Jeffrey S. Hochman Partner MAIN OFFICE: New York Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, N.Y. 10019-6099, U.S.A. T 212-728-8592 F 212-728-9592

Jeffrey S. Hochman is a partner in the Corporate and Financial Services Department of Willkie Farr & Gallagher LLP in New York.  Mr. Hochman specializes in mergers and acquisitions, public offerings, private equity transactions (including venture capital transactions), and general corporate and securities law.  He has led the firm’s efforts on the Sarbanes-Oxley Act and other corporate governance initiatives, writing many of the Firm’s memoranda on these issues and advising various Boards and committees.

Over the past several years, Mr. Hochman has worked closely with a broad range of companies, including insurance, pharmaceutical and technology companies.  He advises issuers on ongoing SEC disclosure and other corporate matters, while also representing underwriters in connection with various securities offerings.  Mr. Hochman has also worked on a number of “going private” transactions and special committee assignments, as well as other securities and M&A transactions.

Mr. Hochman is a member of the Business Law Section of the American Bar Association.  He has spoken on the Sarbanes-Oxley Act and corporate governance issues, MD&A, negotiating merger agreements and other corporate and securities issues for the Practising Law Institute.

Recent significant transactions include representing:

• Teva Pharmaceutical Industries Limited in connection with its $8.9 billion acquisition of Barr Pharmaceuticals Inc.
  
  
• Lev Pharmaceuticals, Inc. in connection with its $617.5 million acquisition by ViroPharma Incorporated for a combination of cash, stock and contingent value right
  
  
• Teva Pharmaceutical Industries Limited in connection with its approximately $360 million acquisition of  Bentley Pharmaceuticals, Inc.
  
  
• Teva Pharmaceutical Industries Limited in connection with its $400 million acquisition of CoGenesys, Inc.
  
  
• Allied World Assurance Company Holdings, Ltd in its $563.4 million share repurchase from a founding shareholder
  
  
• The underwriters in connection with The Allstate Corporation’s $1 billion hybrid offering of subordinated debentures
  
  
• Marsh Inc. in connection with the creation of MaRI (Marsh Risk Innovations), a first-of-its-kind insurance facility designed to provide additional capacity to the depleted property catastrophe insurance market
  
  
•  Teva Pharmaceutical Industries Limited in connection with its $9.9 billion acquisition of Ivax Corporation and its $3.4 billion acquisition of Sicor Inc.
  
  
• Teva Pharmaceutical Industries Limited in connection with various registered and Rule 144A convertible debt offerings in excess of $5 billion
  
  
• W.R. Berkley Corporation in connection with various public offerings of common stock, senior notes and trust preferred securities
  
  
• The underwriters in connection with various debt and hybrid securities offerings by The Allstate Corporation and PartnerRe Ltd. aggregating $4.0 billion
  
  
• Strayer Education, Inc. in connection with public offerings of its common stock
  
  
• Numerous private equity investments and acquisitions for Warburg Pincus & Co. and its portfolio companies
  
  
• RenaissanceRe Holdings Ltd. in connection with various joint ventures and “sidecar” transactions
  
  
• Special Committee of Juniper Financial in connection with a proposed financing from its controlling shareholder and the Special Committee of Hartford Life in connection with its $1.1 billion “going private” transaction
  
  
• Peter J. Solomon Company in its capacity as financial adviser to Lands’ End in connection with its $1.9 billion sale to Sears
  
  
• MidAmerican Energy in its $9 billion “going private” merger