Highlights - Firm Report 2012 - Patterson Belknap Webb & Tyler LLP

highlights
Firm Report 2012

LETTer
from the
co-chairs
March 2012
Over the last year, Patterson Belknap continued to provide
our clients with the highest quality legal advice and service on
many of the most important business issues they face. We also
continued to promote our firm’s core values, as reflected by our
inclusion on The American Lawyer’s “A-List” of the nation’s elite
firms. The “A-List” is based upon associate satisfaction, diversity,
pro bono work and financial success, all of which are focuses of
our firm, making us particularly proud of this recognition.
Again this year, our attorneys worked together with clients around
the globe, providing counsel in a broad range of practices and
industries. On the litigation side, we remained at the forefront
of complex financial disputes, representing monoline insurers
and private investors in hotly-contested cases related to mortgage-backed
securities with billions of dollars at stake. We
also conducted a successful international arbitration on behalf
a leading pharmaceutical company arising out of a high-profile
industry merger. On the commercial side, we advised a leading
provider of payment solutions on the IP/IT aspects of various
cross-border transactions. In addition, our tax and trusts and
estates attorneys collaborated to assist family office clients in
structuring tax-efficient domestic and foreign trusts to transfer
family wealth. These are just a few examples of the diverse and
far-reaching nature of our practice; many more are included in
the following pages.
As always, public service remains a top firm priority. In 2011,
firm attorneys and legal assistants spent a record-high number
of hours, approximately 26,000, on pro bono matters. For the
eighth consecutive year, 100% of our attorneys participated in
pro bono projects. Much of this time was devoted to helping
members of the community with the least access to legal
services, including foster children and immigrants.
Building a diverse team of attorneys is a core value at Patterson
Belknap and we are proud of several diversity initiatives the
firm undertook, as well as the awards we received. This year we
are establishing a Patterson Belknap Diversity Fellowship to be
awarded to an outstanding second-year law student intending
to become a full-time associate at the firm following graduation.
We are also pleased to congratulate our partner, Peter Harvey,
on being named this year’s “Private Practitioner of the Year” by
the Metropolitan Black Bar Association.
We thank all of our clients and friends for helping us in making
2011 another great year. We look forward to working together
to achieve even more this year.
Sincerely,
William F. Cavanaugh, Jr.
Robert P. LoBue

in
this
issue
Awards and Recognitions
Diversity
Pro Bono
Firm Life
New Partners
Achievements & Results
3

Awards &
Recognitions
The firm’s practice areas and partners were named to lists of
law firm leaders by several industry publications. Below are a
few examples.
The American Lawyer 2011 “A-List.” The firm is included on
The American Lawyer’s “A-List” of 20 leading law firms in the
United States. The “A-List” is based on four criteria: pro bono
performance, associate satisfaction, diversity of lawyers and
financial performance. The American Lawyer considers the
“A-List” firms to be the “top tier of elite firms.”
Chambers USA - America’s Leading Lawyers for Business 2011.
Several practice areas and partners were recognized again in
2011. Chambers rankings are based on extensive research and
interviews with peers and clients around the country.
Chambers recognizes the firm’s False Advertising team in the
top band of firms nationally. According to the guide, the firm is
“one of the elite players in false advertising litigation. Its reputation
is solidly anchored in its attorneys’ tremendous expertise
and industry knowledge, which has proved central to the firm’s
attraction of a glittering client base of prominent advertisers.”
Partner Steve Zalesin was ranked in Chambers’ top band of
false advertising litigators nationwide.
Patterson Belknap’s Patent Litigation and Trademark and
Copyright Litigation teams were again recognized. Chambers
notes that the firm’s intellectual property practice is “famed for
its all-encompassing approach to IP” and “has a reputation for
representing the most eminent blue-chip clients.” Firm partners
Greg Diskant and Jeff Lewis were recognized as leading patent
litigators, while Bob LoBue and Geoff Potter were recognized
as leaders in trademark and copyright litigation.
Our Media and Entertainment Litigation group is ranked among
the top teams in New York. One client described the group as “a
superb team” known for “extremely high-quality work, practical
advice, and they always produce the desired results.” Partners
Bob LoBue and Saul Shapiro were recognized as leaders.
The firm’s Real Estate team continues to be recognized for
its strengths. One client commented, “It is a comprehensive,
service-oriented and detail-driven one-stop shop for real estate.”
