Janet A. Spreen

Partner

Cleveland
T +1.216.861.7564
F +1.216.696.0740

Overview

Janet Spreen focuses her practice on advising public companies on securities law compliance matters and capital markets transactions. Her experience includes a number of sophisticated equity and debt offerings, public company mergers, and extensive counseling on securities disclosure, compliance with SEC and stock exchange requirements, corporate governance and investor relations matters, and equity plans and executive compensation. Janet also advises significant stockholders of publicly traded companies on their reporting obligations, and has several years of experience assisting with corporate governance, international entity management and other matters for clients in an on-site role.

Select Experience

  • Served as issuer's counsel to Bloomin' Brands Inc., which owns and franchises Outback Steakhouse, Carrabba's Italian Grill, Bonefish Grill and Fleming's Prime Steakhouse and Wine Bar restaurants, in its 2012 $143 million initial public offering and follow-on offerings in 2013, 2014 and 2015 aggregating more than $1.2 billion. Advised through the transition as a new public company and continues representation regarding securities reporting and corporate governance obligations.
  • Represented a manufacturing company in connection with a public equity offering that facilitated its relisting on the Nasdaq Stock Market and a subsequent equity offering, and serves as external general counsel.
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Experience

  • Served as issuer's counsel to Bloomin' Brands Inc., which owns and franchises Outback Steakhouse, Carrabba's Italian Grill, Bonefish Grill and Fleming's Prime Steakhouse and Wine Bar restaurants, in its 2012 $143 million initial public offering and follow-on offerings in 2013, 2014 and 2015 aggregating more than $1.2 billion. Advised through the transition as a new public company and continues representation regarding securities reporting and corporate governance obligations.
  • Represented a manufacturing company in connection with a public equity offering that facilitated its relisting on the Nasdaq Stock Market and a subsequent equity offering, and serves as external general counsel.
  • Represents several generations of family members in their securities law obligations resulting from their aggregate controlling interest in two public companies.
  • Represented Keithley Instruments Inc. in a sale process that culminated in the acquisition of the company by Danaher in a $300 million cash merger. Served as in-house counsel leading up to the sale, managing matters including SEC compliance, corporate governance, export compliance and distribution, and supply and development agreements.
  • Involved in two sizeable offerings for an insurance industry client, each valued at approximately $1 billion, including a $1 billion hybrid security offering (debt instrument with a partial equity treatment for rating agencies) in connection with a $3 billion recapitalization.
  • Oversaw the implementation of a corporate restructuring project involving dozens of entities located in more than 25 countries to realign the ownership structure and intercompany indebtedness. The project required coordination among local counsel and corporate and tax advisers and strict adherence to cascading deadlines in each jurisdiction.
  • Served as a member of an in-house counsel team for a publicly held manufacturing corporation, providing ongoing advice regarding corporate governance, securities law compliance and management of its more than 80 international subsidiaries. 

Recognitions and Memberships

Recognitions

  • Client Choice Award: General Corporate in Ohio (2017)

Memberships

  • American Bar Association
  • Ohio State Bar Association
  • Cleveland Metropolitan Bar Association

Community

  • Cleveland Institute of Art
    • Board of Trustees
    • Audit Committee: Chairman
    • Executive Committee
    • Governance Committee 
    • Enrollment Committee: Vice Chairman

Admissions

  • Ohio, 2005
  • Massachusetts, 1999

Education

  • J.D., Georgetown University Law Center, 1999, magna cum laude
  • B.A., The Ohio State University, 1995, summa cum laude