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Understanding Financial Products 2018


Speaker(s): Amanda L. Baker, Amelia A. Cottrell, Bethany Knight, Charles F Walker, Christopher M. Zochowski, Donna M. Parisi, Gary M. Brown, Hannah Berkowitz, Hilary M Williams, James P.C. Barri, Joyce A. Frost, Kenneth L. Josselyn, Laurin Blumenthal Kleiman, Lee Ann Anderson, Margery K. Neale, Richard A. Kahn, Robert S. Risoleo, Scott J. Lederman, Tram N. Nguyen, W Thomas Conner
Recorded on: Jan. 24, 2018
PLI Program #: 220148

Amelia A. Cottrell is a partner in the Litigation Department and Co-Chair of the Securities Enforcement Practice Group. Amelia's practice focuses on regulatory matters, including compliance counseling, and government examinations and investigations. 

Drawing on her decade of experience at the SEC, she represents public companies, private entities, and individuals in connection with SEC and other government inquiries, investigations, and actions.

Amelia is fluent in French.


Bethany Knight has over six years of experience in the equity derivative and equity-linked markets at Deutsche Bank.  She was responsible for underwriting, structuring and originating equity-linked capital products, including convertible bonds and corporate equity derivative transactions, including call spreads, capped calls, collars, and accelerated share repurchase programs.

Bethany's primary focus was working with corporate and private equity clients hedging transaction risk and optimizing capital structure with special emphasis on tax considerations and security regulations.  Notable transactions include Dish Network's $3bn call spread and convertible notes due 2026, which received IFR's 2016 Americas Structured Equity Issue Award, and sole structuring agent and counterparty to the $1.5bn funded collar on Waha Capital's stake in AerCap, which won the M&A Advisor's 2015 Cross Border Financing Deal of the Year Award.

Prior to Deutsche Bank, Bethany began her career in engineering in the energy sector at allmineral, LLC where she focused on project finance and process design for pre-combustion coal cleaning plants. 

Bethany holds an MBA with a concentration in Finance from Emory University and a B.S. in Chemical Engineering from the Georgia Institute of Technology.  She lives in Manhattan with her husband and daughter and loves to travel.


Bob Risoleo joined Sullivan & Cromwell’s New York office in 1985, was named partner in 1992 and has been resident in the Firm’s Washington, DC office since 2000. Mr. Risoleo is a member of the Firm’s Corporate and Finance Group with broad experience in U.S. and cross-border securities offerings, acquisitions and joint ventures, as well as project and structured finance. His corporate finance practice has included scores of domestic and international debt and equity offerings, including privatizations on three continents, as well as securitizations of receivables and other collateral, complex tax-based structures utilizing swaps and other derivatives, and the development of innovative preferred stock products and structured notes. Mr. Risoleo advises a number of foreign and domestic public companies with respect to a wide range of corporate and securities matters, including compliance with the requirements of the Sarbanes-Oxley Act, the Dodd-Frank Act and related regulations. He is co-coordinator of the Firm’s corporate law practice and secretary of its opinion practice committee.  He is a regular speaker at continuing legal education programs on topics relating to new financial products, securities offerings and the federal securities laws, and is also a member of the Tri-Bar Committee on Legal Opinions.

Mr. Risoleo has been recognized as a leading lawyer in The Best Lawyers in America for both corporate and securities work (2007, 2008, 2009, 2010, 2011, 2012, 2013, 2014, 2015) as well as IFLR1000 (2013, 2014, 2015). He has been ranked in Chambers Latin America and Chambers Global in various Capital Markets.


