Adam S. Hoffinger is co-chair of the firm’s White Collar Defense & Government Investigations Group. Adam focuses his practice on complex civil and white collar criminal matters, including securities, health care, False Claims Act (“qui tam”), the Foreign Corrupt Practices Act (FCPA), export sanctions, criminal tax, money laundering, antitrust and bankruptcy. He conducts internal investigations on behalf of corporate boards of directors, bankruptcy trustees and public authorities. He counsels corporations and individuals in compliance matters, government investigations, and Congressional and regulatory matters. He also represents corporations and individuals in high-stakes civil litigation. Adam has defended numerous high-ranking executives and general counsel from some of the world’s largest companies, as well as high-profile staff and members of the Senate, Congress, White House and various government agencies, faced with federal and state criminal investigations and indictments. Adam is a fellow of the American College of Trial Lawyers and has successfully tried cases throughout the country. Adam has been recognized in Chambers USA as “an absolutely fearless criminal defense lawyer” as well as for his “immense talent as a trial lawyer” and “strong advocacy skills,” in The Legal 500 US as “an aggressive trial advocate,” and in Benchmark Litigation: The Definitive Guide to America's Leading Litigation Firms and Attorneys as a “celebrated government investigations practitioner.” He has also been recognized in The Best Lawyers in America, Expert Guide to the World’s Leading White Collar Crime Lawyers, Who's Who Legal: Business Crime Defence, Global Investigations Review, Washingtonian Magazine and Washington DC Super Lawyers. Adam was named “Government Investigations Attorney of the Year” for 2015 and “Life Sciences Star” from 2013 to 2019 in LMG Life Sciences. In addition, he was recognized in the National Law Journal’s “Hot Defense List” for his jury trial victory on behalf of a former pharmaceutical executive in a criminal case charging conspiracy and violations of the federal Anti-Kickback statute. From 1985 to 1990, Adam served as an Assistant U.S. Attorney for the Southern District of New York. He received the Director’s Award for Superior Performance from the U.S. Department of Justice (DOJ) in 1990. He is an adjunct professor at The George Washington University Law School and has been an instructor at Georgetown University Law Center’s National Institute of Trial Advocacy (NITA) since 1992. He also serves on the alumni board of the Fordham University School of Law.
Schulte Roth & Zabel LLP
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Lawyers
Adam C. Harris is chair of the Business Reorganization Group. His practice includes corporate restructurings, workouts and creditors’ rights litigation, with a particular focus on the representation of investment funds and financial institutions in distressed situations. Adam has represented a variety of clients in connection with distressed acquisitions by third-party investors or existing creditors through “credit bid” or similar strategies, as well as in court and out of court restructurings. In addition to representing creditors and acquirers in distressed situations, Adam has represented Chapter 11 debtors, as well as portfolio companies in out-of-court exchange offers, debt repurchases and other capital restructurings.
Alan S. Waldenberg is co-head of the firm’s Tax Group. His practice focuses on income tax and international tax, including tax considerations in mergers & acquisitions, restructurings and workouts, and international investments with a particular emphasis on transactions involving investment funds. Representative engagements and transactions include serving as primary tax counsel to Albertsons Companies and an investor group led by one of the world’s leading private equity firms in the $9.2-billion acquisition of Safeway Inc., which won “Deal of the Year - Retail” at the 2015 ACG New York Champion’s Awards. He has also served as primary international tax counsel in connection with substantial investments by investment funds in distressed debt and real estate located in the United Kingdom, Ireland, Germany, Italy, Spain and Japan. He was also involved in the recapitalization and subsequent IPO of BAWAG, the second-largest bank in Austria; and the $1.05-billion sale of LNR Property, a leading diversified real estate investment, finance, management and development firm. This transaction was named “Real Estate Deal of the Year” at the 2014 M&A Atlas Awards: Global Major Markets. Other significant transactions include serving as primary tax counsel for a group of investment funds in connection with the acquisition of a majority of GMAC from General Motors and the subsequent restructuring of that investment, including GMAC’s conversion to a bank and its receipt of an infusion of capital from the U.S. Treasury; the acquisition of a controlling interest in Chrysler from DaimlerChrysler; and the sale of Chrysler Financial for cash consideration of approximately $6.3 billion, a transaction named the biggest deal of 2010 by The Globe and Mail, the “Financial Services Deal of the Year” at the 2012 M&A Atlas Awards and the “Cross Border Deal of the Year over $100M” at the 2012 ACG New York Champion’s Awards. Alan’s other award-winning deals include the acquisition of AT&T’s Yellow Pages - Advertising Solutions and Interactive Businesses, named the “North America Large Private Equity Deal of the Year” at the 2012 Americas M&A Atlas Awards and the “M&A Deal of the Year (Over $500mm)” at the 2013 New York Champion’s Awards; and the acquisition of Boston-based Caritas Christi Health Care, selected as Investment Dealers’ Digest magazine’s 2010 “Deal of the Year” award in the health care category and the “North America Private Equity Deal of the Year” at the 2011 Americas M&A Atlas Awards. In addition, Alan has worked on numerous other domestic and international private equity investments, including acquisitions of international banks, international finance companies, retail companies, manufacturing businesses and industrial operations, and has served as primary tax counsel in connection with the structuring of private equity funds and hedge funds, including funds investing primarily in domestic and international private equity, funds investing primarily in Asia and Europe, real estate funds, funds investing primarily in debt, and distressed opportunity funds. After earning his B.A., magna cum laude, in 1974 from the University of Maryland, Alan became a certified public accountant in the State of Maryland. In 1978, he was awarded a J.D., cum laude, by Harvard Law School. Alan is a member of the Taxation Sections of the American Bar Association and the New York State Bar Association, and is a Fellow of The New York Bar Foundation.
Ari Z. Aranda focuses his practice on a variety of real estate transactions. He represents lenders and borrowers in connection with commercial mortgage and mezzanine financings, acquisitions and dispositions of commercial properties, negotiation of joint venture agreements, and workouts and restructurings.
Betty Santangelo focuses her practice on white-collar criminal defense and securities/bank enforcement. A former Assistant U.S. Attorney for the Southern District of New York, she specialized in securities and commodities fraud prosecutions. Her practice includes representing financial institutions (banks, broker-dealers, mutual funds, FCMs, insurance companies, investment advisers, hedge funds and private equity funds), other corporate entities and individuals in matters brought by the U.S. Attorneys’ offices, by various regulatory agencies, including the SEC, the bank regulatory agencies, the CFTC, FINRA, SIGTARP, international regulators (such as the FCA) and state and local prosecutors. Betty also has significant experience conducting internal investigations for these entities. In addition, she has served as an independent consultant in SEC enforcement matters examining both the NYSE and a regional broker-dealer. Prior to joining SRZ, Betty served as First Vice President and Assistant General Counsel for Merrill Lynch, where she managed the firm's securities and criminal regulatory investigations group and represented the firm and its employees in enforcement proceedings before federal and state regulatory agencies, and in criminal matters before U.S. Attorneys' offices and state prosecutors, as well as in foreign jurisdictions. She has also served as Division Director of the ABA Litigation Committee and Chair of its Securities Litigation and Broker-Dealer Subcommittees. She has contributed a chapter on “Representation Prior to Indictment” in the book Defending Federal Criminal Cases: Attacking the Government’s Proof (Law Journal Press, 2009, 2015), co-authored the “Civil and Criminal Enforcement” chapter of the Insider Trading Law and Compliance Answer Book (Practising Law Institute, 2011–2018) and contributed two chapters in Broker Dealer Regulation (Practising Law Institute, 2009–2010, 2014–2017). Betty is recognized as a leading lawyer by The Legal 500 US, The Best Lawyers in America, Ethisphere: Attorneys Who Matter, Expert Guide to the World’s Leading White Collar Crime Lawyers, Expert Guide to the World’s Leading Women in Business Law, Who's Who Legal: Business Crime Defence and New York Super Lawyers. She was also presented with the New York Chapter of the National Organization for Women's annual Women of Power and Influence Award. Nationally recognized for her expertise in corporate compliance issues, including anti-money laundering, OFAC and FCPA, Betty’s representation of financial institutions in white collar and regulatory matters frequently draws on these areas of expertise, including advising financial institutions on their anti-money laundering/OFAC/FCPA procedures. At Merrill Lynch, she was also responsible for oversight of all Bank Secrecy Act reporting and anti-money laundering activities, and the implementation of Merrill Lynch’s anti-money laundering procedures. Among her many professional activities, she has served as the Securities and Futures Industry’s representative on the Bank Secrecy Act Advisory Group of the U.S. Department of the Treasury. Betty also is a founding member of and has served as counsel to the Securities Industry and Financial Markets Association’s (SIFMA) Anti-Money Laundering and Financial Crimes Committee. In 2014, she was honored by SIFMA for her extraordinary contributions to the committee and recognized for her dedication to improving industry compliance. In 1998, the Financial Crimes Enforcement Network of the United States Treasury Department awarded Betty its Director’s Medal for Exceptional Service. That same year, she represented the U.S. securities industry at the Financial Action Task Force (“FATF”) meeting in Brussels, Belgium. In 2002, she represented SIFMA, the Futures Industry Association and the Investment Company Institute at the FATF meeting in Paris. Betty is a former adjunct professor at Fordham Law School, where she taught a course on money laundering and founded Fordham Law Women to raise awareness of the issues faced by women in the law school community. In 2019, Fordham Law established the Betty Santangelo Award to recognize female alumnae working to advance the careers of women in the legal industry. Betty is a much sought-after speaker on corporate compliance, anti-money laundering/OFAC/FCPA, white-collar criminal and securities law issues, including at SIFMA, the FIA, ACAMS, the ABA/ABA AML conference and FIBA. From the Emerald Literati Network she received an “outstanding paper” award in 2006 for an article she wrote on money laundering enforcement actions and a “highly commended” award in 2011 for an article she wrote on beneficial ownership information and USA PATRIOT Act obligations. In 2008, she won a Burton Award, which recognizes exceptional legal writing, for an article she wrote on the FCPA. She is a recipient of the YWCA Woman of Achievement award, as well as other awards.
