Peter Elias Partner, Fiscalité
Santa Monica
Santa Monica
Santa Monica
He regularly assists in the tax planning and structuring of emerging companies and other transactions relevant to their formation and sale, including founder loan share purchases and secondary sales, “Up-C” IPO transactions, obtaining and optimizing “qualified small business stock” tax benefits, conversions of limited liability companies, structuring and documenting “profits interests” and other favorable equity to founders, as well as M&A, joint ventures, equity and debt financings, buyouts, divestitures, and restructurings. He has significant experience in real estate and related transactions, including structuring and tax planning for private equity investment funds, joint ventures, and like kind exchanges and other tax-advantaged exit strategies, including:
Pete has spoken and written extensively in areas involving private equity, venture capital, hedge and real estate funds, real estate joint ventures and distressed debt, and private equity transactions.
Pete also is an adjunct professor at the U.C. Irvine School of Law, having created and taught classes focused on Tax Planning for Real Estate Transactions, for both JD and LLM (taxation) students.
Boston
Amy works with digital health companies, health systems and other public and private companies—from new entrants to seasoned organizations—to address regulatory compliance and transactional needs. She also advises investors and collaborates with clients to understand their business goals and tailor practical solutions to help them achieve those objectives. Amy is well-versed in the corporate governance, data privacy, and security and scope-of-practice considerations facing the healthcare industry as it incorporates artificial intelligence (AI) and machine-learning (ML) solutions into clinical workflows. Her practice includes structuring and scaling national telehealth practices across a range of clinical disciplines, including complex collaborative arrangements involving labs, medical device manufacturers, remote patient monitoring solutions and pharmacies.
Amy spends much of her time working with clients on vetting and developing strategic affiliations, joint venture transactions and other novel business arrangements, including developing value-based enterprises and otherwise identifying means to achieve further alignment among stakeholders. She advises on reimbursement issues with respect to federal healthcare programs, private payors and self-pay business models. She also helps develop compliance programs and advises on related protocols and best practices.
In particular, Amy advises on physician self-referral, anti-kickback and other fraud and abuse law matters as well as on patient privacy matters, including HIPAA, 42 CFR Part 2 and corresponding state-level compliance. Amy also assists with internal investigations and assessing and responding to the results, including developing corrective action recommendations and self-disclosures.
A sought-after speaker and prolific writer on some of the most complex and critical issues in healthcare law, Amy shares her insights in publications and presentations across the country. She co-authored chapters in numerous publications, including the telemedicine chapter of the American Bar Association’s Physician Law: Evolving Trends & Hot Topics and a chapter addressing telehealth in the MCLE Massachusetts Health and Hospital Law Manual.
Chambers USA notes that Amy has “deep expertise in matters that impact healthcare providers and healthcare transactions,” “is a terrific resource on a range of regulatory issues” and “an expert in the Stark Law.”
Amy graduated first in her class at UCLA Law and was elected to the Order of the Coif. Prior to law school, Amy served in the U.S. Air Force.
San Francisco
Dolph concentrates his sophisticated practice on private equity investor representation and fund formation as well as representing financial institutions and corporations in privately negotiated debt transactions. Dolph counsels some of the largest public pension plans in the United States and other institutional investors and helps them achieve their business goals with respect to various U.S.-based and international alternative investments (including funds focused on real estate, buy-out, venture capital and mezzanine investment opportunities) as well as sponsors in fund formation.
In addition, Dolph has a broad range of experience in commercial lending transactions, including secured financings, unsecured and asset-based financings, vendor and customer financings, subscription credit facilities, project financing, venture debt financings, letters of credit, receivables purchase financings and leasing. Dolph's clients include various financial institutions, Fortune 500 companies and numerous start-up companies (the latter group of which he represents in dozens of venture debt financing transactions each year for which he is recognized as one of the leading company-side counsel in the San Francisco Bay Area).