Partners Andy Herz and Bob Safron were recognized as leading
real estate lawyers.
In addition, John Winter was ranked nationally as a leading
Products Liability attorney.
Euromoney / Institutional Investor’s Benchmark: Litigation. Again
this year, the firm is ranked in Benchmark Litigation’s top category,
“Highly Recommended” for New York. Partners Greg Diskant, Erik
Haas, Jeff Lewis, Bob LoBue, Saul Shapiro, Peter Tomlinson, Steve
Younger and Steve Zalesin were all listed as “Local Litigation Stars.”
Dan Ruzumna is listed as a “Rising Star.”
Benchmark ranks the firm among the nation’s best for Intellectual
Property Litigation. Greg Diskant and Jeff Lewis were
also listed as National Stars for Intellectual Property.
In the inaugural Benchmark Appellate 2012, the firm was
ranked for both Second Circuit and Federal Circuit Litigation.
Partners Greg Diskant and Jeff Lewis were listed as Federal
Circuit Stars, and partner Gloria Phares was listed as a Second
Circuit Star.
The new Benchmark Plaintiff 2012 included the firm in the top
tier nationally for intellectual property litigation, as well as in New
York for litigation. Greg Diskant, Bob LoBue, and Steve Zalesin
were listed as Litigation Stars both nationally and in New York.
Legal 500 United States 2011. Legal 500 ranked the firm in its top
tier for Media, Technology and Telecoms - Marketing and Advertising,
and partner Steve Zalesin was named a Leading Lawyer.
Best Lawyers® – Lawyer of the Year. Best Lawyers® named
Rochelle Korman as its New York City Non-Profit/Charities
Law Lawyer of the Year for 2012. The publication designates
“Lawyers of the Year” in high-profile legal specialties in large
legal communities. Only a single lawyer in each specialty in each
community is honored as the “Lawyer of the Year.”
4

DIVERSITY
We are proud of the diversity initiatives the firm undertook this
year, as well as the recognition we received from various organizations.
Fostering and maintaining diverse workplace is a core
value at Patterson Belknap.
Patterson Belknap Diversity Fellowship. This year we are
establishing a Patterson Belknap Diversity Fellowship to be
awarded to an outstanding second-year law student intending
to become a full-time associate at the firm following graduation.
Top LGBT Employer in 2011. Work Life Matters magazine
named the firm among the top companies for LGBT equality
in 2011. All honorees were profiled in a special issue of Work
Life Matters magazine in October, and at an Awards Gala upon
publication of the issue.
Women in Law Empowerment Forum (WILEF) Gold Standard
Certification. Patterson Belknap has been awarded WILEF’s
Gold Standard Certification after successfully meeting various
criteria set by WILEF, demonstrating the meaningful presence
and integration of women into our highest leadership positions.
WILEF’s mission is to educate and provide networking opportunities
for women in law firms.
MBBA’s Private Practitioner of the Year. The Metropolitan Black
Bar Association has named partner Peter Harvey as its Private
Practitioner of the Year. The only honoree from a law firm, Peter
will be recognized at the MBBA’s 28th Anniversary Awards Gala
on May 18, 2012 in New York. The MBBA comprises African
American and other minority lawyers and judges dedicated
to advancing equality and excellence in the pursuit of justice,
aiding the progress of minorities in the profession, addressing
legal issues affecting the citywide community, and fostering
the personal and professional development of young lawyers
and law students.
Human Rights Campaign Foundation Corporate Equality Index.
The firm scored a perfect 100% rating in the 2012 Human
Rights Campaign Foundation Corporate Equality Index. The
Human Rights Campaign Foundation is the educational arm of
the nation’s largest civil rights organization dedicated to LGBT
equality. To achieve a perfect score and the coveted distinction
of “Best Places to Work for LGBT Equality,” firms must have
fully-inclusive equal employment opportunity policies, provide
equal employment benefits, demonstrate organizational LGBT
competency, evidence their commitment to equality publicly
and exercise responsible citizenship.
Women’s Event. In October, Women Lawyers at Patterson, the
firm’s affinity group for women lawyers, held a women-only
event for clients and alumni to network and promote ongoing
relationships between professional women. Attended by over
250 people, our “Evening of Women’s Wine and Chocolate,”
featured a female sommelier discussing the evening’s wine from
women vintners. Specially created chocolates from a mother/
daughter chocolatier team complemented each wine selection.
