• Advised a pool of banks in connection with a term loan facility and a guarantees issuance facility for an aggregate amount of EUR 235,000,000 granted to a newly established AIF with the aim of supporting its financial needs connected to the acquisition of a real estate area located around Milan and the development over such area of the new futuristic headquarter of one of the most important multinational companies in the energy sector
• Advised a pool of Italian banks in connection with two mortgage term loan facilities granted with the aim of supporting the enhancement and refurbishment project of the real estate portfolio located at Lido di Venezia owned by an alternative investment fund managed a primary operator on the Italian market
• Advised a pool of Italian and international banks in connection with two mortgage term loan facilities granted in favor of two Italian real estate alternative investment funds, both managed by a primary operator on the Italian market and owners of two leading real estate innovative portfolios located in the Porta Nuova area of Milan, which has been subject to one of the largest urban requalification projects in Europe over the past years

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In the derivatives arena, Bill’s advice spans a wide range of commodities, along with interest rate, currency, credit default, equity and weather derivatives. His experience covers domestic and foreign exchange-traded positions, cleared bilateral products, as well as over-the-counter transactions.

Bill works with clients to ensure compliance with federal income tax rules that potentially apply to domestic and international derivative activities, including hedging and straddle issues, Subpart F considerations, cross-border withholding issues, US trade or business issues for foreign persons (including the availability of trading safe harbors), constructive sales and constructive ownership rules, mandatory and elective mark-to-market issues, securities lending, short sales, repo transactions and wash sales.

He also advises on capital markets tax issues involving debt and equity offerings. He has significant experience in the special rules that apply to debt instruments, including original issue discount (OID), market and acquisition discounts and premiums, contingent and convertible debt, and debt modifications, among others. Bill counsels corporate debt issuers on various limitations affecting the deductibility of interest, including debt-equity considerations, earnings stripping rules, Applicable High Yield Discount Obligation (AYHDO) and convertible debt, and he addresses tax issues relating to foreign currency denominated borrowings, hybrid securities, and securitization transactions, as well as finance and true lease transactions. Bill also advises on the tax issues associated with accelerate share repurchase programs.

Bill has extensive tax controversy experience. He routinely assists clients at the examination level, as well as participates in the Internal Revenue Service (IRS) appeals process, including handling protest letters and appeals settlement conferences.

Bill’s executive compensation practice involves the design and drafting of a variety of compensation plans or arrangements, with a particular emphasis on equity-based compensation plans for public and private companies, such as options, restricted stock and stock units, stock appreciation rights, and profits interests, along with performance based compensation, including annual and long-term performance bonus arrangements and performance equity. He also advises clients on senior executive employment, consulting and retirement arrangements, including change in control severance programs.

Bill also advises clients on the federal income tax implications of executive compensation programs, including in particular the special rules for incentive and nonqualified stock options, Section 83 restricted property considerations, Section 280G golden parachute tax considerations, the Section 162(m) deduction limitations for public corporations and the Section 409A limitations on nonqualified deferral arrangements.

Bill speaks and writes frequently on a variety of topics relating to the taxation of financial products. While in law school, Bill was a member of the University of Illinois Law Review.

He is also a member of our legal cannabis industry group. Our Cannabis Industry group is a multidisciplinary team of lawyers providing clients with regulatory, litigation, intellectual property, trade and tax services with respect to their investments and participation in the cannabis industry, all subject to the Firm’s obligations under federal and state laws and bar licensure rules.

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Michael serves as outside governance counsel to many prominent corporations, including hospitals and health systems, voluntary health organizations, colleges and universities, disease charities, social service agencies, health insurance companies, pharmaceutical companies and financial institutions. Clients regularly seek Michael’s advice on complex and discreet governance matters including—but not limited to—the following:

• General application of fiduciary responsibilities
• Board conduct, composition and culture
• Board and committee structure
• Oversight of corporate legal, risk and compliance functions
• Intra-board conflict and dysfunction
• Application of governance ‘best practices’

Michael is often called upon to advise boards on judicial and regulatory challenges to governance; he also provides strategic counseling related to difficult corporate reputation matters and problematic media coverage. In addition, he frequently serves as special counsel for confidential internal board reviews, investigations and disciplinary matters.