Chris Zochowski is a partner in Winston & Strawn LLP’s Washington, D.C. office and serves as co-chair of the firm’s M&A and Securities Practice and chair of the firm's Permanent Capital Solutions group. Mr. Zochowski is a general corporate practitioner who works extensively with both domestic and international clients with respect to:

  • Mergers and acquisitions, including asset transactions, segment dispositions, reincorporation mergers,
    proxy solicitations and issuer self-tender offers.
  • Public and private securities transactions, including initial, follow-on and secondary public offerings,
    shelf registrations, transactions for business development companies, special purpose acquisition
    companies and permanent capital structures, 144A and Reg S transactions, public debt offerings and
    offerings under medium-term note programs.
  • Specialty finance transactions, including permanent capital transactions involving Business
    Development Companies (BDCs), Permanent Capital Acquisition Partnerships (P/CAPs), Master Limited
    Partnerships (MLPs), Real Estate Investment Trusts (REITs), Special Purpose Acquisition Companies
    (SPACs) and a variety of both public and private hybrid structures involving long-term or other
    permanent capital.
  • Cross-border and domestic project and structured finance transactions involving a wide range of
    energy technologies, including gas, coal, nuclear, geothermal, solar, wind and biomass.
  • Debt restructurings, including consent solicitations and exchange offerings.

Mr. Zochowski has worked across a wide range of practice areas and industries, with a particular focus on the financial services, energy, automotive, and paper and packaging industries. He also has extensive experience in structuring and negotiating transactions on behalf of private equity and asset management clients, as well as in structuring and negotiating specialty finance transactions for sponsors in the public markets. In addition, Mr. Zochowski has advised clients on matters relating to: periodic reporting and disclosure requirements under the Securities Exchange Act of 1934; compliance with the rules and regulations of the New York Stock Exchange, Nasdaq, the American Stock Exchange and the NASD; compliance with the Public Company Accounting Reform and Investor Protection Act (i.e. the Sarbanes-Oxley Act); Delaware corporate law matters; and other general corporate matters.


Donna Parisi is global co-head of Finance at Shearman & Sterling and global head of the firm’s Derivatives & Structured Products practice.

Donna is a leading lawyer in the derivatives and structured products space, respected and recognized for the breadth of her knowledge of derivatives transactions and agreements, regulatory requirements and commercial considerations.

Donna advises clients on the full range of derivatives, structured products, securitization, capital markets and commodities matters. In particular, she has assisted clients in developing and structuring new financial products and has extensive experience in the negotiation and documentation of OTC derivative transactions across all asset classes. In addition, her practice includes the exchange-traded futures and options markets, as well as advising on a variety of investment management matters.

She is ranked as a leading attorney by all prominent legal directories, was recently selected as one of the world’s leading attorneys for Structured Finance and Securitization by Expert Guides and received a Finance Monthly Global award in recognition of her outstanding legal work.

Donna holds a JD from Boston College Law School, where she graduated magna cum laude, Order of the Coif, and a B.A. from Vassar College. She frequently serves as a panelist at events organized by the Financial Times, Glass Hammer, Thomson Reuters and the Practising Law Institute, among others, and has published broadly on the global regulatory reforms following from the recent financial crisis.


Gary M. Brown is a partner with Nelson Mullins Riley & Scarborough LLP, where he concentrates his practice in securities, representation of public companies and corporate governance. Prior to joining Nelson Mullins in 2018, he had served for seven years as the Chief Executive Officer of a financial services firm that specialized in the life settlement market and which, during his tenure, acquired and managed life settlement portfolios with over $4 billion (USD) in face amount.

In his thirty-two years of private law practice, Gary has been recognized in both Best Lawyers in America and Chambers – America’s Leading Business Lawyers. In addition, from 1994 until 2011, he taught corporate and securities law at the Vanderbilt University Law School. He also served as general counsel to the Ethics and Compliance Officer Association (now known as the Ethics and Compliance Initiative), then the world’s largest group of ethics and compliance professionals. 

Gary is a frequent instructor at securities programs for the Practising Law Institute, co-chairing one of PLI’s national securities programs, Understanding the Securities Laws and instructing at the SEC Reporting and Practice Skills Workshop for Lawyers. 

