William N. Dye Partner MAIN OFFICE: New York Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, N.Y. 10019-6099, U.S.A. T 212-728-8219 F 212-728-9219

William N. Dye is a partner in the Corporate and Financial Services Department of Willkie Farr & Gallagher LLP in New York. Mr. Dye specializes in domestic and international finance, private equity, and mergers and acquisitions.

Mr. Dye regularly advises borrowers and lenders in a wide array of secured and unsecured lending transactions and other debt financings. Mr. Dye has significant expertise in acquisition and private equity finance, and regularly advises private equity firms and strategic acquirers and lenders in connection with acquisition financing, as well as recapitalizations and restructurings. Mr. Dye has significant industry expertise in financing transactions involving intellectual property firms. Mr. Dye also has extensive experience in asset based lending, mezzanine and bridge financing, first and second lien financing and bank/bond financing. Mr. Dye’s recent significant representations in this area include regularly advising Insight Venture Partners in connection with acquisition financings for portfolio companies. He recently advised a private equity firm in connection with $960 million of acquisition and working capital financing for a media and publishing business. He also recently advised another private equity firm in connection with $340 million of acquisition and working capital financing for a shipping and terminal business.

Mr. Dye represents both issuers and underwriters in corporate finance transactions. He advised Neopost, S.A., a French corporate issuer, in two offerings, including a combined Paris Bourse listing and Rule 144A offering of ordinary shares, and a Rule 144A offering of subordinated debt. Mr. Dye also advised BSN Financing Co. S.A. and BSN Glasspack, SAS in connection with the Rule 144A subordinated debt offering for the leveraged acquisition by CVC Funds of the glass container businesses of Groupe Danone and Gerresheimer. Mr. Dye was underwriters’ counsel in connection with the recent Rule 144A offering in which Compagnie de Saint Gobain sold its ownership interest in Essilor International, S.A.

In the area of private equity, Mr. Dye advises private equity funds in their investments in start-up and established businesses. Transactions include counseling the Securitas fund in connection with its investments in Ineas, B.V., an Amsterdam-based pan-European insurance brokerage, and in Nascent Group, a financial services group operating in Italy, Ireland and Luxembourg.

Mr. Dye's mergers and acquisitions practice includes representation of acquirers, targets and financial advisers in both public and private transactions. Representative announced transactions in this area include counseling Fox-Pitt, Kelton Group Limited, an Anglo-American investment bank, in connection with its acquisition by Swiss Reinsurance Company and IPE Holdings Plc, the owner of the London-based International Petroleum Exchange, in connection with its acquisition by U.S.-based Intercontinental Exchange, Inc.

From 1998 to 2001, Mr. Dye was a resident partner in the firm’s London office.