Boris Ziser is co-head of the Structured Finance & Derivatives Group and a member of the firm’s Executive Committee. With over 25 years of experience across diverse asset classes, Boris focuses on asset-backed securitizations, warehouse facilities, secured financings, commercial paper conduits and specialty finance. His practice encompasses a variety of asset classes, including life settlements, equipment leases, structured settlements, lottery receivables, timeshare loans, litigation funding, merchant cash advances and cell towers, in addition to other esoteric asset classes such as intellectual property, various insurance-related cash flows and other cash flow producing assets. He also represents investors, lenders, hedge funds, private equity funds and finance companies in acquisitions and dispositions of portfolios of assets and financings secured by those portfolios. Recognized as a leading lawyer in the industry, Boris is ranked in Chambers USA, Chambers Global and The Legal 500 US for his work in structured finance. He serves as outside general counsel to the Institutional Longevity Markets Association (ILMA) and is a member of the Structured Finance Committee of the New York City Bar Association, the New York State Bar Association and the Esoteric Assets Committee and Risk Retention Task Force of the Structured Finance Industry Group. A frequent speaker at securitization industry conferences, Boris has conducted various securitization, litigation funding and life settlement seminars in the United States and abroad. Most recently, Boris was interviewed for the article “Attorneys Must Tread Carefully in Litigation Funding’s Next Stage,” published in Law360 and the articles “SRZ’s Leading Litigation Finance Practice: Holistic Expertise for a Booming Asset Class” and “Life Settlements and Longevity Swaps: Opportunities for Investors, Individuals, Insurers and Pension Funds,” both published in The Hedge Fund Journal. His speaking engagements have included “Flash Briefings on Alternative & Emerging Asset Classes — Structured Settlements” at SFIG and IMN Vegas 2018 and “Insurance Dedicated Funds and Related Strategies” and “Credit and Specialty Finance,” both at SRZ’s 28th Annual Private Investment Funds Seminar.
Charles J. Clark is a nationally acclaimed securities lawyer. Initially recognized for his work leading the investigation of Enron Corporation while serving as a senior member of the SEC’s Division of Enforcement, Charles continues to represent his clients in their most important matters, drawing from his unique combination of government, in-house and private practice experience. Charles represents financial institutions, public companies and accounting firms, and their senior executives, in securities-related enforcement proceedings before the SEC, DOJ, FINRA, PCAOB, and other federal and state law enforcement and regulatory authorities. In particular, he counsels hedge funds, private equity firms, venture capital funds and other asset managers through regulatory scrutiny, including in routine and risk-based inspections and examinations and in enforcement proceedings. He defends investigations involving a broad spectrum of issues, including accounting and disclosure fraud, insider trading, foreign corruption, offering fraud, market manipulation, breach of fiduciary duty and conflicts of interest. In addition, Charles represents boards of directors and associated committees in internal investigations, and he provides guidance on corporate governance and trading practices for public companies and private funds. Prior to entering private practice, Charles served for nine years in the SEC’s Division of Enforcement, most recently as assistant director supervising the investigation and prosecution of some of the SEC’s most significant matters. Charles has been recognized as a leading litigator by Chambers USA, The Legal 500 US and Benchmark Litigation. A frequent speaker and panelist, Charles has addressed a wide variety of topics of interest to the white collar defense community, including, most recently, the Wells and settlement process at the SEC and responding to the DOJ and SEC’s focus on individual accountability. He also serves as a resource for numerous media publications, including Bloomberg News, Financial Times, The Wall Street Journal and The Washington Post.
Craig S. Warkol is co-chair of the Broker-Dealer Regulatory & Enforcement Group. His practice focuses on enforcement and regulatory matters for broker-dealers, private funds, financial institutions and individuals. Drawing on his experience both as a former enforcement attorney with the U.S. Securities and Exchange Commission and as a Special Assistant U.S. Attorney, Craig advises clients on securities trading matters and, when necessary, represents them in regulatory investigations and enforcement actions by the SEC, DOJ, FINRA, CFTC and other self-regulatory organizations and state regulators. Craig leads training sessions on complying with insider trading and market manipulation laws and assists hedge funds and private equity funds in connection with SEC examinations. He also has experience representing entities and individuals under investigation for, or charged with, securities fraud, mail/wire fraud, accounting fraud, money laundering, Foreign Corrupt Practices Act (FCPA) violations and tax offenses. In his previous roles in the U.S. Attorney’s Office for the Eastern District of New York and the SEC, Craig prosecuted numerous complex and high-profile securities fraud, accounting fraud and insider trading cases. Craig is recognized as a leading litigation lawyer in Benchmark Litigation: The Definitive Guide to America’s Leading Litigation Firms and Attorneys, The Legal 500 US and New York Super Lawyers. He is a former law clerk to the Hon. Lawrence M. McKenna of the U.S. District Court for the Southern District of New York. Craig has written and spoken about enforcement trends in the private fund space and other industry-related topics. He was interviewed for the article “Execution Enforcement Actions Escalate,” published in The Hedge Fund Journal. Craig earned his J.D., cum laude, from the Benjamin N. Cardozo School of Law and his B.A. from the University of Michigan.
Craig Stein is co-head of the Structured Finance & Derivatives Group. His practice focuses on structured finance and asset-backed transactions and swaps and other derivative products, including prime brokerage and customer trading agreements. He represents issuers, underwriters, collateral managers and portfolio purchasers in public and private structured financings, including collateralized loan obligations (CLOs). Craig has been recognized in this area by the prestigious legal directory Chambers USA: America’s Leading Lawyers for Business, which noted that satisfied clients praised him for his “very broad knowledge of the markets” and for being “incredibly responsive and helpful in thinking through issues” and “very thoughtful about the market.” Chambers also stated: “He is known for his work in derivative products, representing issuers, underwriters and portfolio purchasers in CLOs. Peers find his work in structured products and derivatives impressive.” The Legal 500 US has noted that Craig is “recognized for his thought leadership on regulatory issues affecting both the securitization and derivatives markets.” Craig is a member of the American Bar Association, the New York City Bar Association, the New York State Bar Association, the Loan Syndications and Trading Association, the International Swaps and Derivatives Association and the Structured Finance Association. He is a much sought-after speaker for structured finance and hedge fund industry conferences and webinars and the author of numerous articles on advanced financial products. He is the author of “U.S. CLOs: Past and Present” in The Journal of Structured Finance. Craig also co-authored “CLOs and LIBOR Transition” for The International Comparative Legal Guide to: Securitisation 2020 and “CLOs in the Current Regulatory Environment” for The International Comparative Legal Guide to: Securitisation 2019.
Dan A. Kusnetz concentrates on tax planning for complex transactions, including mergers and acquisitions, private equity, bankruptcy, workouts, corporate restructuring and distressed asset investing, structured finance and real estate. Some of Dan’s more significant engagements and transactions, throughout a professional career spanning more than 35 years, include his representation of Cerberus Capital Management in the acquisition of a controlling interest in Chrysler (and, later, the sale of Chrysler and its debtor subsidiaries’ assets in their Chapter 11 reorganization and sale of Chrysler Financial to TD Bank); a group of senior secured lenders in their acquisition and recapitalization of the assets of Westmoreland Resource Partners LP; an institutional real estate investor in a $3-billion leveraged recapitalization of a real estate joint venture; several major financial institutions in respect of the acquisition of over $2.5 billion of life settlement assets and several fund sponsors and other investment vehicles in the formation of litigation finance funds. Dan is a frequent speaker at tax seminars throughout the country and has been recognized by The Best Lawyers in America and The Legal 500 United States as a leading tax lawyer. He received his B.A., cum laude, from Tulane University in 1980; his J.D., magna cum laude, from Tulane University Law School, where he was Order of the Coif and managing editor of the Tulane Law Review, in 1982; and his LL.M. in taxation from New York University School of Law 1988.
Daniel V. Oshinsky represents hedge funds, private equity funds, asset managers, specialty finance companies and investment banks in a wide range of financing transactions. Dan has particular expertise in liquidity facilities and structured credits, including CLOs, CBOs, warehouse lines, leveraged finance vehicles, capital call facilities and fund-of-fund loans. Dan’s practice also encompasses a variety of other secured and unsecured finance transactions, both on the borrower and lender side, including cash-flow and asset-based loans, acquisition financing, Term B loans, unitranche loans, mezzanine and subordinate loans, distressed debt investments, workout and restructuring transactions, debtor-in-possession and exit financings, cross-border transactions and other complex credit arrangements Dan has been recognized as a leader in his field by The Legal 500 US and New York Super Lawyers. He received his B.A., magna cum laude, from Yeshiva University in 1991 and his J.D. from New York University School of Law, where he was associate editor of the Review of Law and Social Change, in 1995.
Daniel F. Hunter has an established practice focused on building complex hedge funds and credit funds across the liquidity spectrum (evergreen, open-end and closed-end). His clients manage sophisticated funds investing in debt, including closed-end private debt funds, direct lending funds, loan funds, distressed credit funds, opportunity funds and more. In addition, Dan has extensive experience within Schulte’s iconic funds practice, advising some of the largest hedge funds in the world. He works on groundbreaking funds and strategies with new and emerging managers, as well as hedge fund formations for prominent brand-name global leading managers. Dan also provides day-to-day regulatory, operational, M&A and restructuring advice, and advises fund managers regarding the receipt of seed capital. Dan has been ranked by Chambers USA in the Investment Funds: Hedge Funds – Nationwide category as well as The Legal 500 US in its Investment Fund Formation and Management – Alternative/Hedge Funds category. Chambers notes that clients praised him as “outstanding to work with,” adding that “he is very smart, very experienced and very responsive.” A sought-after speaker, Dan has spoken at the Goldman Sachs Annual Hedge Fund conference on “Succession Planning” and the Wells Fargo Prime Services conference on “Assessing Your Fund for Institutional Growth.” He also presented at the AIMA Seminar: Navigating the Landscape of Side Letter Terms and was recently quoted in the HFMWeek article “Don’t Play Favourites With Your Investors.” Dan received his J.D. from the University of Michigan Law School and his A.B., cum laude, from the University of Michigan.
Daniel Eisner has represented private equity firms and other corporate clients in high-stakes matters for more than 20 years. His practice focuses on business transactions, including domestic and international mergers and acquisitions, leveraged buyouts, restructurings and venture and growth capital investments. Previously, Dan was head of the private equity practice at DLA Piper and Proskauer Rose LLP. He also served as general counsel at Arsenal Capital Partners.
David Nissenbaum is co-head of the Investment Management Group. He primarily represents institutional and entrepreneurial investment managers, financial services firms and private investment funds in all aspects of their businesses. He structures investment management and financial services firms along with credit, hedge, private equity, hybrid, distressed investing, activist and energy funds, co-investments, funds of funds and scalable platforms for fund sponsors. David also advises on fundraising, management company partnerships, compensation plans, succession plans, seed and strategic investments and spinoffs of investment teams. His work includes counseling clients on finding practical solutions to regulatory and compliance requirements, including the Volcker Rule, and managing conflicts of interest with an emphasis on reducing legal risk to the business. Clients often seek David’s advice on business matters and strategy and to assist on difficult negotiations. For many years, he has been named a “Leader in His Field” by Chambers Global and Chambers USA and recognized by The International Who’s Who of Private Funds Lawyers, PLC Cross-border Private Equity Handbook, The Legal 500 US and Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers. A past member of the Advisory Board of The Financial Executives Alliance and the Banking Law Committee of the New York City Bar Association, David is a sought-after writer and speaker. Works he has authored or co-authored include the chapter “Management Company Structures and Terms” in Hedge Funds: Formation, Operation and Regulation, published by ALM Law Journal Press; “Just Like Starting Over: A Blueprint for the New Wall Street Firm,” published by The Deal; and “Succession Planning,” published by SRZ. He has spoken at conferences and seminars on a range of topics, including fundraising, merchant bank structures, liquidity events, credit and lending funds and co-investment vehicles. David received his J.D. from Brooklyn Law School and his B.A. from the State University of New York at Albany.