5

PRO BONO
The need to provide legal representation to the most underserved,
and frequently overlooked populations, is greater than
ever before. Patterson Belknap attorneys and staff continue
to be dedicated to pro bono service. This past year, we set a
new record for the most pro bono hours worked with 100% of
firm attorneys and legal assistants participating in the firm’s pro
bono program. In addition, for the last eight years, 100% of our
attorneys have participated in pro bono projects.
Below are a few examples of Patterson Belknap’s pro bono
efforts in 2011:
Our attorneys litigated and entered into a settlement of a
class action on behalf of children in foster care in New York
City who are kept confined in acute psychiatric hospitals for
prolonged periods of time despite medical determinations
that they should be discharged. The settlement provides
relief to the entire class and will help ensure that children in
foster care are not subject to such confinement for longer
than is medically necessary.
A team of firm lawyers won asylum for a deaf couple from
Colombia in removal proceedings. We provided a combination
of skills that allowed our clients to give voice to their
experiences of discrimination and persecution in Colombia.
Our attorneys represented a former grocery store delivery
man in the collection of over $25,000 in unpaid wages from
various grocery stores and pharmacies in Manhattan. The
client had escaped civil war in Rwanda, where his father and
brother were killed.
In addition, the following organizations recognized our attorneys
for their substantial pro bono efforts:
Legal Aid Society. A number of our attorneys received
The Legal Aid Society’s Pro Bono Publico Awards for their
outstanding service to The Legal Aid Society and its clients,
primarily in connection with the law reform litigation on behalf
of children in foster care noted above.
Legal Services NYC. For the second year in a row, several of our
attorneys were recognized for devoting their time and energy to
fill the legal needs of low-income New Yorkers.
Easter Seals New York. Our firm was presented with the
organization’s Corporate Leadership Award in 2011 based on
our attorneys’ work.
We assisted Artists for Haiti, a non-profit organization, in an
auction at Christie’s that sold over $13.7 million worth of art to
help support organizations working on health and education
initiatives in Haiti in the wake of the 2010 earthquake.
‘Working with Patterson Belknap Webb & Tyler is always an honor. Lisa
Cleary, Chair of Patterson’s Pro Bono Committee, and her colleagues
annually contribute hundreds of hours of the highest quality of legal
work to MFY cases involving some of the most marginal and exploited
people in society. Not every case is high profile, but each makes a
profound difference in the lives of our clients.’
- Jeanette Zelhof, Executive Director, MFY Legal Services, Inc
6

FIRM LIFE
The American Lawyer’s 2011 Midlevel Associate Survey.
Patterson Belknap continues to be among the top-ranked New
York City firms in this annual survey. More than 5,000 third-,
fourth-, and fifth-year associates were polled nationally. Firms
were scored in categories such as partner/associate relationships,
interest and satisfaction with work, training/guidance,
attitude toward pro bono work, and compensation/benefits.
Vault. Patterson Belknap ranked #2 in New York and #8
nationally in the Vault 2012 survey of the “Best Law Firms to
Work For.” Associates were asked to rate their firm in several
quality of life categories.
Firm Partner Elected AIPLA President. In October, Partner
Jeffrey I. D. Lewis became the President-Elect of the American
Intellectual Property Law Association (AIPLA). AIPLA is a
national bar association of lawyers in private and corporate
practice, government services and the academic community.
Firm Announces New Litigation Chair. In April, partner Saul
Shapiro became the Chair of the firm’s Litigation Department,
a group of more than 130 lawyers.
‘As a firm, we were living the ‘A-List’ values before there was an ‘A-List.’
Our core goals remain unchanged: excellence in the law, attorney
satisfaction, nurturing a diverse workplace and pro bono service.’
- Robert P. LoBue, Co-Chair and Managing Partner of the Firm
7

NEW PARTNERS
Travis J. Tu is a litigator who focuses on intellectual property and
false advertising matters. He joined the firm as an associate
in 2004. T.J. regularly represents clients in disputes in federal
court under the Lanham Act and before the National Advertising
Division of the Council of Better Business Bureaus. T.J.
has been involved in more than a dozen state court litigations
involving claims of unfair competition, false advertising and
consumer fraud. As part of his practice, T.J. also helps clients
develop substantiation for advertising claims and obtain regulatory
and TV network clearance of advertising. He served as a
law clerk to U.S. Supreme Court Justice Sonia Sotomayor from
2003-2004, when she was a judge in the United States Court
of Appeals for the Second Circuit.