Michael is particularly known for his expertise concerning governance structures arising from mergers, acquisitions and other change of control transactions; he is also widely recognized for his knowledge of nonprofit corporate law and related matters of public policy. As a Senior Contributor to Forbes, he writes about governance, leadership and boardroom culture topics. In addition, Michael is a periodic contributor to The Chicago Tribune on leadership and ethics topics, and reflections on Chicago history.

Michael is a nationally prominent and widely published thought leader on corporate governance matters. He is the author of both editions of the monograph Conflicts of Interest and the Non-Profit Board published by The Governance Institute. In addition to these monographs and his Forbes.com posts, Michael writes regular columns on corporate governance-related topics for Agenda, CorporateCounsel.com, and publications of The Governance Institute, the American Health Law Association and the National Association of Corporate Directors. He is a regular contributor on corporate governance topics to The New York Times’ “DealBook” feature; Corporate Board Member; The Chronicle of Philanthropy; the Harvard Law School Forum on Corporate Governance and Financial Regulation; Columbia Law School’s Blog on Corporations and the Capital Markets; New York University School of Law’s Compliance and Enforcement Forum; Law360; Corporate Compliance Insights; and Becker’s CEO Report. He is also frequently quoted on governance and compliance topics in The Wall Street Journal, Barron’s and The New York Times.

Michael is also coauthor of the three corporate governance compliance white papers published jointly by the US Department of Health and Human Services’ Office of Inspector General and the American Health Lawyers Association.

In addition to his written work, Michael is the featured presenter of the American Health Law Association’s popular podcast series exploring corporate governance issues relevant to health care organizations and their leadership.

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• Who’s Who Legal, Healthcare, 2021
• Acritas Stars, listed among independently rated lawyers, 2020
• The Legal 500 United States, 2015-2018
• LMG Expert Guides, Best of the Best, Healthcare, 2018
• American Health Lawyers Association, appointed as a fellow in 2006

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Amol represents leading technology companies in high-stakes patent and trade secret disputes across US district courts, the International Trade Commission (ITC) and the Patent Trial and Appeal Board (PTAB). He is a results-driven advocate with experience spanning a broad spectrum of technologies, including Internet infrastructure, wireless communications, cybersecurity, semiconductor packaging, medical devices, power tools, high-resolution displays, computer and networking systems, mechanical devices, and business methods.

A registered patent attorney with a background in electrical engineering, Amol also manages preparation and prosecution of patent applications in cutting-edge fields such as digital and analog circuits, telecommunications systems, computer software and hardware, handwriting recognition-based software, wireless power devices, voice recognition and recordation software, semiconductor devices, artificial intelligence, medical devices, business methods, and financial products. He regularly handles inter partes review and ex parte reexamination proceedings before the US Patent and Trademark Office.

Beyond litigation and prosecution, Amol advises clients on comprehensive intellectual property asset management, including trade secret protection strategies and internal safeguards. He also conducts due diligence investigations and provides strategic counsel in connection with mergers, acquisitions, investments, and technology transactions. His work spans various industries, including health care solutions, autonomous driving, digital entertainment solutions, wireless communications, video conferencing, renewable energy sources, and medical devices, helping clients not only enforce their intellectual property rights but also proactively secure and maximize the value of their innovations.

Earlier in his career, Amol served as a judicial extern for the Honorable Amy J. St. Eve, District Judge of the Northern District of Illinois, and worked full-time as a technical specialist for an intellectual property law firm in Chicago. He was also a member of the DePaul Law Review. Prior to law school, he worked in the design and development of telecommunication systems at Hughes Network Systems.