David S. Griffel concentrates his practice on tax issues related to the formation and operation of onshore and offshore investment funds and their investment managers, as well as tax issues prospective investors face with such investments; tax considerations related to employee and executive compensation, including deferred compensation programs; and partnership taxation. Recognized by The Legal 500 US as a leading tax lawyer, David has spoken on tax issues related to running investment management firms and their funds, as well as hedge fund tax considerations and compensation structures. He contributed to “Hedge Fund Employee Compensation,” published by Practical Law, and Hedge Funds: Formation, Operation and Regulation (ALM Law Journal Press). David has presented on the topic of “Hedge Funds” at PLI’s Tax Planning for Domestic & Foreign Partnerships, LLCs, Joint Ventures & Other Strategic Alliances Conference for several years. He is a member of the American Bar Association and the New York State Bar Association. David received his LL.M., and J.D., magna cum laude, from NYU School of Law, and his A.B., cum laude, from Harvard University.
David J. Efron is co-managing partner of the firm. He serves as co-head of the Investment Management Group and as a member of the Executive Committee. With more than 25 years of experience, David has a broad practice advising private fund managers that employ a wide range of investment strategies. He represents many of the world’s largest private fund managers on formation, structuring, organization, compensation, operations, seed capital and joint venture arrangements and restructurings, among other types of matters related to their funds and management companies. Notably, David has advised on many of the largest start-up hedge fund launches in the industry over the past few years. Additionally, David also represents private fund managers in connection with SEC regulatory issues and compliance-related matters. Schulte’s Investment Management Group, which David co-heads, has been described as the “preeminent name in this area” and at “the forefront of this industry” by Chambers, a prominent industry publication that ranks firms and lawyers. David is listed in Chambers Global, Chambers USA, Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers, The Legal 500 US and Who’s Who Legal: The International Who’s Who of Private Funds Lawyers. In particular, The Legal 500 US has praised his “superb judgment and deep expertise” and recognized him as “an extraordinarily capable attorney. He has a mastery of the pertinent matters, but he also brings a pragmatic approach.” Chambers Global and Chambers USA noted that David is “an outstanding lawyer, with excellent judgment and the necessary soft touch during the delicate negotiations that occur during a start-up/launch” and that “he is attuned to the business considerations and provides measured, reasoned advice that reflects his deep experience and industry knowledge.” A published author on subjects relating to investment management, he is a sought-after speaker for hedge fund industry conferences and seminars and a frequent guest lecturer at New York-area law schools and business schools. David received his B.A. from Vassar College, his J.D. from Syracuse University College of Law and an LL.M. degree in securities regulation, with distinction, from Georgetown University Law Center.
Donald J. Mosher, co-head of the firm’s Bank Regulatory Group, focuses his practice on the regulation, acquisition and sale of payments companies and money transmitters, licensing and registration of traditional and non-traditional money services businesses (including online transmitters, global B2B providers and cryptocurrency exchanges) and the laws and practices applicable to mobile, digital, virtual, electronic, paper- and card-based payment products and systems. Don has represented leading banks, payments companies, card associations, money transmitters and private equity firms in transactional and regulatory matters associated with payments, prepaid cards, digital currencies and money transmission. Don recently served as regulatory counsel to Trans-Fast Remittance, a leading money transmitter, in connection with its pending acquisition by MasterCard International; First Data Corporation, a leading payment processor to merchants and financial institutions, in connection its pending acquisition by Fiserv, and Cambridge Global Payments, a leading B2B international payments provider, in its acquisition by FLEETCOR Technologies, Inc. Don also represented Travelex Group, the world’s largest foreign exchange company, in connection with its acquisition by a consortium led by the owner of UAE Exchange, a leading global money transfer and foreign exchange provider, and Centurion Investments, an Abu Dhabi-based private equity firm; Priority Payments, in its merger with Cynergy Data, creating one of the largest merchant acquirers in the nation; Securus Technologies in its acquisition of JPay Inc., the market-leading technology company that introduced electronic payments to the corrections space, and Securus Technologies in its subsequent acquisition by Platinum Equity affiliated funds; and Gary Jonas Computing Ltd., in its acquisition of substantially all the assets of Club Solutions Inc., a leading provider of payment services and enterprise software in the fitness, sports and leisure industry, from Fiserv Inc. Don has also acted as regulatory counsel to Western Union in its acquisition of Vigo Remittance, Custom House and Travelex Global Business Payments, and to Western Union and Green Dot in their initial public offerings. In recognition of Don’s role as banking and payments law regulatory counsel for First Data Corp. in connection with its acquisition by an investor group for $29 billion, International Financial Law Review awarded SRZ its prestigious Americas Private Equity Deal of the Year Award. Don is a frequent author and public speaker on topics of interest to the payments industry. He spoke at the Money Transmitter Regulators Association 2017 Annual Conference & Examiners’ School on “Payment Processing – A Deep Dive” and SRZ 28th Annual Private Investment Funds Seminar (2019) on “Blockchain and Digital Assets.” At recent ACI forums, he addressed “The Future of Virtual and Crypto Currencies and the ICO Phenomenon,” “Prepaid Card Compliance 101,” “State Regulatory and Enforcement Efforts Including Latest Challenges Associated with Money Transmitter Licensing Enforcement” and “Evolving State Regulatory and Enforcement Framework Governing Crypto, Virtual and Digital Currencies.” His recent publications include co-authoring “FinCEN Issues Assessment Against Virtual Currency Exchange – the First Enforcement Action Against a Foreign-Located Money Services Business” in PaymentsJournal, “OCC Issues Draft Guidance and Requirements for Fintech Charter Applications” in Bloomberg BNA – Banking Report and “Final Rules Relating to Money Services Business (MSB) Definitions” in the Journal of Investment Compliance. Don has been recognized by Chambers, The Legal 500 US, IFLR1000 and New York Super Lawyers as a leading attorney in banking, mergers and acquisitions and consumer law. He is ranked in the Chambers FinTech guide in the category of Payments & Lending.
Douglas I. Koff is co-chair of the firm’s White Collar Defense & Government Investigations Group. Doug represents clients in high-profile civil and criminal proceedings, as well as investigative matters. He is best known for supervising these types of matters for financial institutions and broker-dealers as well as representing executives in the crosshairs of the government regulators and criminal authorities. Doug has been actively engaged in cases involving financial service institutions, broker-dealers and corporate executives relating to securities, derivative products and other complex financial instruments. In this regard, he has advised and defended companies and corporate executives in virtually all types of inquiries by civil and criminal authorities (as well as SROs) into business practices on Wall Street, including a wide array of matters involving the financial crisis. Doug has also handled major civil litigations and arbitrations involving a broad spectrum of substantive legal issues, including fraud, breach of contract, breach of fiduciary duty, reinsurance, piercing the corporate veil, mergers and acquisitions, and money laundering, as well as federal securities law. Additionally, Doug has handled numerous civil and criminal matters involving allegations of antitrust violations. Doug has been recognized as a leading lawyer by Chambers USA, which noted that he is “hard working, attentive and client-focused,” “extraordinarily focused and tenacious,” and “a smart, thorough litigator who is always on top of things.” Chambers also noted that he “has everything on his radar screen” and has a “remarkable ability to get along with anyone, making it his business to develop a rapport with other attorneys involved in his cases.”
Ele Klein is co-chair of the global Shareholder Activism Group and serves as a member of the firm’s Executive Committee. He practices in the areas of shareholder activism, mergers and acquisitions, securities law and regulatory compliance. He represents activists, investment banks and companies in matters ranging from corporate governance and control to proxy contests and defensive strategies. His recent representations have included representing Trian Fund Management in multiple matters; Elliott Management in Marathon Petroleum, Akamai Technologies and Hess Corp.; JANA Partners in Jack in the Box, Whole Foods, Bristol-Myers Squibb and Tiffany; D.E. Shaw in Emerson Electric; Greenlight Capital in General Motors; Cevian Capital in Autoliv, ABB and LM Ericsson; Starboard Value in Papa John’s International and Acacia Research; Caligan Partners in Knowles Corp. and AMAG Pharmaceuticals; Blue Harbour in Investors Bancorp; venBio Select Advisor in Immunomedics; Saba Capital in First Trust; Oasis Capital in Stratus Properties; Altimeter Capital Management in United Continental Holding; SRS Investment Management in Avis Budget Group; and Anchorage in connection with board representation at Houghton Mifflin. Ele works on numerous activist campaigns and related transactions every year for some of the largest private investment groups and investment banks in the United States and abroad. In addition, he advises on private investments in public equity (PIPEs), initial public offerings and secondary offerings, venture capital financing, and indenture defaults and interpretation, and he counsels clients in the regulatory areas of insider trading, short selling, Sections 13 and 16, Rule 144, insider trading and Regulation M/Rule 105. Ele is recognized as a leading lawyer in Chambers USA, The Legal 500 US, New York Super Lawyers – New York Metro Top 100 and Super Lawyers Business Edition. He has served as a moderator and speaker at numerous conferences and events addressing Shareholder Activism, regulatory and reporting issues, PIPEs, M&A deals, the capital markets and other topics of interest to the alternative investment industry. He contributed to the 2020 Shareholder Activism Insight report (produced by Activist Insight in association with SRZ), The Activist Investing Annual Review 2019 (produced by Activist Insight in association with SRZ) and the 2018 Shareholder Activism Insight report (published by SRZ in association with Activist Insight and Okapi Partners). Ele received his J.D. from Yale Law School where was senior editor on The Yale Law Journal.
Gary Stein focuses on white collar criminal defense and securities regulatory matters, complex commercial litigation, internal investigations, anti-money laundering issues, civil and criminal forfeiture proceedings and appellate litigation. He represents public companies, financial institutions, hedge funds, other entities and individuals as subjects, victims and witnesses in federal and state criminal investigations and regulatory investigations by the SEC, SROs and state attorneys general. He has conducted numerous internal investigations involving potential violations of the Foreign Corrupt Practices Act, financial statement fraud, money laundering and other matters, and advises companies on compliance with the FCPA and anti-money laundering and OFAC regulations. As a former Assistant U.S. Attorney and chief appellate attorney in the Southern District of New York, Gary investigated, prosecuted, tried and represented the government on appeal in numerous white-collar criminal cases involving money laundering, fraudulent investment schemes, bank fraud, insider trading, art theft, illegal kickbacks, terrorist financing and other financial crimes. His civil litigation experience includes claims of fraud and breach of contract, securities class actions and derivative actions, contests over corporate control, and disputes arising from the sale of a business. He has handled more than 150 appeals in federal and state courts involving issues of both criminal law and procedure and complex commercial law. He has successfully argued 17 appeals in the U.S. Court of Appeals for the Second Circuit. Gary has been recognized as a leading litigation attorney by The Legal 500 US, Benchmark Litigation: The Definitive Guide to America's Leading Litigation, New York Super Lawyers, Firm & Attorneys and Who’s Who Legal: Business Crime Defence. An accomplished public speaker and writer, he has presented on FCPA, insider trading, risk management and crisis management issues at a number of conferences. Gary has been presented with Burton Awards for Distinguished Legal Writing. In 2008, he won for co-authoring “The Foreign Corrupt Practices Act: Recent Cases and Enforcement Trends,” which appeared in the Journal of Investment Compliance and in 2015, he won for authoring “Pension Forfeiture and Prosecutorial Policy-Making,” which appeared in the NYU Journal of Legislation and Public Policy Quorum. Additionally, he co-authors the “Scienter: Trading ‘On the Basis Of’” chapter in the Insider Trading Law and Compliance Answer Book. Gary serves on the Board of Editors of the Business Crimes Bulletin. He received his J.D. from NYU School of Law and his B.A. from NYU.
