The unprecedented economic stress on firms and their directors and officers has

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1 CORNERSTONE RESEARCH BANKRUPTCY AND FINANCIAL DISTRESS LITIGATION Among the Bankruptcy and Financial Distress Litigation Topics Discussed Inside: Fraudulent Transfer Distressed Asset Valuation Piercing the Corporate Veil Auditor Liability Failed Financial Institutions Securities Employee Retirement Income Security Act (ERISA) The unprecedented economic stress on firms and their directors and officers has resulted in a surge of business liquidations and reorganizations, filings for bankruptcy protection, and litigation. Some of the largest firms have sought court protection from creditors, resorted to government bailouts, or become targets of shareholder suits as their boards and managements cope with the financial challenges of the economic crisis. For more than twenty-five years, attorneys have retained staff in matters involving fraudulent conveyance and preferential transfer, valuation of distressed firms and their securities and assets, securities fraud, ERISA, lender and auditor liability, change of control, and piercing the corporate veil. We have addressed such issues extensively in bankruptcy proceedings and in related litigation in district courts and other venues, analyzing questions of solvency, reasonably equivalent value, and other issues that arise. staff have expertise in business, asset, securities, and derivative valuation and in conducting securities, financial, accounting, and economic analyses of financial markets and industries. We have developed specialized knowledge of databases containing comprehensive financial information, regulatory filings, security and derivative price information, merger and failure data on financial institutions and other firms, as well as relevant macroeconomic and real estate data. Our network of faculty experts is drawn from leading business schools, law schools, and economics departments. In addition, our industry experts include individuals with long-standing experience as auditors, executives, directors, rating agency employees, and regulators. The following pages provide brief descriptions of a few of our several hundred cases related to bankruptcy and financial distress.

2 FRAUDULENT TRANSFER AMONG THE QUESTIONS CORNERSTONE RESEARCH STAFF AND EXPERTS HAVE ADDRESSED: Did the company receive a reasonably equivalent value in the transaction at issue? Was the company insolvent on the date of the transaction at issue? Did the company become insolvent as a result of the transaction at issue? Was the company left with an unreasonably small amount of capital as a result of the transaction at issue? Did the company incur debts that were beyond its ability to pay in connection with the transaction at issue? Did a counterparty have undue influence on the company s corporate decisions? Did the board of directors have sufficient information to make recommendations to shareholders at a time of financial distress? Did the company make adequate disclosures related to possible financial distress? Was the company adequately protected from the risk of a counterparty s bankruptcy? STATUTORY COMMITTEE OF UNSECURED CREDITORS OF IRIDIUM LLC ET AL. V. MOTOROLA, INC. Retained by Kirkland & Ellis In litigation arising from the bankruptcy of Iridium, a global provider of satellite telecommunications services, plaintiffs alleged that the more than $2 billion that Iridium paid Motorola to design, develop, and launch sixty-six satellites and related ground equipment was avoidable as a fraudulent conveyance under bankruptcy law and should be returned to the estate. Counsel for Motorola retained and Professor Paul Pfleiderer of to analyze whether Iridium was solvent and adequately capitalized at various times prior to its bankruptcy. After analyzing the public and private information available about Iridium and evidence provided by the prices of securities and the ability of Iridium and its competitors to raise capital, Professor Pfleiderer testified that Iridium was solvent and adequately capitalized during the relevant time frame. He also showed that the failure of the plaintiffs experts to account for contemporaneous market information led to severe hindsight biases in their assessment of Iridium s historical viability. After a trial lasting several months, U.S. Bankruptcy Judge James M. Peck found that the plaintiffs had failed to meet their burden of proving Iridium s insolvency and unreasonably small capital at the times of the contested transactions. Relying significantly on Professor Pfleiderer s analysis, Judge Peck dismissed plaintiffs fraudulent conveyance and other bankruptcy claims, noting that Professor Pfleiderer was an especially credible witness of great candor. 2

