Brian P. Fenske

Partner
Norton Rose Fulbright US LLP

Houston
United States
T:+1 713 651 5557
Houston
United States
T:+1 713 651 5557
Brian P. Fenske

Brian P. Fenske

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Biography

Brian Fenske has a broad-based corporate and securities practice including extensive experience in mergers and acquisitions, IPOs and other public and private offerings of equity and debt securities and venture capital financings. He serves as outside general counsel for a wide variety of companies. His practice also includes the representation of public companies on a broad range of issues pertaining to federal and state securities laws and corporate governance, as well as the representation of public and private companies in connection with the negotiation and structuring of joint venture, strategic partnering, software and technology licensing and other general business agreements. His practice includes representation of clients in a broad range of industries including energy, technology, software, telecom, alternative energy, consumer products, retail, healthcare and others.

Brian has been involved in over 200 M&A transactions. He has also been involved in more than 100 public and private offerings of equity and debt securities, including IPOs, representing companies, investment bankers and venture capitalists. Brian routinely teaches seminars and classes on security laws and mergers and acquisitions. 


Professional experience

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JD, with honors, The University of Texas School of Law, 1994
BBA, magna cum laude, Accounting, University of Houston, 1989

  • Texas State Bar
  • Legal 500 US, recommended lawyer, M&A/corporate and commercial - M&A - middle-market ($500m-$999m), The Legal 500, 2018 - 2019
  • Lawyer of the Year, Houston: Technology Law, Best Lawyers, 2018
  • The Best Lawyers in America, Best Lawyers, 2007 -  2020
  • "2018 Proxy Guidelines Update," Norton Rose Fulbright Legal Update, December 22, 2017
  • "SEC approves new pay ratio guidance to ease reporting," Norton Rose Fulbright Legal Update, Sept. 26, 2017
  • Co-Author with C. Clifford Wright, Jr., "Visionary Deal Strategies in an Ever-Changing M&A Market," M&A Deal Strategies, 2012 Edition
  • "Is Your Company IPO Ready?," Ernst & Young Entrepreneur Of The Year Winners Network Newsletter, Fall 2011 Edition 
  • Co-author with Harva R. Dockery, Warren J. Nimetz and Sheldon G. Nussbaum, "Learn from the Leaders - Technology IPOs in Today's Market," The International Law Firm of Fulbright & Jaworski L.L.P. - Corporate Briefing, April 13, 2010
  • "Correctly Defining Industry of Target May Be Key to Determining Whether a Material Adverse Change Has Occurred in M&A Agreements," Fulbright & Jaworski L.L.P. Corporate & Business Transactions Practice Series, August 2008
  • "Continued Stockholder Activism Necessitates Fresh Review of Bylaws," Fulbright & Jaworski L.L.P. Corporate & Business Transactions Practice Series, June 2008
  • "SEC Continues to Focus on Executive Compensation Disclosure," Fulbright & Jaworski L.L.P. Corporate and Business Transactions Practice Series, January 2008
  • "International M&A Requires an Extra Level of Due Diligence," Executive Legal Advisor
  • "International M&A: Soft Issues Often the Hardest," Texas lawyer
  • "Tender Offers," SEC Filings and 34 Act Reporting Primer
  • "Impact of Sarbanes Oxley on M&A Transactions," UT Corporate Council Institute
  • "2017 Legislative Update," Risk Management Society, The Woodlands, Texas
  • "What We Know About Securities Law Changes Under the New Administration,", 2017 Oil & Gas Institute, Dallas, Texas
  • "What Investors Look for, the VC Perspective," Society of Petroleum Engineers, ATCE Start-Up Village, San Antonio, Texas
  • "Angel Sidecar Funds," Angel Capital Association, Houston, Texas
  • "The Role of the Board in M&A Transactions," National Association of Corporate Directors, Master Class Roundtable, Houston, Texas 
  • "2014 Public Offering School," Fulbright & Jaworski four class course on Securities laws, IPOs and other public offerings, Houston, Texas
  • Panelist, "IPO 101," Minority Corporate Counsel Association 2014 CLE Expo, Los Angeles, California 
  • Panelist, "The 2012 JOBS Act: Fundamentally Changing the Way Companies Raise Capital," Fulbright & Jaworski L.L.P. Seminar, Houston, Texas
  • "2013 Public Offering School," Fulbright & Jaworski six class course on Securities laws, IPOs and other public offerings, Houston, Texas
  • "Fulbright Forum: The JOBS Act of 2012 – Evaluating Its Qualifications to Fill a Funding Need," Fulbright & Jaworski L.L.P. Web Seminar
  • "IPO Preparation: What You Need to Know," Protiviti Client Advisory Series, Austin, Texas
  • "2012 Public Offering School," Fulbright & Jaworski six class course on Securities laws, IPOs and other public offerings, Houston, Texas
  • "Let's Make a Deal. M&A, IPO and Private Equity Trends and Best Practices," Solomon Edwards Group Business Advisory Series, Houston, Texas
  • "Trends in Public Company M&A Transactions," Fulbright & Jaworski M&A Series, Houston, Texas
  • "2011 Public Offering School," Fulbright & Jaworski six class course on Securities laws, IPOs and other public offerings, Houston, Texas  
  • "Going Public: Navigating the Course Successfully," National Association of Corporate Directors, Houston, Texas
  • "Delivering on Your IPO Promise," Ernst & Young IPO Bootcamp, Houston, Texas
  • "Milestones to Mapping Your IPO Journey," Ernst & Young IPO Bootcamp, Houston, Texas 
  • "The IPO Window is Open. Is Your Company Ready," Association of Corporate Counsel, Washington, D.C.
  • "Considering an IPO in Today's Market? Lessons Learned from one of the Most Successful IPOs of the Year," Fulbright Seminar, Houston, Texas 
  • "D&O Insurance: It's a Whole New Ballgame," USI Private Client Seminar Series, Austin, Texas
  • "Strategic Alliances and Corporate Partnering," Texchange, Austin, Texas
  • "Technology Company IPOs," Travis County Bar Association, Austin, Texas
  • "International M&A," Association For Corporate Growth, Austin, Texas
  • "Tender Offers," Lighthouse Seminar Series, Austin, Dallas, Houston, Texas
  • "M&A, Not IPO: What's Different about Buying or Selling a Tech Company?" UT Computer and Technology Law Institute, Austin, Texas
  • "Don't Overlook That Boilerplate," Travis Bar Association, Austin, Texas
  • "Venture Capital Financing," Houston Technology Conference, Houston, Texas
  • National Association of Corporate Directors, Advisory Board Member (2011-2017)
  • National Business Development Association, Board Member (2014-2017)
  • Rice University's Alliance for Technology and Entrepreneurship, Advisory Board Member (2013-2018)
  • Houston Technology Center, Advisory Board Member (2014-2016)
  • Emerging Energy Technologies Conference, Advisory Board Member and Judge (2009-2014)
  • Life Science Technology Venture Forum, Advisory Board Member and Judge (2009-2014)
  • Rice University's Alliance for Technology and Entrepreneurship, Business Plan Judge (2009-2018)
  • Austin Technology Council - Former Executive Committee Member; Director; and Secretary
  • Technology Entrepreneurs Exchange, Former Director
  • Technical Business Network, Former Steering Committee Member
  • South Texas Funding Forum, Former Selection Committee Member and Groomer
  • Texas Bar Association

Knowledge

2018 proxy guidelines update: ISS and Glass Lewis

Publication | December 19, 2017

SEC approves new pay ratio

Publication | September 26, 2017