represented a global provider of software and services to the financial services industry in a $980 million “go private” transaction with a private equity firm
  • Represented a network security company in its $200 million merger with an encryption company
  • Represented an animal health and cosmetics and consumer products company in the spinoff of its biotechnology business
  • Represented a network security company in its $500 million stock-for-stock acquisition of a California company in a Section 3(a)(10) fairness transaction
  • Represented a provider of IT and business consulting services in its $125 million acquisition of a publicly traded IT consulting and solutions provider and its $64.5 million acquisition of a privately held software developer
  • Represented a global soft drink company in its $250 million acquisition of a pita chip company
  • Represented a biotechnology company in its $45.5 million stock-for-stock acquisition of a biomedical device company
  • Represented a global telecommunications company in the $39 million sale of its copper digital loop carrier business
  • Represented a veterinary products company in its $44.9 million acquisition of a critical care diagnostics company
  • Represented a global telecommunications company in
    • the reorganization of one of its business units and the subsequent sale of $17 million of preferred stock by the business unit
    • the reorganization of one of its business units and the subsequent sale of $6.2 million of preferred stock by the business unit
    • the reorganization of one of its business units and the subsequent sale of $5 million of preferred stock by the business unit
  • Represented a large circuit manufacturer in its $4 million purchase of shares of an Austrian enterprise
  • Represented a global manufacturer of water-related products in a number of transactions, including
    • a $94.5 million share purchase of a manufacturer of flexible stainless steel connectors
    • a $45 million share purchase of a valve manufacturer
    • an $18.4 million acquisition of the assets of a manufacturer of water softeners and filters
    • a $6.3 million acquisition of shares and assets of a manufacturer of water connectors with operations in the U.S. and China
    • a $169 million acquisition of shares and assets of a French manufacturer of
      water protection valves and flow control solutions (acted as U.S. counsel)
    • an $8.6 million stock sale of a valve manufacturing subsidiary
    • a $35.5 million sale, via auction, of certain non-core product lines
    • a $7.2 million acquisition of shares and membership interests of a Michigan-based specialty welding company
    • a $600,000 (plus the value of net assets) share acquisition of a Colorado-based manufacturer’s representative for premium HVAC and plumbing companies
    • a $400,000 (with a potential earnout of up to $4.6 million) share acquisition of an Oregon-based provider of backflow testing solutions
    • an asset acquisition of a California-based manufacturer of backflow prevention products
  • Represented a developer of Internet access routers in its $246 million sale (via merger) to a global telecommunications company
  • Represented a developer of IP switching/routing equipment in its $900 million sale to a global telecommunications company
  • Represented a global provider of software and services to the financial services industry in several transactions, including
    • a $25 million acquisition of the shares of a provider of client and advisor communication solutions for investment firms
    • a $159 million cash tender offer for the shares of a Canadian public company
    • a $12 million acquisition of the assets of a provider of fund administration services
    • a $22.5 million merger transaction with a provider of an electronic trading platform
    • a $21 million acquisition of the shares of a provider of private equity solutions
    • a $7.7 million acquisition of the product line of a worldwide information technology company
    • a $3.5 million asset acquisition of a provider of financial data acquisition, transformation, and delivery services
    • a $17.2 million asset acquisition of a provider of real-time, mission-critical order routing and execution services
    • a $24 million stock acquisition of a company engaged in the money market, custody, and security lending market
    • a $5.6 million asset acquisition of a provider of collateralized trading software
    • a $25.3 million acquisition of the membership interests of a fund accounting and administrative services business
    • a $19.7 million stock acquisition of a leading provider of treasury processing software and outsourcing solutions to banks
    • a $4.5 million asset acquisition of a provider of municipal finance structuring products
    • a $4 million asset acquisition of a provider of products for financial institutions
    • a $1.4 million asset acquisition of a provider of products for financial institutions
    • a $0.3 million stock acquisition of a consulting firm
    • an asset acquisition of a provider of real estate property management software for an aggregate of $15.3 million in cash and stock
    • an $8 million share-for-share merger transaction with a provider of portfolio, financial, partnership, and tax accounting software and services to hedge funds
    • a $10 million share-for-share merger transaction with a provider of hedge fund software products
    • an $821,500 stock acquisition of a provider of debt and derivative products
    • a $1 million investment in a Florida-based start-up
    • an acquisition of the shares of a Canadian provider of customer relationship mangement (CRM) solutions for $3.3 million (with a potential earnout of up to $2.0 million)
    • an $80.7 million acquisition of the global fund services business of a national bank
    • a CDN$20.5 million acquisition of the shares of a Canadian fund administrator
    • a $3 million (plus up to an additional $2 million of earnout) acquisition of the assets of a digital service provider to financial advisors and wealth management firms
    • a $19.5 million share acquisition of a North American fund administration business
  • Represented an acquisition entity formed by target management and private equity investors in a $10.5 million asset acquisition of a U.S. material products division of a Canadian public company
  • Represented a strategic consulting firm in
    • a $4.5 million (with a potential earnout of up to $8.6 million) asset acquisition of a provider of cloud-based customer relationship management (CRM) solutions
    • a $2.8 million (with a potential earnout of up to $2.4 million) asset acquisition of a provider of big data and data discovery solutions
    • a $16.1 million (with a potential earnout of up to $6.6 million) asset acquisition of a provider of enterprise performance management (EPM) and business intelligence (BI) solutions