3 FRAUDULENT TRANSFER ANALYSIS OF COMPLEX TRANSACTIONS In the context of the impending bankruptcy of a major corporation, worked with a finance expert to analyze a complex transaction that was alleged to constitute a fraudulent conveyance. The expert s analysis of the factors affecting the firm s securities prices at the time the transaction was announced showed that the transaction actually enhanced the value of the corporation. Restating the corporation s balance sheet on a market value basis confirmed that the disputed transaction resulted in an increase in value. FRAUDULENT ASSET SALE CLAIM Counsel defending a national retailer retained in a fraudulent conveyance action that arose from the sale of assets by one of the retailer s regional divisions to a competitor. The competitor filed for bankruptcy after suffering a crippling labor strike. It later filed a suit against the retailer, claiming that the purchase price of the assets exceeded their total value by more than $50 million. worked with two experts who analyzed key assumptions made by the plaintiff s experts and identified methodological and mechanical errors that were critical to the evaluations of the plaintiff s experts. Our experts showed that the plaintiff s experts failed to select comparable publicly traded companies and transactions in their valuation of the assets. Our experts also demonstrated that the discounted cash flow model used by the plaintiff s experts understated the value of the assets the plaintiff had purchased by understating margins, failing to consider the tax benefit of amortization, and failing to consider the cash flow benefit of extending accounts payable, among other things. The court accepted the analysis provided by the defense, stating that the competitor has failed to carry its burden to prove that the leveraged buyout was a fraudulent conveyance. IN RE THE BENNETT FUNDING GROUP, INC., BANKRUPTCY CASES Retained by Simpson Thacher & Bartlett worked with Professor William Silber of New York University on behalf of the Bennett bankruptcy estate to assess the value of a warrant of a small publicly traded company that was sold by the Bennett Funding Group shortly before its bankruptcy. We used a modified binomial tree technique and Monte Carlo simulation to accommodate the forced exercise features of the instrument. At trial, Professor Silber presented convincing testimony that the sale price of the warrant had been inadequate and thus provided the key evidence that the transaction should be voided as a preferential transfer. In its ruling, the court cited Professor Silber s work and testimony. 3

4 DISTRESSED ASSET VALUATION Companies operating in the zone of financial distress present unique valuation challenges because the future value of their securities is much more uncertain than the future value of securities of companies not operating in a zone of financial distress. In addition, future values of securities may follow nonlinear patterns that can make traditional valuation approaches unreliable. In many such cases, we use option-pricing approaches to arrive at estimates of value. Valuing complex assets with option-like characteristics often requires using computer-intensive simulation methods instead of traditional formulas such as the Black-Scholes model. has assisted experts in building complex valuation and damages models for a broad range of assets with option-like characteristics. BOND DEFAULT LITIGATION analyzed the relative value of several classes of high-yield bonds issued by a company in an emerging market that subsequently failed during the 1998 currency crisis. The bonds, which were issued simultaneously to fund a large industrial project, had different times to maturity and different priorities in the event of bankruptcy. The lack of adequate market comparables for each class of bonds required us to employ a contingent claims framework in which bonds of different priority are viewed as options on the company s underlying assets. The model we developed allowed us to quantify the difference in the price of junior bonds relative to senior bonds while simultaneously matching the observed market value of equity. FAILED HEDGE FUNDS AND INSURERS In cases arising from the failures of hedge funds and insurers, has worked with Professor René Stulz of The Ohio State University to assess investment strategies and to value investment positions in complex derivative instruments. In