Harry S. Davis focuses his practice on complex commercial litigation and regulatory matters for financial services industry clients, including hedge funds, funds of funds and private equity funds, prime and clearing brokers, introducing brokers and interdealer brokers, and auditors and administrators. Harry has substantial experience in both civil litigation and securities regulatory matters, including investigations and enforcement actions by the Securities and Exchange Commission, U.S. Attorneys’ offices, the Department of Justice, the Commodity Futures Trading Commission, the Federal Trade Commission, state attorneys general, state securities regulators and self-regulatory organizations. Harry has litigated numerous cases in federal and state courts throughout the United States, including a major victory for an inter-dealer broker in an arbitration brought by one of its competitors for alleged misappropriation of trade secrets as well as in a 4-1/2 month jury trial in a raiding case, and his successful representation of a prime broker in a hotly contested and high-profile jury trial brought by the bankruptcy trustee of a failed hedge fund. Over the course of a career spanning more than 30 years, Harry has represented clients in investigations and litigations involving allegations of insider trading, market manipulation, market timing and late trading, misconduct involving PIPEs, short-swing profits, securities, commodities and common law fraud, advertising, breach of fiduciary duty, employee raiding and other employment issues, misappropriation of trade secrets and other business torts, and breach of contract, among other claims. To prevent minor issues from growing into bigger problems, Harry provides litigation and compliance counseling to many of the firm’s clients, and conducts internal investigations. In addition to being an expert litigator, Harry is also a prolific author and speaker. Among his many contributions, Harry is the editor of Insider Trading Law and Compliance Answer Book(published annually by the Practising Law Institute), a definitive treatise written in question and answer format and designed to help educate and protect clients from regulatory exposure. He is also the author of a chapter in Private Fund Dispute Resolution, which serves as a primer regarding U.S. and U.K. regulatory inquiries, investigations and examinations of private investment funds.
Nationally known in the area of securities litigation and regulatory developments, Howard Schiffman focuses on investigations and enforcement proceedings brought by various exchanges and government agencies, including the SEC, the DOJ and FINRA, as well as a diverse array of civil litigation, including securities class actions and arbitrations. A corporate problem solver, Howard is as adept at dispute containment and resolution as he is at arguing to a jury. He counsels clients, including major financial institutions and investment banks, leading Nasdaq market-makers, institutional and retail brokerage firms and their registered representatives, trade execution and clearing firms, prime brokers, national accounting firms, hedge funds, and public and private companies and their senior officers in risk analysis and litigation avoidance. Still, with his extensive trial experience and solid record of success in numerous SEC enforcement actions, SRO proceedings and FINRA arbitrations, Howard has the confidence to take a case to trial when necessary. He recently successfully represented the former CEO of Hanger Inc. in securing the dismissal of a securities fraud class action in which he was named as a defendant. He also represented the former CEO of the largest Nasdaq market-making firm, Knight Securities, in a federal court action brought by the SEC. After a 14-day bench trial, all parties were completely cleared of wrongdoing. Howard began his career as a trial attorney with the SEC Division of Enforcement. In private practice for almost 30 years, he has long been at the forefront of securities litigation and regulatory developments, including his current representation of hedge funds, and the leading prime brokers and clearance firms, in regulatory and civil litigation. Howard was included in Washingtonian’s “Washington’s Top Lawyers” list and has been recognized by Chambers USA: America’s Leading Lawyers for Business, The Legal 500 US and Benchmark Litigation: The Definitive Guide to America’s Leading Litigation Firms and Attorneys as a leading individual in the securities regulation area. He is a member of American Bar Association Sections on Litigation, Corporation, Finance and Securities Law and a fellow of the Litigation Counsel of America. He is also a director and former president of the Association of Securities and Exchange Commission Alumni Inc. Howard is a former co-chair of the firm’s Litigation Group.
Jason S. Kaplan concentrates on corporate and securities matters for investment managers and alternative investment funds. Jason represents institutional and entrepreneurial investment managers, financial services firms and private investment funds in all aspects of their business. Jason’s practice focuses on advising managers of hedge, private equity and hybrid funds regarding the structure of their businesses and on day-to-day operational, securities, corporate and compliance issues; structuring and negotiating seed and strategic investments and relationships and joint ventures; and advising investment managers with respect to regulatory and compliance issues. Jason’s recent speaking engagements include discussing “Regulatory and Tax,” at SRZ’s 6th Annual Private Equity Fund Conference, discussing “Insurance Dedicated Funds and Related Strategies” and leading “A Conversation with Jason Dillow, Bardin Hill Investment Partners LP,” SRZ’s 28th Annual Private Investment Funds Seminar, discussing “Shareholder Activism” at SRZ’s 27th Annual Private Investment Funds Seminar and “Credit and Hybrid Funds” at SRZ’s 26th Annual Private Investment Funds Seminar. His recent publications include co-authoring “Information Security: Obligations and Expectations,” an SRZ White Paper.
Jeffrey A. Lenobel was a longtime member of the firm’s Executive Committee and Operating Committee, and was the chair of the Real Estate Group for more than two decades. He practices primarily in the areas of real estate restructuring, development, finance, sales and acquisitions. His clients include real estate funds, developers, borrowers, lenders and other financial institutions in their real estate and capital markets activities, complex financing transactions, sales and acquisitions, developments, joint venture arrangements, workouts and restructurings and other related matters. A veteran of the firm, Jeff has grown its real estate practice, which today is in an elite class that completes billions of dollars in real estate transactions annually. Under his leadership, the Real Estate Group has developed a reputation for producing inventive solutions to the most difficult challenges in a timely and efficient manner. In his own practice, one factor that separates Jeff from others is his hands-on approach to matters. Nationally recognized as a leading lawyer, he has a reputation for expediently structuring complex deals that utilize diverse financial vehicles. His recent deals include the ongoing representation of the Oxford Properties Group and The Related Companies joint venture, which is developing Hudson Yards, a $15-billion development in New York City, and advising on the construction of the expansion of the main gallery at MoMA’s main campus in New York City. Jeff also advised Albertsons Companies and an investor group led by Cerberus Capital Management in the $9.2-billion acquisition of Safeway Inc., the second largest traditional supermarket in the United States. An elected member of the American College of Real Estate Lawyers, Jeff is consistently listed in Chambers USA, The Legal 500 US and other ranking publications. He was consistently ranked in the “Top 100 Lawyers in the NY Metro Area” by Super Lawyers and named as one of “New York’s Most Powerful Real Estate Attorneys” by the Commercial Observer. Jeff has chaired the Committee on Securitized Mortgage Lending and the Committee on Pension Fund Investments, both committees of the American Bar Association’s Section of Real Property, Probate and Trust Law. He is currently a member of the inaugural Alumni Admission Board at Cumberland School of Law, and he is a former member of the New York State Bar Association’s Committee on Cooperatives and Condominiums and the New York City Bar Association’s Committee on Housing and Urban Development. At various times during his career, Jeff has served on the Advisory Boards of Chicago Title Insurance Company, Stewart Title Insurance Company and Fidelity Title Insurance Company. He is frequently invited to speak on current real estate topics at leading industry events. Jeff is currently co-chairman of the Board of Directors of the Forum on Life, Culture and Society at Touro College, a member of the Board of Governors of the National Realty Club and vice president of the Harmonie Club of New York City.
Joseph A. Smith represents private equity fund sponsors in connection with fund formation, the acquisition of portfolio investments and the implementation of exit strategies. In this capacity, Joe advises clients on securities, governance, ERISA, Investment Advisers Act and structural issues. He has extensive regulatory expertise, and wide-ranging experience with all alternative asset classes, including LBO funds, venture capital and later-stage growth equity funds, energy and infrastructure funds, credit funds, real estate funds and joint ventures, fund restructurings and other complex secondary transactions, and funds of funds. Joe has also represented many fund managers in connection with spinoffs and consolidations. In addition to domestic representations, Joe has advised private equity clients in connection with the acquisition and structuring of portfolio investments throughout Europe, Latin America and Asia. His representation of asset managers in the real estate sector includes advice concerning REIT offerings and privatizations, partnership roll-ups and cross-border investments. Joe’s clients include Arel Capital, Coller Capital, DRA Advisors, DuPont Capital Management, Fort Washington Investment Advisors, GE Asset Management (now State Street Global Advisors), Harbert Management Corporation, Hemisfério Sul Investimentos, Intel, Investors Diversified Realty, Kotak Mahindra Group, LCN Capital Partners, Mauá Capital, Ram Realty Services, REAL Infrastructure Partners, Royalton Partners, Value4Capital, VCFA Group, Vortus Investments and Westport Capital Partners. Joe has been recognized as a leading practitioner by Chambers Global, Chambers USA, Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers, The Legal 500 US and New York Super Lawyers. Most recently, Joe was quoted by Private Equity International in the article “LPAs: Finding the Right Balance” and by Private Funds Management in the article “Ringing the Changes.” Joe co-authored the “United States Fundraising” chapter in The Private Equity Review (Law Business Research Ltd.) and he contributed to the Fund Formation and Incentives Report (Private Equity International in association with SRZ).
Julian Rainero is co-chair of the Broker-Dealer Regulatory & Enforcement Group. He advises broker-dealers and alternative trading systems on compliance with SEC, self-regulatory organization (SRO) and Federal Reserve Board rules. His practice involves all aspects of broker-dealer regulation, with a focus on cash equities trading practices, alternative trading systems, net capital, customer asset segregation, prime brokerage, correspondent clearing, and margin and securities lending. Julian represents many of the leading electronic market makers and alternative trading systems and serves on the best-execution committees of several major broker-dealers. In addition to regularly advising broker-dealers on regulatory compliance and best practices, Julian represents clients in responses to examination findings and enforcement proceedings. He also provides legal counsel to financial institutions in connection with acquisitions of or investments in broker-dealers, credit facilities collateralized by securities and transactions subject to Regulation M.
