Representative Projects:

• Represented independent broker-dealer office in negotiating the sale of the office, including all facets of the transaction including the negotiation of the purchase agreement, employment agreements, incentive compensation. (2022).
• Represented majority shareholder in the sale of a regional broker-dealer and investment adviser. Worked closely with client’s investment consultants to coordinate and to facilitate a nationwide search for potential buyers. Negotiated and drafted term sheet, purchase agreement, and related documents. Coordinated the due diligence and prepared the disclosure schedules. Advised on amendments necessary to investment advisory and customer agreements. Handled communications with other shareholders and employees. (2020-21).
• Worked closely with the financial services and trust departments of a regional bank on reconfiguring its investment adviser and broker-dealer subsidiaries including the preparation of contracts, disclosure documents, regulatory filings, and written supervisory procedures. (2022).
• Drafted employment and incentive compensation agreements for officers of regional broker-dealer (2021).
• Represent non-profit issuer in registration of $3 million offering with the State of Louisiana (2011-present).
• Drafted investment advisory agreements for regional bank’s broker-dealer and trust department (2017).
• Formed and registered investment adviser and drafted compliance manual and procedures, advisory agreements and related documentations (2017).
• Advised investment advisor in connection with proxy fight for public company, including preparation and negotiation of director appointment agreements and Williams Act filings (2015 and 2016).
• Represented investment advisor in connection with negotiated consent decree with SEC relating to advertising violations (2015-16).
• Represent investment advisor in connection with SEC/State Securities Commissioner audit (2014-present)
• Represent religious issuer in registration and sale of securities (2011- present).
• Represented private equity group in $3.25 million debt and equity investment in oil field service company (2014).
• Represented private equity group in $3.5 million debt and equity investment in oil field service company (2 rounds) (2014 and 2015).
• Representing E&P company in syndication of two oil and gas partnership ($10 million and $5 million, respectively) (2011 and 2012).
• Advised UK promoter on syndication of U.S. oil and gas investments, including advice on Regulation S (2014).
• Represented E&P Company in negotiation, restructuring and refinancing of its private equity investment agreements (2012)

Representative Litigation:

• Represented broker and investment adviser in extensive SEC, Justice Department, FINRA and state investigations relating to Ponzi scheme.  Represented client aggressively in multiple investigations resulting in favorable settlements. (2020-21).
• Represented corporate officer and director and obtained summary judgment dismissing all claims.  Redhawk Holdings Corp. v Schrieber, No. 17-819 (E.D. La. 2018).
• Represented corporate officer in connection with SEC action and DOJ prosecution for insider trading. (2017).
• Represented national broker-dealer in raiding case resulting in favorable settlement (2017).
• Represented officer of regional bank in SEC insider trading investigation and reached favorable settlement. (2017).
• Represented widow in major UIT churning case, including coordination with FINRA, resulting in favorable settlement (2017).
• Led team who represented investment advisor in proxy fight and related litigation that resulted in judgment in favor of client and ultimately in favorable settlement and appointment of a majority of the board of directors of the company and its sale (2015 and 2016). Included preparation and negotiation of director appointment agreements and Williams Act filings
• With other lawyers, defended international law firm in major securities case in Louisiana (2013-16).
• Defended investment advisor in SEC investigation and litigation including wrap and private equity programs (2016).
• Represented plaintiff in prosecution of fraud and breach of fiduciary duty claims against broker-dealer resulting in favorable settlement (2016).
• Represented officer of publicly traded bank in SEC insider trading prosecution resulting in favorable settlement (2015).
• With other attorney, represented publicly elected figure in criminal prosecution and investigation (2012).
• With other attorneys, secured a $34 million settlement on behalf of FDIC in a major director and officer case arising out of the failure of Westernbank Puerto Rico. FDIC v. Stipes (D.P.R. 2015).
• In re OCA, Inc. Securities and Derivative Litigation, 2009 WL 512081, 05-2165 (E.D. La. March 2, 2009). Firm was appointed special counsel to investigate claims against former management of NYSE traded company. Designed coordinated litigation strategy pursuing simultaneous claims across multiple forums including bankruptcy court, district court, the SEC, and the Department of Justice. The strategy included intervening in consolidated derivative action and securities class actions and asserting control of the litigation. Claims included breach of fiduciary duty, fraud and conversion. Successfully worked with Department of Justice to convict former CFO and with the SEC to sanction former CEO and CFO. Successfully negotiated multimillion dollar settlement with insurance carriers.