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Pocket MBA Summer 2015: Finance for Lawyers and Other Professionals


Speaker(s): Adam Reilly, Amir Agam, Barbara A. Carbone, Catherine E. Moreno, Catherine J. Connolly, Christopher D. Dillon, Daniel P. Prager, Dubravka K. Tosic, Ph.D., Jackie Liu, Jared Thear, Jeremy M. Weitz, Katharine A. Martin, Kenneth P. Herzinger, Neeraj Chawla, Renee Mendez, Sally Ann Flood, Sarah K. Solum, Seth Goldman, Torben Voetmann, Ph.D.
Recorded on: May. 7, 2015
PLI Program #: 58993

Adam Reilly is a Partner with Deloitte’s M&A Transaction Services practice, based in San Francisco. Adam has over seventeen years of experience with Deloitte and eleven years as a dedicated transaction services specialist. He has worked on more than 70 closed and potential transactions including multi-billion dollar leveraged buyouts, growth acquisitions, strategic mergers and complex carve-out transactions. Adam specializes in providing strategic advice to financial and strategic buyers on the due diligence, deal structuring and financial reporting aspects of their transactions. He has worked on all stages of transaction execution, from diligence through complex integration and divestiture activities.

Prior to specializing in M&A transactions, Adam worked in Deloitte’s audit practices in Los Angeles, Bermuda and San Francisco.

 In 2012 Adam was selected by M&A Advisor to receive a 40 Under 40 West M&A Advisor Recognition Award, which recognizes the top M&A Advisors under the age of 40 for the west region.

Adam received his bachelors in Business Economics with High Honors from University of California, Santa Barbara and is a Certified Public Accountant.

Adam and his wife Valerie live in San Francisco. Valerie is a freelance writer and video content contributor for various online and print publications.


Amir Agam is a Senior Managing Director at FTI Consulting and is based in Los Angeles.  Mr. Agam is in FTI’s Corporate Finance & Restructuring practice and has over 18 years of experience advising companies undergoing significant transitions including substantial operational improvements; post-acquisition operational changes; finance, accounting, and FP&A structure re-alignment; and in and out of court restructurings.  He has served as an interim chief financial officer and a chief restructuring officer.

Specific areas of Mr. Agam’s experience include business plan development and review; cash flow forecasting; cash management; interim management, development of accounting and finance function capabilities, identification and implementation of cost reductions; negotiation of restructuring plans; bankruptcy planning and execution; arranging financing and creditor negotiations; business and asset sales; and court testimony.  Select matters Mr. Agam has worked on include:

Example Restructuring Engagements

  • Fresh & Easy LLC:Served as Chief Restructuring Officer for over 100 store grocery chain with related food manufacturing and distribution operations and approximately $650 million in revenue.Responsible for analysis of operations and eventually all elements of the wind-down process.
  • THQ, Inc.:Served as financial advisor of public video game production and distribution company.Re-built cash management and forecasting capabilities and managed cash forecasting process. Negotiated forbearance terms with secured lenders and provided court testimony related to cash forecasts.Managed liquidity to enable the Company to sell its operating businesses through a chapter 11 process.
  • Fleetwood Enterprises:Served as financial advisor to public manufacturer of manufactured housing and recreational vehicles.Supported all aspects of the restructuring process, including operational analyses of the company’s business lines, resulting in the successful sale of the Company’s business lines.
  • Consumer Products Companies:Served as financial advisor to the lending syndicates of consumer products companies, analyzing and creating projections and evaluating restructuring initiatives.
  • Bankruptcy Litigation:Provided advice related to expert witness testimony in multiple litigation cases on issues involving solvency, preferences, and valuation.

Example Operational / Post-Acquisition Capability Enhancement Engagements

  • Sports Events Company:Served as interim CFO upon its acquisition as a private equity portfolio company.Built finance department capabilities, including cash forecasting and management.
  • FP&A for Private Equity Owned Distribution Business:Fulfilled FP&A role at company while it was undergoing significant transition, assisting in managing the business and rebuilding the finance department.
  • Fortune 500 manufacturer of auto-related equipment:Worked on turnaround plan that led to the refinancing of over $2 billion of debt and subsequently worked on design and implementation of the following year’s operational plan.