Julian M. Wise is co-chair of the Real Estate Group. He has a wide breadth of experience representing institutional and non-institutional lenders, owners/operators and investors in complex commercial real estate transactions, including on the lender side, structuring and negotiation of senior and multi-tranched mezzanine financings, intercreditor agreements, co-lender and participation agreements, joint venture and preferred equity agreements and loan portfolio acquisitions and dispositions and restructurings, and on the owner/operator side, acquisitions, dispositions and financings of office, retail, hotel and multifamily properties. His clients include private equity firms, major financial and commercial lending institutions and developers and owners of commercial, industrial, retail, office, hotel and large-scale residential properties. Julian has represented clients in some of the most high-profile real estate transactions, including, among others, a major national retail grocery chain in connection with its $2-billion financing of approximately 400 grocery stores and distribution centers in 14 states; a major private equity firm in connection with its multibillion-dollar acquisition of retail properties across the United States; several major private equity firms in over $5 billion in senior and mezzanine financings across the United States; a private equity firm in connection with its acquisition of AT&T’s Yellow Pages (a transaction that was secured by real estate and other assets located across the United States); a real estate fund in the acquisition and subsequent disposition of trophy buildings across the United States, including the Gucci Building located on Rodeo Drive in Beverly Hills, California; and a major private equity firm in the acquisition, financing and disposition of the Innkeepers hotel portfolio. He also represented the previous owner/manager of 230 Park Avenue (the Helmsley Building) in its acquisition, recapitalization and financing of the property, and the building’s subsequent $1.2-billion sale, which was recognized as one of Real Estate Forum’s “Deals of the Year” and for which Julian was named to the publication’s list of “Dealmakers.” In addition, Julian was named one of Real Estate Forum’s 2019 ”Financial Influencers” in the industry. Julian has a reputation among his peers and clients as a terrific negotiator and an excellent strategist. He is consistently recognized as one of the country’s leading real estate lawyers by Chambers USA, The Legal 500 US (listings of the top lawyers in the United States) and New York Super Lawyers. Chambers USA describes Julian as offering “a wealth of expertise across the real estate spectrum,” “creative,” “solution-oriented,” “very practical, very thoughtful and very thorough” and as being “highly commended” for his “extensive lending experience.” The Legal 500 US includes the following words of praise from a major investment banking client: “An awesome attorney — my first choice on all deals.” Julian is a prolific writer, publishing numerous articles in the New York Law Journal and a variety of other publications, including the “Commercial Real Estate” chapter of Business and Commercial Litigation in the Federal Courts (Thomson Reuters, Fourth Edition). He is also a sought-after and active speaker at industry conferences on a wide array of topics, including real estate private equity, restructurings, financings, distressed debt and industry trends. He recently moderated a discussion on “Capital Market Activities Impacting the Real Estate Market” at the iGlobal Forum Real Estate Private Equity Summit and presented “Interlender Arrangements: Current Structures and Risks” at the SRZ 4th Annual Distressed Investing Conference. Julian received his J.D. from Fordham University School of Law and his B.A. from Emory University.
Marc Weingarten focuses his practice on shareholder activism, mergers & acquisitions, leveraged buyouts, corporate governance, securities law and investment partnerships. Marc serves as co-chair of the firm’s global Shareholder Activism Group and is also a member of the M&A and Securities Group and the Investment Management Group. He was selected twice as “Dealmaker of the Year” by The American Lawyer for his representation of Cerberus Capital Management in its acquisition of a controlling interest in GMAC from General Motors and most recently for his work on some of the fiercest shareholder activism campaigns and proxy contests in the market. He also represented Cerberus in the acquisition of control of Chrysler from Daimler; its acquisition, by tender offer, of a controlling interest in Aozora Bank in Japan; and in numerous other transactions. He has represented private equity fund Castle Harlan in the organization of LBO funds and the negotiation of buyouts of restaurant chains, a media company, an insurance company, publishing ventures and other transactions. In addition to representing public and private companies in acquisitions and dispositions, he regularly counsels investors and companies on corporate governance and control issues. One of the leading lawyers representing activist investors, he has advised on many of the most significant activist campaigns, including The Trian Group in its successful proxy contests with Procter & Gamble and H.J. Heinz Co., The Children's Investment Fund in its successful proxy contest with CSX Corp., JANA Partners and SAC Capital in their campaign involving Time Warner Inc., Elliott Management in many of its successful campaigns, JANA Partners in all of its many successful campaigns and Greenlight Capital in its campaign involving General Motors. Marc is a member of the American Bar Association, the New York State Bar Association and the New York City Bar Association, having served on its Committee on Mergers, Acquisitions and Corporate Control Contests for multiple terms, and on its Committee on Corporation Law. He has been cited for his preeminence in both corporate law and investment fund practice in Chambers USA, IFLR1000, The Legal 500 US, Lawdragon, Who’s Who and New York Super Lawyers. Marc received his J.D. from Georgetown University Law Center, where he was an editor of the Georgetown Law Journal, and his B.S. in finance from the University of Pennsylvania's Wharton School.
Marc E. Elovitz is co-managing partner of the firm. He serves as chair of the Investment Management Regulatory & Compliance Group and as a member of the firm’s Executive Committee. Marc advises private fund managers on running their businesses consistent with the Investment Advisers Act of 1940 and all other applicable laws, regulations and legal requirements. Marc provides guidance to clients on SEC registration, examination and enforcement matters. He also regularly leads training sessions for investment professionals on complying with insider trading and market manipulation laws, and he has developed and led compliance training sessions for marketing and investor relations professionals. Marc works closely with clients undergoing SEC examinations and responding to deficiency letters and enforcement referrals. He develops new compliance testing programs in areas such as trade allocations and conflicts of interest, and he leads macro-level compliance infrastructure reviews with fund managers, identifying the material risks specific to each particular firm and evaluating the compliance programs in place to address those risks. Marc has a cutting edge practice covering the latest trends of interest to private funds, including blockchain technology and digital assets. He advises on the legal and regulatory considerations involving virtual and digital currency business initiatives and the blockchain technology behind them. Marc is frequently invited to discuss current industry-related topics of interest at leading professional and trade association events. He has presented on whistleblowing, regulatory and compliance issues for private funds and SEC inspections and examinations of hedge funds and private equity funds, among many other topics. Chambers USA, Chambers Global, The Legal 500 US, Who’s Who Legal: The International Who’s Who of Private Funds Lawyers and New York Super Lawyers have recognized Marc as a leading lawyer. He has been a member of the Steering Committee of the Managed Funds Association’s Outside Counsel Forum, the American Bar Association’s Hedge Funds Subcommittee and the Private Investment Funds Committee of the New York City Bar Association. A recognized thought leader, Marc is regularly interviewed by leading media outlets, including Bloomberg, HFMWeek, HFM Compliance, Compliance Reporter, IA Watch, Private Funds Management and Law360, to name a few. Marc is a co-author of Hedge Funds: Formation, Operation and Regulation (ALM Law Journal Press), the “Protecting Firms Through Policies and Procedures, Training, and Testing” chapter in the Insider Trading Law and Compliance Answer Book (Practising Law Institute) and the “Market Manipulation” chapter in the leading treatise Federal Securities Exchange Act of 1934 (Matthew Bender). He also wrote the chapter on “The Legal Basis of Investment Management in the U.S.” for The Law of Investment Management (Oxford University Press). Marc received his J.D. from NYU School of Law and his B.A., with honors, from Wesleyan University.
Martin L. Perschetz concentrates his practice in the areas of white-collar criminal defense, SEC enforcement, securities litigation, accountant's liability and other large commercial litigation. With the firm for more than 30 years, Marty was previously an Assistant U.S. Attorney for the Southern District of New York, where he was chief of the Major Crimes Unit and led a team of prosecutors in the investigation and prosecution of federal criminal cases involving a wide variety of complex business and tax frauds. Immediately before coming to SRZ, he served as chief counsel to the Mayor of New York City's Special Commission to Investigate City Contracts and as deputy commissioner of the New York City Department of Investigation. Drawing on four decades of broad and deep prosecutorial, investigative, defense and trial experience, Marty has represented a wide array of clients in significant matters involving federal and state prosecutors, the SEC, the NYSE and FINRA, as well as in large and complex private civil litigation and in corporate internal investigations. His clients in securities and financial statement matters have included PricewaterhouseCoopers LLP and Big Four accounting firm auditors; investment funds Millennium Partners and The Clinton Group; various other large financial institutions and public companies, such as Monster Beverage Corporation; and former senior officials at Merck, Vivendi Universal, Kmart Corp. and other large companies. In the Vivendi Universal matter, following a four-month trial in the Southern District of New York, the jury returned a verdict in favor of Marty’s client, Vivendi’s former Chief Financial Officer, on all claims against him. Believed to be the largest federal securities class action ever to proceed to a jury verdict, the case involved numerous complex issues under the antifraud provisions of the federal securities laws, and under U.S. and French Generally Accepted Accounting Principles. The American Lawyer named Marty a “Litigator of the Week” for his successful work on the Vivendi trial. In addition, Marty successfully defended the former chief scientist of Merck & Co. Inc. in a high-profile securities class action and related cases concerning the painkiller Vioxx. He is a former co-chair of the firm’s Litigation Group and a former member of the Executive Committee.
Michael E. Swartz, co-chair of the Litigation Group and head of the shareholder activism litigation practice, focuses on complex commercial litigation and antitrust, particularly as it relates to mergers and acquisitions. His litigation practice includes shareholder activist litigation, private investment fund disputes, M&A litigation, corporate control disputes and securities litigation. Michael has particular expertise with litigation involving Sections 10(b), 13(d), 14(a), 14(e),16(b) and 20(a) of the Securities Exchange Act and in arbitration proceedings. He represented Trian Fund Management in its proxy contest at Procter & Gamble, and achieved a series of victories on behalf of venBio Select Advisor in its proxy campaign at Immunomedics. Among other things, for venBio, Michael obtained a TRO blocking the closing of a global license agreement, which effectively would have amounted to a sale of the company. Michael’s other recent litigation experience includes activist litigation; cryptocurrency investment fund disputes, representations of several boards and companies in M&A- and proxy-related litigation; and obtaining dismissal of several Section 16(b) actions brought against investment advisers and the funds they manage, seeking disgorgement of alleged short-swing trading profits. Michael served as trial counsel to the former Vivendi Universal CFO in a four-month securities class action jury trial. The jury returned a verdict of no liability for SRZ’s client for securities fraud. He also represented The Children’s Investment Fund in a trial involving proxy litigation commenced by CSX Corporation and served as trial counsel to the former chief legal officer of media giant Hollinger in a four-month criminal trial. Michael represented Cerberus Capital Management in its $9.2-billion acquisition of Safeway. Michael has been recognized by his peers and clients in Benchmark Litigation: The Definitive Guide to America’s Leading Litigation Firms and Attorneys, The Legal 500 US and New York Super Lawyers in the area of business litigation. His litigation victories have been featured in The Hedge Fund Journal, Hedge Fund Legal and Compliance Digest and, recently, the Litigation Group, co-chaired by Michael, won Law360’s "Asset Management Practice Group of the Year" for its representations of leading private investment funds. Michael’s recent publications include contributing to the 2020 Shareholder Activism Insight report (produced by Activist Insight in association with SRZ), The Activist Investing Annual Review 2019 and co-authoring the “Information Sharing with Market Professionals” chapter in the Insider Trading Law and Compliance Answer Book 2019 (Practicing Law Institute). Michael is a member of the Executive Committee of the Board of the Lawyers’ Committee for Civil Rights Under Law. He is also a former law clerk to the Hon. Irving R. Kaufman, Circuit Judge for the U.S. Court of Appeals for the Second Circuit. Michael received his J.D. from Columbia Law School, where he was editor of the Columbia Law Review, and received his B.A., magna cum laude, from the University of California, Los Angeles.
