Partner
950 Main Avenue, Suite 1100
Cleveland, OH 44113
216.696.3431 (direct dial)
216.592.5009 (fax)
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V-CARD

Bar Admissions

  • Ohio, 1977

Education

  • Harvard Law School (J.D., cum laude, 1977)
  • Cleveland State University (M.B.A., 1983)
  • The Ohio State University (B.A., summa cum laude, 1974) Phi Beta Kappa

Glenn E. Morrical

Glenn Morrical helps companies and their owners start, grow, buy, finance, sell, and exit their businesses. Glenn has worked with businesses as diverse as financial services, manufacturing, retail, oil and gas, and software development companies. He guides public companies, broker-dealers, investment advisers, and private companies raising capital through the thickets of federal and state securities regulation. Glenn advises banks and their holding companies on transactional and regulatory matters, such as raising capital, buying and selling loans and branches, and complying with supervisory requirements.

When a company ends up in bankruptcy court, whether insolvent itself or dealing with another party that is insolvent, Glenn helps the client navigate the roiling waters of bankruptcy, not as a courtroom lawyer, but as a strategist and adviser in reorganizing or selling business operations. He often works with the boards of companies to make sure they are meeting their responsibilities and are positioned to defend themselves if challenged. With an M.B.A. in finance and years of counseling clients ranging from entrepreneurs to senior executives of public companies, Glenn brings clients an understanding of their business needs and realities, as well as an extensive knowledge of the law.

Glenn is an avid scuba diver and, as a Master Scuba Diver Trainer, enjoys teaching new divers. Active in the Boy Scouts of America, he has attended Phimont Scout Ranch, Tinnerman Canoe Base, four National Jamborees, and two World Jamborees.

Representative Matters

Financial Services

  • As “loaned counsel,” served in-house at a troubled $13-billion savings and loan and its holding company to assist in asset sales, attempts at raising capital, and dealing with increasingly challenging supervisory demands
  • Helped the holding company of a community bank increase its capital through a private placement of common shares
  • Represented the holding company of a failed institution in its bankruptcy, including extensive battles with the FDIC over the rights to hundreds of millions of dollars
  • Represented banks in loans to diverse businesses, including a defense contractor, oil and gas production companies, and manufacturers

Transactions and Securities

  • Negotiated and documented the exchange of interests in a regional shopping mall for interests in the operating partnership of a publicly traded real estate investment trust (“REIT”) and the right to exchange for stock of the public REIT
  • Reviews and improves proposed filings and other disclosures by public companies
  • Advised public companies on adopting, modifying, and eventually terminating their “poison pill” plans
  • Guided a smaller public company through “going dark” by terminating its obligations to report to the Securities and Exchange Commission

Oil and Gas

  • Helped conventional oil and gas producers raise capital for operations by syndicating their rights to participate in the drilling and development of deep shale wells
  • Advised a Pennsylvania oil and gas exploration company in structuring and offering a drilling program for conventional wells in the Illinois basin
  • Advised on the structuring and documenting of the development of a local gas delivery system
  • Led the battle over the termination of a ten-year-old oil and gas lease for failure to produce adequate royalties
  • Represented a regional bank in making production loans to several different oil and gas production companies

Investment Management

  • Helped several new advisory firms start up and establish their disclosures and compliance policies and procedures
  • Advises a large broker-dealer/investment adviser on disclosures and conflict-of-interest limitations when acting as investment adviser to ERISA retirement plans
  • Showed an adviser how to correct a client asset custody problem related to the adviser’s own retirement plan
  • Counseled one investment adviser on buying a client base from another adviser and entering into a sub-advisory agreement for services not provided by the buyer
  • Structured several offshore and domestic hedge funds
  • Is assisting in the defense of a broker/dealer in a FINRA arbitration alleging breach of duties to a client
  • Helped craft disclosures on investment choices made available to members of a state retirement plan with billions of dollars in assets
  • Counseled a national broker-dealer on how to benefit from an investment management program under Ohio law that was designed solely for commercial banks 

Entrepreneurial Growth

  • Helped a development stage software firm raise capital to sustain operations during the cash-burning start up and growth stages of the business
  • Represented a product design firm in the venture capital financing of a company commercializing products designed by the client
  • Helped entrepreneurs raise capital to start a new brew pub, which has now won multiple awards for its craft beers
  • Represented an Ohio-based start-up company in investment by a group of Italian firms with the objective of the Italians being the driver of the product rollout in Europe

Corporate Governance

  • Served as Ohio counsel to the special committee of a New York Stock Exchange company considering a sale of the company
  • Counseled directors of a bank holding company confronting the challenges of balancing the demands of its creditors and the expectations of bank regulators
  • Advises at board meetings of growth stage software development company
  • Worked with general counsel of public company in drafting board committee policy statements

Civic & Professional Involvement

  • Ohio State Bar Association, Chairman, Partnership Law Subcommittee
  • Cleveland Metropolitan Bar Association, Former Chair, Securities Section  
  • CFA Institute, Associate Member
  • Society of Corporate Securities & Governance Professionals
  • Boy Scouts of America, Scout Leader (past 20 years)
  • Ohio Oil & Gas Association
  • Professional Association of Diving Instructors (Master Scuba Diver Trainer)

Speaking Engagements

  • "The Most From a Lease," panelist at Crain's Shale Summit 2014 (February 2014)
  • "Oil and Gas Properties: Buying and Selling Large Acreage Positions," presented at Cleveland Metropolitan Bar Association Real Estate Law Institute (November 2012)
  • "Buying and Selling Oil and Gas Properties," presented at the Utica Shale Development and Growth Forum, Columbus, OH (October 2012)
  • "Purchase and Sale Agreements for Oil and Gas Properties," presented at "Utica Shale: Issues in Law, Practice and Policy," hosted by Cleveland-Marshall College of Law (September 2012)
  • "Selected Issues in Financing Oil and Gas Properties and Activities," presented for The Cleveland Metropolitan Bar Association (June 2008)

Publications

Awards & Professional Recognition

  • Ohio Super Lawyers® (2004-2010, 2013-2015)
  • The Best Lawyers in America®


 

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