Mr. Agam holds a B.A. with honors from the University of California, Los Angeles and an M.B.A. with honors from the Wharton School at the University of Pennsylvania. He is a certified insolvency and restructuring advisor (CIRA) and a member of the American Bankruptcy Institute, the Association of Insolvency & Restructuring Advisors, the Turnaround Management Association, and the Financial Lawyers Conference (non-attorney member).  In 2015, Mr. Agam was recognized as one of the M&A Advisor’s 40 under 40 Emerging Leaders in the Service Professional Category.


Catherine J. Connolly, CPA, CFF

Cathy Connolly has 20 years of forensic accounting, complex business litigation and audit experience.

She has worked on a variety of accounting-related forensic and litigation matters, including investigations of improper financial reporting and financial statement restatements; breach of contract and other damages analyses; purchase price / post-acquisition disputes; class action securities claims; lost profit and business interruption claims; and various special audits and investigations.

Cathy has worked on behalf of company management and Audit Committees of the Board of Directors on accounting matters, including SEC investigations. Representative engagements include issues such as improper revenue recognition, reserve manipulation and the interpretation of Generally Accepted Accounting Principles (GAAP), employee and executive fraud and defalcation, stock options matters, partnership equity allocation, illegal use of public funds, and accounting record reconstruction issues.

Cathy also has experience working on matters involving companies in various industries, including high-tech, client service, software, healthcare, manufacturing, energy and construction.

Prior to joining StoneTurn, Cathy worked at "Big Four" accounting firms in dispute consulting and audit roles. She is a Certified Public Accountant and Certified in Financial Forensics.

Cathy is a Board Member and Treasurer of the Mountain Play Association in San Rafael, CA.


Dubravka K. Tosic, Ph.D.
Director
Berkeley Research Group, LLC
Saddle Brook, NJ

Dubravka K. Tosic is an Economist and Director at Berkeley Research Group, LLC (BRG), a national leader in economic and statistical consulting.  She joined BRG in December 2015, after spending almost 6 years as a Principal at ERS Group, and over 12 years as a Director in the Dispute Analysis practice of PricewaterhouseCoopers, LLP in New York. 

Dr. Tosic performs economic and statistical analysis and damage calculations, and provides consulting and expert witness assistance in labor and employment disputes and litigation matters involving allegations of employment discrimination, and during regulatory audits and investigations, and in connection with pro-active compliance reviews.   Dr. Tosic also performs expert work in commercial litigation matters involving allegations of breach of contract and lost profits, and management consulting projects requiring analyses of complex information and data analytics. She has testified in federal and state courts, and has worked with numerous Fortune 500 companies, national and international law firms, Federal, State and Local government entities, and international organizations.   

Dr. Tosic received her Master’s degree and Ph.D. in economics from Florida State University and her Bachelor’s degree from University of Maryland.

She can be reached at (201) 587-7130 or dtosic@thinkbrg.com.


Jaclyn Liu is a partner in the Corporate Department of the firm’s San Francisco office. She co-chairs the firm’s Corporate Finance Group. Ms. Liu engages in a general corporate and transactional practice, with special emphasis on corporate counseling of public companies, mergers and acquisitions and the China practice.

Ms. Liu regularly advises public companies on corporate governance matters, including disagreements between board and management, succession planning, investor relations, director and officer fiduciary duties and board “best practices”, and counsels boards and special committees in connection with conflicts of interest, proxy contests and other corporate control efforts. Ms. Liu is outside general counsel to a number of public companies with whom she has worked with for over 10 years and provides big picture, critical value-adding strategic advice. She also counsels public companies on disclosure matters and associated liability considerations, including those relating to the federal securities laws, Sarbanes-Oxley, Dodd-Frank, and NYSE and NASDAQ rules and regulations. Her knowledge of SEC-reporting requirements is a valuable addition to counseling on public-company M&A transactions. Ms. Liu has lectured at seminars and conferences and written articles on various ’33 Act and ’34 Act law matters, and is a staff member of the Practising Law Institute.