examining causes of the failures of the firms in question, the evaluation of hedging strategies and their performance in light of changes in market conditions has been a primary focus of analysis. THEO BULLMORE ET AL. V. ERNST & YOUNG CAYMAN ISLANDS ET AL. Counsel for Ernst & Young Cayman Islands retained and Professor Steven Grenadier in a New York Supreme Court case related to the failure of Beacon Hill Asset Management, a hedge fund. The court granted summary judgment in favor of Ernst & Young Cayman Islands and awarded costs. At issue was the fund s net asset value for a period before its failure. supported Professor Grenadier s investigation into the reasonableness of the prices assigned to the individual securities held in the fund s portfolio of collateralized mortgage obligations (CMOs). Because the CMOs were illiquid, they could not be valued based on contemporaneous market transactions. Instead, Professor Grenadier developed valuations using sophisticated valuation models. Drawing on a deep understanding of these models, as well as empirical research on the reasonable range of valuations for these complex derivative securities, Professor Grenadier established that the prices used by the hedge fund fell within a reasonable range of valuation estimates. HIGH-YIELD DEBT worked with Professor Edward Altman of New York University and Professor Christopher James of the University of Florida in addressing allegations regarding an investment bank s role in the failure of a Florida life insurance company. The investment bank was alleged to have conspired to engage in year-end transactions aimed at concealing the insurance company s insufficient capital and to have contributed to the company s failure by purchasing highly illiquid assets at a fraction of their value. The allegation of concealment of the capital deficiency centered on whether year-end trades of high-yield securities were conducted at market prices. We constructed a database of high-yield debt prices that validated the prices of the year-end trades. We also analyzed highly illiquid securities purchased by the bank to refute the plaintiff s claim that these securities were purchased from the insurance company at a fraction of their value. 4

5 PIERCING THE CORPORATE VEIL AMONG THE QUESTIONS CORNERSTONE RESEARCH STAFF AND EXPERTS HAVE ADDRESSED: Did the parent and its subsidiary have commingled assets or business functions? What were the corporate governance processes with respect to the parent and its subsidiary? How were transactions between the parent and its subsidiary accounted for in the financial statements? How were the parent and its subsidiary financed historically, and how have their capital structures evolved over time? HOLDING COMPANY LIABILITY FOR ASBESTOS-RELATED CLAIMS AGAINST A SUBSIDIARY In a case involving asbestos-related claims, assisted counsel for a holding company that had acquired a home builder two years prior to seeking bankruptcy protection. The plaintiffs sought to hold both the home builder and the holding company liable for asbestos claims against a former subsidiary of the home builder by piercing the corporate veil between the home builder and the subsidiary. worked with two experts, Professor William Beaver of, who addressed the firms cash management, accounting practices, and capital structure, and Professor Robert Stobaugh of Harvard University, who opined on corporate governance issues. In his testimony Professor Beaver demonstrated that neither the home builder s cash management system nor its intercorporate assessments were improper, and found that an intercompany payable owed by the subsidiary behaved like debt and was therefore not equity in disguise, as the plaintiffs claimed. The court agreed with Professor Stobaugh s opinions on corporate governance issues, finding that the home builder s line-of-business reporting framework was a proper manner for a parent to oversee the operation of its subsidiaries and does not support the conclusion to pierce the corporate veil. The Bankruptcy Court found in favor of the home builder, stating the proof presented in support of the veil piercing claim is a slender reed, indeed, upon which to hang a sword with sufficient strength required under the law to pierce the corporate veil. The Bankruptcy Court s findings were later affirmed by a U.S. District Court. EVALUATING SEPARATENESS OF PARENT AND SUBSIDIARY A Fortune 500 company s subsidiary was sued for allegedly contaminating the groundwater near one of its factory locations, thus causing property values to fall in nearby residential areas. The plaintiffs