Speaker Biographies - Foley & Lardner LLP

PARTNER
PDAUGHERTY@FOLEY.COM
321 NORTH CLARK STREET SUITE 2800
CHICAGO, IL 60654-5313
(312) 832-5178
ONE DETROIT CENTER 500 WOODWARD
AVENUE SUITE 2700
DETROIT, MI 48226-3489
(313) 234-7103
PATRICK DAUGHERTY
Patrick Daugherty is a partner of Foley & Lardner LLP,
with a corporate, M&A, finance and regulatory practice of
national scope. As both a deal-making lawyer and a
seasoned advisor, he draws upon nearly 30 years of
experience in major markets to customize solutions for
business executives and financiers.
Corporate, M&A and Finance Practice
In his deal-making practice, Mr. Daugherty directs multioffice,
multi-disciplinary teams of lawyers in the planning
and execution of tender offers, exchange offers,
restructurings, recapitalizations, mergers, stock
purchases, asset purchases, divestitures, management
buyouts and "going private" transactions, as well as public
and private offerings of equity, debt and hybrid securities
occupying every rung of an issuer’s capital structure
(e.g., IPOs, PIPEs, secondary, mezzanine, convertible,
exchangeable, high-yield and high-grade issues). He has
been selected to provide outside general counsel services
to portfolio companies of LBO firms such as Kohlberg,
Kravis & Roberts, KPS Capital Partners and Strength
Capital Partners. In the course of building client service
teams at Foley, he won the firm’s Carl H. Hitchner
"Mentor of the Year" award in its inaugural year upon the
recommendation of associates in six different offices.
With help from tax experts, Mr. Daugherty organizes
hedge funds and private equity funds. He negotiates and
executes venture capital and LBO investments both for
fund managers and for acquisition targets.
In 1988, Mr. Daugherty conducted the research that
justified the SEC’s adoption of Rule 144A. Since then he
has helped numerous companies raise money in that
particular market. He also was involved in the SEC’s
promulgation of Regulation S and has used his
knowledge of the relevant rules, practices and market
participants to help U.S. companies tap off-shore capital
markets.
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Illustrative Transactions. Mr. Daugherty’s deal-making
exceeds $20 billion in aggregate transaction amount and
includes, by way of example:
Representing Goldman Sachs, then and now the
most-heralded investment bank in the world, in
raising several billion dollars for its customer,
Ford Motor Company;
Taking Charlotte Motor Speedway and Atlanta
Motor Speedway public on the New York Stock
Exchange in a "world first" for the motorsports
industry;
Managing a series of divestitures by Tyco
International after its 2002 change of
management in what was then the largest
divestiture program in the U.S.; and
Helping Cablevision secure SEC approval of a $10
billion going private transaction in less than 45
days, a project picked as "Deal of the Year" by The
Deal magazine in 2008.
"363" Sales. One example of Mr. Daugherty’s dealmaking
success in the restructuring field is the sale of
Noble European Holdings to ArcelorMittal in 2009. Noble
International was a Nasdaq-traded automobile industry
supplier whose business had been damaged in 2008 by
the drastic downturn in demand for cars and trucks
manufactured by the "Detroit 3" car companies (GM, Ford
and Chrysler). Attempts to refinance Noble’s maturing
debt obligations failed as the global credit crisis
persisted, and the company was forced to file into
Chapter 11 in Detroit. Thousands of jobs were put at risk
by this bankruptcy. Noble had purchased the European
laser-welding operations of ArcelorMittal, the world’s
largest steel company, a year earlier. In bankruptcy,
Noble obtained DIP financing from the Detroit 3, then Mr.
Daugherty negotiated the resale to ArcelorMittal of the
European operations acquired a year earlier, together
with similar businesses in Mexico and Asia. This timely
resale saved the jobs of all directly-affected employees.
Likewise, the restructuring team managed by Mr.