Credentials

Work Experience

  • Hinckley Allen
    • Partner (2010-Present)
  • Wilmer Hale
    • Partner (1999-2010)
    • Junior Partner (1996-1999)
    • Associate (1991-1996)

Honors & Awards

  • BTI Consulting Group, Inc., Client Service All-Star (2019)

Charitable & Civic Involvement

  • Actors' Shakespeare Project, Board of Directors
  • Concord Museum, Board of Governors
  • Boston Classical Orchestra, Past President
  • American Battlefield Trust, Member
  • Massachusetts Foundation for the Humanities, Advisory Board, Past Chairman of the Board of Directors
  • Massachusetts Historical Society, Member
  • National Trust for Historic Preservation, Member
  • The Colonial Williamsburg Foundation
    • Co-Chair of the President's Council
    • Member of the Campaign Cabinet for the "Campaign for History and Citizenship"

Professional Affiliations

  • American Bar Association: Committee on Federal Regulation of Securities
  • Boston Bar Association:
    • Past Member of the Education Committee
    • Past Co-Chair of the Business Transactions Section
    • Past Co-Chair of the Securities Law Committee of the Business Transaction Section
  • Massachusetts Bar Association

Bar Memberships

  • Massachusetts

Speaking Engagements

  • NACD New England Chapter’s “The Aspiring Public Company Director Boot Camp” —
    June 2019
  • Knowledge Group, Webcast – “Preparing for the Next Proxy Season: Trends and Key Considerations” – October 2017
  • NACD New England Chapter’s January 2015 Breakfast Event – “Getting Ready For Year End / Proxy Season – HOT Topics for Directors by the Experts” – January 2015
  • Boston Bar Association, Securities Law Committee Lecture – “Getting Up to Speed on the SEC’s Conflict Minerals Rules” – October 2013
  • MCLE Panel – “31st Annual New England Business & Securities Law Conference 2013” – October 2013
  • National Conference of the Society of Corporate Secretaries & Governance Professionals – “Conflict Minerals Reporting” – July 2013
  • MCLE Panel – “30th Annual New England Business & Securities Law Conference 2012” – October 2012
  • Knowledge Congress, Webcast – “The Impact of Dodd-Frank Act on Executive Compensation: A 2012 Perspective.” – July 2012
  • Boston Bar Association, Securities Law Committee Lecture – “Can I Ever Trade My Shares?” – Securities Law Issues Facing Directors and Officers of Public Companies – May 2011
  • MCLE Panel – “28th Annual New England Business & Securities Law Conference 2010” – October 2010

News & Insight

Publication

SEC Adopts Final Crowdfunding Rules

November 19, 2015

On October 30, 2015, the Securities and Exchange Commission (“SEC”) adopted final crowdfunding rules as required by Title III of the Jumpstart Our Business Startups Act (“JOBS Act”). The proposed crowdfunding rules were released just over two years…

Publication

SEC Adopts Final Rules on Pay Ratio Disclosure

September 22, 2015

On August 5, 2015, the Securities and Exchange Commission (SEC) adopted a final rule to implement the “CEO pay ratio” disclosure mandated by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act. New Item 402(u) of Regulati…

Publication

SEC Adopts Final Rules for “Regulation A+”

April 9, 2015

On March 25, 2015, following the mandate of Title IV of the Jumpstart Our Business Startups Act (JOBS Act), the Securities and Exchange Commission (SEC) adopted final rules that update and expand Regulation A, which provides an exemption from registration …

