DANIEL H. ARONSON. Partner. bergersingerman.com

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1 DANIEL H. ARONSON Daniel H. (Danny) Aronson is a partner and chair of the firm's Corporate, Securities and M&A practice group. A nationally recognized corporate lawyer, Danny devotes his practice to counseling clients in all phases of their formation, growth, financing and transactional activities, including in initial and ongoing structuring, strategic planning, contract negotiations, sophisticated financings and joint ventures, venture capital and private equity transactions, and domestic and cross-border mergers and acquisitions. Danny also has extensive experience in general corporate and securities matters, including advising clients concerning private and public securities offerings (including IPOs and secondary offerings) as well as securities reporting and compliance matters. Danny advises clients of all shapes and sizes, including entrepreneurs, closely-held and family businesses, mid-cap and Fortune 100 public companies, substantial family offices and private investment funds, and their boards, management and significant owners. He serves clients across a broad range of sectors, with specific industry experience in automobile dealerships, business services, consumer products, energy, healthcare, life sciences, logistics, medical devices, media and entertainment, financial services, food and beverage, gaming, insurance, security systems, software, information technology, supply chain and telecommunications. Consistently recognized as a leading practitioner and contributor to Partner (305) daronson@ 1450 Brickell Avenue, Suite 1900 Miami, FL Practice Team Business, Finance & Tax Practice Areas Corporate Corporate Governance Fund Formation Internal & Corporate Investigations and Compliance International & Cross Border Transactions Mergers & Acquisitions Private Equity & Venture Capital Securities & Capital Markets Education J.D., New York University School of Law - Editor-in-Chief, Annual Survey of American Law B.A., Vanderbilt University - Phi Beta Kappa, summa cum laude Admissions Florida New York

2 the legal profession, Danny is nationally "ranked" and recognized by Chambers USA, Best Lawyers, Who's Who Legal, Florida Trend Legal Elite and other publications. He serves as an Adjunct Professor at the University of Florida Levin College of Law, former Chair of the Florida Venture Forum and Florida Venture Capital Conference, member of the University of Florida's Entrepreneurship and Innovation Center Executive Advisory Board and a frequent author, panel moderator and speaker, including as a faculty member of the annual Federal Securities Institute. Danny also participates in drafting and commenting on Florida's corporate, LLC and M&A-related statutes, including various revisions over the years, via Florida Bar Business Law Section subcommittees and task forces, to the Florida Business Corporation Act. Representative Matters Danny has advised and assisted clients, in a variety of markets and business cycles, in structuring, negotiating and successfully closing hundreds of millions of dollars of equity and debt financing transactions and billions of dollars in merger, acquisition and sale transactions. Representative clients and services, grouped by industry sector, include: Communications: IDS Telcom and Seven Seas Communications (structuring, governance, financing and sellside M&A); Peoples Telephone (board representation, governance, financing and securities compliance) Consumer Products / Retail: Champion Products, Elder- Beerman Stores and Vector Products (governance, financing and sell-side M&A); American Stores (M&A / acquisitions); and Tata Harper Skincare (structuring, governance, private equity financings) Energy / Resources: American Natural Resources (governance, financing and sell-side M&A); FPL Group (board representation and governance; securities compliance and reporting); Florida Steel Corp. and NL Industries (board representation; public securities offerings; and sell-side LBO / M&A); and Siegel Oil & Gas (sell-side M&A) Financial Services / Insurance: The CHELA Financial Companies and The Seitlin Companies (board representation, governance and sell-side M&A); Servus Financial Corp. (structuring, spin-off transaction, financing and sell-side M&A); and Southeast Banking Corp. (board representation and governance) Food & Beverage / Restaurants / Gaming: Churchill Downs and Penn National Gaming (buy-side M&A); Fontainebleau Las Vegas (sell-side M&A); McDonalds (financing, board representation and governance); Offerdahl's (structuring, governance and sell-side M&A); Pollo Tropical (structuring, rollup, financing, IPO and sell-side M&A) Hotels & Resorts: Hilton Hotels (financing and governance); Travel Services International (board and governance representations; buy-side M&A; IPO) Healthcare & Life Sciences / Physician & Medical Groups:

3 American Laboratories (structuring, governance, VC investment transaction); AmeriPath (structuring, governance, financings, buy-side M&A and IPO); Anesthetix (sell-side M&A); Miami Jewish Health Systems (governance and financing) Logistics / Security: Integrated Security Systems (structuring, governance and sell-side M&A); Ryder Corp (board representation and governance; securities compliance and reporting) Media & Entertainment: The Poynter Institute for Media Studies (board representation and governance), Ingersoll Newspapers (equity and debt financings; buy-side M&A), Knight-Ridder (McClatchy) (board representation and governance; securities compliance and reporting) Medical Devices: Johnson and Johnson, McKesson Corp, Bioheart, Symbiosis (corporate, securities/financing, governance, compliance and/or M&A matters) Pharmaceuticals: Johnson and Johnson, McKesson Corp, Andrx Corp., C.R. Bard, Schering-Plough, Noven Pharmaceuticals (corporate, securities/financing, governance, compliance and/or M&A matters) Danny has also counseled private equity, LBO, venture capital, private investment and secured debt/real estate opportunity funds in fund formation, strategic positioning, investment, acquisition, governance, dispute resolution and "exit" activities. Significant fund clients (including representing portfolio companies, investments and affiliates) have included: Apax Partners, Apollo Global Management, Citicorp Venture Capital, Draper Atlantic (New Atlantic Ventures), H.I.G. Capital, GTCR, HPH Capital Management, H&P Capital Management, Merrill Lynch Capital Management, Noro-Moseley Partners, Snapper Creek Equity Management, Southeast Ventures, Stonehenge Growth Equity, Summit Partners, Tres Mares Group, Trivest Partners, Warburg Pincus Ventures, Vestar Capital Partners and Welsh, Carson, Anderson & Stowe. Awards and Honors Best Lawyers in America Recognized (2006 to present) in Corporate, Securities/Capital Markets, Leveraged Buyouts and Private Equity, Venture Capital and Mergers & Acquisitions Law Categories Best Lawyers' 2019 Venture Capital Law Lawyer of the Year (Miami) Best Lawyers' 2018 Leveraged Buyouts & Private Equity Law Lawyer of the Year (Miami) Best Lawyers' 2015 Venture Capital Law Lawyer of the Year (Miami) Best Lawyers' 2014 Leveraged Buyouts & Private Equity Law Lawyer of the Year (Miami) Best Lawyers' 2014 Venture Capital Law Lawyer of the Year (Miami) Best Lawyers' 2012 Venture Capital Law Lawyer of the Year

4 (Miami) Best Lawyers' 2011 Corporate Law Lawyer of the Year (Miami) Chambers and Partners USA, America's Leading Business Lawyers, Corporate/M&A and Private Equity (Florida), 2006 to present Who's Who Legal, The International Who's Who of Merger & Acquisition Lawyers, 2007 to present Florida Trend, Legal Elite, 2005 to present Florida Super Lawyers, 2006 to present South Florida Legal Guide, Top Lawyers, 2005 to present Martindale-Hubbell, AV Preeminent rated Community Activities / Associations Adjunct Professor, University of Florida Levin College of Law (Gainesville, FL), 1993-present (Corporations and Securities Regulation classes; Securities Regulation, Business Documents Drafting and Business Transactions and Document Drafting courses) Florida Venture Forum Chair of the Board, , 1997 and 1998 Executive Committee and Board Member, 1998-present Chair or Co-Chair, Florida Venture Capital Conference, 1999, 2001, 2002, 2012, 2013 and 2014 Executive Advisory Board, University of Florida (Warrington College of Business) Entrepreneurship & Innovation Center, 1998 to present Faculty Member and Moderator/Panelist, Annual Federal Securities Institute, 2001 to present The Florida Bar, Business Law Section, Corporations, Securities & Financial Services Committee (and various legislation drafting and revision subcommittees and task forces) American Bar Association, Business Law Section, Committees on Business Education, Federal Regulation of Securities, Mergers and Acquisitions, and Private Equity and Venture Capital (and various subcommittees) Greater Miami Jewish Federation, Planning and Distribution Committee City of Miami Beach, Police-Citizens Relations Committee Prior Affiliations Bilzin Sumberg Baena Price & Axelrod (2007-March 2010) Greenberg Traurig ( ) Steel Hector & Davis ( ) Wachtell Lipton Rosen & Katz ( ) Recent Publications October 13, Corporate Finance Review, "SEC Rule Changes Signal New Regulatory Environment for Private Securities Offerings" September 1, Business Law Today, "SEC Lifts Ban on

