Henry N. Nassau


Henry N. Nassau


Philadelphia | Cira Centre, 2929 Arch Street, Philadelphia, PA, United States of America 19104-2808
+1 215 994 2138 | +1 215 994 2222

New York | Three Bryant Park, 1095 Avenue of the Americas, New York, NY, United States of America 10036-6797
+1 212 641 5667 | +1 212 698 3599


Henry N. Nassau, Dechert’s Chief Executive Officer, served as chair of Dechert’s corporate and securities group for an aggregate of 14 years. Mr. Nassau represents private equity sponsors, venture capital firms, public and private corporations, management teams, boards of directors, and special committees in corporate and securities matters. He advises clients on mergers, acquisitions, dispositions, investments, securities offerings, proxy contests, corporate governance, and general corporate matters. Having served as general counsel and chief operating officer at a publicly-traded technology company, Mr. Nassau offers a particularly commercial perspective to his client representations.

Mr. Nassau has been recognized for fifteen consecutive years as a leading Corporate/M&A lawyer and has also been ranked as a leading Private Equity Buyouts lawyer by Chambers USA, a referral guide to leading lawyers in the United States based on the opinions of their peers and clients. In recent editions, Chambers has noted that Mr. Nassau is “very well-known and respected,” a “standout lawyer” and “a true professional” with “absolutely great judgment." Clients have described him as a “terrific, responsive and pragmatic attorney” who is a “go-to person” that “provides ‘wise advice’ on M&A and private equity transactions” and is “always there when [we] need top-drawer legal analysis.” Mr. Nassau has also been recognized as a leading lawyer by Chambers Global for Corporate M&A (International & Cross-Border) transactions in the United States. In addition, Mr. Nassau has been recognized for his work in M&A, private equity, and capital markets: debt offerings by The Legal 500 (U.S.), which has cited him as “responsive and impressive” and “a superstar–smart with great attention to detail" and “spectacular judgment.” He has also been named a “Highly Regarded” lawyer for both M&A and private equity in the IFLR1000 and was recently recognized in Lawdragon’s 2018 edition of ‘The 500 Leading Lawyers in America’, an annual guide to those lawyers in the United States who most inspire others with their public interest leadership and their vision of the rule of law.

Mr. Nassau has also been recognized for his work in corporate governance and compliance law, corporate law, and mergers and acquisitions law by The Best Lawyers in America, which named him the Corporate Compliance Lawyer of the Year in Philadelphia in its 2018 edition.

As former chair of Dechert’s global corporate and securities group, Mr. Nassau played an instrumental role in expanding the practice’s international platform across Europe, Asia and the Middle East in order to respond to the increasing global demands of the firm’s client base. Dechert’s corporate and securities group now has an equal proportion of lawyers inside and outside of the United States, and Mr. Nassau has devoted significant time to integrating the global team so that clients enjoy a seamless international experience when selecting Dechert to advise on cross-border matters.

Mr. Nassau left Dechert in 1999 for Internet Capital Group to serve as general counsel. He most recently served as ICG’s chief operating officer, general counsel, and secretary.


Mr. Nassau has led teams on hundreds of complex corporate transactions across a wide range of industry sectors, including technology, healthcare, industrial manufacturing, retail and financial services.

Representative matters include advising:

  • Stripes Group on the sale of its portfolio company Audio Network Limited to Entertainment One Limited. 
  • Graham Partners, a middle market private equity firm, on numerous buyout and exit transactions, including, most recently, its: acquisitions of Nuconic Packaging, LLC, OptConnect, LLC, EasyPak, LLC, and Tray-Pak Corporation; acquisition and sale of Infiltrator Systems to Ontario Teachers’ Pension Plan; acquisition and sale of Tidel Engineering after only a two-year holding period; acquisition and sale of Henry Company to American Securities; and acquisition and sale of HemaSource Holdings to Ridgemont Equity Partners. 
  • Independent directors of Entercom Communications Corp, an American broadcasting company, in a tax free merger with CBS Radio Inc., a radio broadcasting company owned by CBS Corporation.
  • Stripes Group, a growth equity firm, on numerous investments, such as: Blue Apron, GoFundMe, Califia Farms, Craftsy, Udemy, Turtle Beach Corporation (and its subsequent reverse merger with Parametric Sound Corporation), Refinery29, The BlackTux, eMarketer (and its subsequent sale to Axel Springer), Upwork, GrubHub, AudioNetwork, Kareo, Sandata, Ketra Lighting, Netbiscuits (representing its first foreign investment), Stella & Chewy’s and Levain Bakery.
  • Actua Corporation in connection with its separate agreements to sell its three majority-owned businesses, including VelocityEHS, Bolt Solutions, and FolioDynamix, for an aggregate of US$549 million in cash.
  • Versa Capital Management, a private equity firm focused on distressed investments, on several transactions, including its acquisition of Bob’s Stores from The TJX Companies, Inc., its acquisition of Canada-based Allen-Vanguard Corporation (TSX: VRS), its acquisition of Ohio Community Media, LLC, its acquisition of Eastern Mountain Sports, and its acquisition of Silver Airways.
  • Intellon Corporation and its Board of Directors on the US$244 million sale of Intellon, a publicly-traded provider of integrated circuits, to Atheros Communications, Inc.
  • The Special Committee of Arrow International, Inc., a manufacturer of catheter-based therapeutic products and cardiac assist medical devices, on its US$2 billion merger with Teleflex Incorporated and the proxy contest to elect directors to the Arrow board.
  • RAF Industries, Inc. on numerous transactions, including its acquisition and subsequent disposition of WI Holdings (“Weldship”) to a subsidiary of Markel Corporation, its acquisition of Steamaster Co., and Milspray LLC.


  • University of Pennsylvania, B.S., 1976, cum laude
  • University of Pennsylvania, M.A., 1976, Benjamin Franklin Scholar
  • Penn State University, The Dickinson School of Law, J.D., 1979, magna cum laude, Managing Editor of the Dickinson Law Review (1978-1979)
  • Pennsylvania
  • New York
Speaking Engagements
  • Saint Petersburg International Economic Forum 2018 — Saint Petersburg (May 24, 2018) 

    Participant in a C-suite briefing with the newly appointed First Deputy Prime Minister and Minister of Finance, Anton Siluanov. This briefing was restricted to senior-level officials and CEOs and was organised by the U.S. Russia Business Council as an opportunity for members of the business community to discuss concerns with regard to the investment situation in Russia. 

  • Middle Market Private Equity — Wharton Private Equity & Venture Capital 2018 Conference - New York, NY (March 16, 2018)

    Moderator of a panel discussion with leading industry figures on successful investment and portfolio management strategies in today's changing market. 

  • Private Equity & Venture Capital 2017 Conference — The Wharton School of the University of Pennsylvania, New York, NY (January 20, 2017)

    Moderator, "Middle Market Private Equity: Return Strategies in High-Priced Environment" — a panel on the evolving private equity and high venture capital industry. 

  • China's Outbound M&A Surges — Central China Television's CCTV, CCTV (August 11, 2016)
  • Middle Market: Finding Ways to Succeed — Wharton Private Equity and Venture Capital Conference 2013, Philadelphia, PA (February 1, 2013)
  • 51st Annual Corporate Counsel Institute — Northwestern Law, Chicago, IL (October 4, 2012)
  • Strategies to Differentiate in a Crowded Middle Market —Wharton Private Equity & Venture Capital Conference 2012, Philadelphia, PA (February 3, 2012)