Michael Cook served as a partner in the New York office for 16 years, devoting his practice to business reorganization and creditors’ rights litigation, including mediation and arbitration. His clients include professional firms, lenders, acquirers, trustees, creditors’ committees, troubled companies and other parties. Michael’s representative engagements include the following: counsel to prevailing law firm in In re Renaissance Radio, Inc., 2020 WL 2529405 (5th Cir. May 18, 2020) (affirmed denial of former shareholder's motion to revoke reorganization plan confirmation order and to reopen closed case for purpose of disallowing lender's legal fees; also affirmed enjoining of shareholder's further filings as “vexatious litigant.”); counsel to prevailing law firm defendants in Kaplan v. Ladenburg Thalmann & Co., Inc., 2019 N.Y. App. Div. Lexis 2157 (1st Dept. March 21, 2019) (affirmed dismissal of lease breach, fraudulent transfer, conversion and breach of fiduciary duty claims); counsel to prevailing defendant in Enron Creditors Recovery Corp. v. Alfa SAB, 651 F.3d 329 (2d Cir. 2011) (reversed bankruptcy court; fraudulent transfer and preference complaint dismissed); counsel to prevailing law firm in In re Quigley Co., 500 B.R. 344 (Bankr. S.D.N.Y. 2013) (fee application granted over U.S. Trustee objection); counsel for prevailing debtor in In re Quigley Co., 676 F.3d 45 (2d Cir. 2012) (affirmed propriety of injunction staying litigation against insurance assets); counsel for prevailing law firm in In re United Merchs. & Mfrs., Inc.,198 F.3d 235 (2d Cir. 1999) (affirmed denial of sanctions and of creditor’s application for fees and costs); counsel for prevailing debtor in Dalkon Shield Claimants v. A.H. Robins Co., 828 F.2d 239 (4th Cir. 1987) (affirmed denial of motion for reorganization trustee); counsel for prevailing debtor in Grady v. A.H. Robins Co., 839 F.2d 198 (4th Cir. 1988) (affirmed judgment that creditor’s claim subject to automatic stay); counsel for prevailing acquiror in In re Chicago, Milwaukee, St. Paul and Pacific R. Co., 756 F.2d 508 (7th Cir. 1985) (affirmed judgment that acquiror could bid for assets months after bidding deadline); counsel for prevailing defendants in fraudulent transfer suit, Scherling v. Ehrenkranz, 121 B.R. 961 (S.D.N.Y. 1991) (affirmed judgment dismissing complaint after trial); counsel to prevailing creditor in Andy Warhol Foundation v. Hayes, 183 F.3d 162 (2d. Cir. 1999) (reversed lower court; held creditor’s claim for debtor’s breach of fiduciary duty survived debtor’s bankruptcy discharge); counsel to prevailing law firm in In re Ames Dept. Stores. Inc., 76 F.3d 66 (2d Cir. 1996) (fee application granted, reversing district court); counsel to prevailing creditor in Columbia Pictures Inds., Inc. v. D.H. Overmeyer Telecasting Co., Inc., 470 F.Supp. 1250 (S.D.N.Y. 1979) (reversed bankruptcy court’s denial of attorney-client privilege; struck compelled responses from record). Chambers USA listed Michael as a “leading individual” in bankruptcy/restructuring and interviewees praise him for his “tremendous experience and vision in bankruptcy matters.” He has also been recognized by Benchmark Litigation: The Definitive Guide to America’s Leading Litigation Firms and Attorneys, The Best Lawyers in America, Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers, The K&A Restructuring Register, The Legal 500 US, New York Super Lawyers, PLC Cross-border Restructuring and Insolvency Handbook and Who’s Who in American Law. He is past chair of the American College of Bankruptcy, which has established the “Michael L. Cook Extraordinary Grant” for legal services organizations that provide pro bono bankruptcy services for indigent consumer debtors. He is also a fellow of the American and New York Bar Foundations and a former chair of the American Bar Association’s Creditors’ Rights Litigation Committee. A frequent contributor to major publications, Michael serves as lead editor and contributing author of Bankruptcy Litigation Manual (rev. ed., Aspen Law & Business, 2020), is on the editorial boards of Pratt’s Journal of Bankruptcy Law and The Bankruptcy Strategist, is a contributing author to Collier Bankruptcy Guide (rev. ed., Matthew Bender, 2020) and Collier on Bankruptcy (15th rev. ed., 2003), and he co-authored Creditors’ Rights, Debtors’ Protection and Bankruptcy (3rd ed., Matthew Bender, 1997) (with NYU School of Law Professor Lawrence P. King). Michael served for 26 years as an Adjunct Professor at New York University School of Law, teaching courses on creditors’ rights, debtors’ protection and bankruptcy. He received his A.B. from Columbia University and his J.D. from New York University School of Law.
Paul N. Watterson, Jr. concentrates on structured product and derivative transactions, the formation and representation of credit funds, and capital markets regulation. Paul is counsel to many participants in the securitization, credit and derivatives markets. He represents underwriters, issuers and managers in structured financings, including collateralized loan obligations (CLOs). He is involved in many structured finance transactions that use credit derivatives, including regulatory capital transactions and repackagings. Schulte is widely acknowledged as having the nation’s premier investment management practice, and Paul advises many private investment funds on their transactions in derivatives and asset-backed securities, portfolio purchases and sales, and formation of risk retention vehicles. He has also been active in the creation of derivative products that reference hedge funds. Paul is listed in The Best Lawyers in America, Chambers Global, Chambers USA, Expert Guide to the Best of the Best USA, Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers, The Legal 500 United States (Hall of Fame), New York Super Lawyers and PLC Which Lawyer? Multi-jurisdictional Guide: Capital Markets: Derivatives. After earning his A.B., cum laude, from Princeton University, Paul was an officer at the Chase Manhattan Bank in New York and London. He received his J.D., magna cum laude, from Harvard Law School where he was an editor of the Harvard Law Review. Paul served as a law clerk to the Honorable Leonard I. Garth, U.S. Court of Appeals for the Third Circuit, and then as Assistant to the Mayor of the City of New York.
Paul N. Roth is a founding partner of the firm and former chair of the Investment Management Group. Throughout his career, Paul has acted as counsel to leading public and private companies in financial services and to their boards of directors. His extensive private investment funds practice, an area in which he has more than 50 years of experience, includes the representation of hedge funds, private equity funds, offshore funds, investment advisers and broker-dealers in connection with fund formations and compliance, securities regulation, mergers and acquisitions (domestic and cross-border) and other financial transactions. Considered the “dean of the hedge fund bar,” Paul serves as a special adviser to the board of directors of the Managed Funds Association (MFA). He is the former chair of the Subcommittee on Hedge Funds of the ABA’s Committee on Federal Securities Regulation and the New York City Bar Association’s Committee on Securities Regulation. Paul has been recognized as a leading funds lawyer by The Best Lawyers in America, which also named him New York City Private Funds/Hedge Funds Law Lawyer of the Year; Chambers Global, Chambers USA, IFLR1000, Expert Guide to the Best of the Best USA, Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers, Lawdragon 500 Leading Lawyers in America, The Legal 500 US, New York Super Lawyers, PLC Cross-border Investment Funds Handbook, Who’s Who in American Law, Who’s Who in America and Who’s Who Legal: The International Who’s Who of Private Funds Lawyers. Paul was recently honored at The Hedge Fund Journal Awards for his outstanding achievement in the hedge fund industry. He also received a Lifetime Achievement Award from Hedge Funds Care in recognition of his prominence in the hedge funds industry and his extraordinary commitment to philanthropy. He was named to HFMWeek’s 2010 list of the 50 most influential people in hedge funds. Paul is a former lecturer at the University of Pennsylvania’s Wharton School, where he taught “Responsibility in Professional Services.” of Business. He is currently an Adjunct Professor of Law at NYU School of Law, where he is teaching “Law and Management of Financial Services Businesses.” Paul graduated magna cum laude from Harvard College, cum laude from Harvard Law School and was awarded a Fulbright Fellowship to study law in the Netherlands. He served on the Advisory Board of Harvard Law School’s Center on Lawyers and the Professional Services Industry and formerly served as president and a trustee of the Harvard Law School Alumni Association of New York City. In addition, he is a senior director of the Legal Defense Fund of the NAACP and a member of the advisory board of the RAND Center for Corporate Ethics and Governance, and he is a fellow of the New York Bar Foundation and the Phi Beta Kappa Society.
Peter H. White is co-chair of the Litigation Group and a member of the firm’s Executive Committee. One of the nation’s leading white collar lawyers, Pete represents corporations and executives in managing crisis situations, including grand jury investigations, internal investigations, SEC enforcement proceedings, False Claims Act and qui tam lawsuits, and shareholder class actions. He achieved acquittals on all counts in multiple federal fraud trials, including allegations of accounting and securities fraud, government program fraud, false claims and public corruption. He served as lead counsel in over 80 federal and local jury trials and many more bench trials. Pete is a fellow of the American College of Trial Lawyers. A recipient of the Department of Justice Director’s Award for Superior Performance as an Assistant U.S. Attorney, Pete has performed with comparable skill as a private practitioner. Among the many publications that have recognized him as a leading litigator are: The Best Lawyers in America (corporate compliance law, criminal defense: white collar, and litigation-securities), Chambers USA, Ethisphere: Attorneys Who Matter, The Legal 500 United States, Washington DC Super Lawyers, Washingtonian’s “Washington’s Top Lawyers” (criminal defense, white collar) and The Washington Post (“Their Own Defense,” June 18, 2007). Pete obtained his B.A., with high honors, from University of Notre Dame and his J.D. from The University of Virginia School of Law, where he was Order of the Coif and on the Management Board of the Virginia Law Review. Upon graduation, he had the distinction of serving as a law clerk to The Honorable Richard L. Williams of the Eastern District of Virginia.