named the parent company as a defendant in their suit on the theory that its wholly owned operating subsidiary was acting as an alter ego of its parent at the time of the alleged wrongdoing. Counsel for the parent company retained and a former business school dean to examine the issue of separateness between the parent and subsidiary. The expert submitted a report detailing the results of his analysis of detailed corporate records and deposition testimony of executives. He concluded that, while this subsidiary was wholly owned by its parent, it had its own governance processes in place and employed a great deal of autonomy in numerous aspects of its operational, financial, and marketing activities. He also concluded that parent-subsidiary interactions in this matter occurred on an arm s length basis and were within the norms for relationships between parent entities and their subsidiaries. The case settled. 5

6 AUDITOR LIABILITY AMONG THE QUESTIONS CORNERSTONE RESEARCH STAFF AND EXPERTS HAVE ADDRESSED: Were the company s financial statements prepared in conformity with Generally Accepted Accounting Principles (GAAP)? Was the company s audit conducted in accordance with Generally Accepted Auditing Standards (GAAS)? Were there weaknesses in internal control procedures that precipitated the bankruptcy? Would different actions by the auditors have affected the decision making of managers, the board of directors, shareholders, or creditors? Did the auditors prolong the period of a company s insolvency or cause losses? METROPOLITAN CREDITORS TRUST ET AL. V. ERNST & YOUNG Retained by Bartlit Beck Herman Palenchar & Scott Counsel for Ernst & Young retained and Professor Christopher James of the University of Florida in an accountant s malpractice claim brought by the bankrupt estate of Metropolitan Mortgage & Securities Co. (Metropolitan), a $2 billion investment, real estate, and insurance conglomerate that collapsed in 2004 after suffering liquidity problems and a fraud by its senior management. After a four-week trial, an arbitration panel consisting of three former federal judges found in favor of Ernst & Young. This is the second successful defense of Ernst & Young in claims stemming from the Metropolitan bankruptcy. AUDITOR LIABILITY FOLLOWING CLIENT BANKRUPTCY Counsel for a large auditing firm retained in an action arising from the bankruptcy of one of the auditor s clients. The audit client had hired the auditor to assist with due diligence related to two acquisitions and to perform services in connection with the company s interim financial statements. Following the audit client s subsequent bankruptcy, the plaintiff alleged that the auditor s professional services fell below the applicable standards of care, causing damages related to the audit client s alleged overpayment for the acquisitions, avoidable losses, and the lost value of the company. worked with Christine Hammer, a certified public accountant and senior advisor with, who analyzed loss causation and determined that the company s bankruptcy was fundamentally caused by the mismanagement of the company by its officers and directors. Ms. Hammer determined that the company lacked a viable strategy, did not have appropriate management information systems, and failed to properly integrate the acquired companies. In addition, worked with a damages expert, Professor Mark Weinstein of the University of Southern California. Professor Weinstein valued the acquired firms and measured damages related to plaintiff s claims, including the measurement of damages related to the causes and timing of the company s bankruptcy. RELIANCE ON AUDITED FINANCIAL STATEMENTS Retained by KPMG and a finance professor were retained to assist KPMG in a dispute with a syndicate of banks over a secured line of credit for a retailer. The line of credit was secured by the retailer s accounts receivable and inventory. After the retailer filed for Chapter 11 bankruptcy protection, the banks claimed that they had based their credit decisions on the retailer s financial statements, and therefore KPMG, as the auditor, was responsible for their losses. Our expert demonstrated that the banks professed reliance on the audited financial statements was inconsistent with the typical practice of secured lenders. Moreover, his analysis of the banks collateral examinations demonstrated that they had ignored warnings of the retailer s financial difficulties that would have allowed the banks to mitigate their losses. 6