Daugherty effected several other "363" sales for Noble,
each of which prevented a business shut-down and thus
saved jobs while raising cash proceeds with which to repay
the car companies
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Advisory and Regulatory Practice
As a seasoned advisor, Mr. Daugherty is called upon
routinely to counsel boards of directors, board
committees, senior officers and trustees with respect to
challenging questions of business judgment (and the
consequences of that judgment). He regularly coaches
principals and fiduciaries in the course of decisionmaking
that must comply with securities laws, the
Sarbanes-Oxley Act, stock exchange rules, corporate
codes and best practices.
Independent Counsel. Increasingly in recent years, Mr.
Daugherty has been engaged to advise directors of
companies with which he and his firm have no other
professional relationship. He has helped independent
directors grapple with the thorny questions, such as
whether, when and how to replace senior managers and
report financial crimes to the government. His experience
is not limited to a single industry but, on the contrary,
includes industries as diverse as automobile
manufacturing, biotechnology, consumer discretionary,
consumer staples, finance, food processing, forest
products, health care, insurance, media and
entertainment, mining, motorsports, real estate,
restaurants, retail, robotics, security, steel, utilities,
telecommunications and textiles.
Comprehensive SEC Experience. Early in his career, Mr.
Daugherty was counsel to SEC Commissioner Edward H.
Fleischman in Washington, D.C. Mr. Daugherty advised
Commissioner Fleischman on all major initiatives of the
SEC, including the reform of U.S. financial market
regulation after the 1987 stock market crash and the
storied prosecutions of Ivan Boesky, Michael Milken and
Drexel Burnham. Building upon this experience, today
Mr. Daugherty routinely represents clients in dealings
with every large "Division" of the SEC – not only the
Division of Corporation Finance that regulates public
offerings, public M&A and public companies, noted
above, but also the Division of Trading and Markets, the
Division of Enforcement and the Division of Investment
Management.
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Examples of projects led by Mr. Daugherty involving these
other regulators include:
upon application to the Division of Trading and
Markets – organizing NCNB Capital Markets,
which became Banc of America Securities and is
now one of the largest investment banks in the
world;
in line with the Division of Enforcement –
recovering money for defrauded investors in the
Lancer Partners hedge fund, the largest "penny
stock" swindle in U.S. history; and
in close consultation with the Division of
Investment Management – inventing, with his
colleagues, the CurrencyShares Euro Trust.
Judged "the trade of the year" by SmartMoney
magazine in 2006, this was the first currencybased
exchange-traded fund ("ETF") listed on a
stock exchange anywhere in the world.
Continuous ETF Innovation. Mr. Daugherty and the Foley
ETF team have capitalized on the success of the Currency
Shares Euro Trust, noted above, by launching eleven
other currency-based ETFs, representing equity
investments in the Australian dollar, the Canadian dollar,
the Swiss franc, the Swedish krona, the British pound
sterling, the Mexican peso, the Japanese yen, the Russian
ruble, the Singapore dollar, the Hong Kong dollar and the
South African rand. All are managed by Rydex|SGI.
ETFs have been the most rapidly-growing form of
investment in the world, exceeding $1 trillion under
management today versus zero in 1992. This trend is
continuing as investors are entrusting more dollars to
ETFs than they are to mutual funds. Until 2008, however,
all versions of the ETF were "passive" investment
strategies according to which investors would buy shares
in a trust that would use the money to invest
systematically in an "index" of securities or commodities,
without exercising any judgment. The "holy grail" of the
ETF industry, in contrast, has been an "actively-managed"
fund, in which the managers of the trust would employ
subjective investment judgment in deciding what to buy,
sell or hold for the trust. For years, five major financial
firms raced to produce the first actively-managed ETF
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©2010 Foley & Lardner LLP
approved by the SEC and launched on a stock exchange.
In 2008, Mr. Daugherty and his Foley colleagues won that
race for their client, launching the Bear Stearns Current
Yield Fund on the New York Stock Exchange ahead of all
competitors.
An Expert Witness. In recognition of the breadth of his
regulatory experience, Mr. Daugherty also has been
called as an expert witness in litigation. He has been
tendered and qualified as an expert in securities law in
criminal fraud proceedings brought by the U.S.