Ms. Liu has represented a number of public and private companies in mergers and acquisitions, from small asset acquisitions and divestitures, founder-driven sales and talent acquisitions to multibillion-dollar transactions such as SOFTBANK’s acquisition of Sprint, Intel’s acquisition of McAfee and Mercury Interactive’s sale to HP. In addition, Ms. Liu has been involved in a number of complex cross-border transactions in Asia, Australia and Europe, including NCR Corporation’s s acquisition of Israel-based Retalix, Intel’s minority stake in Netherlands-based ASML, PRC-based MicroPort Scientific’s acquisition of the orthopedics business of Wright Medical, DSP Group’s acquisition of the DECT business of Netherlands-based NXP B.V. and McKesson’s acquisition of Israel-based Medcon.

Ms. Liu also has represented a number of well-established Chinese companies in setting up U.S. subsidiaries and counseling them on strategic matters relating to their U.S. operations.

Ms. Liu was named the 2013 Legal Advisor of the Year by M&A Advisor, Law360’s “M&A Rising Stars of 2013” and a winner of the 2012 40 Under 40 West M&A Advisor Awards. Ms. Liu was also recommended as a leading attorney in the field of M&A by Legal 500 USA 2014. Northern California Super Lawyers recognized her as a “Rising Star” in the category of Securities and Corporate Finance in 2011, and as a “Rising Star” in the category of Mergers & Acquisition in 2013.

Ms. Liu was born in Shanghai, China. She is fluent in Mandarin Chinese.

Ms. Liu is a member of the California State Bar and the Bar Association of San Francisco. She is on the advisory board of thecorporatecounsel.net and a board member of the Foundation of City College of San Francisco.


Jeremy Weitz is a Shareholder and Co-Chair of the Firm's Corporate Practice Group. Mr.  Weitz's expertise covers mergers and acquisitions, private equity, publicly and privately traded securities, corporate maintenance and formation, corporate finance, and licensing. He represents clients in a variety of industries, including apparel, retail, beauty, food, entertainment, computer software, e-commerce, aerospace and defense, manufacturing, and investment banking that range in size from small start-ups to multi-billion dollar publicly traded corporations. Mr. Weitz routinely serves as outside general counsel for his corporate clients.

Mr. Weitz represents both buyers and sellers in merger and acquisition transactions. Mr. Weitz’s mergers and acquisitions practice is focused on the middle market with transaction values ranging between $10 million up to $3 billion.

Mr. Weitz routinely lectures on mergers and acquisitions and the apparel industry.

Mr. Weitz is also Co-Chair of the Firm’s Consumer Products Industry Group which specializes in the representation of apparel, beauty, food, fitness, retail, direct to consumer, consumer electronics, automotive, and other consumer products businesses.  This Industry Group focuses on all legal needs for these businesses including mergers and acquisitions, financings, corporate governance, licensing, intellectual property protection, e-commerce, litigation, leasing and regulatory advice, among others.  Mr Weitz has served as lead counsel on a significant number of merger and acquisition transactions in the consumer products space representing both buyers and sellers.

In the community, Mr. Weitz is the former President and current Board Member of the Apparel Industries Group for the City of Hope. He has also served as both Dinner Chair and Fundraising Chair for this group. Mr. Weitz is also the former President and board member of The Professionals Club (formerly, the Textile Professionals Club or TPC) which is a networking group for professionals from a wide range of business backgrounds including accountants, investment bankers, commercial bankers, lawyers, property agents and developers, financial advisors, and other professionals that serve the local business community.

Education

Mr. Weitz earned his J.D. cum laude at Loyola Law School, Los Angeles in 1998 and he received his B.A. with honors in Political Science at Emory University in 1995. While in law school, Mr. Weitz was awarded the Dean’s Academic Scholarship and was a member of the Alpha Sigma Nu Honor Society and Order of the Coif.


KATHARINE A. MARTIN
Partner

Corporate Law & Governance
Entrepreneurial Services
Mergers & Acquisitions
Venture Capital

EXPERIENCE:
Katharine (Katie) Martin is a partner in Wilson Sonsini Goodrich & Rosati's Palo Alto office, where she practices corporate and securities law. She currently serves as a member of the firm's board of directors, its governing body, and previously served as a member of the Policy Committee and as the leader of the firm's business law department.