Catherine A. Williams represents clients in complex commercial
and employment litigation. She joined the firm as an associate
in 2003. Catherine’s clients include both not-for-profit entities
and corporations in a broad range of industries, including
consumer products, pharmaceuticals and the media. She
has handled cases in various state and federal courts, at both
the trial and appellate level, and, in 2010, successfully argued
in the New York Court of Appeals, in a groundbreaking case
involving class action certification. Catherine also advises
clients on employment issues including employee policies,
employment and termination agreements and wage and hour
law compliance.
8

ACHIEVEMENTS
& RESULTS
Anti-Counterfeiting. We continued to successfully represent
companies in a broad range of industries on matters relating to
counterfeit products. Last year we collected millions of dollars
for our clients from those that sold, distributed and manufactured
counterfeits. We also initiated successful actions against a
large number of individuals and businesses that diverted and/or
repackaged products. We continue to see significant counterfeiting
problems involving medical devices, electronics, industrial
and farm chemicals and pharmaceuticals. Additionally, we
also advised clients on proactive methods to secure products
and packaging against counterfeiters and diverters, and on the
development of programs to guard and monitor distribution
channels. Our partner, Geoff Potter, also served on the faculty
of anti-counterfeiting and medical device conferences in the
United States and Europe.
Antitrust. Our group continues to represent a variety of clients
in high-stakes antitrust litigation, including a financial institution
in the payment card interchange case, a pharmaceutical
company in a case alleging anti-competitive pricing, a financial
guarantee insurance company in a group of cases alleging
collusion in the municipal bond insurance industry, and pharmaceutical
companies in cases involving generic competition.
Our group includes Bill Cavanaugh, who returned to the firm
after serving as Deputy Assistant Attorney General of the United
States for Civil Enforcement in the Antitrust Division of the
Department of Justice.
The team successfully obtained summary judgment for our
client, a leading pharmaceutical company, on all of the antitrust
and common law allegations of an alleged competitor, and the
case was dismissed. The U.S. District Court for the District of
Delaware held that the plaintiff did not have sufficient evidence
to establish at trial that a prior action brought to enforce the
defendant’s patents against the plaintiff’s licensee had been
a “sham” litigation, and rejected plaintiff’s multiple arguments
concerning its licensee’s non-infringement of the asserted
patents and inequitable conduct in the prosecution of the
patents. The Court also held that the plaintiff did not have
sufficient evidence to establish at trial that it had been injured
by the agreement that settled the prior patent infringement
action against plaintiff’s licensee.
Art and Museum Law. We continue to offer sophisticated and
focused services to art market participants, museums and other
cultural institutions. In 2011, the group worked with artists, collectors,
museums and dealers on a wide variety of legal matters,
notably representing:
Significant buyers and sellers of art in major private and
auction transactions, including cross-border sales.
Major artist foundations in governance, tax and transactional
matters.
Major museums and other arts organizations on matters
ranging from governance to real estate, art transactions and
litigation.
Artists, collectors and gallerists on estate and gift planning
issues.
New online ventures, including the VIP Art Fair on corporate
and other matters.
Biotechnology. This past year, our practice continued to
represent companies in high stakes matters involving leading
biotech patents and products. The team is currently representing
a pharmaceutical company in an international arbitration
concerning the terms upon which it supplies a leading
biotech drug to one of its major overseas distributors. We are
also representing another major pharmaceutical company in a
license dispute involving a biotech patent and one of the world’s
best-selling biotech products, as well as a company in connection
with its patents to the use of a recombinant protein as an
enzyme replacement therapy.
Earlier in the year, we represented Centocor, a Johnson &
Johnson subsidiary, in an arbitration to regain overseas distribution
rights to Centocor’s blockbuster drug Remicade, and
its next generation product Simponi, following Merck & Co.,
Inc.’s $41 billion acquisition of Schering-Plough Corp. The case
ended in a settlement by which Merck surrendered to Centocor
distribution rights in Canada, Central and South America, the
Middle East, Africa and Asia Pacific, and agreed to make cash
and other payments in excess of $500 million.