Department of Justice and has testified as an expert
witness for the defendants in a civil fraud matter.
Thought Leadership
Patrick Daugherty earned a bachelor’s degree, with
distinction, from Northwestern University in 1978 and a
law degree, cum laude, from Cornell University in 1981.
He trained as a corporate and securities lawyer in Wall
Street after clerking one year for Lloyd F. MacMahon and
Edward Weinfeld, each a (late) Chief Judge of the U.S.
District Court for the Southern District of New York (New
York City). Mr. Daugherty joined the Federalist Society in
its infancy while serving on the Executive Staff of the SEC
during the Reagan Administration. He was invited to join
the American Law Institute at age 37 and participates in
continuing education programs of the ABA Sections of
Administrative Law and Business Law (Committees on
Federal Regulation of Securities, Legal Opinions, Mergers
and Acquisitions, Professional Responsibility and Small
Business).
Mr. Daugherty also has led pro-business initiatives of
state and local bar associations. As a member of the
Association of the Bar of the City of New York, he
authored a white paper in 1982 that supported New
York’s enactment of path-breaking governing-lawselection
and forum-selection legislation, enabling
business executives and financiers to contract crossborder
with full confidence that their choices of New York
law and New York courtrooms would be respected should
a dispute arise. A decade later, in North Carolina, he
served on Governor Jim Hunt’s Entrepreneurial
Development Board, boosting investment and job growth
throughout the Tar Heel State.
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A recognized thought leader on the SEC, the capital
markets, M&A, corporate governance, financial innovation
and regulatory reform, Mr. Daugherty has taught classes
and made presentations at Cornell, Duke, Howard,
Michigan State, Northwestern, Seton Hall and Wayne
State law schools and has been quoted for his insight on
legal topics in publications such as The Wall Street Journal,
The New York Times and the Chicago Tribune. He has
published scholarly articles (e.g., "Rethinking the Ban on
General Solicitation" in the Emory Law Journal), coauthored
one book (Securities Arbitration: Practice and
Forms, published by Matthew Bender) and edited another
(Decennial Review of Developments in Business Financing,
published by the ABA). A member of the Supreme Court
Historical Society, he appears on radio, TV and cable
news programs as an expert commentator and lectures
frequently to legal, accounting, business and financial
groups.
Peer Recognition and Awards*
Mr. Daugherty was first selected in 1995 by his peers for
inclusion in The Best Lawyers in America®, which currently
lists him in three unique categories: Corporate
Governance and Compliance Law, Corporate Law, and
Securities Law. Also selected for the first and all
subsequent editions of Super Lawyers® for his
achievements in securities and corporate finance, he is
now ranked "AV Preeminent" by Martindale-Hubbell, having
been ranked "AV" since his first evaluation 20 years ago.
In his home state, Mr. Daugherty was selected as
"Michigan Lawyer of the Year" by Michigan Lawyers Weekly
in 2007. The only corporate lawyer so honored, he was
labeled a "financial wiz" and a "mastermind" for leading
"the largest corporate transaction executed by a Michigan
law firm" that year. According to Chambers USA: America's
Leading Business Lawyers, Mr. Daugherty is "very practical
and business-oriented" and is "top of the class for capital
raising."
Bar Admissions
Mr. Daugherty is admitted to practice law and is a
member in good standing of the bar in New York,
Washington, D.C., North Carolina, Michigan and Illinois.
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©2010 Foley & Lardner LLP
He also is admitted to practice in the U.S. District Courts
for the Southern District of New York (New York City) and
for the Eastern and Western Districts of Michigan.
* The Illinois Supreme Court does not recognize
certifications of specialties in the practice of law and no
certificate, award or recognition is a requirement to
practice law in Illinois.