Katie has extensive experience in representing public companies. Her practice includes all aspects of company representation, including corporate governance, SEC compliance, 1934 Act issues, public offerings, private placements, and mergers and acquisitions. She also has represented underwriters in public offerings and issuers and investors in private equity financings.

Katie joined Wilson Sonsini Goodrich & Rosati in 1999, after 12 years at Pillsbury Madison & Sutro LLP, where she was a partner. She is a frequent speaker on corporate and securities law, corporate governance, and mergers and acquisition topics, presenting at such venues as PLI, Corporate Board Member, and the SEC Institute.

EDUCATION:

  • J.D., University of the Pacific, McGeorge School of Law, 1987
    Order of the Coif; Great Distinction; Staff Writer and Assistant Editor, Pacific Law Review (1986-1987); Author, "Disbrow Confronts Proposition 8: Will Miranda Violative Statements Be Admitted to Trial for Impeachment?"
  • B.A., University of California, Berkeley, 1984

ASSOCIATIONS AND MEMBERSHIPS:

  • Director, Nuance Communications, Inc.
  • Director, WildAid, an international nonprofit wildlife-preservation agency
  • Director, WSGR Foundation, a nonprofit organization
  • Former Director, The Ronald McDonald House at Stanford, a nonprofit organization

HONORS:

  • Recognized by the Daily Journal as one of the "Top 100 Lawyers in California" for 2011
  • Named among Lawdragon's "500 Leading Lawyers in America" for 2011, 2012, 2013, and 2014


Sarah Solum is a Partner in Davis Polk’s Corporate Department and a founding member of the firm’s Northern California office. She has extensive experience in capital markets transactions, including IPOs, investment grade and high yield debt offerings, convertible notes transactions and preferred stock offerings. She also regularly represents companies on mergers and acquisitions and advises on SEC disclosure, compliance and corporate governance matters.

Sarah has an active IPO practice, having advised on the IPOs of AMIS Holdings, AppNet, Apropos, CAI International, Chipotle Mexican Grill, Coupa Software, Etsy, Fortinet, GoDaddy, Handspring, Homegrocer, iBeam, Kaiser Aluminum, Razorfish, Responsys, ServiceSource International, Silver Spring Networks, Splunk and SunRun. She works with a wide range of companies and all major investment banking firms.

Her recent public speaking engagements include the Davis Polk | NYSE | Donnelley West Coast IPO Boot Camp in February 2017, the 43rd Annual Securities Regulation Institute in January 2016 and various PLI programs.

She is also a member of HiPower, an executive leadership program for women, participated in the Hastings Leadership Academy for Women and recently joined the Global Advisory Board of the Women in Law Empowerment Forum (WILEF). Sarah has been recognized as a leading lawyer by numerous industry publications, including Chambers USA and Super Lawyers.

Sarah was named one of the 2016 and 2017 “Women Leaders in Tech Law” by The Recorder, one of the “2017 Women of Influence” by the Silicon Valley Business Journal and one of the ”2017 Top Women Lawyers in California” by the Daily Journal.


Catherine Moreno is a partner in the Palo Alto office of Wilson Sonsini Goodrich & Rosati. Catherine specializes in securities litigation and counseling, including the defense of companies and their directors and officers in class actions, derivative lawsuits, and M&A litigation. She also is experienced with internal investigations and in defending companies and individuals in SEC enforcement proceedings involving allegations of insider trading, securities fraud, and reporting violations. In addition, Catherine is experienced in a variety of commercial litigation matters and is a frequent speaker and lecturer on issues of securities fraud, accounting misstatements, and insider trading.

Catherine maintains an active pro bono practice and has been honored for her work on civil rights impact litigation. She also is a member of the firm's Education and Pro Bono committees.


