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Pocket MBA 2018: Finance for Lawyers and Other Professionals

Author(s): Peter L. Zanolin, Frank J. Weigand, Rajay Desai, Philip J. Bach, Rodin M. Hai-Jew, Paul W. Anderson, Anna T. Pinedo
Practice Area: Accounting, Corporate & Securities
Published: Oct 2018
ISBN: 9781402432293
PLI Item #: 219476
CHB Spine #: B2436

Paul W. Anderson is a corporate attorney in Kirkland’s Chicago office. His practice is focused on complex transactions including leveraged buyouts for private equity funds, domestic and cross-border mergers and acquisitions, as well as general corporate representations for private/family owned companies and private equity funds and their portfolio companies. His representative clients include Arlon Group, Arsenal Capital, Bain Capital, Centerbridge, Evergreen Pacific Partners, Sun Capital, Thomas H. Lee Partners, Waud Capital Partners and Wind Point Partners.

Representative Matters

Bain Capital and its portfolio companies in several transactions, including:

  • the sale of International Market Centers to Blackstone
  • the acquisition of Physio-Control from Medtronic and subsequent sale to Strykerthe sale of certain Central American assets of Ideal Standard to Corona S.A.

Evergreen Pacific Partners and its portfolio companies in several transactions, including:

  • the acquisition of Span Alaska from its founders and subsequent sale to Matson Logistics
  • the acquisition of Vantage Mobility from its founders and subsequent sale to Nautic Partners

Waud Capital and its portfolio companies in several transactions, including:

  • the acquisition of ChiroTouch from K1 Capital
  • the acquisition of PSI Services from Abry Partners
  • the acquisition of TrustCommerce from its founder

Wind Point Partners and its portfolio companies in several transactions, including:

  • the acquisition of Nonni's Foods from Chipita America and subsequent sale to Vestar Capital Partners
  • the sale of U.S. Security Associates to Goldman Sachs Capital Partners
  • the acquisition of Shearer's Foods from Mistral Equity Partners

Private/family owned companies in several transactions, including:

  • the sale of Portillo's Hot Dogs to Berkshire Partners
  • the sale of Intelligentsia Coffee to Peet's Coffee & Tea

Prior Experience

GE Financial Management Program and Corporate Audit Staff, 2003–2007

Phil is a CPA and CFE who leads global compliance audits at Stepan Company. 

Stepan is a global chemical manufacturer, located in Northfield, Illinois, with production plants located around the world.  Phil is a leader within the ethics and compliance team and performs audits related to anti-bribery and corruption issues, environmental compliance, third party risk management as well as other laws, regulations and the code of conduct.  When not conducting compliance audits, Phil performs internal investigations and assists with designing policies and procedures related to corporate compliance.

Prior to joining Stepan, Phil was a consultant who conducted forensic accounting engagements involving companies and government entities in a variety of industries and worked with organizations to design, implement, and evaluate ethics and compliance programs including anti-fraud controls. Phil also performed accounting investigations and has investigated financial statement fraud, employee misconduct issues, embezzlements and other white collar frauds. He worked with attorneys and companies providing consultation for litigation, expert testimony and has been engaged as a neutral arbitrator in financial disputes between companies.  Most of his forensic accounting career was at a “big four” accounting and consulting firm.

Prior to becoming a forensic accountant, Phil spent more than a decade at regional and smaller accounting. During those years, Phil led financial statement audits, reviews and compilations in several industries and prepared tax returns for corporations, partnerships and individuals.

For seven years Phil taught as an adjunct professor at the University Of Chicago Law School.

Rajay is a Managing Director in the West Coast Investment Management group with over 13 years of experience. Rajay has served large public and private clients in the asset management and securities industries.  Rajay has extensive experience auditing investment funds, including mutual funds, business development companies, hedge funds, fund of funds, private equity and venture capital funds.

Rajay spent three years in Deloitte’s New York City office before transferring to San Francisco and serves as a leader in the Bay Area Investment Management Group.

Education & Certifications

  • Bachelor of Science – CPA Accounting and Finance; Minor: Mathematics
  • New York University
  • Certified Public Accountant (California)

Rodin M. Hai-Jew is a partner in the Corporate Transactional Group, where he concentrates his practice on complex business transactions, including carve-out transactions, mergers, acquisitions, divestitures, leveraged buyouts of public and private companies, debt and equity restructurings, recapitalizations, private equity and venture capital investments, minority equity investments, investment exits (including sales to financial or strategic acquirers or to the public markets), executive compensation and equity incentive arrangements, and related general corporate counseling.