7

SENIOR VICE PRESIDENT, CHIEF LEGAL
OFFICER & CORPORATE SECRETARY
DEBORAH_DORMAN-RODRIGUEZ@HCSC.NET
HEALTH CARE SERVICE CORPORATION
300 E. RANDOLPH ST., 15 TH FLOOR
CHICAGO, IL 60601
DEBORAH DORMAN-RODRIGUEZ
Deborah Dorman-Rodriguez is senior vice president, chief
legal officer and corporate secretary for Health Care
Service Corporation. She is responsible for the
management of legal functions of the Company, including
supervision of litigation, providing legal advice and
consultation to the Board of Directors and to HCSC
management in areas such as governance, compliance,
corporate transactions and risk management, acting as
liaison to regulatory agencies, and managing outside
counsel.
Ms. Dorman-Rodriguez became HCSC's chief legal officer
in 2007 after being vice president and general counsel of
Blue Cross and Blue Shield of New Mexico, an HCSC
division, since 2000. She was formerly with a Santa Fe,
New Mexico law firm where she represented health
insurers, physician groups and other health care
organizations. She previously held positions as general
counsel to the New Mexico Superintendent of Insurance,
assistant general counsel to the former New Mexico State
Corporation Commission and assistant attorney general
with the New Mexico Attorney General’s Office
specializing in insurance and telecommunications
regulation.
Ms. Dorman-Rodriguez earned her law degree from the
University of Oregon School of Law. She is a member of
the Illinois (in-house), New Mexico and California State
Bars, the American Bar Association health law section,
the American Health Lawyers Association and the
Association of Corporate Counsel.
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VICE PRESIDENT, ASSOCIATE GENERAL
COUNSEL & CHIEF COMPLIANCE OFFICER
TODD.HARTMAN@BESTBUY.COM
BEST BUY CO., INC.
7601 PENN AVENUE SOUTH
RICHFIELD, MN 55423
TODD HARTMAN
Todd Hartman is vice president, associate general counsel
and chief compliance officer for Best Buy Co., Inc., a
multinational retailer of technology and entertainment
products and services. Mr. Hartman oversees the
company’s compliance functions in the areas of corporate
law, securities regulation, Sarbanes-Oxley, consumer
protection and customer privacy. He also has
responsibility for the legal support of the company’s
merger, acquisition, joint venture and corporate finance
activities.
Mr. Hartman provides key legal and strategic counsel to
Best Buy, especially as the company introduces a new
generation of leadership as part of the Sarbanes-Oxley
business environment. In his role, Mr. Hartman has played
an instrumental role in building the compliance program
for Best Buy, advancing the Best Buy Mobile joint venture,
completing the acquisition of Speakeasy, Inc., completing
the company’s recent $3 billion accelerated stock
repurchase and managing the company’s strategic
alliances with Microsoft and Virgin Mobile.
Prior to joining Best Buy, Mr. Hartman was a partner at
the national law firm of Robins, Kaplan, Miller & Ciresi
L.L.P. where he served a wide array of business clients,
including Fortune 100 companies and entrepreneurial
startups. Before joining Robins, Kaplan, Miller & Ciresi
L.L.P., Mr. Hartman was a member of the
Telecommunications Group in the Washington, DC office of
Willkie Farr & Gallagher, where he served as a regulatory
and business counsel to some of the nation’s largest
telecommunications and e-commerce companies.
Mr. Hartman is as an adjunct professor in the Masters of
Business Communication program at the University of St.
Thomas and has published numerous articles on topics
related to the regulation of modern telecommunications
and electronic commerce. In 2001, Mr. Hartman was
honored as one of the top 40 business figures in
Minneapolis-St. Paul under the age of 40 by City Business
magazine.
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A Minnesota native, Mr. Hartman earned his juris doctor
degree, cum laude, from Harvard Law School and his
bachelor’s degree, with highest distinction, from
Northwestern University. Outside of work, Mr. Hartman is
an active community member, serving on the board of
directors for the Pillsbury United Communities and Illusion
Theater. In his spare time, he also enjoys theater and
studying history.
2

SENIOR VICE PRESIDENT, GENERAL
COUNSEL & SECRETARY
JANET.KELLEY@MEIJER.COM
MEIJER, INC.