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• Trial counsel for a power tool manufacturer in multi-patent case against competitor, favorably settling the case on the eve of trial following extensive pretrial preparation (D. Del.)
• Trial counsel for a global semiconductor manufacturer sued by a competitor for patent infringement involving semiconductor chip packaging technology (N.D. Cal.)
• Led successful defense of a payment processor in the debt relief industry, defeating a motion for preliminary injunction following expedited written and oral discovery and full evidentiary hearing. (N.D. Ohio)
• Led offensive patent litigation for polymer lumbar manufacturer against competitor, securing a favorable monetary settlement after the Court’s claim construction ruling and compelling the defendant to revert to an earlier, less commercially successful product design (E.D. Wis.)
• Lead counsel for dental equipment provider in offensive and defensive patent infringement actions; achieving a favorable settlement after implementing an aggressive discovery strategy (N.D. Ill.)
• Secured an early walk-away dismissal as lead counsel for a telecommunications equipment provider sued for patent infringement in a patent case involving low energy Bluetooth devices, avoiding the need to file an answer (D. Del.)
• Lead defense counsel for a stock photography company in multiple patent infringement actions brought by non-practicing entities, securing complete walk-away dismissals with prejudice following an aggressive defense strategy (S.D.N.Y.)
• Lead counsel for Complainant in International Arbitration proceeding in a dispute involving trade secret misappropriation and breach of contract relating to interactive display technology, securing a favorable settlement shortly after initiating proceedings
• Lead counsel for a Japanese medical equipment company and its customers against claims of patent infringement concerning magnetic resonance imaging (MRI) technology in a multi-district litigation, successfully resolving the cases after filing summary judgment motions (D. Mass.)
• Secured complete summary judgment victory as lead counsel for leading audio communications manufacturer in high-stakes trade secret litigation brought by a direct competitor, eliminating all claims before trial (N.D. Cal.)
• Defended networking company against claims of patent infringement relating to Power-over-Ethernet technology, achieving favorable settlement following success in parallel inter partes review proceedings (E.D. Tex.)
• Secured favorable resolution as lead counsel for a leading Japanese electronics manufacturer and video game manufacturer in a patent case involving optical disc drive technology, winning key motions during the ITC hearing that led directly to settlement (ITC and Del.)
• Defended a power tool manufacturer sued by a competitor for patent infringement involving lithium-ion batteries, achieving favorable settlement after securing final rejection of asserted patents in co-pending inter partes reexamination (E.D. Wis.)
• Defended a multinational financial services company sued by a non-practicing entity for a patent infringement concerning cash rebate credit cards, securing favorable settlement on the eve of the trial (E.D. Tex.)
• Defended a prominent telecommunications equipment provider sued by a non-practicing entity for a patent infringement relating to optical switching technology, securing favorable settlement early in discovery (Del.)
• Defended a major Japanese electronics manufacturer sued by a non-practicing entity for a patent infringement involving liquid crystal display projectors, securing favorable settlement (N.D. Ga.)
• Spearheaded IP diligence for private equity fund’s acquisition of food manufacturing company and providing strategic counsel that led to favorable resolution of inherited trade secret litigation shortly after closing
• Led IP diligence for a private equity fund with a $25 million acquisition and investment in a diagnostic company specializing in osmolality systems for dry eye disease, including negotiation of key IP-related agreement, including a revised supply agreement with a foreign partner, updated license and royalty terms with a public university, and a restructured employment agreement with the chief scientist to address patent ownership and royalty obligations
• Directed IP diligence for a healthcare-focused private investment firm in a $22 million equity commitment to a biologics contract development and manufacturing organization, advising on IP risks and protections across a full development lifecycle — from early-stage research through process development and contract manufacturing

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• Recognized by Leading Lawyers as an Emerging Lawyer (2017)

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• American Cancer Society, associate board of ambassadors
• Intellectual Property Law Association of Chicago
• Chicago Committee on Minorities in Large Law Firms, director of the board
• International Trademark Association (INTA) Trade Secrets Committee

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In addition to helping clients resolve complex and high-stakes business disputes, Joe works with healthcare regulatory, transactional, and other industry team members to advise clients and mitigate potential risks associated with ongoing and new business ventures and transactions. He also frequently represents healthcare providers in connection with third-party discovery obligations in bodily injury litigation, equitable distributions, and interpleader actions.