Christopher D. Dillon is a partner in Gibson Dunn’s Palo Alto office and is a member of the Corporate Transactions and Mergers and Acquisitions Practice Groups.  He has over 20 years of experience structuring, negotiating and executing complex corporate transactions.  He has regularly advised public and private corporate and private equity clients in a wide range of mergers and acquisitions (friendly and hostile), divestitures, joint ventures, strategic alliances and capital raising transactions.  In addition, he has extensive experience in counseling boards of directors and senior management teams in connection with corporate governance, public disclosure, SEC filings and other securities laws matters.

Mr. Dillon was previously Senior Managing Director at Union Square Advisors LLC, an investment bank focused on technology companies from 2007 to March 2011.  He acted as an investment banker advising technology clients on public and private mergers and acquisitions and capital markets transactions. Before that, he was a partner with Gunderson Dettmer from 2000 to 2007, serving as head of the Mergers & Acquisitions practice.  From 1988 to 2000, he practiced with Shearman & Sterling, first in New York before moving to the Bay Area to lead that firm’s West Coast M&A practice.  He graduated magna cum laude in 1988 from Boston College Law School, where he was an editor of the law review.  Mr. Dillon graduated summa cum laude from Boston College with a degree in Business Administration - Accounting.

Mr. Dillon has been admitted to practice in the states of California and New York.


Daniel rejoined KPMG’s Los Angeles (USA) office in October 2012 in the Alternative Investments tax practice. He had previously been the head of corporate finance for Telefónica Czech Republic a.s. in Prague (Czech Republic). Prior to that, Daniel was vice president and head of tax at Ares Management, a Los Angeles-based asset manager with $43 billion in CLOs, capital markets, hedge, private equity funds and a BDC / RIC (NASDAQ: ARCC).

Professional and Industry Experience

Daniel was in KPMG’s M&A and international tax practices from 2000 to 2009 where he developed broad experience in restructuring and transactional planning advice and tax due diligence consulting services in connection with acquisitions, dispositions, restructuring, bankruptcy reorganizations, and debt workouts with particular emphasis in cross-border capital movement and withholding taxes. Daniel has been involved in the design and implementation of mergers and acquisitions tax planning for both strategic and financial buyers. His experience includes tax planning for issuance of debt instruments, issues involving the U.S. income tax regime, international tax planning, U.S. GAAP and planning for repatriation of profits.  Daniel specializes in providing tax advice and compliance services to investors in and managers of alternative investment funds including private equity and hedge funds with particular emphasis in partnership structures. Daniel also leads FATCA engagements including preparation of readiness plans (identification, registration and reporting) and implementation.

Representative Clients

Allianz SE, Caxton-Iseman Capital Inc., Crescent Capital, First Reserve Corporation,  Leonard Green & Partners L.P., Levine Leichtman, Mesa West Capital, Occidental Petroleum Corporation, Odyssey Investment Partners, Tower Research, Western Asset Management, and Wilshire Associates.

Function and Specialization

Daniel specializes in providing tax advice and compliance services to investors in and managers of alternative investment funds such as hedge funds and private equity with particular emphasis in partnership structures. Daniel is also the tax contact for FATCA in the West (USA).

Languages

English, Spanish, Czech

Education, Licenses & Certifications

MBA, Taxation, University of Southern California

BA, International Relations, University of Southern California


Dr. Voetmann is a Principal in The Brattle Group’s San Francisco office and an adjunct professor at the University of San Francisco’s School of Management. He consult on cases related to accounting, corporate finance, capital markets, financial institutions, insider trading, and internal investigations. Dr. Voetmann has testified and consulted on issues related to financial econometrics (i.e., the application of statistical methods within an economic framework), event studies, and market efficiency, damages, and materiality in securities fraud and misrepresentation cases. Dr. Voetmann has also testified and consulted on valuation issues related to mergers and acquisitions, appraisal actions, and other disputes involving valuation of private and public companies, illiquidity securities, employee stock options, and minority interests.

Dr. Voetmann has worked with multiple experts and is experienced in all phases of litigation, including deposition, mediation, arbitration, and trial. His case experience covers a range of industries, including financial institutions, consumer products, telecommunications, technology, and manufacturing. He has directed research in various prominent matters, including In re AOL Time Warner Inc. Securities Litigation, In re Xcelera Securities Litigation, Metropolitan Creditors' Trust et al. v. Ernst & Young and In re Apollo Securities Litigation.