2929 WALKER AVENUE, NW
GRAND RAPIDS, MI 49544
JANET G. KELLEY
Janet G. Kelley, born 1953, graduated from the University
of Kentucky School of Law in 1978. Previously Ms. Kelley
was employed as General Counsel of Family Dollar
Stores, Inc., Kmart Corporation and Sunbeam
Corporation and as Senior Counsel at The Limited, Inc.
Prior to these positions she was a Partner in law firm of
Wyatt, Tarrant & Combs, Louisville, KY. Ms. Kelley has
been Senior Vice President, General Counsel and
Secretary of Meijer, Inc. since February 2009.
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PARTNER
TPFISTER@FOLEY.COM
321 NORTH CLARK STREET SUITE 2800
CHICAGO, IL 60654-5313
(312) 832-4579
TODD B. PFISTER
Todd B. Pfister is a partner with Foley & Lardner LLP,
where he is a member of the firm's Transactional &
Securities and Private Equity & Venture Capital Practices.
He has been involved in numerous public and private
offerings of both debt and equity securities and regularly
counsels publicly held companies regarding compliance
matters under federal and state securities laws. He also
has significant experience representing public and private
entities in merger and acquisition transactions.
Mr. Pfister graduated in 1986 from Yale Law School,
where he was an editor of the Yale Law & Policy Review
and a member of The Yale Journal of International Law. He
received his Bachelor of Arts degree in economics,
summa cum laude, in 1983 from Lake Forest College,
where he was elected to membership in Phi Beta Kappa
and was a four-year letterman in tennis.
Mr. Pfister has been involved in multiple charitable and
community organizations.
Mr. Pfister's professional affiliations include membership
in State Bars of Illinois and Florida, where he serves on
the Business Law Section's Corporations and Securities
Law Committee. He co-authored proposed legislation
permitting mergers among various types of business
entities and is the author of Chapter 5 ("Capitalization,
Shares and Distributions") of Florida Corporate Practice
(third edition), a manual published by The Florida Bar.
Mr. Pfister is also a member of the State Bar of
Wisconsin (inactive status) and previously served on the
Business Law Section's Securities Law Committee and
Subcommittee on 1933 and 1934 Act Disclosures.
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PARTNER
BPOLLARD@DELOITTE.COM
DELOITTE FINANCIAL ADVISORY SERVICES
111 S. WACKER DR., 20TH FL
CHICAGO, IL 60606-4301
BILL POLLARD
Bill Pollard, a Partner in the Forensic and Investigative
Services Practice in Chicago, Illinois, is part of the
Deloitte Financial Advisory Services group. Bill has led
and conducted a broad range of forensic accounting and
financial fraud investigations for private and public
companies, various levels of government, and private
individuals.
Bill started his career in public accounting providing
accounting, auditing, and financial reporting services to
clients in the manufacturing, retail, financial services,
not-for-profit, and construction industries.
Bill spent the past thirteen years providing forensic
accounting services to clients in the manufacturing,
retail, financial services, professional services, real
estate, construction, gaming, healthcare, governmental,
and not-for-profit industries. The engagements have
involved complex accounting and financial related issues
including financial statement manipulation schemes,
misappropriation of assets, corruption, bribery and many
other types of white-collar crime investigations. In
addition, he has testified in deposition as an expert
witness, provided business insurance consulting related
to losses, as well as consulting with clients on
compliance and regulatory matters.
Bill is a graduate of the University of Illinois, Chicago
with a BS in Accountancy. He is a Certified Public
Accountant and a Certified Fraud Examiner. He is a
member of the American Institute of Certified Public
Accountants, Illinois Society of CPAs, Association of
Certified Fraud Examiners National and Chicago
Chapters, and the Institute of Internal Auditors. In
addition, he has written various articles on the topic of
fraud including Fraud in the Back of the House for a
Gaming Industry publication. He has also spoken
throughout the country discussing fraud related issues.
©2010 Foley & Lardner LLP • Attorney Advertisement • Prior results do not guarantee a similar outcome • 321 North Clark Street, Chicago, IL 60654 • 312.832.4500