7 FAILED FINANCIAL INSTITUTIONS AMONG THE QUESTIONS CORNERSTONE RESEARCH STAFF AND EXPERTS HAVE ADDRESSED: Did the strategies and operational procedures of the financial institution contribute to its distress? Did economic and industry events contribute to the financial institution s distress? Would regulators and management have acted differently in a but-for scenario? What were the values of the financial institution s assets at different points of time? What was the financial institution s liquidity position at different points of time? FAILED FINANCIAL INSTITUTION Retained by Latham & Watkins was retained to support two experts on behalf of a national accounting firm against claims of professional malpractice and breach of contract before a three-arbitrator panel. Professor Christopher James of the University of Florida addressed damages issues, and A. Sami Siddiqui, formerly a senior executive of Citigroup, assessed industry developments. The claimant, the trustee of a bankrupt financial institution, alleged that the auditor s failure to conduct a proper audit and quarterly reviews caused regulators to take actions that triggered the collapse of the company, resulting in nearly $500 million in damages reflecting the lost value of the business. In a unanimous decision following an eight-day hearing, the arbitration panel rejected the entire lost value damages claim, finding that the alleged audit failures had not caused any harm and that no measure of lost value had been proven. BANK HOLDING COMPANY BANKRUPTCY Retained by Davis Polk & Wardwell Defense counsel retained in a claim brought by the trustee of a bankrupt bank holding company. The trustee claimed that the holding company had been insolvent at the time of a debt offering, and thus that the ensuing transfer of proceeds from the offering to subsidiary banks had been inappropriate. helped prepare expert testimony establishing that the holding company had been solvent at the time of the transaction and found that the subsequent deterioration in the condition of the holding company and its subsidiaries arose from unfavorable regulatory and economic developments after the debt offering. HEDGE FUND MANAGEMENT FIRM In a dispute arising over a hedge fund failure, was asked to value the firm that managed the fund and to assess how the firm s value was affected by the fund s performance. worked with a prominent finance professor to develop and apply a method to value the management firm given the contracts between the firm and its investors. The value of a hedge fund management enterprise is based on its expected flow of fund management and incentive fees. Noting that the payoff from the flow of fees is analogous to a payoff of an option contract, we developed an option pricing framework to calculate the present discounted value of expected fees. Because fees also depend on the size of the assets being managed, we used a regression model to predict the net flow of assets into the fund. The model relied on a large sample of hedge fund performance data and predicted fund flow as a function of the fund s past performance, size, age, investment strategy, and other variables. Valuing the firm also required assessing its capital structure, which included several classes of privately issued equity and debt governed by contracts involving complex contingent claims. The realized value of investments in the managing firm depended, for example, on contingencies related to the firm s potential default on debt repayments and options to convert debt to equity. Realization of these contingencies depended on, among other things, the performance of the fund and the management firm. Again, option pricing theory provided the framework for estimating the value of investments in the firm. 7

8 SECURITIES ACC/LINCOLN SAVINGS SECURITIES LITIGATION In a suit brought by security holders against the officers and professional advisors of a bankrupt Arizona thrift holding company, was retained by counsel for certain of the professional advisors to assess liability and damage claims. staff assisted four experts with their analysis of alleged damages and their assessment of the economic and regulatory environments. We worked with two experts to analyze damages and to evaluate the plaintiffs damages calculations, with a real estate expert to assess the thrift s real estate portfolio, and with an economist to evaluate industry and regulatory conditions. DISCLOSURE was retained by a law firm representing a computer maker in a decade-long securities class action. Shareholders alleged that the company had overstated its earnings shortly before large losses led to bankruptcy. addressed the issue of damages by performing a detailed event study and reviewing the