5 General Solicitation in Private Placements to Accredited Investors" June 1, Florida Venture Forum, Friends of the Forum Guidebook, "Attracting Venture Capital Funding: Understanding Venture Capitalists' Needs and Objectives" July 27, Florida Venture Forum, Friends of the Forum Guidebook, "Choosing Venture Capital Partner" January RR Donnelley (Thought Leadership Publications), 5th ed., 2011, "Venture Capital: A Practical Guidebook for Business Owners, Managers and Advisors" December Florida Venture Forum, Friends of the Forum Guidebook, "Choosing and Making the Most of a Venture Capital Partner" October INSIGHTS: The Corporate & Securities Law Advisor, Vol. 23, No. 10, "Obtaining Venture Financing and Negotiating Terms in Distressed Markets" February 28, Smart Business Miami, "Advance Planning is the Key to Raising Capital" March Wallstreetlawyer.com, Vol. 3, No. 10, "Proposed Rules Regarding Selective Disclosure and Insider Trading Offer Clues on SEC's Vision," Present Challenges for Issuers" December 10, South Florida Business Journal, "Public Companies Must Position for Proxy Battles" March INSIGHTS (Vol. 4, No. 3) (pp ), "Florida's New Business Corporation Act: Changes Affecting Corporate Control Contests" Recent Speaking Engagements February 1, "Developments in Private Equity & Venture Capital Deals", Speaker, 36th Annual Federal Securities Institute (Miami, FL) January 30, Welcome, Opening Remarks and State of the Forum's Economic Impact on the State of Florida Address, Speaker, 2018 (27th Annual) Florida Venture Capital Conference (Ft. Lauderdale, FL) February 8, "Selected Venture Capital and Private Equity Topics", Moderator & Speaker, 35th Annual Federal Securities Institute (Miami, FL) February 2, Welcome and Opening Remarks, Speaker, 2017 (26th Annual) Florida Venture Capital Conference (Orlando, FL) February 8, th Annual Federal Securities Institute, "Venture Capital & Private Equity for Smaller Company Transactions" February 4, "Venture Capital and Private Equity Funding for Smaller Company Transactions, Speaker", 34th Annual Federal Securities Institute (Miami, FL) January 28, Welcome and Opening Remarks, Speaker, 2016 (25th Annual) Florida Venture Capital Conference (St. Petersburg, FL) February 1, Deal Terms and Trends in Venture Capital

6 Transactions, Moderator & Speaker, 33rd Annual Federal Securities Institute (Miami, FL) January 29, "Investment and Innovation in Healthcare Ventures", Moderator, 2015 (24th Annual) Florida Venture Capital Conference (Hollywood, FL) October 23, "The Good, the Bad and the Ugly of Negotiating a Winning Term Sheet", Moderator & Speaker, 17th Annual Emerging Technology Business Showcase, ETBS 2014 Annual Conference (Miami, FL) May 6, "Challenges and Opportunities in Cross-Border M&A Transactions", Speaker, TAGLaw Corporate and M&A Group National Meeting (Miami Beach, FL) February 6, "Private Equity, LBO and Venture Capital Transactions in the Current Market", Moderator & Speaker, 32nd Annual Federal Securities Institute (Miami, FL) January 27, Florida Venture Capital Conference, General Assembly Opening and State of the Industry Remarks February 14, "Key Issues in Negotiation and Closing Smaller Sell-Side Transactions by Private Equity Funds", Moderator & Speaker, 31st Annual Federal Securities Institute (Miami Beach, FL) January 31, General Assembly Opening Remarks and Panel on "East Coast Meets West Coast VCs", Speaker & Moderator, 2013 (22nd Annual) Florida Venture Capital Conference (Ponte Vedra, FL) January General Assembly Opening Remarks and "View from the Experts: Hot Issues, Trends and Tips on Building Successful Companies in the IT/Software Space", Speaker and Moderator, 2012 (21st Annual) Florida Venture Capital Conference (Naples, FL) November "Cross-Border Private Equity Transactions and Considerations in Locating to the US", Moderator & Speaker, 2011 Americas Venture Capital Conference presented by Florida International University (Coral Gables, FL) November "Successfully Navigating the Legal Landscape, Avoiding Costly Problems & Exploiting Opportunities", Moderator & Speaker, University of Florida Warrington College of Business, Center for Entrepreneurship and Innovation (Gainesville, FL) February th Annual Federal Securities Institute, "Current Trends and Tactics in Private Equity, Leveraged Buyout & Venture Capital Transactions" February Florida Venture Capital Conference, "Getting the Most out of Venture Capital Negotiations and Partners" September The Florida Bar, Business Law Section Meeting, "Opportunistic Corporate Acquisitions" February th Annual Federal Securities Institute, "Private Equity and Leveraged Buyout Transactions: Challenges, Opportunities and Successful Strategies in the Current Market"

