Dechert's Philadelphia lawyers represent clients in various industries on corporate, litigation, and IP matters.

Private Equity -- Ranked among the "most active law firms" for fund formation and fund investments by Private Equity Analyst, lawyers in our global private equity team advise on all phases of the investment life cycle. With a focus on accomplishing successful exits, we structure funds for cost and tax efficiency and good governance, execute fund investments that maximize value, and handle transactions that enhance portfolio companies. Dechert lawyers in our Philadelphia office represent institutional investors, including private and charitable foundations, pension trusts, and corporate venture funds in connection with their numerous investments in private equity funds. We also represent leading private equity sponsors in their domestic and international investment activities. Our cross-functional team of lawyers understands issues unique to our clients, such as auction strategies, "club" deal arrangements, deal terms, and industry sector knowledge, and is committed to helping fund sponsor clients maximize the yields of their investments wherever they do business. We represent the portfolio companies of our fund sponsor clients, and focus on positioning them for optimum value through add-on acquisitions, joint ventures, and public and private financings.

Mergers and Acquisitions -- Our M&A lawyers advise buyers, sellers, and advisers in complex commercial transactions, with a focus on structuring successful deals, ensuring speed-to-market execution, and protecting our clients' interests in all phases of the transaction. Recognized as a leading adviser among M&A law firms by Mergerstat, Bloomberg, Thomson Financial, and mergermarket, we handle private and public, domestic and cross-border, and negotiated and hostile transactions in the Americas, Europe, and Asia. We leverage our industry knowledge and collaborate with our functional experts in areas such as antitrust, tax, environmental, bankruptcy, and employee benefits.

Corporate Finance -- Ranked among the top issuer's counsel for a number of debt, equity, and equity-related offerings by Thomson Financial and number of corporate high-yield offerings by The American Lawyer, our corporate finance lawyers represent U.S. and European issuers, sponsors, investors, underwriters, and placement agents in all types of public and private issuances of debt and equity securities. Dechert lawyers advise on corporate finance transactions, such as initial and follow-on underwritten public offerings, Rule 144A debt and convertible note offerings, PIPEs, and Regulation S offerings. We advise on private placements of senior and mezzanine debt and equity securities, and venture capital investments. We also handle securities transactions in conjunction with mergers and acquisitions, including tender and exchange offers, spin-offs, recapitalizations, related debt and equity financings, stock splits, and other security holder distributions. With knowledge in industries such as consumer products, industrial, and healthcare, our corporate finance lawyers anticipate industry-specific issues that arise in the financing process.

Residential Mortgage-Backed Securities -- Our Philadelphia lawyers comprise one of the country's leading practices in the area of mortgage-backed securities. We represent both issuers and underwriters in transactions involving prime and subprime mortgage loans, "ALT A" mortgage loans, second liens, HELOCs, and manufactured housing contracts, as well as net interest margin transactions and synthetic securitizations. We also represent parties in whole loan mortgage purchase and sale transactions and in the purchase and sale of mortgage servicing rights. For commercial mortgage-backed securities (CMBS) matters, our Philadelphia team has been lead counsel for loan originators in the offering of billions of dollars of securitized loans. Our representations also include a national rating agency on virtually all commercial mortgage securitization transactions rated by that organization; purchasers of senior and subordinate CMBS bonds; issuers in the structuring and sale of loan participations; and underwriters in connection with credit lease and commercial mortgage securitizations.

Financial Services and Investment Management -- Dechert represents mutual funds, investment advisers, hedge funds, broker-dealers, commodity trading advisers, futures brokers, insurance companies, and many other clients in the investment world. Our lawyers advise on investment services, including regulatory compliance and enforcement; fund formation and investing; new product development; tax structuring; employee benefits and ERISA; and securities enforcement and litigation.

Dechert has consistently ranked among the top law firms advising U.S. mutual funds, according to The American Lawyer. We were recognized by CogentHedge as one of the top three legal counsel globally serving hedge funds in 2008. In 2007, Chambers USA named the financial services group as the "best '40 Act firm in the USA" and Chambers & Partners 2007 identified Dechert as one of the leading firms in London for investment funds, while The American Lawyer named us as one of a small group of law firms dominating the hedge fund industry in 2007.

Financial Services and Securities Litigation; Securities Enforcement -- Dechert's financial services and securities litigation lawyers defend clients in complex, high-risk litigation. We represent clients in securities litigation, securities enforcement matters, corporate governance, fiduciary, mergers and acquisitions, and banking and financial institution litigation. Our clients include public and private corporations, private equity funds, officers and directors, special committees, and professional service firms.

Dechert is one of a handful of national law firms with a long-standing practice in securities enforcement. Many of our lawyers in this practice group have held senior positions at the U.S. Securities and Exchange Commission, U.S. Department of Justice, or other relevant agencies. When we advocate on behalf of our clients, we do so with the perspective and credibility that comes from having been in the shoes of the government decision-makers. Due to this experience, many of our representations end at the non-public investigative phase, before a regulator initiates public enforcement actions.

White Collar Criminal Defense and Internal Investigations -- Dechert's litigators understand that these are difficult and sensitive matters for our clients, and we have a track record of resolving them in a discreet and favorable manner, without prosecution. We work closely and effectively with boards of directors, special committees, and senior officers and guide them through critical judgment calls along the way. If a case goes to trial, our litigators have an impressive track record of defending our clients--powerfully, aggressively, and successfully.

