Professional Services

Willkie represents accounting firms, financial services companies and law firms, as well as private equity firms and other investors in professional services companies in matters ranging from financing, PE/VC investments and M&A to corporate and IP litigation.

Willkie represents accounting firms, financial services companies and law firms, as well as private equity firms and other investors in professional services companies in matters ranging from financing, PE/VC investments and M&A to corporate and IP litigation.

Business Reorganization and Restructuring

  • Ernst & Young/Hollinger, Inc.: Represented Ernst & Young as a monitor in the restructuring of Toronto-based Hollinger, a major publisher of newspapers in Canada and the United States.

    KPMG LLP: Represented accounting firm KPMG in various restructuring cases.

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Government Relations

  • American Institute of Certified Public Accountants (AICPA): Provide ongoing advice and representation of the American Institute of Certified Public Accountants, (AICPA) a major professional association having an active federal political action committee (PAC) and an extensive lobbying program, regarding compliance with federal and state campaign finance, lobbying, and government ethics laws.

    Managed Funds Association: Assisted the Managed Funds Association in analyzing draft provisions of the legislation which became the Dodd-Frank Act, and drafting of possible legislative and explanatory language.

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Litigation, Investigations and Regulatory Matters

  • Austin Industries. v. William M. Mercer, Inc.: Represented Mercer, a wholly owned subsidiary of Marsh & McLennan, in a professional malpractice suit related to its actuaries.

    In re The Bear Stearns Companies Inc. Securities, Derivative, and ERISA Litigation (S.D.N.Y.): Represented Bear Stearns senior official in class action litigation and related matters arising out of writedowns of subprime-related financial instruments and events leading to acquisition by JPMorgan.

    In re Bennett Companies Investors Litigation, No. 96-601927 (N.Y.S. Ct.): Represented defendant broker in $570 million securities class action arising out of alleged accounting irregularities and Ponzi scheme at Bennett Funding.

    Bielfeldt v. KPMG: Secured an appellate victory for KPMG that reversed and vacated in its entirety a $17.6 million jury verdict that found for a plaintiff alleging KPMG was negligent in its preparation of his tax returns causing him $300 million in damages.

    Big Four Accounting Firm: Serving as National Coordinating Counsel for a Big Four accounting firm in its civil tax shelter litigation and related federal and state governmental investigations.  From 1997 through 2001, the accounting firm sold tax shelters to hundreds of wealthy individuals.  Many of these shelters were subsequently disallowed by the IRS.  Former tax shelter clients have sued the firm in cases brought all over the country, seeking fees, transaction costs, back taxes, interest, and penalties totaling in the billions of dollars.  As National Coordinating Counsel on these matters, we directly represent the accounting firm as lead counsel on many of the matters, and also reviews and directs the work of many prominent national and regional law firms that are defending the accounting firm in other individual tax shelter cases and related governmental investigations across the country.

    Brice, Vander Linden & Wernick, P.C.: Representing Brice, Vander Linden & Wernick, P.C. in a U.S. Trustee investigation of structured financing transaction issues.

    In re Fannie Mae Securities Litigation, No. 1:04-CV-01639 (D. D.C.): Representing auditor in audit committee investigation, securities class actions, derivative litigation, and SEC proceedings arising out of accounting issues at Fannie Mae.

    Footstar, Inc. Securities Litigation: Represented defendant accounting firm in $65 million securities class actions, shareholder derivative litigation, and bankruptcy litigation arising out of accounting issues at Footstar.

    Global Accounting Firm, Foreign Affiliate: Representing a foreign member of a global accounting firm network in an SEC enforcement investigation relating to potential independence matters, auditing issues and financial fraud regarding a foreign company client registered with the SEC.

    GSP Finance LLC v. KPMG LLC: Represented KPMG in an action stemming from the financial challenges and bankruptcy of the Texas Rangers. In a suit filed in the New York State Supreme Court in March 2011, lender GSP Finance alleged that KPMG disregarded its professional duties and committed fraud in 2007 by issuing a clean audit for the  Rangers’ owner Hicks Sports one year before they defaulted on a loan, thereby preventing Hicks Sports’ lenders from recovering the full value of their loans.

