I am a business-minded General Counsel and executive operator who works at the intersection of law, strategy and investment management. Over the course of my career, I have advised boards, executive teams and investment professionals on complex capital markets transactions, governance matters and the operational challenges that come with building and scaling investment platforms.
I currently serve as Managing Director, Chief Administrative Officer and General Counsel of OFS Capital Management, where I lead the legal and operational functions and advise executive leadership and boards on governance, regulatory strategy, litigation oversight and enterprise risk across a complex investment platform. In this role, I built and lead the firm’s internal legal department, oversee outside counsel and provide strategic guidance on matters ranging from public-company disclosure and capital markets activity to regulatory developments and institutional governance. I also provide operational leadership across the platform, ensuring that strategic objectives shaped at the executive management level are translated into tactical business plans to effectively grow and bolster the financial strength and operating efficiency of the organization. I motivate and mentor a high-performance team, building an inclusive culture so that team members can thrive and that organizational goals are met.
Previously, as General Counsel and Chief Compliance Officer of a publicly traded investment company, I advised the board and senior leadership on corporate governance, fiduciary obligations, disclosure, litigation strategy, and regulatory compliance while managing the legal and compliance functions. My work included guiding the organization through proxy contests, major strategic transactions and complex regulatory environments.
Throughout my career, I have focused on helping leadership navigate consequential decisions where legal judgment, institutional context and reputational considerations intersect. I believe the most effective general counsel translate complex legal analysis into practical guidance that enables leaders to advance ambitious goals responsibly and with confidence.
I am also engaged in corporate governance thought leadership and serve as an advisory board member for the Rutgers Law School Center for Corporate Law and Governance. I am also NACD Directorship Certified™ and hold the CERT Certificate in Cyber Oversight.
Served in executive role managing legal and compliance departments, providing securities law, disclosure, operational and transactional advice to Board of Directors and senior executives. Relied upon as strategic business partner for board and committee members, advising on portfolio company matters, fiduciary duties, disclosure issues and all aspects of corporate governance.
Advised executive management and board members on operational improvements, litigation matters, risk assessment of business and D&O insurance. Leveraged legal and relationship management expertise while serving on MCG credit committee and SBIC investment committee, and as chairman of disclosure committee, compliance and risk committee and 401(k) committee. Developed training for employees, senior executives and board members, covering topics, including insider trading and Regulation FD. Drafted and reviewed 1933 Act registration statements, 1934 Act periodic and 1940 Act filings, U.S. Small Business Administration documentation, and S.E.C. exemptive applications and no action letters. Accountable for corporate secretary duties. Commended for building robust compliance platform, driving process improvements.
Notable Projects & Legal Proceedings:
Negotiated and completed the successful sale of MCG to PennantPark Floating Rate Capital Ltd., overcoming topping bid process by HC2 Holdings, Inc. and consummating the third M&A transaction in the BDC sector.
Demonstrated exceptional creativity and strategic execution skills, managing and monetizing control company investments and implementing significant organizational cost reductions through the design of two-year restructuring plan; reduced reliance on outside counsel and external legal spending by 95%.
Successfully defended company, circumventing hostile proxy contests three years in a row by managing Delaware and New York litigation, drafting fight letters and related proxy statements. Structured and led legal and business efforts associated with self tender offer and stock repurchase programs.
Company Description
Publicly traded (NASDAQ: MCGC) business development company that provided capital and advisory services to middle-market companies in diverse industries throughout the United States ($6B in cumulative investments).