Dr. Voetmann's securities experience includes Rule 10b-5 and Section 11/12 class actions, including those involving options and other derivative securities. In these cases, he has led large case teams that have addressed market efficiency, loss causation, and estimation of aggregate damages. His experience also includes calculating damages related to improper revenue recognition, bankruptcy, earnings restatements, material omissions, employee stock options, insider trading, private equity, and disputed merger terms. 

Dr. Voetmann has published in finance journals, including the Journal of Corporate Finance, Review of Finance and the European Journal of Finance, and has authored a chapter on event studies in Financial Modeling. He has taught undergraduate and graduate-level courses in corporate finance and security analysis at the Wharton School, University of Pennsylvania and graduate-level courses in corporate finance, managerial finance, capital markets and investment banking at the University of San Francisco.


Jared leads the asset management practice for the audit group in the Bay Area.  He has over sixteen years of professional experience serving private equity, venture capital, hedge funds, financial technology companies, fund of funds, registered investment companies, registered investment advisors, business development companies, and depository institutions throughout the San Francisco Bay Area/ Silicon Valley. 

Jared helped develop Deloitte’s national audit approach for the venture capital industry.  He is also an alternative investment subject matter specialist who interacts with engagement teams throughout the country on valuation methods applied to hard-to-value financial instruments.

Jared graduated from Ohio State University with a bachelor degree in business administration majoring in both accounting and finance.  He currently holds an active CPA license, and is a member of the AICPA.


Ms. Carbone is an audit partner in the San Francisco office with 33 years experience with KPMG, including 19 years as a partner. She has provided auditing, accounting and business advisory assistance to clients in a variety of industries including: software and business services, media, consumer products, manufacturing, financial institutions and leasing companies. Barbara has experience serving smaller privately held companies as well as U.S. and international publicly held corporations. She has assisted companies to develop the discipline and processes required to be successful through their evolution, including initial public offerings and beyond. She also has significant experience with mergers and acquisitions, divestitures, and spin-offs.

Highlights of Barbara’s leadership within KPMG include:

  • Lead Partner for the Consumer & Industrial Markets Industry Group in San Francisco;
  • National Partner-in-Charge of Human Resources, Audit Practice;
  • National and Global Industry Leader for Software and Business Service Practice in Silicon Valley; and
  • Practice Leader for the Northern California Audit Business Unit.

Barbara is a Board Member of the Exploratorium and the Women’s Business Enterprise National Council (WBENC).


Neeraj Chawla has over 14 years of experience in providing financial advisory services to a variety of businesses, and specializes in providing valuation, strategic financial planning and other financial advisory services in connection with mergers, acquisitions, divestitures, planning and other settings.

Mr. Chawla routinely provides valuation and advisory services for the following purposes:

  • Mergers
  • Acquisitions 
  • Dispositions
  • Financial Benchmarking 
  • Portfolio valuation 
  • Credit Analysis
  • Debt Capacity Assessment
  • Joint-Venture Formation
  • Franchising/Licensing
  • Restructuring/Reorganization

Mr. Chawla has broad-based experience in a number of industries including aviation, retail/consumer business, engineering and construction, and technology.

Prior Experience

Prior to joining Deloitte, Mr. Chawla served as a market-entry consultant to the American International Group, Inc.  In this capacity, he advised a business development team on investments in the areas of life insurance, general insurance, banking and consumer finance. 

In his role as a consultant with JPS Associates, Management Consultants, Mr. Chawla advised airlines in the areas of operations and financial management, including inventory management, process improvement, and resource optimization.  Mr. Chawla has also served as a corporate financial analyst with the Business Development Group of Sabre, Inc.  In this role, he was responsible for the analysis and pricing of outsourcing contracts.

Education

  • Indiana University, Master of Business Administration, 1999-2001
  • Center for Management Development, Diploma in Business and Finance, 1994-1996
  • University of Delhi, Bachelor of Arts, Economics (Honors), 1991-1994


Renee is an Assurance partner in the San Francisco office of EY. She has more than 14 years of experience providing services to real estate, hospitality, aircraft leasing, and renewable energy companies.