    The Hartz Mountain Corp. v. BDO Seidman, LLP, No. 96 Civ. 3042 (S.D.N.Y): Represented BDO Seidman in $15 million securities action arising out of tender offer for nonpublic company.

    H&R Block: Successfully represented H&R Block in its motion to dismiss a suit brought by a class of investors who alleged that Block committed securities fraud by concealing from investors 20 class action lawsuits relating to the company’s Refund Anticipation Program (RAL). The suit, which was brought under Sections 10(b) and 20(a) of the Securities and Exchange Act of 1934, was particularly significant because it adopted the little-used “truth on the market”' defense to a securities fraud claim.

    H&R Block/2SS Holdings: Representing H&R Block in its response to the DOJ’s civil suit seeking to block a $288 million deal by H&R Block to acquire 2SS Holdings, maker of TaxAct software.

    Just For Feet, Inc. Securities Litigation: Represented defendant accounting firm in $1.1 billion securities class actions, Alabama state court proceedings, bankruptcy trustee litigation, and parallel SEC and Department of Justice investigations arising out of accounting issues at Just For Feet.

    Kemin Industries, Inc. v. KPMG Peat Marwick, No. 96-1093 (S. Ct. IA):  Represented AICPA as amicus curiae participant before Iowa Supreme Court in appeal seeking to overturn jury verdict in action against accounting firm brought by Kemin Industries.

    Kirschner v. KPMG LLP and Teachers’ Retirement System of Louisiana v. PricewaterhouseCoopers LLP: Represented AICPA and the NYSSCPA as amicus curiae before the New York Court of Appeals in obtaining clarification of the scope of the imputation doctrine, the in pari delicto defense, and the "adverse interest" exception in the context of suits by companies against their auditors for failing to prevent management fraud.

    Sharp International Corp. v. KPMG LLP: Represented KPMG in professional malpractice cases brought by bankruptcy trustee and lenders of defunct watch company.

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Mergers & Acquisitions, PE & VC Investments, Joint Ventures and Other Business Combinations

  • AlixPartners/Jay Alix/CVC Capital Partners: Represented Jay Alix, founder of AlixPartners, in the acquisition, alongside three other investors, of an ownership stake in the business from CVC Capital Partners, a transaction valuing AlixPartners at more than $2.5 billion.

    Aquiline Capital Partners/CoAdvantage/Morgan Stanley Capital Partners: Represented Aquiline Capital Partners in its acquisition of human resources outsourcing provider CoAdvantage from Morgan Stanley Capital Partners.  

    Axiom/Permira: Represented management of Axiom, the global leader in specialized on-demand legal talent, in a strategic investment from Permira funds.

    CIP Capital/People 2.0 Global: Represented CIP Capital in its acquisition of People 2.0 Global, LP, a leading business process outsourcer in the human capital services sector.

    CPI/FFL Partners/Wendel: Represented FFL Partners and its portfolio company Crisis Prevention Institute (CPI), the leading provider of behavior management and crisis prevention training programs, in the $910 million sale of CPI to Wendel.

    E2open/Zyme: Represented E2open and Zyme, both portfolio companies of Insight Venture Partners, in E2open’s acquisition of Zyme, creating the world’s largest operating network for manufacturing, supply chain and sales operations.  

    FacilitySource Holdings/CBRE Group/Warburg Pincus: Represented Warburg Pincus portfolio company FacilitySource Holdings, LLC, a high-growth leader in technology-based procurement and facilities management solutions, in its agreement to be acquired by CBRE Group, Inc., the world’s largest commercial real estate services and investment firm.  

    Foundation Source/Incline Equity Partners: Represented Foundation Source in its acquisition by Incline Equity Partners.

    Gantner/Syx Automations: Represented Ardian portfolio company Gantner Electronic Austria Holding GmbH in its acquisition of Syx Automations NV, creating a global provider of comprehensive access, billing and management systems for sport facilities, leisure centers and visitor attractions.