9

‘These lawyers are truly experts in this area, and this is arguably
the number-one firm for NAD issues.’
- Chambers USA, False Advertising
Business Reorganization and Creditors’ Rights. Beginning in
2009 and continuing into 2011, our team, working closely with
the Exempt Organizations and Real Estate practice groups,
obtained a lengthy forbearance and then successfully effected
an out-of-court debt workout for an important cultural institution
that was unable to service its publicly held bonds. Our team
also continues to advise both domestic and international clients
across a variety of industries.
Cross-Border Transactions. Our team continued to advise
clients worldwide on transactions including numerous public
and private cross-border securities offerings. For example, we
advised a client on an offering of unsponsored Global Depositary
Notes, representing $7 billion in aggregate principal amount
of Mexican peso denominated notes. The transaction was the
first of its kind in that the unsponsored global depositary note
product had, prior to this transaction, only been used to wrap
the debt of sovereign, but not of corporate issuers.
Employee Benefits and Executive Compensation. Our attorneys
continued to advise many clients with regard to new requirements
under the health care reform legislation, the Affordable
Care Act. The group provided guidance and innovative
solutions to a fund’s large multiple employer plan, in light of
tighter funding rules under the Pension Protection Act, as well
as the volatile economic environment of 2011, and advised in
assessing and implementing new funding-based restrictions
on plan distributions required by law.
The Benefits team worked with numerous tax-exempt organizations
in 2011 to see that they were in tune with new retirement
regulations issued by the IRS that were first effective in 2009,
as well as new retirement plan fee disclosure requirements, as
promulgated by the US Department of Labor.
In addition, the team advised a client with respect to spinning
off tax qualified plans and is in the process of obtaining tax
qualification from the “Hacienda,” Puerto Rico’s tax authority.
The group further worked extensively in the plan investment
field, including new projects and issues regarding CFTC regulation
of stable value fund and commingled fund areas.
In the course of 2011, the group continued to provide advice
to a myriad of clients, on issues related to corporate entities,
educational entities, including negotiation of CEO employment
contracts involving complex consideration of deferred compensation
Tax Code provisions, executive housing, as well as various
executive compensation disclosure concerns.
The group also provided a detailed overview of ERISA fiduciary
responsibilities to plan trustees, and provided advice in multiple
complex areas of plan administration, including working on a
complex disability litigation, as well as plan interpleaders and
voluntary correction matters.
Employment. Our attorneys continued to litigate employment
cases on behalf of employers in a wide variety of matters and
advise clients, ranging in size from large corporations to smaller
not-for-profit organizations. In addition to wage and hour class
action litigation, we defended clients in connection with alleged
pregnancy discrimination, sexual harassment and Equal Pay Act
claims. We also conducted numerous sensitive investigations
involving allegations of misconduct by senior managers and
other employees.
On the counseling side, we were particularly active in advising
clients with respect to federal and state wage and hour issues,
state labor law audits, and the transition of senior management
members from their positions, and assisted with a wide
variety of employment-related compliance issues. Further, we
worked closely with boards of directors and senior management,
providing counseling and investigative support in connection
with whistleblower claims. Our attorneys also continued to
advise clients on issues related to economically-necessitated
reductions in force, WARN Act responsibilities, and employee
misclassification and overtime claims.
False Advertising. We continued to enjoy significant success in
2011. In addition to handling major Lanham Act false advertising
cases in the federal courts, our practice has included:
assisting clients with the development of claim substantiation
for advertising campaigns and new product launches; representing
clients in FTC investigations; handling network and
regulatory clearance of advertising and packaging materials;
and prosecuting and defending advertising challenges at the
National Advertising Division of the Council of Better Business
Bureaus.
10

‘Patterson Belknap Webb & Tyler has crafted itself a litigation
presence that is composed of “consistent quality.”’
- Euromoney / Institutional Investor’s Benchmark Survey (Litigation)
We represent advertising clients in many different sectors,
including pharmaceuticals, cosmetics, travel, entertainment,
food, beverage, alcohol, household products, finance and telecommunications.