During 2002, Gary served as Special Counsel (Minority) to the United States Senate's Governmental Affairs Committee (and also worked with the Committee's Permanent Subcommittee on Investigations (“PSI”)) in its investigation into the causes of the collapse of Enron Corp.   During 2010, he was retained by PSI to assist in its investigation, “Wall Street and the Financial Crisis,” and related televised hearings.  While on those assignments, he provided advice on aspects of both the Sarbanes Oxley Act of 2002 and the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 as those pieces of legislation were being debated in the Senate.

Gary has authored numerous publications on securities and compliance issues, including PLI’s Securities Law and Practice Deskbook, which is updated semi-annually, PLI’s Master the 8-K and Master the 10-K and 10-Q, and the chapter “Introduction to Life Settlements” in PLI’s treatise Financial Product Fundamentals. His other publications include: PLI’s Guide to the SEC’s New Executive Compensation Disclosure Rules (Practising Law Institute 2007); The Implications of the U.S. Sarbanes-Oxley Act, (Japanese-German Center-Berlin/ Max Planck Institute For Foreign Private and Private International Law – September 2004, The Oxford Press).


Hannah Berkowitz represents financial services companies, their officers, directors and employees, in securities, antitrust and commercial litigation and regulatory proceedings, and advises clients on practices and procedures to reduce litigation, regulatory and compliance risk and exposure. As a former in house lawyer, she is keenly focused on delivering high quality services efficiently.

Prior to joining Murphy & McGonigle, Ms. Berkowitz held senior positions in the general counsels’ offices of several public companies in the financial services industry. Ms. Berkowitz was Group Executive and Senior Associate General Counsel at Mastercard Worldwide, where she headed up litigation, regulatory, and public policy globally. Prior to Mastercard, she was a Managing Director and General Counsel Litigation at UBS Financial Services Inc., where she supervised in house lawyers and outside counsel involved in a broad range of litigation in the federal and state courts, sales practices and recruiting arbitrations and customer sales practices complaints. During her tenure, she also supervised lawyers in the corporate, mergers and acquisitions and hedge fund area, and provided advice to senior management. Ms. Berkowitz was Deputy General Counsel and Senior Vice President of PaineWebber Incorporated, heading up firm-wide litigation, including capital markets, retail and asset management. Ms. Berkowitz was personally involved in defending many of the complex and high exposure matters involving the financial services industry, including limited partnerships, Orange County municipal bonds, Nasdaq trading, market-timing, revenue sharing, bank sweep accounts, structured products, CDOs, hedge fund products, equity linked notes, variable annuity insurance products, research, failed public offerings of securities and Enron related matters. She also was involved in the creation of the Protocol, involving lateral recruiting of brokers, which has been adopted by most broker-dealer firms.

Prior to PaineWebber, Ms. Berkowitz was at Davis Polk & Wardwell, where she represented domestic and foreign companies in securities, antitrust and commercial litigation, and in criminal investigations. For example, she represented an underwriter and financial advisor in federal and state actions arising out of the failure of First Republic Bank in Texas; an issuer in securities litigation arising out of alleged false earnings projections; and an investment bank in Oklahoma actions relating to mortgage fraud. She also was involved in representing a financial institution in investigations and litigation relating to insider trading and represented companies and individuals in criminal grand jury proceedings. Ms. Berkowitz began her legal career as a law clerk to the late Hon. William C. Conner in the United States District Court for the Southern District of New York.

Ms. Berkowitz is an Adjunct Professor at Pace Law School and was a Visiting Lecturer at the University of Chicago School of Law. She served as an officer of the Compliance and Legal Division of SIFMA (previously SIA), and Chair of the Amicus Committees of SIFMA, SIA and the former Bond Market Association. She was a member of the National Arbitration & Mediation Committee and is a FINRA arbitrator. 

Ms. Berkowitz has been recognized as a New York Super Lawyer (2014-15).


Kenneth L. Josselyn is General Counsel for Finance and Corporate Legal. He joined Goldman Sachs in 1988 as a Vice President in New York and became a Managing Director in 2001.