Peter Jonathan Halasz is educated in both law and business, and his practice includes mergers & acquisitions, securities, private equity, international business and investment funds. In the area of private equity M&A, he has represented clients in auctions and sales, restructurings and leveraged capitalizations, mergers, unsolicited tender offers, privatizations, international joint ventures, special-committee representations and venture capital investments. In the finance area, Peter has represented issuers and underwriters in public offerings of equity and debt, commercial paper and euro medium-term note programs, Rule 144A offerings, and the organizations and offerings of alternative investment fund products. The United States Lawyer Rankings – 2008, 2009, 2010 and 2011 editions ranked Peter as one of the Top 10 lawyers in the nation in the area of International Trade and Finance. After graduating magna cum laude and Phi Beta Kappa from Harvard College in 1980, Peter was admitted to a dual-degree program offered jointly by Harvard Law School and Harvard Business School and, in 1984, was awarded a J.D., cum laude, and an M.B.A.
Philippe Benedict focuses his practice on the tax aspects of investment funds, mergers and acquisitions, international transactions, real estate transactions and financial instruments. He has advised on many major transactions involving sales or spinoffs of investment fund managers, including Senator Investment Group LP’s sale of a minority stake to The Blackstone Group LP, Caxton Associates LP’s sale of a minority interest to the Petershill II Fund affiliated with the Goldman Sachs Group Inc., and Credit Suisse’s sale of Strategic Partners to The Blackstone Group LP. Philippe advises on the tax aspects of securitizations, including his recent representation of affiliates of Fortress Investment Group LLC and affiliates of AGL in the securitization of their leveraged facilities. He has also advised multiple alternative asset managers on the formation and structuring of funds, including Engineers Gate with the launch of a quant fund, Clearfield Capital with the launch of a hedge fund, Warlander Asset Management LP, AGL, Piney Lake and MGG with the launch of credit funds, and D1 Capital Partners in the formation of a new fund; Junto Capital Management LP on the launch of Junto Capital Partners LP and Junto Offshore Fund Ltd.; Trian Fund Management LP on all aspects of launching new co-investment hedge funds; Sachem Head Capital Management LP with the launch of hedge funds and the establishment of long/short equity funds; and Capstone Investment Advisors LLC, JANA Partners, MKP Capital Management LLC and Scopia Fund Management LLC in their respective sales of a passive minority interest to Neuberger Berman Group-managed private equity fund Dyal Capital Partners. Philippe also advised Bardin Hill Investment Partners in its succession plan. Philippe’s real estate transactions include advising the Related/Oxford joint venture developing Hudson Yards on closing nearly $1.4 billion in equity investments and debt financing for the center’s first tower, and advising Oxford in over $5 billion in financing of three office towers, a retail center and a residential building for the project; and advising Arel Capital in a number of equity investments, including operating multi-family properties with significant retail components and ground-up development projects for modern condominium buildings. Chambers USA, The Legal 500 US, New York Super Lawyers and the Tax Directors Handbook have recognized Philippe as a leading lawyer.
Phillip J. Azzollini focuses his practice on private offerings of collateralized loan obligation securities and on warehouse financing transactions, including the representation of issuers, placement agents and portfolio managers. Phil also represents buyers and sellers of financial assets. He has represented public companies, investment advisers and private equity funds in transactions involving many different categories of assets, including mortgage-backed securities. Phil is listed as a “leading individual” by Chambers Global and Chambers USA in Capital Markets: Structured Products, and was recognized by interviewees as “an excellent lawyer, smart and bright” and commended for his client service skills, keen attention to detail and understanding of accounting in addition to the law. The Legal 500 US notes that Phil is recognized as being “very knowledgeable about the CLO space, in terms of both legal and market knowledge.” He is also listed in the Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers. Phil's recent publications include co-authoring “CLOs and LIBOR Transition” for The International Comparative Legal Guide to: Securitisation 2020. Prior to joining SRZ, Phil was a certified public accountant with the audit group at Coopers & Lybrand LLP. He received his undergraduate degree, cum laude, from Pace University in 1988, and his J.D. from Fordham University School of Law, where he was an editor of the Fordham Law Review, in 1995.
Phyllis A. Schwartz focuses her practice on the structuring, formation and operation of private equity funds, including buyout funds, venture capital funds, mezzanine funds, distressed funds, litigation financing funds and real estate funds. She represents both fund sponsors and investors in her practice. In addition to assisting fund sponsors with their internal management arrangements, succession planning, capital call borrowing facilities and formation of co-investment vehicles, she has extensive experience with institutional investors and regularly advises clients on market terms of investment funds. Phyllis also advises private equity funds in connection with their capital call credit lines and investments in, and dispositions of, portfolio companies. Phyllis is listed in The Legal 500 US, The Best Lawyers in America, New York Super Lawyers, Who’s Who Legal: The International Who’s Who of Private Funds Lawyers, Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers (Investment Funds, Private Equity) and the Expert Guide to the World’s Leading Women in Business Law (Investment Funds). A member of New York’s Private Investment Fund Forum, Phyllis frequently shares her insights on effective fund formation strategies at industry conferences and seminars. She recently discussed compliance concerns for co-investments and issues related to fund restructuring and secondary transactions. Interviewed by Private Funds Management in the article “Ringing the Changes,” Phyllis is also the co-author of Private Equity Funds: Formation and Operation (Practising Law Institute), which is considered the leading treatise on the subject. In addition, she contributed to the Fund Formation and Incentives Report (Private Equity International in association with SRZ), as well as a chapter on “Advisers to Private Equity Funds — Practical Compliance Considerations” in Mutual Funds and Exchange Traded Funds Regulation, Volume 2 (Practising Law Institute). Phyllis received her J.D. from Columbia Law School and her A.B. from Smith College.
Robert M. Abrahams concentrates his practice in complex commercial litigation, including securities, real estate, employment, derivative actions, trusts and estates, partnership disputes, defending claims against lawyers and law firms, and director and officer liability matters. Bob’s many significant representations include a major interdealer broker in numerous regulatory investigations, arbitrations and civil litigations, including a five-month jury trial and related FINRA arbitration in which our clients recovered in excess of $140 million; 173 former Dewey LeBoeuf partners in the successful defense of a $200-million claim; one of the largest law firms in the world in a $100-million malpractice suit; and his recent successful defense at trial of a $500-million derivative action. Bob has tried more than 100 civil cases and arbitrations. Listed in Benchmark Litigation: The Definitive Guide to America’s Leading Litigation Firms & Attorneys (“National Star” in securities litigation), Best Lawyers in America, The Legal 500 US, New York Super Lawyers, Who’s Who in America and Who’s Who in the World and rated “AV Preeminent” by Martindale-Hubbell, Bob is a longstanding member of the Trial Practice Committee of the Litigation Section of the American Bar Association, and has served on the Trial Practice and Real Property Sections of the New York State Bar Association. Bob is a New York Bar Foundation Fellow and a member of the Attorney Grievance Committee for the First Judicial Department of the Supreme Court of the State of New York. He recently served as an arbitrator appointed by the International Chamber of Commerce. Bob is the author of the “Commercial Real Estate” chapter of Business and Commercial Litigation in the Federal Courts (Thomson Reuters, 2010-2016) and the “Document Discovery” chapter of Commercial Litigation in New York State Courts (Thomson Reuters and the New York County Lawyers’ Association, 2011-2015). He received his B.A. from Hobart College and his J.D., with distinction, from Hofstra University School of Law, where he was editor-in-chief of the Hofstra Law Review.
Robert J. Ward focuses his practice on commercial and securities litigation. Bob has represented major corporations, commercial banks, investment banks, private equity firms, hedge funds and other business entities in complex commercial and securities litigation, in federal and state courts, in New York and elsewhere. He has defended and prosecuted claims of breach of contract, fraud, accountants liability, securities fraud, breach of fiduciary duty and negligence by corporate officers and directors, breach of covenants not to compete, professional malpractice and intellectual property infringement. He also has extensive arbitration and mediation experience. Recent significant representations include Black Diamond and Spectrum in connection with litigations involving Allied Systems, Ruane Cunniff in connection with class actions and derivative claims, GEMS Education in connection with litigation arising out of a lease agreement with a New York property developer, Boston Properties in several real estate matters, Starwood Capital and Starwood Hotels on a variety of commercial and securities law cases, Credit Suisse in a case involving a complex debt restructuring, Merrill Lynch & Co. in a case involving the Seminole tribe in Florida, a subsidiary of Pfizer in a lengthy confirmation hearing in bankruptcy court, real estate developer Millennium Partners in various tax matters, and several mutual fund companies in ‘40 Act claims in federal court. Bob was selected by Benchmark Litigation: The Definitive Guide to America’s Leading Litigation Firms and Attorneys, The Legal 500 US and New York Super Lawyers as one of New York’s leading litigators. He is the co-author of the “United States — New York” and “United States — Federal Law” chapters in Getting the Deal Through – Dispute Resolution, published by Law Business Research Ltd., and the author of “Breach of Duty: Classical Theory,” a chapter in the Insider Trading Law and Compliance Answer Book, published by Practising Law Institute. He is a member of the bars of New York, the U.S. District Courts for the Southern and Eastern Districts, and the U.S. Court of Appeals for the Second and Federal Circuits.
Robert S. Nash focuses his practice on commercial leasing (on behalf of both landlords and tenants); real estate development, sales and acquisitions; real estate brokerage; and property management. Bob has extensive experience negotiating commercial leases on behalf of private investment funds and other companies in properties such as 9 West 57th St., GM Building, 888 Seventh Ave., 1211 Sixth Ave., Citicorp Center, the Seagrams Building, 712 Fifth Ave. and Carnegie Hall Towers for tenants such as Maverick Capital, Cerberus Partners, Glenview Capital, Och Ziff Capital, Atticus Capital, JANA Partners, Clinton Group, Soros Funds, QVT Financial and many others. Work highlights include his representations of: Tishman Speyer, Goldman Sachs and other investors in the acquisition of Rockefeller Center and simultaneous sale to NBC of 1.5 million sq. ft. of office and studio space; Reckson Associates as lessor in a 420,000 sq. ft. lease to a large law firm; CIT Holdings as lessee in a 190,000 sq. ft. lease negotiation; and Cerberus Partners as sublessor in a 65,000 sq. ft. sublease negotiation. Bob is a past Co-Chair of the Commercial Leasing Subcommittee of the New York City Bar Association and a former Chair of the Commercial Leasing Committee of the New York State Bar Association. He received his B.A. from Bucknell University in 1970 and his J.D. from St John’s University School of Law, where he was associate editor of the St. John’s Law Review, in 1976.