    Genstar Capital/ISS/Vestar: Represented Genstar Capital, in partnership with management, in its acquisition of Institutional Shareholder Services (ISS) from Vestar Capital Partners for $720 million.

    IK Investment Partners/B2S Group: Represented IK Investment Partners in its acquisition of a significant minority stake in leading customer services outsourcing company B2S Group.

    IK Investment Partners/Domia Group: Represented IK Investment Partners in its acquisition, through its IK Small Cap I Fund, of Domia Group, owner of Acadomia (the number one French player in the private tutoring market) and Shiva (the fast-growing French home cleaning provider), from Metric Capital Partners.

    IK Investment Partners/I@D Holding: Represented IK Investment Partners in its acquisition, with Five Arrows Principal Investments, of I@D Holding, a platform for independent real estate agents in France.

    IK Investment Partners/Third Bridge: Represented IK Investment Partners in connection with the acquisition, through its IK Small Cap I Fund, of a significant minority stake in Third Bridge Group, a fast-growing primary research provider with a global footprint.

    Interpublic Group/Acxiom Marketing Solutions: Represented Interpublic Group in its $2.3 billion acquisition of data marketing company Acxiom Marketing Solutions.

    ISS/Ortec: Represented ISS on the contemplated sale of its “ISS Hygiène et Prévention” division to the Ortec Group, a leading service provider specialized in services for industry, energy, environment and aeronautics.

    Ivalis/Kamino: Represented inventory outsourcing specialist Ivalis Group in its merger with Kamino.

    Lagardère/Lagardère Sports/H.I.G. Capital: Represented Lagardère on the contemplated sale of its leading global sports marketing firm, Lagardère Sports, to H.I.G. Capital.

    Latour Capital/Primonial: Represented Latour Capital on its investment in the Primonial group, a major player in the design, management and advice on investment solutions in France.

    OSG Billing Services/Diamond Communication Solutions: Represented OSG Billing Services in its acquisition of digital marketing firm Diamond Communication Solutions.

    PAI Partners and Sagard/Kiloutou: Represented PAI Partners and Sagard on the sale of the Kiloutou Group, a leading European equipment rental company, to funds HLDI and HLD Europe.  

    PayScale/Francisco Partners/Warburg Pincus: Represented PayScale, the leader in cloud compensation data and software-as-a-service (SaaS), in its $325 million sale to Francisco Partners by Warburg Pincus.

    PayScale/MarketPay: Represented PayScale in its merger with MarketPay.

    Promotion Execution Partners/WPP: Represented Promotion Execution Partners (PEP), a marketing management and procurement company, in its pending acquisition by WPP.

    TA Associates/Onlineprinters GmbH/Bregal Unternehmerkapital: Represented TA Associates in the sale of Onlineprinters GmbH to Bregal Unternehmerkapital.

    von Poll Immobilien/Deutsche Beteiligungs AG: Represented the founders of von Poll Immobilien, a leading German residential real estate agency, on their sale to private equity firm Deutsche Beteiligungs AG.

    Warburg Pincus/ACAMS/Becker Professional Education: Represented Warburg and the Association of Certified Anti-Money Laundering Specialists (ACAMS) in the $330 million sale of ACAMS to Becker Professional Education.

    Waterland Private Equity/ PREMIUM Group/Clarion Events: Represented Waterland Private Equity in its acquisition and later disposition of shares of PREMIUM group, a leading European fashion show organizer, to Clarion Events.

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Other Significant Matters

  • American Institute of Certified Public Accountants (AICPA/CPA2Biz): Drafted and negotiated a portal agreement with CPA2Biz on behalf of AICPA.

    Imperial Parking Corporation (Impark): Represented Special Committee of the Board of Directors of Canada-based Impark in connection with its exploration of strategic alternatives and ultimate sale to a party unrelated to its 31% stockholder.

    Neopost S.A.: Advised this supplier of mailroom equipment in two offerings: a combined Paris Bourse listing and Rule 144A offering of ordinary shares, and a Rule 144A offering of subordinated debt.

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