Steve has substantial experience in securities class and derivative actions, including cases alleging accounting irregularities, illegal trading and breaches of fiduciary duty. He regularly represents public companies and their officers and directors in merger and acquisition litigation, including class and derivative actions, across the country. He has significant experience in conducting internal investigations in numerous industries, including the real estate investment trust, healthcare, manufacturing, logistics and higher education industries, among others. He has also represented audit firms and corporate officers and directors in internal investigations.

A former attorney in the SEC’s Division of Enforcement, Steve has been appointed by three different federal judges in Chicago to serve as receiver in SEC civil enforcement proceedings. In this role, he conducted fraud investigations, prosecuted fraudulent conveyance claims, enforced judgments, marshaled and liquidated assets, and developed and implemented plans of distribution. Stemming from his work as a receiver, Steve has extensive experience in prosecuting and in defending a wide variety of fraudulent conveyance claims.

Steve frequently speaks on securities litigation and enforcement topics. He has appeared numerous times in the press and has authored various materials concerning the federal securities laws.

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• Represented Baxter International, Inc. in an SEC investigation relating to the accounting for foreign exchange transactions affecting reported net income and retained earnings
• Represented senior management of PG&E Corporation in shareholder derivative litigation arising out of the San Bruno pipeline rupture
• Represented a former partner in a private equity firm in an SEC investigation concerning related party transactions the firm entered into with its advisory clients
• Represented a private equity firm in an SEC investigation concerning the firm’s fees and expenses
• Represented a special committee of the board of directors of a publicly traded company in conducting an internal investigation regarding potential Foreign Corrupt Practices Act (FCPA) violations
• Represented a family office in an SEC insider trading investigation
• Represented the co-representatives of the Estate of Donald Flynn in an action by the bankruptcy trustee for Emerald Casino, Inc., concerning Donald Flynn’s alleged breaches of fiduciary duty as a director of Emerald Casino, Inc., in connection with various alleged violations of Illinois Gaming Board Rules and Regulations
• Represented the former CFO of Diebold, Inc., in several securities-related actions, including a derivative case, a securities class action and an Employee Retirement Income Security Act (ERISA) class action; in the SEC action, negotiated a highly favorable settlement that did not involve any injunction against any future violations of the federal securities laws
• Represented the Special Litigation Committee of the Inland American Real Estate Investment Trust, Inc., at the time the largest non-publicly traded real estate investment trust (REIT), in connection with an independent investigation of various facts and circumstances raised in derivative demands, a filed derivative action, various books and records actions, and an SEC investigation
• Served as counsel to the board of directors of Strong Financial Corporation in connection with the liquidation of the company as a result of the mutual fund market timing controversy; advised the board as to their fiduciary duties during the extended liquidation process

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• Securities Docket, Enforcement Elite, 2024-2025
• Benchmark Litigation 2008-2022
• Martindale-Hubbell, AV Peer Rating
• Chicago Magazine, Top Attorney in Illinois
• Law & Politics, Super Lawyer
• Super Lawyers, 2015-2022

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• Chicago Mercantile Exchange, served on the Business Conduct Committee
• Law360, former member of the editorial board for the Securities section
• National Institute of Trial Advocacy, served as a faculty member
• Practising Law Institute, serves as co-chairman of the national program on internal investigations
• Securities Industry Association, Compliance and Legal Division
• University of Illinois College of Law, served on the Board of Visitors

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Josh was highlighted as a leading finance lawyer by Chambers Global, where clients recognized him as someone who is “highly responsive and very well versed in the market”, “very commercial and efficient across a variety of financings”, “very detail-oriented and always available” and who “provides the client with a high degree of customer service.” He was also recommended in The Legal 500 United States.