Publication

D.C. Circuit Holds that Conflict Minerals Provision Violates First Amendment

April 17, 2014

On April 14, 2014, a three-judge panel of the United States Court of Appeals for the District of Columbia Circuit (the "Circuit Court") issued its "conflict minerals" opinion in National Association of Manufacturers, et al. v. Securities and Exchange Commi…

Publication

SEC Issues FAQs on Conflict Mineral Rules

June 14, 2013

On May 30, 2013, the Division of Corporation Finance at the Securities and Exchange Commission (the "SEC") issued Frequently Asked Questions ("FAQs") on disclosure relating to the use of conflict minerals from the Democratic Republic of the Congo (DRC) or …

Publication

SEC Adopts Final Rules on Conflict Minerals

September 11, 2012

In Section 1502 of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"), Congress expressed its sense that the exploitation and trade of conflict minerals originating in the Democratic Republic of the Congo (the "DRC") is he…

Publication

Chapter 7 - Choice of Business Entity

January 1, 2012
Publication

SEC Adopts Final Rules on Say-on-Pay and Golden Parachute Compensation with Minor Modifications to Proposed Rules

February 1, 2011

On January 25, 2011, the Securities and Exchange Commission (the "SEC") adopted final rules implementing the provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act") relating to shareholder approval of executive co…

Publication

The Dodd-Frank Wall Street Reform and Consumer Protection Act Establishes New Executive Compensation and Corporate Governance Requirements for Public Companies

July 26, 2010

On July 21, 2010, President Barack Obama signed into law the Dodd-Frank Wall Street Reform and Consumer Protection Act (the "Dodd-Frank Act"). The Dodd-Frank Act provides for extensive regulation of financial enterprises and implements a number of consumer…

Publication

Chapter 12A – "Sale of Assets"

January 1, 2009
Publication

Chapter 10 – "Amendment of Articles of Organization and Bylaws"

January 1, 2008
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Firm News

Hinckley Allen Partner James R. Burke Named BTI 2019 Client Service All-Star

March 29, 2019

Hinckley Allen is pleased to announce that James R. Burke has been named a 2019 Client Service All-Star by the BTI Consulting Group, Inc. Jim is among a select group of lawyers who earned recognition from leading general counsel and legal decision-makers f…

Case Study

Hinckley Allen Represents Cynosure, Inc. in $287M Transaction

Hinckley Allen recently represented Cynosure, Inc. (NASDAQ: CYNO) in its acquisition of Palomar Medical Technologies, Inc. (formerly NASDAQ: PMTI), a leading researcher and developer of innovative aesthetic light-based systems for hair removal and other co…

Case Study

Hinckley Allen Representing Royal DSM on $2.6 billion Pharma Transaction

Hinckley Allen is representing Royal DSM, a global life sciences and material sciences company client, in a $2.6 billion series of transactions that will combine Patheon, Inc. (TSX: PTI) and the DSM Pharmaceutical Products business group into a new company…

Case Study

Hinckley Allen Represents Rockville Financial Inc. in $369 Million Transaction with United Financial Bancorp, Inc.

Hinckley Allen represented Rockville Financial Inc., and its subsidiary Rockville Bank in its historic merger of equals with United Financial Bancorp, Inc. and its subsidiary United Bank. Although the legal acquirer, Rockville adopted the United name. The …

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Events

Past Event

Preparing for the Next Proxy Season: Trends and Key Considerations

October 26, 2017

Hinckley Allen Partner James Burke will be speaking on The Knowledge Group's Webinar: "Preparing for the Next Proxy Season: Trends and Key Considerations." Proxy access gives rights to shareholders to nominate directors for inclusion in the company's annua…

Past Event

Getting Ready For Year End/ Proxy Season----HOT Topics for Directors by the Experts

January 13, 2015

Life as a director feels more like trench warfare and less like corporate governance with each passing year. With growing shareholder activism and a host of new requirements to contend with, 2015 will be no exception. At the NACD New England Chapter’s Ja…

Past Event

2013 Securities Law Conference

November 19, 2013

Please join Hinckley Allen's Securities Law Group for its annual "Securities Law Conference."CLE credit will be made available.If interested in attending, please email events@hinckleyallen.com.

Past Event

The Impact of Dodd-Frank Act on Executive Compensation: A 2012 Perspective LIVE Webcast

July 23, 2012

In 2011, the SEC adopted new rules that call for companies to consider risk associated with compensation plans and the participation of shareholders in executive compensation practices. Companies are likely to face yet another set of challenges as other Do…

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