personal computer market. We concluded that the company s stock price decline was not in any way attributable to the accounting-related allegations. We also found fundamental flaws in the analysis and findings of the plaintiffs damages expert, which were explored extensively during discovery. The jury ruled in favor of our client on liability. WORLDS OF WONDER SECURITIES LITIGATION Retained by Wilson Sonsini Goodrich & Rosati After a highly successful holiday season with its top-selling product (Teddy Ruxpin), Worlds of Wonder, a high-tech toy manufacturer, went public. However, when sales declined the following year, the company declared bankruptcy. Shortly thereafter, a class action was filed alleging Section 11 and Rule 10b-5 violations. Working with finance professor Randolph Westerfield of the University of Southern California, analyzed changes in the value of the company s stock price to determine whether the market had anticipated the downturn in the company s fortunes even before the bankruptcy announcement. We found evidence that investors were aware of the risky nature of the business, given the toy industry s fierce competitiveness and short product life cycles. We also found that investors expectations for the company diminished following the October 1987 stock market crash, which heightened consumer uncertainty and pushed the entire toy industry into a severe downturn. Based on this analysis, Professor Westerfield submitted a declaration supporting the defendant s motion for summary judgment, which was granted by the court. BOND DEFAULT In the largest municipal bond default case ever litigated, staff supported and coordinated the work of five experts on a variety of liability and damages issues. Working closely with the experts, we constructed a model to predict the creditworthiness of each of the municipalities involved and proved that the municipalities would likely have defaulted on their debt obligations. We also developed damages models and analyzed proof of claim data to assist our client in evaluating the damages models of opposing experts. The case settled during trial. 8

9 EMPLOYEE RETIREMENT INCOME SECURITY ACT (ERISA) DIFELICE ET AL. V. US AIRWAYS, INC., ET AL. Retained by Morgan, Lewis & Bockius Defense counsel achieved a complete victory for US Airways, Inc., in the first post-enron ERISA company stock case to go to judgment following trial. The plaintiffs alleged that US Airways and the fiduciaries of the US Airways, Inc. 401(k) Savings Plan should have intervened to eliminate US Airways stock as an investment option and liquidate existing company stock holdings. Assisting the defense counsel, supported analysis and expert testimony by Professor John Peavy of Texas Christian University and Dr. Lassaad Adel Turki, a senior vice president of. Professor Peavy analyzed US Airways viability prior to its bankruptcy and explained the importance of considering the implications of modern portfolio theory in assessing the prudence of including employer stock as one among a set of diversified investment options. He testified that at no point during the relevant period did the available information indicate that the stock was an imprudent investment option for the plan. Dr. Turki provided testimony demonstrating that an analysis of the plan s transaction and holdings data, using reasonable assumptions, implied a damages amount far lower than the amount calculated by plaintiffs experts. Following a six-day bench trial in the U.S. District Court for the Eastern District of Virginia, Judge T.S. Ellis III concluded that there is no question the Company Stock Fund was a viable investment option throughout the class period and the continued offering of the Company Stock Fund as an investment option in the Plan was not a breach of US Airways ERISA fiduciary duty. Moreover, in this precedent-setting decision, the court both accepted and cited modern portfolio theory. On August 1, 2007, the U.S. Court of Appeals for the Fourth Circuit affirmed the trial judgment in favor of the defendants. WORLDCOM, INC., ERISA LITIGATION Retained by Gibson, Dunn & Crutcher In a precedent-setting decision regarding the role of a directed trustee, our client, Merrill Lynch Trust Company, FSB (Merrill Lynch), won summary judgment. worked with Professor John Peavy of Texas Christian University, who testified regarding the viability of WorldCom prior to its bankruptcy filing in July Judge Denise Cote of the U.S. District Court for the Southern District of New York ruled in favor of Merrill Lynch, concluding that [t]he publicly available information regarding WorldCom did not create at any time before June 25, 2002, a reliable picture of serious concerns regarding the short-term viability of WorldCom. The court s opinion was the first to adopt the guidance provided by a Department of Labor December 2004 Field Assistance Bulletin that a directed trustee has a fiduciary duty of inquiry when it knows or should know of reliable public information that calls into serious questions the company s short-term viability as a going concern. This decision has been cited in several subsequent cases. 9