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• Represented Comvest Partners in a variety of transactions including its investments in Engage2Excel and Spinrite LP
• Represented Gemspring Capital Management, LLC, in a variety of transactions including its investments in Zavation Medical Products
• Represented H.I.G. Capital, in a variety of transactions including its investments in BioVectra, Lipari Foods, Reliant Rehabilitation, Valtris Specialty Chemicals, and VIP Cinema Holdings
• Represented Iron Path Capital in its investments in ClearChoiceMD and CareWell (and subsequent formation of the Emergence Health platform), Versant Diagnostics, and Capitol Pain Institute
• Represented Martis Capital Management in a in a variety of transactions including its investments in DCN Dx and WellHaven PetHealth
• Represented NMS Capital in a variety of transactions including its investments in Flourish Research, Strive Medical and U.S. Urology Partners
• Represented Pouschine Cook Capital Management in a variety of transactions including its investments in Curexa Pharmacy, Griswold Home Care, and Southern Dental Alliance
• Represented Quad-C Management in its investments in a variety of transactions including its investments in Prism Vision Group and US Endo Partners
• Represented Revelstoke Capital Partners in a variety of transactions including its recapitalization of Fast Pace Urgent Care and its acquisition of Monte Nido
• Represented Sheridan Capital in a variety of transactions including its investments in ADVI Health, Ascend Plastic Surgery Partners, DAS Health, Oral Surgery Partners, SimiTree Healthcare and Tarrytown Expocare Pharmacy
• Represented The Sterling Group in a variety of transactions including the business combination of Construction Supply Group with White Cap, a business of HD Supply and its investments in Compost 360, Fencing Supply Group (including in connection with the acquisitions of Merchants Metals and Binford Supply), Gulf Winds, OGD Overhead Garage Door, PrimeFlight Aviation Services, the recapitalization of Tangent Technologies, and West Star Aviation
• Represented WindRose Health Investors, LLC, in a variety of transactions including its investments in BPD, Bluestone Physician Services, Caregiver, Healthmap, Kolmac Clinic, Lykan Biosciences, Medical Knowledge Group, RevHealth, StateServ, Traditions Behavioral Health, Trumpet Behavioral Health, Veristat, and Workplace Options
• Represented a leading hedge fund as a lender to several market leading national cannabis companies
• Represented Quorum Health Corporation in its pre-packaged Chapter 11 cases involving the restructuring of approximately $1.5 billion of funded debt. The successful restructuring took place during the Covid-19 pandemic and ultimately resulted in the successful deleveraging of Quorum’s balance sheet by approximately $500 million
• Represented Output Services Group, Inc. (OSG), a leading provider of print and digital payment solutions, in its prepackaged chapter 11 cases, which involved the restructuring of approximately $750 million of funded debt. The successful restructuring took place pursuant to a restructuring support agreement signed by approximately 87% of OSG’s prepetition first lien lenders that eliminated approximately $550 million of their funded debt obligations
• Represented Energy Future Holdings in its Chapter 11 restructuring*
• Represented GTCR in connection with a variety of investments, including with its investment in Cord Blood Registry and subsequent $700 million sale to AMAG Pharmaceuticals, Inc.*
• Represented Madison Dearborn Partners in connection with a variety of investments, including in connection with its $7.3 billion take-private acquisition of CDW Corporation*
• Represented Summit Partners in connection with a variety of investments, including its investments in Empower RF Systems, FineLine Technologies, HealthSun, Morphe, Perforce Software, and Salient Partners*
• Represented Sun Capital Partners in connection with a variety of investments, including its investments in Flavor 1st, Garden Fresh Restaurant, Kellwood Company, and LOUD Technologies*

*Matter handled prior to joining the firm.

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She also advises companies (large or medium-sized, listed or unlisted, and family-owned companies) on a continuous basis in all phases of their business activity, with a particular focus on the organisation of corporate structures and the definition of all aspects of corporate governance and, in relation to regulated companies, compliance issues, as well as the definition of commercial contracts.

Agata is also regularly involved in pro bono initiatives, working with non-profit organisations on legal issues, community service events and social impact projects.

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• Assisted a US investment fund in connection with the acquisition of a portfolio of loans, which were subsequently securitised with underlying tender reserves
• Provided assistance to a banking institution in connection with a medium- to long-term mortgage loan for a sub-fund of an alternative real estate investment fund reserved for multiple sub-funds, intended to support part of the financial requirements connected with the completion of a programme for the acquisition of certain real estate properties intended for large-scale distribution
• Provided assistance to a leading operator in the European market of the “beauty and lifestyle” sector in the corporate restructuring project, implemented, inter alia, through the reorganisation of the Italian shops
• Assisting a leading automation and mechatronics distributor, controlled by a North American company, in acquiring 100% of the capital of a company active in the distribution of automation components
• Provided assistance to financial intermediaries, participated by a US fund and active in the valuation, acquisition and management of non-performing loans and in the secured finance market, with a particular focus on salary-backed loans, in connection with a corporate reorganisation operation
• Provided assistance to an independent French group, active in the creation of content for television and multimedia programming and in the international distribution of television content, with respect to the establishment of an Italian joint venture for the creation and production of formats, audiovisual content and entertainment programmes for television and interactive media
• Provided assistance to a company active in the Italian distressed assets market, with reference to the acquisition of a majority shareholding in the capital of a company listed on the Mercato Telematico Azionario organised and managed by Borsa Italiana and in the consequent total takeover bid
• Assisting one of the global supermajors in the Oil & Gas sector in the sale of its controlling interest in a leading company in the transportation, storage and regasification of natural gas to a major Italian financial institution controlled by the Ministry of Economy and Finance

