Areas of Practice

• Leveraged buy-outs of publicly and privately held businesses, including subsidiaries and divisions of larger companies; also businesses in or near bankruptcy
• Turn-around situations, including re-starts, recapitalizations and spin-offs
• Early and later-stage companies in technology, new media and other growth industries, and venture capital and strategic investors investing in all stages of emerging businesses
• Formation, development and growth of technology-oriented companies, including companies engaged in the development of proprietary software, systems, information technologies, medical devices and biopharmaceuticals
• All forms of intellectual property and e-commerce transactions and arrangements
• Domestic and international joint ventures, strategic alliances, and other collaborative arrangements for both emerging and "brick and mortar" clients
• Formation and portfolio transactions of private equity funds, as well as IPOs and Rule 144A and follow-on registered exchange offerings

Specific areas of expertise include:

• Intellectual property matters, including domestic and international technology transfer and licensing
• Public and private offerings by U.S. and non-U.S. issuers of investment grade and high yield debt and of equity securities, including venture capital financings, as well as acquisition, working capital and project finance facilities
• Securities law reporting and compliance, including counseling boards of directors on Sarbanes Oxley and other federal securities law matters
• Executive compensation

Represent

• Participants in mergers and acquisitions, and public or private capital raising transactions, including private equity, venture capital and IPOs
• Companies with technology transfer and intellectual property issues
• Emerging technology companies
• Private equity and venture capital investors
• Trustees and classes of noteholders in connection with debt restructurings

Bar Admissions

• New York; U.S. District Courts, Southern and Eastern Districts of New York

Legal Career

• Joined GEAB&P 1983, shortly after its formation
• Formerly, an associate at Weil, Gotshal & Manges

Author/Speaker

• Speaker, "Using Employment Contracts to Protect Your Intellectual Property," Greater New York Chapter, ACCA, Seminar May 8, 2003
• Co-author, "From ‘bricks & mortar’ to ‘bricks & click’ – buying and investing in the new technology," Venture Capital & Private Equity Yearbook 2001/2002.
• Presentation/Speaker, The Third Annual Institute on Technology Transfers, sponsored by the American Conference Institute, Working with Universities and National Labs vs. Private Companies, Wednesday - Friday, June 21-23, 2000, New York City [with Andrew Russell].
• Co-author, "Web Context Ups Need for Due Diligence," The National Law Journal, Vol. 22, No. 17, Internet Supplement, December 20, 1999, reprinted in E-Commerce Weekly, December 21, 1999.
• Contributing Author, Software Contract Forms, by the Software Licensing Practices Committee, Computer Law Division, Section of Science and Technology, American Bar Association, 1992.
• Author, "Valuation and the Probability of Bankruptcy in Chapter X," American Bankruptcy Law Journal, Vol. 52, No. 1, Winter 1978, pp. 1-22.

Professional Activities & Associations

• Member, Software Licensing Practices Committee of the American Bar Association's Section of Science and Technology
• Member, the Business Law, Intellectual Property, Science and Technology, and International Law and Practice sections of the American Bar Association
• Member, The Association of the Bar of the City of New York
• Past Member, IEEE

Education

• J. D., Columbia Law School (1976), Harlan Fiske Stone Scholar, recipient of the E.B. Convers Prize (for best original essay on a legal subject)
• M. B. A., Columbia Graduate Business School (1976), national business honor society
• B.A. in Economics and B.S. in Civil Engineering, Tufts University (both 1972)