Prior to joining the firm, Ken was an associate at Sullivan & Cromwell in New York and London.

Ken is past Chairman of the SIFMA Capital Markets Committee and a former member of the Corporate Finance Advisory Committee of FINRA. He is currently a member of the SIFMA Retail Structured Products Committee.

Ken earned an AB from Harvard in 1977 and a JD from Harvard Law School in 1980. He lives in New York.


Laurin Blumenthal Kleiman is a global co-leader of Sidley’s Investment Funds, Advisers and Derivatives practice team. She advises a wide range of domestic and international investment funds and managers on regulatory, compliance and enforcement issues. Laurie is a frequent speaker on investment manager and fund regulation and compliance as well as on issues relating to the advancement of women in law.

Strong advocacy on behalf of her clients has earned Laurie acknowledgment in numerous industry publications, including Chambers USA, The Legal 500 and U.S. News & World Report. She is recognized in the area of Mutual Funds Law by The Best Lawyers in America®, with sources telling the publication: “Ms. Kleiman has been extremely professional and knowledgeable in her service to our firm. We trust her advice explicitly” and “[Laurie] is a true expert in her area, and remarkably commercial and practical.” Laurie was named to Crain’s New York Business’ inaugural “Leading Women Lawyers in New York City” list, where she was lauded as being among the 100 “trailblazing women” who have “found multiple paths to excellence” and have displayed “fierce determination, passion for the law, keen intelligence, and inspiring achievement.” Laurie also was named one of the “50 Leading Women in Hedge Funds” by the Hedge Fund Journal.

Laurie is an active proponent of advancement of women in the legal profession. She is firmwide co-chair of Sidley’s Committee on Retention and Promotion of Women, oversees the SidleyWomen initiative, and is chair of Sidley’s Executive Committee Task Force. Sidley has been recognized repeatedly for its groundbreaking women’s initiatives, including being named one of the “50 Best Law Firms for Women” by Working Mother Magazine nine times, receiving gold certification by the Women in Law Empowerment Forum (WILEF) seven times, and receiving, among others, “Most Inclusive Firm for Minority Women Lawyers” and “Outstanding Firm in Advancing Gender Diversity and Inclusion” honors from Chambers. Laurie is a frequent speaker on women’s issues, is a member of the WILEF advisory board and was named “2016 Gender Diversity Lawyer of the Year” by Chambers. She is also a member of the firm’s risk management committee.

Education

  • Vanderbilt University Law School (J.D., 1983, Editor, Vanderbilt Law Review)
  • Vanderbilt University (B.A., 1980)


Lee Ann Anderson is shareholder in New York and Washington offices of Greenberg Traurig, LLP.  A member of the Corporate Group, Lee Ann focuses her practice on capital markets, structured finance and corporate transactions, with broad experience in U.S. and cross-border securities offerings.

Lee Ann advises issuers and investment banks on debt securities and certificates of deposits, including rates-, commodities-, equity-, and proprietary index-linked products. She has wide-ranging experience in debt and equity capital markets, securitizations, and other structured finance transactions. Her practice has included scores of domestic and international debt and equity offerings, as well as securitizations of receivables and other collateral, complex tax-based structures utilizing swaps and other derivatives. Lee Ann also has advised a number of foreign and domestic public companies with respect to a wide range of corporate and securities matters, including reporting obligations.

Prior to joining Greenberg Traurig, Lee Ann spent 21 years of her career associated with two large international Wall Street-based law firms, including over nine years as a Special Counsel in the structured notes and structured finance areas, and was most recently a partner with a British firm.

Lee Ann has a strong commitment to pro bono work and community service, which was nurtured in part by her first mentor, the late Hon. H. Emory Widener, Jr., United States Circuit Judge, U.S. Court of Appeals for the Fourth Circuit, for whom she clerked from 1992 to 1994.


