Richard B. Kapnick stands out as a seasoned trial lawyer with a comprehensive background in handling intricate commercial litigation. Based in Chicago, Illinois, Brad, as he is also known, has built a formidable reputation over decades of practice, consistently representing clients in high-stakes disputes. His expertise encompasses a wide array of legal areas, making him a go-to attorney for businesses and individuals facing complex legal challenges.
Expertise and Experience
Kapnick’s career is marked by his role as lead counsel in numerous significant cases, navigating clients through the complexities of commercial litigation. He offers strategic counsel to corporate officers and directors, particularly during critical junctures in business disputes. His client base is diverse, including business leaders, both public and private companies, stockholders, activist investors, and broker-dealers. He also represents parties involved in bankruptcy and real estate-related claims, showcasing his versatility and depth of knowledge.
His proficiency extends to matters involving state and federal securities laws, directors’ and officers’ liability, and intricate financial transactions. This includes significant experience in mergers & acquisitions and the disputes that can arise post-transaction. Legal professionals and publications alike recognize Kapnick’s exceptional work, with accolades from Leading Lawyers, Super Lawyers, and Legal 500. These recognitions underscore his standing in the legal community and the consistent quality of his legal services.
Educational Foundation and Admissions
Kapnick’s strong academic foundation underpins his legal acumen. He earned his Juris Doctor (J.D.) with honors from The University of Chicago Law School in 1982, where he was also Managing Editor of the Law Review (1981-1982) and a member of the Order of the Coif. Prior to law school, he was a Marshall Scholar at Wadham College, Oxford University, obtaining an M.Phil. in International Relations in 1980. His undergraduate degree is from Stanford University (B.A., 1977, Political Science & Economics with distinction, Phi Beta Kappa), highlighting his early academic achievements.
He is admitted to practice law in New York (1993) and Illinois (1982), expanding his reach and ability to represent clients across different jurisdictions.
Areas of Practice
Richard B. Kapnick’s practice areas are broad and reflect the depth of his expertise in commercial litigation:
- Complex Commercial Litigation
- Directors’ and Officers’ Litigation
- Securities Litigation
- Real Estate Litigation
- Bankruptcy and Insolvency Litigation
- Stockholder Litigation
- Mergers & Acquisitions Litigation
Image alt text: Richard B. Kapnick, a seasoned commercial litigation attorney, headshot in a professional setting.
Clerkships and Significant Engagements
Early in his career, Kapnick gained valuable experience through prestigious clerkships. He clerked for Justice John Paul Stevens at the United States Supreme Court and Justice Seymour Simon at the Illinois Supreme Court. These clerkships provided him with invaluable insights into the judicial process at the highest levels.
Throughout his career, Kapnick has been involved in numerous significant engagements, demonstrating his capability in handling complex legal challenges:
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Complex Commercial Litigation: He has represented both plaintiffs and defendants in a wide range of commercial disputes. These cases often involve intricate financial issues such as insolvency, reorganization, valuation, and the interpretation of complex commercial contracts, indentures, and loan agreements. His ability to dissect and litigate these multifaceted cases is a hallmark of his practice.
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Securities Fraud Class Actions: Kapnick has defended public corporations and their officers and directors in federal securities fraud class actions. These cases frequently involve allegations under Sections 11 and 12 of the Securities Act and Sections 10 and 14 of the Securities Exchange Act. The matters often concern initial public and secondary offerings, private placements, financial restatements, and alleged accounting misstatements. He has also handled cases involving alleged forecasting errors, shortfalls in insurance reserves, and deficiencies in products, distribution, and marketing. His expertise extends to defending clients in parallel Securities and Exchange Commission (SEC) proceedings.
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Shareholder and Derivative Claims: Representing both plaintiffs and defendants, Kapnick has litigated shareholder and derivative claims. These cases involve corporations, their directors, officers, and shareholders, covering issues such as forecasting, reporting of industry performance metrics, management decisions on investments and acquisitions, preferred stock claims, corporate opportunities, director election contests, and situations involving deadlocked boards of directors.
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Mergers and Acquisitions Disputes: Kapnick is highly experienced in disputes arising from mergers and acquisitions, representing clients in matters related to the purchase and sale of both private and public corporations, their assets, and subsidiaries. His work includes handling Revlon claims, entire fairness claims, hostile tender offers, and issues related to the construction, reformation, and specific performance of merger and acquisition agreements. He also handles post-closing adjustment and indemnity claims. Many of these cases are complex and span multiple federal and state jurisdictions.
Memberships and Activities
Beyond his legal practice, Kapnick is actively involved in various prestigious organizations and activities:
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Stanford Institute for Economic Policy Research: He has been a Member of the Advisory Board since 1999, contributing to economic policy discussions and research.
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American Bar Association: He is a Member of the Practitioners’ Reading Group for the Standing Committee on the Federal Judiciary, involved in the U.S. Supreme Court Nominations process. Specifically, he participated in the nominations of Sonia Sotomayor (2009) and Elena Kagan (2010) as Associate Justices of the U.S. Supreme Court.
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Chicago Symphony Orchestra: Kapnick’s long-standing involvement includes serving as a Trustee (1994-Present), Vice-Chair (2001-2006), Chair of the Artistic Committee (2007-2012), and Chair of the Development Committee (2002-2006). His leadership roles highlight his commitment to the arts and cultural community in Chicago.
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Cabrini Green Legal Aid Clinic: He has a strong commitment to pro bono legal services, having served as Chair of the Advisory Board (1999-2004) and Chair of the Board of Directors (1992-1993) for Cabrini Green Legal Aid Clinic.
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National Immigrant Justice Center: Kapnick volunteered as an attorney for the National Immigrant Justice Center from 1987 to 2004, further demonstrating his dedication to providing legal assistance to vulnerable populations.
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Leadership Greater Chicago: He is a Fellow of Leadership Greater Chicago, a program that brings together leaders to address community challenges.
Richard B. Kapnick’s extensive experience, significant engagements, and commitment to both his profession and community underscore his position as a leading trial lawyer in complex commercial litigation. His comprehensive understanding of corporate law, securities litigation, and financial disputes, combined with his dedication to pro bono work and civic engagement, make him a highly respected figure in the legal field. For businesses and individuals seeking experienced legal counsel in complex commercial matters, Richard B. Kapnick offers proven expertise and a track record of success.