Notable highlights from 2011 include:
Won a partial motion to dismiss in a multi-district litigation
involving the intersection between advertising law and FDA
labeling rules for combination drug and cosmetic products
on behalf of our client. The court held that consumer plaintiffs
are preempted from using state law to impose liability
for alleged “misbranding” violations of the Federal Food
Drug and Cosmetic Act. After the misbranding claims were
dismissed, plaintiffs in six of eight cases which were originally
consolidated in the MDL proceeding voluntarily dismissed
their complaints. The two remaining cases were settled on
favorable terms.
Successfully defeated a class certification on behalf of a major
cosmetics company in a false advertising case brought by
beauty salons. The salons alleged that labels for hair and
beauty products falsely claimed that the products were
available exclusively through salons, resulting in lost sales
and damage to the reputation and goodwill of the salons
that carried those products. The court held the salons did
not have a common theory of damages to justify proceeding
as a class action.
False Claims Act and Whistleblower Defense. In 2011, corporations
remained a common target of alleged “whistleblowers”
purporting governmental fraud, and the firm’s False Claims
Act and Whistleblower Defense group, comprised of complex
commercial litigators, former prosecutors, a former state
Attorney General and corporate and securities attorneys, represented
clients from a wide range of industries.
We successfully represented a major pharmaceutical company
with a False Claims Act matter filed by an employee “whistleblower”
or “relator.” The relator alleged that our client had been
pursuing an off-label marketing strategy by marketing one of
its pharmaceuticals to physicians who do not treat patients for
which the drug has an indicated use, and by sampling the drug
in a dose that is not indicated for its primary use. The relator
first raised his claims with the Department of Justice, who
decided against intervention but closely followed this action.
After two amendments to the complaint, the relator’s Second
Amended Complaint was unsealed. We successfully moved to
dismiss the plaintiff’s Second Amended Complaint, and after
the plaintiff filed a Third Amended Complaint, which raised
new allegations and new theories of liability, the Virginia federal
court again dismissed all of plaintiffs’ claims with prejudice in
an opinion that may have important implications for the pharmaceutical
industry.
Intellectual Property Transactions. Throughout 2011, our group
worked with and provided advice to major financial institutions,
colleges and universities, telecommunications companies,
entertainers, art collectors, publishers and museums. The firm
represented several clients in publishing agreements, agency
representation arrangements for significant licensed properties,
online entertainment programming, digitization of archives,
and licensing of content in a variety of media. Other specific
highlights from 2011 include representing:
A visual artist in a licensing deal with a world renowned
fashion house.
A nationally-known museum and hall of fame in a wide
range of agreements for licensing and exhibitions.
A leading provider of payment solutions in connection with
the IP/IT aspects of various cross-border M&A transactions.
A subsidiary of a major pharmaceutical company in the
sale of its software licensing business.
A large financial services company in its sponsorship
agreements with various professional sports leagues, teams
and athletes, entertainers, artists, apparel manufacturers and
media companies.
Law Firm Defense. In 2011, our team continued to assist the
country’s largest law firms, as well as local and regional firms,
in complex liability claims asserted by clients and non-clients
alike. Notable highlights from 2011 include:
Winning dismissal of malpractice claims in federal bankruptcy
court in New York against an AmLaw 100 firm by a trustee
11

‘A superb team – extremely high-quality work, practical advice, and
they always produce the desired results.’
- Chambers USA, Media and Entertainment Litigation
claiming that negligent and conflicted advice by our client
caused a prominent real estate company’s insolvency.
Winning dismissal of fraud and related claims in federal
district court in New York, against a large international firm
by a Texas energy company claiming that our client’s participation
in a conspiracy and failure to disclose its conflicted
loyalties resulted in the stripping of the company’s assets by
its business partners and creditors.
Winning an appeal in New York state appellate court, reversing
the trial court and dismissing with prejudice fraud claims
against an East Coast-based firm by an investor, arising out
of a failed real estate venture.
Winning an appeal in New York state appellate court, affirming
dismissal of malpractice claims against our New York-based
client on res judicata grounds, after prior proceedings
between the parties in federal bankruptcy court.
M&A/Private Equity and Venture Capital. Our corporate finance
practices were active in several areas in 2011. We represented
our private equity, venture capital and mezzanine clients in their
investments in both existing portfolio companies and in new
investments. These transactions occurred across all industries
and have increasingly included cross-border elements. With
one of our significant fund investors, we represented them
(or their affiliates) in over 10 transactions in 2011. In addition
to investments, we have advised clients in restructurings and
recapitalizations.
