Skip to main content

Private Equity Transactions – Recurring Issues

Speaker(s): Gabrielle Gould, Samuel Rubin
Recorded on: Aug. 3, 2017
PLI Program #: 222943

Gabrielle Gould is a partner in Goodwin’s Financial Industry Practice. Ms. Gould focuses on representing financial institutions, major corporations and individuals in a wide variety of securities and complex commercial matters in federal and state courts in New York and throughout the United States, as well as in arbitrations, mediations, regulatory inquiries and internal investigations.

Prior to joining Goodwin in 2017, Ms. Gould was a partner at Freshfields, and previously practiced at Kramer Levin Naftalis & Frankel.


Financial Industry


Representative matters include:

  • a global private equity firm in federal court litigation stemming from post-closing claims concerning the purchase of a chemicals company* a global private equity firm and its portfolio company in federal court in Oklahoma defending breach of contract and tortious interference claims*
  • a major financial institution in litigations and arbitrations brought in multiple jurisdictions in connection with claims arising out of the collapse of two Bear Stearns hedge funds that sought return in large part through leveraged investments in structured finance securities, including collateralized debt obligations*
  • a global financial institution in parallel proceedings in New York and Italy concerning ISDA agreements*
  • a nationalized Irish bank in preliminary injunction proceedings brought in federal court by a New York hedge fund seeking to enjoin the bank from removing substantial assets from the United States and merging with another Irish financial institution*
  • a major financial institution in connection with claims brought in federal court arising out of the sale of CDOs to a Florida bank*
  • a major financial institution in connection with a trading dispute involving U.S. equity derivatives*
  • a major financial institution in multiple suits brought by investors throughout the country in connection with an options trading strategy*


* Denotes experience prior to joining Goodwin.


Ms. Gould is a C&L, Counsel Member of the Securities Industry Financial Markets Association.


Ms. Gould is recommended by The Legal 500 United States. She also received a 2016 Pro Bono Publico Award from The Legal Aid Society.

Sam Rubin is counsel in Goodwin’s New York Commercial and Financial Litigation practice group and an experienced trial and appellate advocate. Mr. Rubin’s practice focuses on representing financial institutions and major corporations in a wide variety of securities, RICO, ERISA, antitrust and other complex commercial disputes in federal and state courts and before regulatory bodies. Mr. Rubin has successfully represented a hedge fund of funds in class and derivative suit litigation arising out of the Madoff fraud, major corporations in RICO and antitrust class actions at the trial and appellate levels, and financial services companies in numerous commercial disputes involving complex financial products.

Areas of Practice

Financial Industry Litigation
Business + Commercial Litigation


  • Guerrini et al. v. Atmel Corp. et al., No. 15-2664-cv, __ F. App’x __, 2016 WL 3548238 (2d Cir. June 27, 2016 (affirming the dismissal of RICO class action alleging a conspiracy to fraudulently convey a semiconductor manufacturing facility to avoid compliance with French labor law).*
  • Negrete v. Citibank N.A., No. 15-cv-7250, 2016 U.S. Dist. LEXIS 66342 (S.D.N.Y. May 19, 2016) (granting motion to dismiss the complaint based on fraud, contract and negligence claims advanced against Citibank by FX traders concerning allegations of undisclosed markups on FX limit orders and purportedly erroneous margin calls).*
  • DNAML Pty Limited v. Apple, Inc. et al, No. 13-cv-6516 (DLC), 2015 WL 9077075 (S.D.N.Y. Dec. 16, 2015); Abbey House Media, Inc. v. Apple, Inc. et al, No. 14-cv-2000 (DLC), 2016 WL 297720 (S.D.N.Y. Jan. 22, 2016); Lavoho, LLC v. Apple, Inc., No. 14-cv-1768 (DLC), 2016 WL 482964 (S.D.N.Y. Feb. 10, 2016) (achieving summary judgment on behalf of a major publishing company in multiple actions related to alleged anticompetitive conduct with respect to the pricing and distribution of eBooks).*
  • R.W. Grand Lodge of Free & Accepted Masons of Pa. v. Meridian Capital Partners Inc., No. 15–1064–CV, 2015 WL 8731547 (2nd Cir. Dec. 15, 2015) (achieved dismissal of securities fraud, Pennsylvania Blue Sky and other common law claims concerning the Madoff Ponzi Scheme).*
  • Valentini v. Citicorp Fin. Servs. Corp, 589 F. App’x 1 (2nd Cir. 2014) (Second Circuit affirmed dismissal of securities and common law fraud suit brought by purchasers of structured notes).*
  • Hindsight Solutions LLC v. Citigroup, Inc., 53 F. Supp. 3d. 747 (S.D.N.Y. 2014) (achieved dismissal after trial of all claims based on fraud, breach of contract and quasi contract which sought over $100 million in damages in connection with a software consultancy agreement).*
  • New Jersey Carpenters Annuity Fund v. Meridian Diversified Fund Mgmt. LLC, No. 10-cv-5738 (TPG), 2014 WL 1257279 (S.D.N.Y. Mar. 26, 2014) (achieved dismissal of shareholder derivative complaint alleging breaches of ERISA and common law fiduciary duties concerning the Madoff Ponzi scheme).*
  • Lance Int’l Inc. v. First Nat’l City Bank, 86 A.D.3d 479 (1st Dep’t 2011) (obtained a victory on behalf of Citigroup in the New York Supreme Court, Appellate Division, bringing to a close decades of litigation involving a complex cross-border commercial transaction).*

* Denotes experience prior to joining Goodwin.

Professional Activities

Mr. Rubin is a member of the Federal Bar Council and American Bar Association Sections on Antitrust and Litigation. He is a member of the Securities Industry Financial Markets Association and also serves on the Board of Directors for Manhattan Legal Services.


Mr. Rubin co-authored “Evidence Preservation Failures of Nonparties: Is There Any Recourse?” in the New York Law Journal and is a substantial contributor to chapters on “Cross-Border Litigation” in the recently published 4th Edition of Business and Commercial Litigation in Federal Courts and on “Derivatives Litigation” in Commercial Litigation in New York State Courts, 4th Edition, 2015.



J.D., 2006
Duke University School of Law
(cum laude, Duke Journal of Constitutional Law & Public Policy)

B.A., Philosophy, 2003
University of Michigan



New York


U.S. Court of Appeals for the Second Circuit
U.S. District Court for the Southern District of New York