Relevant experience

Renee’s experience includes working on opportunity funds and fair value reporting and assisting clients with various SEC, regulatory and compliance projects. She has served clients in the multi-family apartment, office, industrial, homebuilding, and hotel owner and hotel operator sectors of the real estate industry. She has also worked with real estate developers and managers. Her experience with aircraft lessors includes significant focus on international operations and multi-national tax structures. Renee’s experience with renewable energy companies include a specific focus on wind.

Education and memberships

Renee earned a Bachelor of Science in Accounting and Information Systems from Virginia Tech. She is a CPA licensed in California and Virginia and is a member of the AICPA and the California Society of CPAs.


Seth Goldman is a bankruptcy partner in the Los Angeles office of Munger, Tolles & Olson.

Mr. Goldman’s practice includes representing debtors, creditors, and investors in corporate restructurings and litigation. He has represented Adelphia Communications, Corinthian Colleges, and Luna Innovations in their restructurings; the Official Committee of Equity Holders in the Syms/Filene’s Basement bankruptcy; and creditors and investors in the City of Detroit, Lehman, Calpine and Circuit City bankruptcy cases. Most recently, Mr. Goldman represented Berkshire Hathaway in the Residential Capital, LLC bankruptcies, Edison International in the Edison Mission Energy bankruptcies, the Texas Competitive Electric Holding debtors in the Energy Future Holdings bankruptcy cases, and served as pro bono counsel to the Pasadena Playhouse in its Chapter 11 reorganization.

Mr. Goldman is a contributing author to Collier on Bankruptcy®, a governor for the Financial Lawyers Conference, and regularly speaks on bankruptcy matters.

Mr. Goldman is a member of the American Bankruptcy Institute and Financial Lawyers Conference, and a member of the inaugural class of the Next Generation of the National Conference of Bankruptcy Judges.

Mr. Goldman is a graduate of the University of Chicago (B.A., 1994, Phi Beta Kappa) and Harvard Law School (J.D., 2002, magna cum laude).

Key Representations

  • TCEH Debtors in the Energy Future Holdings bankruptcy cases.
  • Edison International in the Edison Mission Energy bankruptcy cases.
  • Berkshire Hathaway Inc. in the Residential Capital LLC bankruptcy cases.
  • The Official Committee of Syms Equity Securities Holders, in the Chapter 11 reorganization of Syms Corp./Filene’s Basement.
  • Wasserstein & Co. in the Harry & David bankruptcy cases.
  • Southern California Edison in the Calpine, A123, Cal Solar 10, and Clear Peak bankruptcy cases.
  • Pasadena Playhouse, serving as debtor's counsel, developing a restructuring strategy for the 86-year-old cultural institution that enabled it to confirm its reorganization plan and emerge from bankruptcy only two months after commencing its case.

Practice Areas

  • Financial Restructuring

Education

  • Harvard Law School (J.D., magna cum laude, 2002) member, Journal of Law and Technology, teaching assistant, International tax program, Addison Brown Prize, 2002
  • University of Chicago (B.A., with honors, political science, 1994) Phi Beta Kappa

Bar Admissions

  • California  Seth Goldman


Ken Herzinger is the Deputy Chair of Orrick’s White Collar, Investigations, Securities Litigation and Compliance Group and a partner in the San Francisco office.  Ken was an attorney in the Enforcement Division of the U.S. Securities and Exchange Commission prior to joining private practice.  Ken has nearly 20 years of experience as a securities litigator and has handled every type of securities law matter.  His practice focuses on SEC investigations and enforcement actions, internal investigations, and securities class actions.


Sally Ann is the Leader of our Bay Area Real Estate Audit Practice in our San Francisco office and a National Leader for Real Estate Funds in the US.  She has more than 19 years of professional accounting experience which included starting her career as a chartered accountant in Ireland. Her experience includes providing extensive services to a number of our large real estate clients including real estate investment advisors, separate accounts, private and public REITs, and private equity investment funds. In conjunction with her role as audit partner, she has served as the Accounting Co-Chair for the National Council for Real Estate Investment Fiduciaries and is a Council member for the Real Estate Information Standards (“REIS”).