10 CORNERSTONE RESEARCH SELECTED BANKRUPTCY AND FINANCIAL DISTRESS LITIGATION EXPERTS Alexander Sasha Aganin Robert J. Barro Harvard University; Hoover Institution William H. Beaver Dennis R. Beresford University of Georgia Colin C. Blaydon Dartmouth College Michael Bradley Duke University Gary W. Brummett Peak View Advisors Jeremy I. Bulow Charles W. Calomiris Columbia University George W. Gau University of Texas at Austin Michael R. Gibbons University of Pennsylvania Stuart C. Gilson Harvard University Paul A. Gompers Harvard University Steven R. Grenadier Joseph A. Grundfest Robert E. Hall Christine M. Hammer William W. Holder University of Southern California Robert W. Holthausen University of Pennsylvania Robert E. Hoyt University of Georgia Jeffrey F. Jaffe University of Pennsylvania Christopher M. James University of Florida; Allan W. Kleidon ; University of Queensland Gordon Klein University of California, Los Angeles Stewart Mayhew John J. McConnell Purdue University Andrew Metrick Yale University Paul C. Pfleiderer Andrew D. Richmond Stephen G. Ryan New York University Anthony M. Santomero University of Pennsylvania Katherine Schipper Duke University Anil Shivdasani University of North Carolina, Chapel Hill David C. Smith University of Virginia Laura T. Starks University of Texas at Austin Ilya A. Strebulaev George G. Strong Jr. René M. Stulz The Ohio State University Lassaad Adel Turki Kerry D. Vandell University of California, Irvine Roman L. Weil University of Chicago Mark I. Weinstein University of Southern California SELECTED CLIENT LAW FIRMS Akin Gump Strauss Hauer & Feld Alston & Bird Arnold & Porter Axinn, Veltrop & Harkrider Baker Botts Baker & Hostetler Baker & McKenzie Bartlit Beck Herman Palenchar & Scott Bingham McCutchen Boies, Schiller & Flexner Cadwalader, Wickersham & Taft Cahill Gordon & Reindel Chadbourne & Parke Choate Hall & Stewart Cleary Gottlieb Steen & Hamilton Clifford Chance Cooley Covington & Burling Cravath, Swaine & Moore Davis Polk & Wardwell Debevoise & Plimpton Dechert Dentons Dickstein Shapiro DLA Piper Dorsey & Whitney Drinker Biddle & Reath Farella Braun + Martel Fenwick & West Finnegan, Henderson, Farabow, Garrett & Dunner Fitzpatrick, Cella, Harper & Scinto Folger Levin Fried, Frank, Harris, Shriver & Jacobson Fulbright & Jaworski Gibson, Dunn & Crutcher Goodwin Procter Harkins Cunningham Haynes and Boone Hogan Lovells Holland & Hart Hunton & Williams Husch Blackwell Irell & Manella Jenner & Block Jones Day Katten Muchin Rosenman Kaye Scholer Kelley Drye & Warren Kilpatrick Townsend & Stockton King & Spalding Kirkland & Ellis K&L Gates Latham & Watkins Manatt, Phelps & Phillips Mayer Brown McDermott Will & Emery McKenna Long & Aldridge Milbank, Tweed, Hadley & McCloy Mintz, Levin, Cohn, Ferris, Glovsky & Popeo Mitchell Silberberg & Knupp Montgomery McCracken Walker & Rhoads Morgan, Lewis & Bockius Morris, Nichols, Arsht & Tunnell Morrison & Foerster Morvillo Abramowitz Grand Iason & Anello Munger, Tolles & Olson O Melveny & Myers Orrick, Herrington & Sutcliffe Patton Boggs Paul Hastings Paul, Weiss, Rifkind, Wharton & Garrison Pepper Hamilton Perkins Coie Pillsbury Winthrop Shaw Pittman Proskauer Rose Quinn Emanuel Urquhart & Sullivan Reed Smith Richards, Layton & Finger Robins, Kaplan, Miller & Ciresi Schulte Roth & Zabel Shartsis Friese Shearman & Sterling Sheppard Mullin Richter & Hampton Sidley Austin Simpson Thacher & Bartlett Skadden, Arps, Slate, Meagher & Flom Snell & Wilmer Stroock & Stroock & Lavan Sullivan & Cromwell Thompson & Knight Vinson & Elkins Vorys, Sater, Seymour & Pease Wachtell, Lipton, Rosen & Katz Weil, Gotshal & Manges Wiley Rein Williams & Connolly Willkie Farr & Gallagher Wilmer Cutler Pickering Hale & Dorr Wilson Sonsini Goodrich & Rosati Winston & Strawn Selected Client Law Firms Boston Chicago Los Angeles Menlo Park New York San Francisco Washington is committed to client confidentiality and does not reveal clients names without prior permission. is a registered service mark of, Inc. C and design is a registered trademark of, Inc by, Inc. All Rights Reserved. 10