Rodin has represented public and private companies and private equity/venture capital funds in transactions ranging in size from several million dollars to over $1 billion dollars, both domestically and in cross-border transactions. His practice covers a wide variety of industries, including software, food and consumer products, retail, chemicals, transportation, professional services, marketing, automotive supply, manufacturing, technology and data hosting. Representative clients include public companies, a wide range of private equity funds with hundreds of millions to billions of dollars under management and their subsidiaries or portfolio companies.

Anna Pinedo is a partner in Mayer Brown’s New York office and a member of the Corporate & Securities practice. She concentrates her practice on securities and derivatives. Anna represents issuers, investment banks/financial intermediaries and investors in financing transactions, including public offerings and private placements of equity and debt securities, as well as structured notes and other hybrid and structured products.

She works closely with financial institutions to create and structure innovative financing techniques, including new securities distribution methodologies and financial products. She has particular financing experience in certain industries, including technology, telecommunications, healthcare, financial institutions, REITs and consumer finance. Anna has worked closely with foreign private issuers in their securities offerings in the United States and in the Euro markets. She also works with financial institutions in connection with international offerings of equity and debt securities, equity- and credit-linked notes, and hybrid and structured products, as well as medium term note and other continuous offering programs.

In the derivatives area, Anna counsels a number of major financial institutions acting as dealers and participants in the commodities and derivatives markets. She advises on structuring issues as well as on regulatory issues, including those arising under the Dodd-Frank Act. Her work focuses on foreign exchange, equity and credit derivatives products, and structured derivatives transactions. Anna has experience with a wide range of transactions and structures, including collars, swaps, forward and accelerated repurchases, forward sales, hybrid preferred stock and off-balance sheet structures. She also has advised derivatives dealers regarding their Internet sites and other Internet and electronic signature/delivery issues, as well as on compliance matters.

Anna regularly speaks at conferences and participates in panel discussions addressing securities law issues, as well as the securities issues arising in connection with derivatives and other financial products. She is the co-author of JOBS Act Quick Start, published by International Financial Law Review (2013; updated 2014, 2016); a contributor to OTC Derivatives Regulation Under Dodd-Frank: A Guide to Registration, Reporting, Business Conduct, and Clearing (Thomson Reuters, first ed. 2014, second ed. 2015, third ed. 2016, fourth ed. 2017); co-author of Considerations for Foreign Banks Financing in the US, published by International Financial Law Review (2012; updated 2014, 2016); Liability Management: An Overview (2011, updated 2015), published by International Financial Law Review; co-author of Covered Bonds Handbook, published by Practising Law Institute (2010, updated 2012-2014); co-author of the treatise Exempt and Hybrid Securities Offerings, published by Practising Law Institute (2009, second ed. 2011, updated 2014, third ed. 2017); and co-author of BNA Tax and Accounting Portfolio: SEC Reporting Issues for Foreign Private Issuers (BNA Accounting Policy and Practice Series, 2009, second ed. 2012, updated 2016). Anna is also a contributing author to Broker-Dealer Regulation (2011, second ed. 2012), published by Practising Law Institute. She co-authored "The Approaches to Bank Resolution," a chapter in Bank Resolution: The European Regime (Oxford University Press, 2016). Anna contributed to The Future of Bank Funding and Capital: Solutions for Issuers, Opportunities for Investors (IFR Market Intelligence, 2009). Additionally, Anna co-authored "The Ties that Bind: The Prime-Brokerage Regulation," a chapter in Global Financial Crisis (Globe Law and Business, 2009); "The Law: Legal and Regulatory Framework," a chapter in PIPEs: A Guide to Private Investments in Public Equity (Bloomberg, 2006); and "The Impact Security: Reimagining the Nonprofit Capital Market," a chapter in What Matters: Investing in Results to Build Strong, Vibrant Communities (Federal Reserve Bank of San Francisco and Nonprofit Finance Fund, 2017). Anna is a contributor to Practising Law lnstitute's "BO/IA: Regulation in Focus" blog.