Margery K. Neale is a partner and Chair of the Asset Management Group of Willkie Farr & Gallagher LLP.  Ms. Neale focuses on counseling investment companies, investment advisers, fund sponsors and independent directors in all aspects of the fund business.  Ms. Neale has significant experience advising on the creation and operation of registered open-end and closed-end investment companies, exchange traded funds (ETFs), and business development companies. She regularly advises on fund governance, regulatory compliance and a broad range of transactions involving funds and/or advisory organizations.  She represents many different types of clients in the registered fund industry, including some of the largest and most well-known fund groups as well as smaller fund families and recent entrants.  She is a graduate of Smith College and Yale Law School.


Scott J. Lederman shares responsibility for various business relationships and complex product offerings. Mr. Lederman is President and Chief Executive Officer of the Grosvenor Registered Multi-Strategy Funds complex, a member of the Public Markets Seeding Investment Committee, and is responsible for the legislative and regulatory affairs of the firm. In addition, he manages regulatory and administrative matters relating to GCM Grosvenor’s non-U.S. affiliates and structures and implements and manages relationships with certain third party asset managers. Prior to joining GCM Grosvenor, from 1993 to 1998, Mr. Lederman was successively the General Counsel and Chief Operating Officer of S.A.C. Capital Advisors, L.L.C Before joining S.A.C., he was a Partner in the Chicago law firm of Coffield Ungaretti & Harris. From 1984 to 1988, Mr. Lederman practiced at Goldberg Kohn Bell Black Rosenbloom & Moritz, and from 1982 to 1984, he was associated with Levy & Erens. Mr. Lederman received his Bachelor of Science magna cum laude in Economics in 1978 and his Master of Business Administration in Finance in 1979 from The Wharton School of the University of Pennsylvania. He then earned his Juris Doctor cum laude from the University of Chicago in 1982. Mr. Lederman is a member of the Illinois Bar and New York Bar. Mr. Lederman is the author of “Hedge Fund Regulation, Second Edition,” as well as chapters on hedge funds contained in “Financial Product Fundamentals” and “Investment Adviser Regulation,” all of which are publications of the Practicing Law Institute.


Tram N. Nguyen is a partner in the Investment Management practice of Paul Hastings. Ms. Nguyen represents hedge funds, private equity funds, and other private funds on all aspects of fund formation, fund structuring and capital raising. She has experience representing asset managers in structuring hedge fund-linked notes and customized single-investor funds. Ms. Nguyen also advises financial institutions and investment advisers on U.S. regulatory requirements, including registration and reporting requirements.  Prior to joining Paul Hastings, Ms. Nguyen was a partner at a U.S. firm and was the Branch Chief of the Private  Funds Branch at the SEC Division of Investment Management in Washington, D.C. At the SEC, she worked on developing and implementing rules for hedge fund and private equity fund advisers under the Dodd-Frank Act and the JOBS Act.


W. Thomas Conner is a Shareholder in the Investment Services group in the New York office of Vedder Price.

Mr. Conner’s practice concentrates on the representation of financial services companies including mutual funds, exchange-traded funds and insurance companies issuing fixed and variable annuity and life insurance products. He specializes in navigating the complex regulatory requirements governing insurance and securities products including the federal securities laws administered by the SEC and the Commodity Futures Trading Commission (CFTC), and the rules of the Financial Industry Regulatory Authority (FINRA) and the National Futures Association (NFA), as well as state insurance laws and regulations.

Prior to joining Vedder Price, Mr. Conner was a partner at both Reed Smith and Eversheds Sutherland. Prior to that, he was Vice President and General Counsel of the Insured Retirement Institute (IRI), where he was responsible for IRI's regulatory affairs program and represented the industry in many significant regulatory matters before the SEC, FINRA, and National Association of Insurance Commissioners (NAIC). Tom also was a staff member of the SEC in the Office of Disclosure and Investment Adviser Regulation and the Office of Insurance Products.

