Ron Berenblat

One of the longest-tenured members of Olshan’s Shareholder Activism Group, Ron Berenblat is among the most knowledgeable and respected lawyers in his field.

For over two decades, Ron has focused exclusively on representing and advising clients in shareholder activism campaigns and on related corporate governance matters.

Numerous hedge funds and other large investors retain Ron for guidance in connection with proxy contests, hostile takeover bids, corporate governance issues, and securities laws matters. Ron’s clients rely on his strategic advice when evaluating investments in public and private companies and when seeking to influence the business, operations or management of a company.

Ron regularly advises on behind-the-scenes engagements with companies, letter-writing campaigns, and wide-ranging activist-related M&A activities. With exceptional experience and a deep understanding of the mechanics of executing and winning proxy campaigns, Ron can swiftly initiate a successful campaign even when just days remain before a nomination deadline.

A thought leader on shareholder activism, particularly on Schedule 13D and Section 16 reporting and “short-swing” profit issues, Ron has authored dozens of articles, research reports, and client alerts on shareholder activism-related topics. He trains Olshan’s junior associates and serves as their go-to adviser and mentor on novel, highly technical, and often esoteric legal and SEC filing issues that arise during activist campaigns. With a strong command of the rules, deep familiarity with the various players in the space, and a close relationship with the firm’s longstanding clients, Ron is preparing the next generation of Olshan lawyers to become future leaders in this area.

Represented Steel Partners Holdings L.P. in connection with its proxy campaign for additional board seats at Aerojet Rocketdyne Holdings, Inc. This campaign was unique in that it was intended to break the deadlock on an evenly split board of directors, which required complex strategic analysis and presented novel corporate governance issues under Aerojet’s governing documents and Delaware law.
Represented an investor group led by Macellum Advisors in connection with its nomination of directors at Kohl’s Corporation that resulted in a settlement to add three new independent directors to Kohl’s board of directors.
Represented FrontFour Capital in its settlement agreement with Medley Capital Corp. that resulted in the appointment of two new independent directors, increased consideration to be received by Medley’s stockholders in a proposed transaction and amended merger agreements to permit a go-shop process to benefit the company’s stockholders. Previously helped secure FrontFour’s litigation victory in its claims that the board of Medley breached its fiduciary duty in approving a merger transaction with certain of the company’s affiliates.
Represented an investor group led by Toby Rice (the Rice Team) in their activist campaign at EQT Corporation, the largest natural gas producer in the United States, that resulted in the election of all seven of the Rice Team’s nominees and replacement of the CEO with Toby Rice. The proxy contest involved the use of a universal ballot, a first in the United States involving a control slate of directors, in which all of the company’s and dissident’s nominees appeared on their respective proxy cards.

Advised PW Partners Atlas Fund in connection with its election contest against Town Sports International Holdings. Successfully negotiated a settlement agreement with Town Sports resulting in the appointment of three PW nominees to the board of directors.
Advised Raging Capital in connection with the nomination of a director for election to the Vitesse Semiconductor Corporation’s board of directors.
Advised Norman Pessin in connection with the nomination of two director nominees for election to AltiGen Communications, Inc.’s board of directors.
Advised MMI Investments in connection with its election contest against EMS Technologies, which was followed by the acquisition of EMS by Honeywell.
Advised Norman Pessin in connection with the successful negotiation of a settlement agreement with Management Network Group, which resulted in Mr. Pessin’s nominee being appointed to the board of directors.
Advised Bel Fuse in connection with its election contest against Pulse Electronics that featured a cumulative voting standard.
Advised Dialectic Capital Management in connection with its election contest against Advanced Analogic, which was followed by the acquisition of Advanced Analogic by Skyworks Solutions.
Advised Oak Street Capital in connection with its election contest against Denny’s.
Advised LaunchEquity Partners in connection with the successful negotiation of a settlement agreement with MakeMusic pursuant to which LaunchEquity obtained the right to designate two directors to the board of directors.
Advised Steel Partners in connection with a consent solicitation and offer to acquire JPS Industries.
Advised Steel Partners in connection with its election contest against Gencorp. Successfully negotiated a settlement agreement with Gencorp resulting in the appointment of three Steel Partners nominees to the board of directors.
Advised Steel Partners in connection with its election contest against EnPro. Successfully negotiated a settlement agreement with EnPro resulting in the appointment of one Steel Partners nominee to the board of directors.
Advised Steel Partners in connection with its successful election contest against Point Blank.
Advised Steel Partners in connection with a settlement agreement with Rowan pursuant to which Rowan agreed to nominate a Steel Partners designee to the board of directors.
Advised the Lion Fund in its successful election contest against Steak ‘n Shake, which resulted in two Lion Fund nominees being elected by shareholders to the board of directors.
Advised Nanes Balkany in the successful negotiation of a settlement agreement with Toreador Resources, resulting in the appointment of two Nanes Balkany nominees to the board of directors and the termination of the company’s poison pill.

Ron S. Berenblat

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