Robert Loper concentrates his practice in the areas of mergers and acquisitions, private equity transactions, strategic investments, joint ventures, and general corporate and securities matters. His significant transactions include the acquisition of Safeway Inc. by Albertsons Companies, an affiliate of Cerberus Capital Management LP. He also advised Albertsons Companies in its acquisition from SUPERVALU of supermarkets operating under the Albertsons, Acme, Jewel, Star Markets and Shaw’s banners, as well as its purchase of United Supermarkets. Other significant transactions include Cerberus’ purchase of a controlling interest in the Chrysler automotive and auto finance businesses from Daimler AG. He has also represented U.S. investors in a large number of cross-border acquisitions of distressed assets, particularly in Europe. Bob graduated magna cum laude and Phi Beta Kappa from Davidson College in 1985, and then went on to obtain his J.D., with honors, from University of Texas School of Law, where he was associate editor of the Texas Law Review, in 1988. He is a member of the American Bar Association, New York City Bar Association and the State Bar of Georgia.
Ronald E. Richman is co-head of the Employment & Employee Benefits Group. His practice concentrates on the litigation of employee benefits and restrictive covenant cases in federal and state courts throughout the United States involving trade secrets, non-competition, nonsolicit, and breach of confidentiality and breach of loyalty issues. Ron defends employee benefit plans, fiduciaries and employers in class actions and in cases brought by individual plaintiffs. He also represents employers, employee benefit plans, fiduciaries and investment managers before the U.S. Department of Labor, the Pension Benefit Guaranty Corporation and the Internal Revenue Service in connection with novel issues of law concerning plan mergers, terminations, spin-offs, fiduciary duties and prohibited transactions, and various aspects of withdrawal liability and mass withdrawal liability. He has litigated, arbitrated and advised on several hundred withdrawal liability matters for multiemployer pension funds and employers. Ron also represents employers (particularly hedge and private equity funds), employees and partners with respect to executive compensation and partnership issues. Ron is listed in Chambers USA, The Best Lawyers in America and New York Super Lawyers as a leading labor and employment litigation attorney. He is a fellow of the American College of Employee Benefits Counsel and a member of the CPR Employment Dispute Committee of the CPR Institute for Dispute Resolution. A former adjunct professor in New York University School of Continuing Education’s Certified Employee Benefits Specialist Program, Ron frequently speaks and writes on employee benefit and employment topics of interest to the H.R. community, such as his “Tips on Complying with U.S. Department of Labor Fee Disclosure Rules,” which appeared in Human Resources 2008, Summer Edition and a presentation he gave on “Employment Litigation; Claims Against Employees” at NYU’s 16th Annual Employment Law Workshop for Federal Judges. Most recently, he has spoken twice on legislative developments affecting multiemployer plans and the PBGC.
Seth R. Henslovitz concentrates on real estate transactions, including representing lenders and borrowers in connection with commercial mortgage and mezzanine financing, acquisitions and dispositions of mortgage and mezzanine debt, acquisitions and dispositions of commercial properties, workouts and restructurings and negotiation of joint venture agreements. His clients include real estate private equity funds, major financial and commercial lending institutions and developers, owners and operators of commercial office buildings, shopping centers, hotels, residential complexes, industrial properties and undeveloped land. In recognition of his achievements, Seth was named among University of Wisconsin-Madison School of Business’ “8 to Watch Under 40” and Real Estate Forum’s “Fifty Under 40,” the nation’s “best-in-class young commercial real estate executives” and as a “Next Generation Lawyer” by The Legal 500 US.
Shlomo C. Twerski, co-head of the firm’s Tax Group, focuses his practice on the tax aspects of onshore and offshore investment funds, registered investment companies and business development companies, private equity partnerships, real estate and corporate transactions, restructurings and workouts, securitizations, and existing and emerging financial instruments. Shlomo’s most recent representations have addressed hedge fund and management company structures, tax considerations for private investment funds and FATCA. Shlomo has been recognized as a leader in his field by Chambers USA, The Best Lawyers in America, The Legal 500 US, New York Super Lawyers and the Tax Directors Handbook. He is a member of the Tax Section of the New York State Bar Association and regularly speaks at industry conferences and events. In addition, he has published on a range of topics, including FATCA provisions, FIRPTA and REIT rules, and compliance requirements for hedge funds. Most recently, he co-authored Hedge Funds: Formation, Operation and Regulation (ALM Law Journal Press).
Stephanie R. Breslow is co-head of the Investment Management Group and a member of the firm’s Executive Committee. She maintains a diverse practice that includes liquid funds, private equity funds and the structuring of investment management businesses. She focuses her practice on the formation of private equity funds (including LBO, mezzanine, distressed, real estate and venture) and liquid-securities funds (including hedge funds, hybrid funds, credit funds and activist funds) as well as providing regulatory advice to investment managers. She also represents fund sponsors and institutional investors in connection with seed-capital investments in fund managers and acquisitions of interests in investment management businesses and funds of funds and other institutional investors in connection with their investment activities, including blockchain technology and virtual currency offerings and transactions. Recently serving as chair of the Private Investment Funds Subcommittee of the International Bar Association, Stephanie is a founding member and former chair of the Private Investment Fund Forum, a member of the Advisory Board of former Third Way Capital Markets Initiative, a former member of the Board of Directors and current member of 100 Women in Finance, a member of the Board of Visitors of Columbia Law School and a member of the Board of Directors of the Girl Scouts of Greater New York. Stephanie has received the highest industry honors. She was named to the inaugural Legal 500 US Hall of Fame in the category of “Investment Fund Formation and Management: Alternative/Hedge Funds.” Stephanie is also listed in Chambers USA: America’s Leading Lawyers, Chambers Global: The World’s Leading Lawyers, Crain’s Notable Women in Law, IFLR1000, Best Lawyers in America, Who’s Who Legal: The International Who’s Who of Business Lawyers (which ranked her one of the world’s “Top Ten Private Equity Lawyers”), Who’s Who Legal: The International Who’s Who of Private Funds Lawyers (which ranked her at the top of the world’s “Most Highly Regarded Individuals” list), Who’s Who Legal: Thought Leaders: Global Elite, Who’s Who Legal: Thought Leaders: Private Funds, Expert Guide to the Best of the Best USA, Expert Guide to the World’s Leading Banking, Finance and Transactional Law Lawyers, Expert Guide to the World’s Leading Women in Business Law and PLC Cross-border Private Equity Handbook, among other leading directories. Stephanie was named the “Private Funds Lawyer of the Year” at the Who’s Who Legal Awards 2014 and the Euromoney Legal Media Group’s “Best in Investment Funds” and “Outstanding Practitioner,” both at the Americas Women in Business Law Awards. She is also recognized as one of The Hedge Fund Journal’s 50 Leading Women in Hedge Funds and was named one of the 2012 Women of Distinction by the Girl Scouts of Greater New York. Stephanie’s representation of leading private investment funds has won numerous awards, including most recently Law360’s Asset Management Practice Group of the Year. She is a much sought-after speaker on fund formation and operation and compliance issues, and she regularly publishes articles on the latest trends in these areas. Stephanie co-authored Private Equity Funds: Formation and Operation (Practising Law Institute), co-authored Hedge Funds: Formation, Operation and Regulation (ALM Law Journal Press), contributed a chapter on “Hedge Fund Investment in Private Equity” for inclusion in PLC Cross-border Private Equity Handbook 2005/06 (Practical Law Company), contributed a chapter on “Advisers to Private Equity Funds — Practical Compliance Considerations” for Mutual Funds and Exchange Traded Funds Regulation, Volume 2 (Practising Law Institute), and wrote New York and Delaware Business Entities: Choice, Formation, Operation, Financing and Acquisitions (West) and New York Limited Liability Companies: A Guide to Law and Practice (West).
Stuart D. Freedman serves as co-chair of the firm’s M&A and Securities Group. Stuart focuses his practice on mergers and acquisitions, private equity and securities, representing various well-known money managers in connection with a variety of acquisitions and control and non-control investments, including of companies engaged in financial restructurings. His practice includes a broad range of global equity investments and significant experience in cross-border transactions across a number of targeted industries, including real estate, hotel, mining, food retailing, automotive, health care, airlines, car rental, telecommunications, environmental, oil and gas exploration, oil field services, and distribution and other services. Stuart’s practice also includes advising investment firms on all aspects of fund formation and capital-raising. He represented Albertsons Companies and an investor group led by Cerberus Capital Management LP in the $9.2-billion acquisition of Safeway Inc., which won “Deal of the Year - Retail” at the 2015 ACG New York Champion’s Awards, as well as the related acquisition of SUPERVALU’s Albertsons, Acme, Jewel-Osco, Shaw’s and related Osco and Sav-on in-store pharmacies and related non-control investment in SUPERVALU common stock, a deal that won “Retail Deal of the Year” at the 2014 M&A Atlas Awards: Global Major Markets. Stuart’s advice is informed not just by his more than 20 years as an SRZ partner, but also from having served as president of a leading investment firm that focuses on opportunistic investments globally.
Taleah E. Jennings has served as lead counsel on various complex commercial litigation matters, with a primary focus on fiduciary-related issues, including matters raised in trust and estates litigation, shareholder disputes and litigations involving employment-related matters. Her clients include fiduciaries of large trusts and estates and other financial services entities, such as investment managers, private equity firms, interdealer brokerage firms, multiemployer pension funds and commercial real estate firms. Taleah has litigated cases in various state and federal courts, as well as regulatory and arbitration forums, from the commencement of claims through trials and appeals. Taleah has been recognized as a leading lawyer by The Legal 500 US, Benchmark Litigation: The Definitive Guide to America’s Leading Litigation Firms and Attorneys and by New York Super Lawyers. She received the Burton Award for Distinguished Legal Writing for the New York Law Journal article “Options When a Competitor Raids the Company,” was honored with the Excellence in Pro Bono Advocacy Award by Sanctuary for Families and was named among Savoy magazine’s Most Influential Black Lawyers.
William H. Gussman, Jr. focuses on complex commercial litigation, including securities fraud actions, fraudulent transfer actions, M&A litigation and partnership disputes. Bill’s clients have included domestic and foreign hedge funds, private equity firms, major corporations, investment banks, prime brokers, lenders and individuals. Bill has substantial trial experience, having tried cases in federal and state courts throughout the United States and in a variety of alternative dispute resolution venues, including AAA, FINRA and JAMS arbitrations. Bill frequently litigates in bankruptcy court, often representing creditors in disputed matters in the plan confirmation process. He also has particular expertise in litigating issues concerning the Section 546(e) safe harbor in fraudulent transfer actions. He has extensive experience representing both buyers and sellers in deal-related disputes concerning a broad range of industries, including the telecommunications, energy, retail and automotive industries. Bill also has expertise in matters relating to litigation finance and regularly advises clients with respect to champerty risk and the risk/reward profile of litigation-related assets. Bill’s jury trial experience includes the successful defense of a leading prime broker in a $141.4-million fraudulent transfer action brought by the trustee of a defunct hedge fund. In that two-week federal trial, he helped to secure a unanimous verdict in favor of the prime broker. Bill successfully defended a former officer and director of Merck & Co. in a high-profile securities class action and related cases concerning the painkiller Vioxx. That high-profile matter included the defense of federal and state securities law claims, breach of duty claims, product liability claims and other matters.