Mr. Conner has represented financial services companies, including mutual funds, exchange traded funds (ETFs), insurance companies issuing fixed and variable annuities, commodity pools and commodity pool operators and other types of financial services firms for over 25 years.

Mr. Conner focuses on providing practical and goal oriented advice. He enjoys working with clients to help them understand the application of financial services law and rules of regulatory agencies. He assists clients in navigating the complex regulatory requirements governing insurance and securities products, including the federal securities laws administered by the U.S. Securities and Exchange Commission (SEC) and the Commodity Futures Trading Commission. Mr. Conner offers client-focused solutions derived from his perspective gained from law firm, regulatory agency and in-house experience.


As one of the co-chairs of Goodwin Procter’s debt capital markets group, James Barri represents issuers, underwriters, investors and sponsors in a variety of primary and secondary debt capital markets transactions, including issuances of secured and unsecured high yield, convertible and investment grade notes, tender and exchange offers and commercial paper programs.   In the last five years, Jim has advised clients in more than 80 private and public debt capital markets offerings with an aggregate value exceeding $35 billion, the net proceeds of which were used to finance LBOs, strategic acquisitions, refinancings and for general corporate purposes.  Jim has advised clients on debt capital markets offerings by a variety of issuers, including among others:  NIKE, Inc., Atlassian, Corporation plc, Guidewire Software, Inc., RingCentral, Inc., Okta, Inc., GTT Communications, Inc., Repligen Corporation, Inotek Pharmaceuticals, AMAG Pharmaceuticals, Medical Properties Trust Inc., VEREIT, Inc. and Gaming and Leisure Properties, Inc.


Chuck Walker is co-chair of Skadden’s Litigation Group in the Washington, D.C. office. Mr. Walker has substantial experience representing individuals and corporations in investigations by the Securities and Exchange Commission, the Financial Industry Regulatory Authority, the United States Department of Justice, and state regulatory agencies, and in conducting corporate internal investigations. He frequently represents clients in highly sensitive and complex regulatory enforcement matters such as those involving allegations of insider trading, misleading or incomplete disclosure, improper accounting and other forms of financial fraud. He also represents individual and corporate clients in parallel investigations conducted by both the Securities and Exchange Commission and the United States Department of Justice.

In addition to a number of recent corporate internal investigations on behalf of both audit committees and management, some of Mr. Walker’s notable engagements include successfully defending a bank holding company in connection with an SEC investigation of alleged financial statement fraud; the representation of a public company, its officers and employees in a concurrent SEC/U.S. Department of Justice investigation of alleged accounting fraud; and defending a foreign private issuer in a parallel SEC/U.S. Department of Justice inquiry relating to the issuer’s financial reporting and disclosure.

Mr. Walker rejoined Skadden after serving as securities commissioner for the state of Delaware from 1996 to 1999. Earlier in his career, he served as a deputy attorney general for the state of Delaware and special counsel for the Securities and Exchange Commission. Mr. Walker is a member of the firm’s Ethics Committee. He also serves on the firm’s Client Engagement and Diversity committees.

Mr. Walker has authored numerous articles on state and federal securities law issues and is the co-author of a leading guide on SEC procedure, The SEC Enforcement Process: Practice and Procedure in Handling an SEC Investigation (Bloomberg BNA, 2014).


Joyce Frost is partner and co-founder of Riverside Risk Advisors, an independent derivatives advisory firm in New York City. Her clients include private equity, real estate, corporate and specialty finance companies. She has over 25 years of experience in the derivatives markets, including interest rates, foreign currencies and equity.

Prior to founding Riverside in 2009, Joyce was a Senior Vice President of Cournot Capital Inc, a highly successful seller of credit protection sponsored by Morgan Stanley. In her capacity, Joyce assisted in ramping up a portfolio of over $25 billion in swap notional, securing triple AAA credit ratings from three agencies, issuing $250 million of rated Senior Debt, managing the short term investment portfolio, and facilitating the successful sale of Cournot to an affiliate of Magnetar Capital in 2008.