Mass Torts and Product Liability -- Dechert is a national and international leader in product liability and mass tort defense. Our practice focuses both on helping clients avoid mass tort exposure and on defending them when litigation hits. Much of Dechert's work involves prescription drugs and devices, biologics, chemicals, and toxic substances emissions. Our lawyers also have significant experience with consumer products and durable goods. Whatever the origin of the claim, Dechert is experienced in handling cases involving latent injuries and complex issues of medical causation.

Antitrust -- Dechert has one of the top antitrust practices in the United States, according to legal referral guide Chambers USA. It recognizes Dechert as being of the "highest echelon" with lawyers who "have a reputation in the market as 'wonderfully smart, articulate, aggressive, creative' litigators to whom clients keep returning." Our commitment to client service is founded upon bringing a strategic focus to high stakes litigation, structuring and securing timely government agency review of complex business combinations, defending against sensitive criminal investigations, and resolving other government antitrust investigations. We make it a point to know the markets in which our clients operate and pride ourselves on pragmatic business resolutions to what others view as intractable legal problems. With a growing presence in Europe, and an acknowledged reputation for handling multijurisdictional cases, Dechert is the source for the most sophisticated antitrust representation.

Labor and Employment Litigation -- Dechert represents clients around the world as advisers and advocates in labor and employment matters. Major employers turn to us to defend them against individual claims and class actions, and to represent them before state and federal agencies. Our clients also rely on us to review and develop policies and practices to minimize risk and, most importantly, to prevent employment disputes from arising in the first place.

Employee Benefits and Executive Compensation -- Dechert lawyers advise on employee benefits, executive compensation, and retirement plans. We help clients design cost-efficient 401(k), ESOP, and defined benefit plans; employee stock purchase plans; health, life, and disability insurance plans; and severance plans. We represent clients in all stages of benefits-related disputes, including litigation, with the IRS and the Department of Labor. Our lawyers advise on the tax and golden parachute implications of executive compensation plans, as well as related federal and state securities law, employment law, and accounting considerations. For clients engaged in change-in-control mergers and acquisitions and other transactions which could involve retirement plan assets and liabilities worth hundreds of millions of dollars, Dechert advises on the appropriate treatment of liabilities, replacing welfare plans, evaluating COBRA coverage issues, and establishing new qualified plans and management compensation programs.

Intellectual Property -- Our IP lawyers in Philadelphia focus on patent, trade secret, trademark, and copyright litigation. These lawyers are part of Dechert's international IP team that helps companies protect and maximize the value of their IP assets. We represent companies in various industries, most notably life sciences, high technology, consumer products, and financial services.

The IP transactional team advises on trademark and copyright counseling and prosecution, and negotiates licensing, outsourcing, development, joint venture, consulting, and other transactions involving intellectual property issues. Dechert lawyers provide strategic patent counseling and patent cross-licensing to help maximize value at every stage of the life cycle of our clients' products and patents. Our patent counselors bring a strong business perspective to their legal work as a result of their industry experience as researchers, engineers, and in-house counsel for technology companies. Our life sciences attorneys, in particular, hold Ph.D. or M.D. degrees in relevant disciplines.

Tax -- Our tax practice in Philadelphia covers domestic and international tax areas, as well as employee benefits and executive compensation, private client, and tax-exempt matters. Dechert's domestic and international tax lawyers combine in-depth knowledge of their own country's tax regimes with an understanding of the business tax systems of the major trading nations and how international transactions and structures work. We help clients structure, negotiate, and execute taxable and tax-free transactions, including domestic and cross-border mergers and acquisitions, joint ventures, liquidations, restructurings, bankruptcies and workouts, international financings, and recapitalizations. We also advise on the tax aspects of securitizations, real estate finance, project finance, as well as the formation of and investment in mutual funds and offshore funds. In addition, clients rely on Dechert for skillful representation in all aspects of contested tax matters, including audits, administrative appeals, court proceedings, and if necessary, litigation. Our domestic and international tax lawyers also help multinational clients develop and implement transfer pricing strategies that support overall international tax plans while complying with the complex transfer pricing rules of different jurisdictions.

Our private client lawyers offer personal estate planning advice and financial and tax planning services to high net worth individuals as well as the corporate and individual trustees, executors, personal representatives, and other fiduciaries who serve them. We advise clients on tax and property issues, family settlement agreements, will contests, charitable contributions, establishment of trusts, and surcharge actions.

Health Law -- The members of our health law practice represent a diverse group of clients in health care systems, hospitals, assisted-living facilities, pharmaceutical companies, and medical equipment and supply manufacturers. We represent these clients in business transactions and general corporate matters; tax-exemption and fundraising issues; regulatory and fraud and abuse issues; government investigation and compliance matters; and litigation.

Environmental Law -- Dechert's environmental law practice group advises corporate clients, industrial facilities, real estate developers, lenders and trade associations, hospitals, universities and nonprofit organizations, and units of local government on issues involving domestic and international corporate transactions, compliance advice, regulatory and government coordination activities, and administrative, civil, and criminal litigation.

Contact Information:
Richard C. Rizzo
Managing Partner
richard.rizzo@dechert.com