In addition to private equity investors, we represented a variety
of strategic buyers and sellers, including in the media and
consulting arenas. On the buy side, we advised a leading electronics
company in several acquisitions, both in the U.S. and
overseas. On the sell-side, our representation included the
sale of a consulting firm to a U.K. publicly-traded company and
the sale of a internet based distance counseling company to a
U.S. publicly-traded education company. We advised several
clients in both their registered direct equity offerings and Rule
144A/Reg S private capital raises. We also represented several
of our start-up and emerging growth clients in successful 2011
financings, from seed to later stage financings.
Media & Entertainment. We brought suit on behalf of one of the
country’s largest cable companies to stop false advertising by a
rival internet service provider. After we filed the complaint and
applied for a temporary restraining order, our client’s competitor
withdrew its ads, and informed the court that it would not make
the disputed claims in future advertisements.
Mortgage and Credit Crisis. The firm continues to play a critical
role in cutting edge matters arising out of the recent economic
crisis. We assisted our client, Assured Guaranty with its ground
breaking, multi-billion dollar RMBS settlement with Bank of
America – the largest publicly announced RMBS settlement
to date. In addition last year, we remained the leading law firm
representing the monoline insurance industry in its efforts to
recover against financial institutions and other sponsors of
residential mortgage-backed securities transactions (RMBS)
for breaches of representations and warranties and other
claims relating to the quality of the residential mortgage loans
included in these transactions. In addition, we are representing
several institutional investors with respect to their RMBS claims.
These matters relate to dozens of separate RMBS transactions,
including investigation and prosecution of billions of dollars in
claims against some of the world’s largest financial institutions.
We also continue to lead the profession in the defense of
monoline insurers against legal actions seeking to impose
liability for ratings downgrades. We have prevailed in dispositive
motions in several such actions in which we have been involved.
In addition, we represent monoline insurers and other public
and private institutions in litigation involving swaps, collateralized
debt obligation structures and other structured finance
disputes. These disputes have also all been resolved in our
clients’ favor by motion.
Patent Litigation. This past year, our team won an important
decision in the U.S. Court of Appeals for the Federal Circuit,
affirming an award of $4.68 million in attorneys fees and expert
fees against a plaintiff for maintaining a baseless lawsuit, in
bad faith. The Federal Circuit’s affirmation of this fee award
should help to discourage plaintiffs from bringing baseless
patent infringement suits. The recent decision, affirming the fee
award, comes after an earlier Federal Circuit decision affirming
the district court’s claim construction and affirming the grant
of summary judgment of non-infringement in our client’s favor.
12

‘It is a comprehensive, service-oriented and detail-driven one-stop
shop for real estate.’
- Chambers USA, Real Estate
Products Liability. In 2011, our team continued to represent
some of the nation’s largest pharmaceutical companies and
manufacturers of various products. The group was retained by
several major healthcare companies to supervise and manage
Multiple District Litigations, involving prescription medicines,
biologies, medical devices and consumer products. Our
attorneys also advised clients on complex regulatory and risk
management issues for marketed medicines and medicines still
in clinical development. In addition to a successful year for the
practice, firm partner John Winter was recognized as a leading
Products Liability practitioner nationally in Chambers USA.
Real Estate. In 2011 among other high profile matters, our
practice closed on two especially note-worthy blockbuster
transactions. Our team represented the landlord in a 1 million
square feet space lease at One World Trade Center to Condé
Nast in what many leading New York real estate experts have
referred to as a “Gamechanger” for downtown Manhattan. That
same week we also closed on a 188,000 square feet lease
on behalf of the law firm of Morrison & Foerster LLP, which
was the keystone to Boston Properties’ decision to commence
construction on its long delayed building at 250 West 55th
Street. This building was put on “hold” in 2007.
Other work this past year included representation of the Independent
Directors of The Carlyle Hotel Owners Corporation in
the sale of The Carlyle Hotel, part of a $570 million transaction;
a Manhattan museum in the sale of its building to a
major neighboring museum; and an independent Episcopal
day school in Manhattan in net leasing an existing building at
which a new high school will be established and in refinancing
their existing debt.
Sports. Throughout the year, our interdisciplinary Sports group
advised on high-profile industry matters, including representations
involving professional baseball, basketball, hockey, tennis
and golf. We advised clients in the negotiation of sponsorship
agreements, conducted important internal investigations
and worked with one of the largest owners and operators of
fitness clubs, a longstanding litigation client, in connection with
numerous intellectual property and technology-related matters.