7 Recent In the News August 15, Thirty Berger Singerman Attorneys Recognized in the 2019 Edition of Best Lawyers In America June 18, Thirty-One Berger Singerman Attorneys Recognized in 2018 Edition of Florida Super Lawyers May 3, Berger Singerman Recognized by Chambers USA for 15th Consecutive Year January 10, South Florida Legal Guide Names 23 Berger Singerman Attorneys as Top Lawyers January 10, South Florida Legal Guide Names 23 Berger Singerman Attorneys as Top Lawyers August 28, New Study Unveils Florida Economic Impacts of Florida Venture Forum Programs Generated an $8.8 Billion Impact Over 16 Year Period August 28, New Study Unveils Florida Economic Impacts of Florida Venture Forum Programs Generated an $8.8 Billion Impact Over 16 Year Period August 15, Thirty Berger Singerman Attorneys Recognized in the 2018 Edition of Best Lawyers In America June 22, Seven Berger Singerman Attorneys Recognized in the 2017 Edition of Florida Trend's "Legal Elite" June 9, Thirty-Two Berger Singerman Attorneys Recognized in the 2017 Super Lawyers Florida Edition May 30, Berger Singerman Receives High Marks by Chambers USA for Fourteenth Consecutive Year August 15, Twenty-Eight Berger Singerman Attorneys Recognized in the 2017 Edition of Best Lawyers In America June 22, Twelve Berger Singerman Attorneys Recognized in the 2016 Edition of Florida Trend June 14, Thirty-Six Berger Singerman Attorneys Recognized in the 2016 Super Lawyers Florida Edition June 2, Berger Singerman Receives High Marks by Chambers USA for Thirteenth Consecutive Year August 27, Florida Venture Forum Names Daniel H. Aronson as Board Chair July 8, Eleven Berger Singerman Attorneys Recognized in the 2015 Edition of Florida Trend June 26, South Florida Business Journal quotes Daniel Aronson on "Tampa Bay establishes a startup scene, but advocates fear Silicon Valley poachers" May 20, Berger Singerman Recognized with High Marks for Twelfth Consecutive Year by Chambers USA May 14, Tampa Bay Business Journal quotes Dan Aronson on "Florida Venture Forum conference in St. Petersburg brings attention to underserved Tampa Bay" May 11, Daily Business Review mentions Martin Genauer, Daniel Aronson, Katherine Amador, Franklin Caplan, Frank Scruggs, and David Black on "Sale of 380,000 Acres Came With 15-Year Anti-Development Restriction" March 10, Law360 Private Equity Editorial Advisory

8 Powered by TCPDF ( Board March 10, Partner Daniel Aronson appointed to Private Equity Advisory Board by Law 360 February 10, Daily Business Review mentions Martin Genauer, Daniel Aronson, Katherine Amador, Franklin Caplan, Frank Scruggs and David Black on "Berger Singerman Team Negotiates $274 Million Citrus Grove Sale"

Mara H. Rogers, Partner Norton Rose Fulbright

Mara H. Rogers, Partner Norton Rose Fulbright Mara H. Rogers Partner Norton Rose Fulbright US LLP New York T:+1 212 318 3206 F:+1 212 318 3400 mara.rogers@nortonrosefulbright.com vcard (+Outlook) Related services Corporate, M&A and securities Mergers