• Brooklyn Law School, J.D., summa cum laude, 1998
o Brooklyn Law Review, associate managing editor
o International Business Law fellow
o Dean’s Achievement Scholarship
o Samuel Bernstein Memorial Scholarship
o CALI Excellence for the Future Award – Constitutional Law
• New York University, B.A., Economics with a minor in French, cum laude, 1994
o Trustee’s Scholarship
o Omicron Delta Epsilon, International
o Honor Society in Economics Honors Scholar
• Kansas Supreme Court
• New York Supreme Court
• United States District Court, District of Kansas
• American Bar Association
• Kansas Bar Association
• New York Bar Association
• Wichita Bar Association
• Brooklyn Law School, trustee (2001-2002)
• Represents Petrohawk Energy Corporation, a publicly traded energy company based in Houston, Texas. In connection with M&A transactions, divestitures of assets, offerings, corporate governance matters, SEC filings and other corporate and securities matters. Represented Petrohawk in connection with: $2 billion merger with KCS Energy, Inc. (July 2006); $775 million high-yield debt offering (July 2006); $300 million acquisition of stock of Winwell Resources, Inc. and assets of Redley Company (January 2006); $190 million private placement of common stock (February 2006); $425 million acquisition of Wynn-Crosby (2004); and implementation of corporate governance system (2004).
• Represented PHAWK, LLC, a privately-held Houston, Texas based energy company, in its 2004 acquisition of $60 million in stock and securities from Beta Oil and Gas, Inc., a publicly traded company (2004).
• Represented Chevron Corporation in its acquisition of Texaco for $42 billion (2000).
• Represented Wm. Wrigley Jr. Company in connection with its $12.5 billion cash-and-stock offer to acquire the Hershey Foods Corporation in an auction initiated by Hershey’s controlling shareholder, the Hershey Trust Corporation (2002).
• Represented Metro-Goldwyn-Mayer Inc. in connection with the sale of its 20 percent ownership interest in the Bravo cable television network to NBC for $250 million (2002).
• Represented Procter & Gamble in its acquisition of Iams, a pet food company, for over $1 billion (1999).
• Represented CGI Group Inc., a Canadian IT service firm, in connection with its $450 million merger with IMRglobal Corp., a U.S. information technology services company (2001).
• Represented Northrop Grumman in connection with its sale of certain assets to ITT Corporation (2003).
• Represented GE Capital in multiple private equity transactions (1998-2001).
• Represented AEA Investors Inc., a private equity investment fund, in multiple transactions, including in connection with its investments in privately-held entities and in connection with the fund’s corporate restructuring (2000-2003).
• Represented Goldman Sachs (and related entities including Goldman Sachs Capital Partners) in multiple transactions in connection with its investments in privately-held entities, and in connection with its capacity as investment advisor to the acquirer or the target in public mergers and acquisitions (1998-2003).
• Represented Merrill Lynch in multiple transactions as initial purchasers in connection with Rule 144A offerings by various issuers (1998-2000).
• Represented Lazard Freres in multiple transactions in connection with its capacity as investment advisor to the acquirer or the target in public mergers and acquisitions (1998-2001).
• Represented Merck & Company, Inc. in connection with the spin-off of its subsidiary, Medco Health Solutions (2003).
• Represented various U.S. and Canadian corporations, including The Kroger Co. and Jo-Ann Stores, Inc., in connection with their Rule 144A debt offerings (1998 – 2003).
• Represented various privately-held entities in connection with the private placement of their preferred stock (1998-2003).
• Represented various investors in connection with their investments in privately-held entities (1998-2003).
• Represented NTL Incorporated in connection with its public rights offering (2003).
• Represented Methanex Corporation, a Canadian corporation, in its secondary public offering of common shares in 2003, and its public offering of debt securities, along with a consent solicitation in connection with its then outstanding debt securities (2002).
• Represented Gilman Paper Company in connection with its internal reorganization, including a series of mergers (1998-1999).
• Represented various public companies in connection with a review of their existing defensive posture and related recommendations.