Representative Matters/Cases

• Represented cybersecurity company in connection with $7 million venture capital investment and on corporate governance and equity compensation matters 
• Represented technology company in connection with $2 million angel investment 
• Represented Dell Inc. in the $25 billion going-private transaction by Michael Dell and Silver Lake Partners 
• Represented Allergan Inc. in its successful defense against the attempted acquisition by Pershing Square Capital Management and Valeant Pharmaceuticals International, Inc., resulting in $13 billion of additional stockholder value upon Actavis Plc’s $66 billion acquisition of Allergan 
• Represented Schiff Nutrition International in connection with its sale by merger to Reckitt Benckiser Group for $1.5 billion in cash 
• Represented Obagi Medical Products in connection with its sale by merger to Valeant Pharmaceuticals for $400 million in cash 
• Represented Taiwanese technology company in its $50 million stock and asset acquisition of an Orange County-based technology company 
• Represented General Electric Company in the spin-off and $2.9 billion initial public offering of the common stock of its consumer finance business, Synchrony Financial 
• Represented Surgical Care Affiliates, Inc. in connection with the $220 million initial public offering of its common stock 
  Represented a private paper packaging products company in a leveraged recapitalization and the declaration and payment of a $100 million dividend 
• Represented a public global hospitality company in a restructuring involving over 300 subsidiaries 
• Represented in its $110 million restructuring from a c-corporation to an ESOP owned s corporation 
• Represented Glenview Capital Management in connection with a consent solicitation to replace the board of directors of Health Management Associates 
• Advised the board of directors of a light-emitting diode and laser manufacturing company in connection with a substantial stockholders’ hostile takeover attempt
• Represented LIN Media in connection with its conversion from a public corporation to a public limited liability company

Publications

• “Introduction to Blockchain Technology and U.S. Laws”, Osgoode Hall Law School, February 2018
• “Introduction to Blockchain Technology and U.S. Laws”, Borden Ladner Gervais LLP, February 2018
• “Legal Landscape in the U.S.: Token Generation Events and Cryptocurrencies”, Fasken Martineau DuMoulin LLP, February 2018
• “Legal Landscape in the U.S.: Token Generation Events and Cryptocurrencies”, Davies Ward Phillips & Vineberg LLP, February 2018
• “Introduction to Blockchain Technology”, Lighthouse Escrow, January 2018
• “Blockchain and Cryptocurrency Tech Panel”, Tech in Motion: Orange County, January 2018
• “Rise of ICOs brings new questions for directors and officers,” Daily Journal publication, November 2017
• “Lessons from Delaware on noncompete best practices,” Daily Journal publication, October 2017
• “Delaware update: amendments to General Corporation Law,” Daily Journal publication, September 2017
• “Fixing the Unfixable Cap Table,” Orange County Business Journal, August 2017
• “Ruling clarifies ability to ratify corporate acts,” Daily Journal publication, July 2017
• “Fiduciary vs contractual obligations,” Daily Journal publication, June 2017
• “Guidance on grants of equity to directors,” Daily Journal publication, April 2017
• “Clarity on the right to inspect books,” Daily Journal publication, March 2017
• “Avoiding California law as a Delaware corporation,” Daily Journal publication, February 2017
• “Private Planes and Director Independence,” Daily Journal publication, January 2017
• “Rare case of a breach of care and loyalty,” Daily Journal publication, November 2016
• “Ruling Doesn’t Alter a Director Access to Books and Records,” Daily Journal publication, October 2016
• “Lessons From Derek Jeter’s Journey to Court,” Daily Journal publication, August 2016
• “Delaware Court Dishes on Conditions to Closing a Transaction,” Daily Journal publication, July 2016
• “Court Clears Up Admin of Stock Options, Daily Journal publication, June 2016
• “Cybersecurity Strategies for Small and Middle-Market Companies,” Orange County Business Journal, June 2016
• “Delaware Axes Personal Jurisdiction Precedent,” Daily Journal publication, May 2016
• “Disclosure Obligations in Absence of Fiduciary Duties,” Daily Journal publication, April 2016
• “When Minority Stockholders Control,” Daily Journal publication, March 2016
• “Disclosures When Approval Not Required,” Daily Journal publication, February 2016
• “Declassified Board Requires Director Removal With or Without Cause,” Delaware Business Court Insider, January 2016
• “Delaware Court Gives Guidance on Valuation,” Daily Journal publication, January 2016
• “Fake Shipments Test Acquisition Agreement,” Daily Journal publication, December 2015
• “Zuckerberg Isn’t Above Corporate Formalities, Nor Are You,” Daily Journal publication, November 2015
• “Pitfalls of Delaware Corporate Law,” Orange County Business Journal, November 2015
• “The Battle of Business Judgment And Entire Fairness,” Daily Journal publication, October 2015
• “Keep Controlling Stockholders in Check,” Daily Journal publication, September 2015
• “Recent Developments in Business and Corporate Litigation,” American Bar Association, 2015 
• “Strategic Adoption of Forum-Selection Bylaws,” Delaware Business Court Insider, September 3, 2014

Speaking Engagements

• “Introduction to Blockchain Technology and U.S. Laws”, Osgoode Hall Law School, February 2018
• “Introduction to Blockchain Technology and U.S. Laws”, Borden Ladner Gervais LLP, February 2018
• “Legal Landscape in the U.S.: Token Generation Events and Cryptocurrencies”, Fasken Martineau DuMoulin LLP, February 2018
• “Legal Landscape in the U.S.: Token Generation Events and Cryptocurrencies”, Davies Ward Phillips & Vineberg LLP, February 2018
• “Introduction to Blockchain Technology”, Lighthouse Escrow, January 2018
• “Blockchain and Cryptocurrency Tech Panel”, Tech in Motion: Orange County, January 2018
• “Introduction to Launching an ICO,” Crowdfunder Educational Series, November 2017
• “How to Evaluate if a Token is a Security?”, StartEngine ICO 2.0 Summit, November 2017
• Click here to view, “Hooked On Startups – Is it a bird? Is it a plane? Is it a utility? A security? With Marc Boiron,” November 2017
• “Don’t Be a Corporate Law Dumbo: Update on Delaware Law, Current Trends and Best Practices,” Association of Corporate Counsel – Southern California, March 2017
• “Forming a Company with Plans to Raise Capital,” UC CAI Medical Device Retreat, October 2016
• “Practical Tips Every Corporate Counsel Should Know About the Most Common Delaware Law Pitfalls,” Orange County Bar Association, Corporate Counsel Section, April 2016

Teaching Engagements

• Lecturer, Chapman University Dale E. Fowler School of Law (Practice Foundation Transactions, Fall 2016)

Memberships & Associations

• Board Member, Seneca Family of Agencies (2016)
• Orange County Bar Association