In addition, we continued to represent tax-exempt sports organizations
in their operational activities.
Tax. During 2011, the group continued to provide innovative and
tax-efficient solutions to address the business needs and individual
wealth planning goals of our clients. For example, we are
tax counsel for a multinational industrial company that makes
machine tools for the aerospace, auto-motive and alternative
energy industries. This representation includes advising on
internal consolidations and mergers, financings, compensation
planning, tax treaty issues, as well as complicated tax planning
and reporting issues facing controlled foreign corporations and
their U.S. shareholders. We also advised a consulting company
on the tax structuring and consequences, including state and
foreign tax issues, resulting from a major sale.
We continue to work hand-in-hand with our Trusts & Estates
group with respect to the tax issues arising from “family offices,”
and to structure tax-efficient domestic and foreign trusts to
transfer family wealth. Our attorneys counseled on the evolving
U.S. tax reporting laws involving offshore companies and bank
accounts. Litigators both within and outside the firm have
called on our tax expertise to bolster their cases; in one situation
we assisted counsel in a major litigation involving mortgage
backed securities.
Tax-Exempt Organizations. Our team worked with a wide
range of clients, including public charities and private foundations,
museums and other cultural institutions, colleges and
universities and advocacy organizations, throughout 2011. We
advised clients a wide range of innovative activities designed to
accomplish their charitable objectives involving complex organizational
structures, including the establishment of for-profit
subsidiaries, joint ventures, functionally related businesses and
licensing arrangements. We were also involved in a number of
large scale internal investigations involving whistleblowers, both
domestically and abroad, and assisted our clients with regulatory
compliance before the New York Attorney General and the
Internal Revenue Service.
Throughout the year we continued to counsel many organizations
on various legal aspects of their investment activities,
including impact and social investing strategies, program
related investment activities (both domestically and abroad),
tax aspects of charitable fund formation and fiduciary and
13

‘…this firm has quality across its entire bench.’
- Euromoney / Institutional Investor’s Benchmark Survey (Litigation)
compliance issues associated with endowment management,
including compliance with New York’s unique version of the
Uniform Prudent Management of Institutional Funds Act. In
addition, the tax-exempt organizations group helped organizations
structure and negotiate complex charitable gifts, navigate
disputes in a variety of areas including governance and charitable
bequests, and develop creative strategies for relaxing the
restrictions on endowment funds.
Trusts and Estates. For the fifth year in a row, Best Lawyers in
America® ranked our trusts and estates group #1 in New York
City and New York State, selecting several of our partners for
recognition. In 2011, our attorneys worked closely with clients
to take advantage of temporary estate planning opportunities
afforded by the Tax Relief, Unemployment Insurance Reauthorization
and Job Creation Act of 2010.
White Collar and Investigations. In 2011, our team achieved
a number of noteworthy results for its individual and corporate
clients. For example, after a comprehensive pre-indictment
presentation by the White Collar team to the U.S. Department
of Justice (DOJ) Antitrust Division, the DOJ agreed to withdraw
a target letter issued to one of the firm’s clients and close its
multi-year investigation into alleged price fixing by the client.
Separately, an internal investigation by the team and the team’s
assistance with a presentation to a federal agency eliminated
the possibility that fraud charges would be brought against the
client based on its contractual services for the agency, and led
to the successful renegotiation of the payment terms of the
relevant contract. Also in 2011, the team conducted investigations
on behalf of, and represented a foreign bank and other
corporate and individual clients in connection with allegations
of the possible manipulation of the London Interbank Offering
Rate (LIBOR) and of potential violations of the Foreign Corrupt
Practices Act (FCPA), among other things.
The team and its members received substantial recognition as
leaders in the practice area. We were recognized as a highly
regarded practice in the area of Criminal Defense – White
Collar Litigation by U.S. News and World Report-Best Lawyers
rankings of “Best Law Firms.” Team member Daniel Ruzumna
was identified as a “Rising Star” by Benchmark Litigation 2012.
Several members of the team also appeared on television or
were quoted in other media outlets, commenting on important
matters in the area of white collar criminal defense.
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©2012 Patterson Belknap Webb & Tyler LLP