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• Obtained a favorable settlement in an arbitration matter through mediation on behalf of a Connecticut-based pain clinic in dispute with former owners of the practice
• Represented multiple healthcare practices in pre-suit negotiations with insurers threatening Racketeer Influenced and Corrupt Organizations Act actions that the insurers ultimately abandoned without filing suit
• Represented multiple clients in asserting and defending against complaints before the Florida Agency for Health Care Administration

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Gabriel also advises his clients on a broad range of corporate counseling and sophisticated transactions, and draws on his experience with clients in a variety of industries and market capitalization to offer practical and creative advice.

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• Represented H.I.G. Growth Partners in its acquisitions of (1) Just Home Healthcare Services, a New Jersey-based cooperative of and for nonprofit agencies focused on providing long-term care to adults and children and (2) Northstar Psychological Services, Inc., a leading provider of community-based behavioral health services to individuals and families across Georgia, and (3) Futures Behavior Therapy Center, LLC, a company specializing in the delivery of high-quality clinical care to children, adolescents and adults with autism spectrum disorders
• Represented H.I.G. Middle Market, LLC in its acquisition of Empire Today, LLC, an Illinois-based home improvement and home furnishing company, specializing in installed carpet, flooring and window treatments
• Represented H.I.G. Capital in its sale of Amerijet International, Inc., a provider of multi-modal cargo transportation and logistics services to individuals and industries in the United States and internationally
• Represented Comvest Partners in its acquisitions of (1) Lasko Operation Holdings, LLC, a leading designer and manufacturer of home comfort and convenience products (including air purifiers, fans, heaters, outdoor living products, humidifiers and other products) to customers in the United States and internationally, and (2) D&S Residential Holdings, Inc., a leading provider of residential services and support for individuals with intellectual and developmental disabilities in Texas, Tennessee and Kentucky
• Represented General Catalyst Partners in (1) its Series D investment in Brighter Inc., a web-based platform that connects patients, providers, and payers and (2) connection with various add-on acquisitions of behavioral hospitals in Texas and Louisiana
• Represented Boyne Capital Partners, in its acquisition of Levin Home Care, a home health care services company
• Represented Krebs Brewing Co. in connection with its acquisition of Prairie Artisan Ales, an Oklahoma-based craft brewery
• Represented sellers in numerous transactions including the sales of (1) Caring People, a home health and private duty nursing provider with operations in Florida, New Jersey and New York to Silver Oak Services Partners, (2) Avadyne Health Holdings, Inc., a provider of outsourced revenue cycle services and proprietary workflow software solutions, to MTS Health Investors, LLC, (3) Valued Pharmacy Services, a multidisciplinary pharmacy benefit management consulting business, to NFP, and (4) Washington Radiology Associates, P.C., a prominent radiology practice with six locations throughout the Washington, DC metro area, to Audax Private Equity

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Clients and colleagues often call on Tony to step in as trial counsel. He is known nationally for his ability to connect with juries.

As a Fellow in the American College of Trial Lawyers, he frequently speaks to legal audiences about voir dire, trial technique, and diversity in the courtroom. He has presented in forums around the world, including the Union Internationale des Avocats Congress in Paris and the DRI Conference in New Orleans. He also testified at the hearings for the American Bar Association Presidential Diversity Summit in Boston.

Tony heads the firm’s Justice, Diversity, Equity & Inclusion Committee. He also serves on the firm’s Management and Executive Committees.

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• Benchmark Litigation 2016-2020
• Daily Business Review, Diversity and Inclusion Champion, 2021
• Diversity & The Bar, Top 10 Rainmakers, 2017
• National Law Journal, for obtaining a “top-ten defense verdict” related to his defense of the tobacco industry, for three consecutive years
• Florida Super Lawyer, 2006-2016

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In addition to the IRA related work, Phil regularly works on contribution in aid of construction, normalization, grants and other energy related topics. In addition, he is experienced in partnership taxation and works extensively on corporate and consolidated tax issues.

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• Represented a power utility as special tax counsel in the development of a combined heat and power biomass facility in Georgia
• Represented a power utility as special tax counsel for securitization of fuel cell power plants with 21 megawatts of capacity to be installed at corporate sites in California and the northeast United States

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