Prior to Morgan Stanley, Joyce was Head of Marketing for Chase’s newly formed Credit Derivatives Group. During her five year tenor, Joyce contributed to the development and execution of the bank’s first credit derivatives transactions, including total return swaps on the bank’s broadly syndicated loans, credit default swaps, off balance sheet financing vehicles and the market’s first synthetic CLO. During her tenure, Chase’s Credit Derivatives group was rated “Best in Credit Derivatives” by Global Finance Magazine and “Best in Credit Derivatives” by Derivatives Strategies Magazine, in addition to other premier industry recognitions. 

Joyce is Co-Editor of the Handbook of Credit Derivatives (McGraw Hill, 1999) and author of many articles published on the use of derivatives by corporations and other end-users. She has spoken at dozens of industry conferences throughout North and South America and Europe. 

She currently is Chair, Board of Directors of Excellence Community Schools, a charter school management organization holding six charters in New York and Stamford. She is Founding Chair and current VP, Board of Trustees of the Bronx Charter School for Excellence, one of the top rated charter schools in New York State, and on the Board of Directors of New York Cares, New York City's premier volunteer organization.

Joyce earned an MBA in Finance from the University of Chicago’s Booth School of Business and a B.S. in Finance from Indiana University’s Kelley School of Business.

Joyce has three children and lives with her family on the Upper West Side.


Richard Kahn joined the Sullivan & Cromwell as special counsel in Paris in 1998 and has been resident in New York since 2000. In recent years, he has focused on structured finance, liability management, structured notes, capital securities and securitization reform. He has advised on over 40 completed debt hybrid transactions for AIG, CapitalOne, JPMorgan Chase, PPL, Prudential Financial, Wells Fargo and other issuers; 10 completed common equity units transactions for AIG, Citigroup, MetLife, Morgan Stanley, and United Technologies and others; and 10 completed preferred equity units offerings for BNY Mellon, Goldman Sachs, Wells Fargo and others. He also advised Prudential Financial and Voya Financial on contingent liquidity facilities and Artisan Partners Asset Management on the Up-C restructuring for its IPO.
 
He advised ING Groep N.V. on its debut dollar-denominated Perpetual Additional Tier 1 Contingent Convertible Capital Securities in 2015, as well as on its risk transfer transaction with the Dutch State covering 80% of its €30 billion (approximately $40 billion) par value Alt-A RMBS portfolio in 2009 and on the restructuring of this transaction in connection with the 2012 sale of ING Direct to Capital One and initial public offering of Voya Financial. He has also advised BNY Mellon on the resecuritization of a portion of its RMBS portfolio.  In liability management, he has advised on tender and exchange offers and consent solicitations involving Aflac, AIG, Assurant, First Midwest, Goldman Sachs, Lincoln National, Popular, Prudential Financial, Regions Financial, SunTrust and Wells Fargo. He has also advised on remarketing transactions, including many involving innovative structures, for AIG, BNY Mellon, Goldman Sachs, PPL, SunTrust, Wells Fargo and other issuers. He works regularly with several leading international financial institutions on cross-border structured finance transactions and advises industry associations and other clients on risk retention and other aspects of securitization reform.
 
Based in Frankfurt and Paris from 1993 to 2000, Mr. Kahn worked on a variety of privatizations and other securities transactions.


Amanda Baker is a Banking & Finance partner in Mayer Brown's New York office. She represents issuers, borrowers, underwriters and commercial banks in connection with the issuance of asset-backed bonds backed by auto loans, auto leases, trade receivables, residential mortgages and student loans in the public, 144A and asset-backed commercial paper conduit markets in the United States, Australia and Canada. Amanda also represents fintech companies in various financings. Additionally, Amanda has worked on the preparation and filing of shelf registration statements for issuer clients. She also routinely counsels clients regarding regulatory developments and proposals. Amanda is a member of the Mayer Brown Pro Bono Committee and the Hiring Committee.