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Andrea completed an internship with the Dutch and Luxembourg offices of a leading law firm. He has also lectured and conducted seminars and workshops on several tax matters at various institutions and at large corporations.

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• Advised an Italian multinational group listed in New York and Milan, world leader in the fashion business on acquisitions of new global business and on the subsequent integration within the existing value chain
• Assisted multinational groups with complex tax audits involving domestic and international matters

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Ettore believes relationships are vital if transactions are to be successfully completed. In what he terms “a personal approach to doing deals”, Ettore likes to become part of the team, putting value in honesty, integrity and steadfast support to achieve the right results. For Ettore, such client relationships often span decades; his approach is to grow his business with that of his clients over many successful deals.

Advising national and international corporations along with investment funds, financial institutions and high net worth individuals, the work of Ettore and his multilingual team extends across a range of sectors, from private equity to financial services, health care and life sciences, automotive, retail, industrial manufacturing and real estate.

Ettore also advises on portfolio management, financing and exit strategies. In the capital market sector, he has worked on listing processes as well as on public offers for shares of Italian companies in regulated markets.

His broad array of clients includes JZ International, Palamon Capital Partners, Educas Investments, Grafton Capital, Montana Capital Partners, Mandarin Capital and Principia SGR.

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• Advised Rubicon Partners in the acquisition of Belman S.r.l., a company engaged in, inter alia, the activities of thermal, mechanical and chemical paint stripping, blasting and industrial cleaning through its portfolio company ABL-Technic Entlackung GMBH
• Advised Educas Investments LLP in purchase of the whole corporate capital in International Schools of Europe S.r.l., a group running premium schools within Italy
• Advised JZ International, a US/UK PE find, in the acquisition of a majority stake (80%) in Fincontinuo S.p.A., an Italian company engaging in consumer credit
• Advised Montana Capital Partners AG in respect of the acquisition of an interest in the fund NCP1 owned by Fondazione Cassa di Risparmio di Alessandria
• Advised HCC Tokyo Marine, an International Insurance Company, in the insurance of the representations and warranties in connection with the acquisition of 6 real estate assets in Italy
• Advised Grafton Capital Limited in the acquisition of a minority stake in Board International S.A., a leading global provider of software for unified business intelligence, corporate performance management and analytics
• Advised Palamon Capital Partners LLP, a UK PE fund, in the acquisition of a majority stake in Il Bisonte S.r.l., an Italian company engaging in the fashion business

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• Advising the leading Italian banking institution in supporting the financial needs of a club of investors (including one of the leading Italian real estate investor, one of the largest European investment and development company in real estate and a world’s renowned Italian fashion firm), participating in a competitive bid process aimed at the acquisition of a dismissed railway yard located in Milan, with the view to implement one of the largest development real estate project in Europe also in light of Milan-Cortina 2026 Olympic Games and which will transform the urban features of Milan for the coming years.
• Advised the first two banking institutions in Italy in connection with a structure reorganization of the approximately Euro 200mln existing corporate financing in favor of an Italian company holding a significant participation in one of the world’s largest tire manufacturer.
• Assisted a prime international bank active on the Italian real estate market in the context of a complex structure reorganization of the Euro 110mln existing financing in favor of an Europe’s leading private institutional real estate investment and fund management platform in connection with their Italian assets.
• Advised a prime international bank active on the Italian real estate market on an ongoing basis in connection with an approximately Euro 100mln senior financing in favor of an Italian REIF managed by one of the leading real estate operator on the Italian market and participated by a pool of large international investors, aimed at supporting the implementation of an acquisition program of prime last-mile logistic assets located in Italy.

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