New York
John has extensive experience in stock and asset acquisitions, including tax-free reorganizations. He has represented purchasers, sellers and lenders in structuring acquisitions and negotiating the tax aspects of stock purchase and asset purchase agreements. Many of these acquisitions involved cross-border transactions.
Working with issuers, underwriters and investment funds, John has advised clients on numerous securities offerings, including securitization transactions, tender option bonds and high yield debt. Such offerings involved issuers in more than 40 countries.
John regularly works on the restructuring of transactions, including structured financings, project financings and energy and infrastructure projects. He advises on the tax planning aspects of such transactions.
Mr. Narducci has been involved in the development of tax-efficient financial structures, particularly in the cross-border context. For example, he has created tax-efficient structures for several investment funds. He also advises several financial institutions with respect to derivatives transactions, including the tax aspects of ISDA Master Agreements.
He also works with regulated and unregulated participants in the energy market on financings and a wide range of other transactions. Some of these transactions involve rural electric cooperatives.
John also advises on the tax aspects of pass-through entities, project financings and a broad range of other matters. He worked on the sovereign debt restructurings of Bulgaria, Costa Rica, Croatia, Nigeria, Poland and Vietnam.
Washington, D.C.
Harry is experienced in areas such as CFIUS/Exon-Florio examinations of foreign investment, military and “dual use” export control regulations (ITAR/EAR), economic sanctions administered by the U.S. Treasury Department (OFAC), customs regulations, the Foreign Corrupt Practices Act, anti-money laundering rules, anti-boycott requirements and defense industrial security requirements. He executes internal corporate investigations regarding trade and investment rules and advises on such rules in the context of corporate transactions.
Additionally, Harry has extensive experience with government contracting matters. His government contracting work has included, for example, design and implementation of U.S. Defense Department renewable energy projects. He also represents broad industry coalitions on major trade litigations and international negotiations. His experience in these areas includes a leading role in what is often considered the largest-ever international trade dispute: the controversy regarding unfair softwood lumber imports from Canada. It has involved myriad administrative proceedings before federal agencies, NAFTA panel appeals, WTO dispute proceedings, judicial proceedings and international settlement agreements.
Harry has represented a coalition of major U.S. oil companies in antidumping and countervailing duty litigation. As a related matter, he pursues policy issues with congressional and executive branch officials and advises on international trade rules (e.g., GATT, WTO agreements and NAFTA).
Chambers 2022 recognizes Harry as a leader in the field of export controls and economic sanctions (Chambers Global and Chambers USA), as well as CFIUS (Chambers USA). Previous editions have also recognized Harry’s achievements regarding his work related to the Foreign Corrupt Practices Act. Clients note that Harry provides “accurate, straightforward guidance incredibly efficiently” and “he has an ability to translate complex legal requirements and rules into business-friendly jargon.”
San Francisco; Silicon Valley
San Francisco; Silicon Valley
Highly regarded for his expertise, Chambers USA has ranked Daniel for his expertise in Technology Transactions and noted that “His work is solution-driven and his positive personality helps both sides of a negotiation work towards the outcome.” Legal 500 describes his practice as “exceptional” and recommends the practice for its “high client service ethic and great commercial awareness." He is known for his ability to handle complex transactions for science-based technology companies, with work ranging from intellectual property and licensing to distribution agreements and cross-border collaborations, counseling clients on commercial law, copyright, licensing, marketing, patent, privacy, strategic alliances, trademark and trade secrets matters.
Daniel has represented companies in various industries, including biotechnology, cleantech, energy, consumer electronics, entertainment, hardware, internet, media, semiconductor, services, software, telecommunications and wireless. His energy clients include clients in the solar, biofuels, waste to energy and geothermal sectors.
Daniel has acted as key legal counsel in:
The former co-chair of both the Technology Transactions and Technology Companies Practice Groups, Daniel is a thought leader on technology transactions issues and programs that focus on the protection and exploitation of intellectual property, having advised on clients such as Weta Digital, Fulcrum BioEnergy, CelLink Corporation, Telenor, Luminar, and Motorola Solutions. He is regularly called up to speak about intellectual property and technology matters and has done so at UC Berkeley, Stanford and other universities and conferences. His work on incentivizing innovation has been published in major papers, including Forbes, the Daily Journal San Francisco and the San Jose Mercury News.