She was also a winner of the 2013 Euromoney LMG Americas Women in Business Law Awards as the Leading Lawyer in the Americas in the category of Structured Finance, which includes Derivatives.

Anna is a member of the American Bar Association's Committee on the Federal Regulation of Securities, a member of the subcommittee on Disclosure and Continuous Reporting, vice­chair of the subcommittee on Securities Registration and a member of the task force on the future of securities regulation.

She has participated in the drafting committee for the ABA's comment letters on such topics as securities offering reform, revisions to accelerated filing, smaller public company proposals and various JOBS Act-related matters. Anna also is a member of the ABA Committee on the Regulation of Futures and Derivatives Instruments. Anna is a chair of the Structured Products Association Legal, Regulatory and Compliance Executive Committee. She is a member of the Mortgage Bankers Association 's Mortgage REIT Council and a member of the MBA's Secondary & Capital Markets Committee.

Anna is an adjunct professor at the George Washington University School of Law and member of the George Washington University Center for Law, Economics & Finance Advisory Board. She is a member of the Visiting Committee of the Law School of the University of Chicago. Anna was a member of the University of Chicago Legal Forum during her time at the University of Chicago Law School.

Frank Weigand is General Counsel of HSBC Securities (USA) Inc., a registered broker-dealer, as well Managing Director, Associate General Counsel and Head of Legal for the Global Markets division of HSBC’s investment bank in the Americas region. 

In his role as Head of Legal for the Global Markets division, Mr. Weigand is responsible for managing a team of attorneys providing legal guidance to numerous investment banking business lines, which include (i) trading and derivatives across a number of assets classes (Equities, Rates, Credit, FX and Precious Metals), (ii) structured products and (iii) Balance Sheet Management (Treasury).  His advice ranges from product-specific guidance to regulatory guidance relating to broker-dealer and bank regulatory law, including requirements of the Dodd Frank Act.  Mr. Weigand is also responsible for a separate team of attorneys and non-attorney negotiators who support HSBC’s negotiation of ISDA agreements and other institutional master documentation.  Mr. Weigand routinely provides advice to HSBC’s senior management in the US as well as HSBC’s Head Office in London and other stakeholders across the HSBC franchise globally.  

In his role as General Counsel of HSBC Securities (USA) Inc., Mr. Weigand has oversight with respect to the legal and regulatory matters of the firm’s US broker-dealer activities. He also serves as an Assistant Secretary of HSBC Securities and advises its board on legal and regulatory matters.

Mr. Weigand and his team regularly represent HSBC in meetings with the Fed, OCC, SEC, FINRA, CFTC and NFA, and represent HSBC on SIFMA, ISDA, ABA and IIB committees and working groups.

Mr. Weigand has had leadership roles on numerous HSBC global working groups relating to the management of legal risk.  In addition, he has a keen interest in the use of technology in enhancing the practice of law and he is focused on this space as it evolves.  Prior to joining HSBC in 2006, Mr. Weigand was an associate at Davis Polk & Wardwell in New York.  Prior to law school, he was an associate in the consulting division of Arthur Andersen LLP in New York where he work with teams assessing the viability of troubled companies and evaluating strategic alternatives by incorporating financial forecasting, modeling and operational analyses.

Mr. Weigand is licensed to practice law in New York.  He received his Juris Doctor cum laude from Fordham University School of Law, where he was a member of the Law Review, Order of the Coif and a Costantino Law Scholar.  He received his Bachelor of Science summa cum laude in Business Administration, with a concentration in Finance and a minor in German from Fordham University.

Peter L. Zanolin is Senior Director for Ethics & Compliance at Jabil, Inc, a Fortune 200 global manufacturing solutions provider with over 150,000 employees at 102 locations in 28 countries. Pete is based at Jabil’s headquarters in St. Petersburg, Florida and heads its global investigations. Prior to joining Jabil in June 2017, Pete was a Director at PwC in New York, where he advised cross-industry clients on strengthening their compliance programs. Pete started his career as a prosecutor; first as an Assistant District Attorney in the Brooklyn DA’s Rackets Bureau and then as an Assistant Deputy Attorney General in the New York State Attorney General’s Organized Crime Task Force. Pete then served as Inspector General for New York City’s construction, infrastructure and development agencies. Pete is a graduate of Fordham Law School and Fordham College, and has been proud to co-chair PLI’s Pocket MBA program since 2015.