Daniel’s current volunteer work includes serving on the Board of Joint Venture Silicon Valley, the Advisory Counsel for UC Berkeley’s Center for Law, Energy and the Environment and California Environmental Voters. Daniel also advises state and local elected officials on policies to encourage the development and deployment of zero emissions technologies. Daniel’s prior volunteer work includes serving as Mayor and Councilmember in Woodside, California and serving as a founding Board Member of Peninsula Clean Energy – the community choice energy provider serving San Mateo County.
Washington, D.C.
Jeanine’s clients include major U.S. and foreign financial institutions, and pharmaceutical, technology, defense, space, telecommunications, energy, and infrastructure companies, among others.
Examples of Jeanine’s experience include:
Jeanine is ranked in both the CFIUS Experts and Export Controls & Economic Sanctions categories by Chambers USA in 2019, 2020, 2021, and 2022. An interviewee had this to say of their experience working with Jeanine, “I am continuously impressed by her extensive knowledge, excellent communication skills and her ability to wrap her subject matter expertise around the details of the matter and then drive conclusions or recommendations for next steps."
Santa Monica
She advises clients on the tax and securities issues related to equity-based compensation, including stock options, restricted stock, employee stock purchase plans and deferred compensation arrangements for both private and public companies as well as in the context of initial public offerings and acquisitions.
Dusseldorf
Leon is a German litigation and arbitration lawyer based in Düsseldorf, specializing in complex commercial disputes, post-M&A litigation, and antitrust damages claims. He advises and represents clients in the technology, infrastructure and energy sectors, handling high-value cases under German procedural law and major arbitration rules such as ICC, DIS, and VIAC. With extensive experience in cross-border litigation and antitrust law, Leon delivers strategic solutions for clients facing intricate legal and commercial challenges in Germany and internationally.
San Francisco; Boston
San Francisco; Boston
Such transactions have involved both long- and short-term, fixed and variable rate obligations, public-private partnerships (P3s), commercial paper, swaps, credit and liquidity enhancement, and revenue bonds for transportation and utility issuers, as well as a number of sizable special purpose financings. Devin has also represented multiple clients in connection with chapter 9 bankruptcies, restructurings and other workouts.
Devin is a partner in Orrick’s San Francisco and Boston offices and chairs the Firm’s Transportation Finance Group. Devin is a frequent speaker on topics in infrastructure finance, having previously served as Chair of both the Bond Buyer's California Public Finance Conference and its national Infrastructure Conference.
Devin has been a member of the Firm's Hiring and Summer Program Committees, and continues to help organize Orrick's annual summer associate surf trip to Capitola Beach. Devin is also a member of the Strategy Council for OneJustice, an organization dedicated to transforming the delivery of legal services to people in need.
Munich
From bilateral loans up to complex, multi-jurisdictional financing transactions, Tobias provides his clients with innovative advice tailored to their most sophisticated needs, including those clients who have little or no experience in financing deals.
His clients include banks, sponsors, investment funds and corporates looking for fast, reliable and high-quality advice.
Tobias also advises his clients on regulatory law, capital markets and money laundering issues.
He has over 20 years of experience and worked for various big law firms as well as for Commerzbank before joining Orrick.
New York
Orrick’s Employment Law and Litigation group was recently named Labor & Employment Department of the Year in California by The Recorder, the premier source for legal news, in recognition of their significant wins on behalf of leading multinational companies on today’s most complex and challenging employment law matters.
In addition to his litigation practice, Mark advises clients regarding a broad range of employment issues, including human resource policies and procedures, severance agreements and employee terminations.
Prior to joining Orrick, Mark was a judicial law clerk and gained experience litigating a wide range of civil and criminal cases.