CORPORATE EXPERIENCE
- Closed an acquisition for Veristar LLC, a data management and document review company serving corporate legal departments and private law firms. Handled the acquisition of certain assets from Franklin Data Ventures Inc. With the acquisition, Veristar LLC is now a national provider of expert forensic data collection, electronic discovery and comprehensive document and managed review services.
- Closed a $5,750,000 credit facility on behalf of a business executive air transportation company. The highly complex financing transaction involved numerous state and federal regulatory bodies, including a local Chicago airport. The collateral was two leasehold mortgages on subleases of ground leases of two airport hangers. We also brought the entity that was the ultimate financing source for this transaction into the deal.
- Obtained a significant and hard-fought victory on behalf of a private jet leasing company, recovering the entire amount of its loss. An employee embezzled over $500,000 from the company and its subsidiaries over a period of several years. Upon discovery of the theft, our client sought guidance and counsel. Consequently, the employee was immediately terminated, and a claim was filed on the client’s fidelity insurance bond. In pursuing the insurance claim, we worked with police investigators and forensic accountants to establish insurance coverage under the policy and the extent of the client’s covered damages. The police investigation and potential criminal prosecution remain pending against the former employee.
- Resolved two fraud cases brought against the same marketing company. In the first case, represented two start-up companies against the marketing firm and were able to prove that the company failed to develop the two cell phone applications and two websites ordered by the start-up companies. In the second fraud case, proved that the marketing firm never fulfilled the contract with the client, which included business development and consultation, graphic design, and the development of a sales presentation. In both cases, recovered clients’ money spent to retain the marketing firm.
- Resolved a sales tax audit of a vending machine company, saving the client over $100,000. The Illinois Department of Revenue (IDR) said that its audit disclosed that our client owed $220,000 in unpaid state sales tax over an 18-month period. We disputed the outstanding claimed amount and agreed to participate in the agency’s new fast-track nonbinding resolution process set up to resolve taxpayer disputes in a quicker and less expensive manner. After a full day negotiating with the IDR and working with the IDR’s facilitator, our client agreed to pay $110,000 to resolve the sales tax dispute, including over $13,000 in late charges abated by half.
- Mediated corporate ownership dispute involving a commercial recycling plant, saving our clients nearly $2 million in the process. Represented two of the four shareholders, each of whom held a 25 percent stake in the company. Following the death of one of the shareholders, disputes arose among the four owners: valuation of their respective 25 percent stake, back-owed distributions, back-rent owed, and operating issues. Two owners sold the building where the company operated without telling our clients. We requested a valuation of the ownership interests as determined by the company’s accountants in accordance with the language contained in the corporate buy-sell agreement. The two rival shareholders disputed the valuation of the interests, seeking a substantially higher dollar value for their respective interest pursuant to a competing valuation. The two rival owners also claimed back-rent that was owed in excess of $500,000. Our clients claimed the large roof on the plant needed to be replaced at the cost of $300,000. Ultimately, no back-rent was paid, and the two rival owners agreed to a valuation slightly above the valuation we claimed was correct with a buyout of each of their 25 percent stakes in the company.
LITIGATION EXPERIENCE
- In a federal lawsuit, recovered funds on behalf of an Ohio-based national bank. A non-binding mediation resulted in the recovery of funds after a failed real estate transaction under an option in a Purchase and Assumption Agreement. After oral argument, obtained a critical, far-reaching ruling in the bank’s favor from the Illinois Supreme Court on the issue of attorney-client duty in a wrongful death action. Settled an area of law which, despite a statute covering this relationship, had not yet been addressed by Illinois courts.
- After oral argument, obtained an important, far-reaching ruling in client’s favor from the Illinois Supreme Court on the issue of attorney-client duty in a wrongful death action and settled an area of law which, despite a statute covering this relationship, had not yet been addressed by Illinois courts.
- Obtained a favorable decision in the Illinois Appellate Court in a case with multi-national parties in the manufacturing industry involving claims under the Illinois Business Broker’s Act, quantum meruit, common law fraud, and breach of contract.
- Obtained a favorable decision in the Illinois Appellate Court in a case involving the Illinois Mortgage Foreclosure law and the options available to banks against mortgagers who default.
- Represented the former directors of an Illinois bank against a $90 million FDIC claim. The claim was settled during mediation for $4 million, all damages and attorney fees were covered by the directors’ insurance policy. This is reported to be one of the best settlements during the banking crisis on behalf of Directors and Officers in an FDIC claim situation.
- Prepared independent legal opinion memorandums for submission by community banks to the FDIC.
- Defended a community bank against a class action brought under the Electronic Funds Transfer Act.
- Argued the only known case in Illinois in which a bank attempted to prevent the Illinois Department of Professional and Financial Regulation from closing it and appointing the FDIC as receiver.
- Represented former directors and officers of failed financial institutions during FDIC investigations.
- Successfully obtained insurance coverage for former directors and officers of failed banking institutions after initial denials of coverage were issued by the insurance carriers.
- Successfully represented a renovation company in a $784,000 claim against the Willis Tower and had the claim paid within three weeks of sending a demand letter.
- Obtained a jury verdict in excess of $1 million after a several week trial for a local businessman against foreign defendants from Korea, India and China.
- Represented the Office of the Cook County Public Guardian in lawsuits against attorneys who allegedly failed to properly probate personal injury settlements to the detriment of the disabled persons which included successful oral argument before the Illinois Supreme Court.
- Represented a medical school graduate against the University of Chicago Medical School related to claims of resume fraud preventing the issuance of a medical degree.
- Served as lead local counsel for numerous New York law firms in large, multi-party litigation.
- Represented both professional athletes and professional sports teams.
- Represented a family against Fox Broadcasting Co. arising out of the reality television show “Renovate My Family.” The case made international headlines and was amicably resolved during litigation.
- Presented oral argument before the U.S. Appellate Court for the Second Circuit located in New York for a trademark and copyright dispute case, Ivy Silberstein v. Twentieth Century Fox, et al., which related to claims against the producers of the motion picture, “Ice Age.”
- Represented an independent film producer in a breach of contract lawsuit against famed film director Martin Scorsese, which was amicably resolved during the litigation.
REGULATORY EXPERIENCE
Mark has extensive experience testifying as a financial industry expert before government bodies, including the California State Senate Committee. He also has delivered advisory memorandum on anti-money laundering, FATCA, and other compliance issues. A selection of representative matters include:
- Testified before the California State Senate Committee on Banking and Financial Institutions during an informational hearing – The Changing Face of Student Loan Servicing in California. Discussed the often unknown or misunderstood practice of gap financing, which is often used by private post-secondary schools.
- Represented a North Carolina Bank in its negotiations with the Federal Deposit Insurance Corporation concerning two failed financial institutions with $377.8 million and $100.7 million in assets at the time of their closings that resulted in an early termination of two commercial shared loss agreements on favorable terms.
- Testified as a financial industry expert before California state legislature relating to a proposed bill on licensing student loan servicers.
- Advised a publicly traded bank on regulatory aspects pertaining to rebranding, marketing, and co-branding with the bank’s subsidiary financial service companies.
- Delivered advisory memorandum on issues related to lender credit during regulatory examination under the Community Reinvestment Act as part of financing package for multimillion-dollar urban redevelopment project.
- Delivered advisory memorandum on anti-money laundering, FATCA and other compliance issues on behalf of foreign bank seeking correspondent relationship.
- Advised for-profit educational institutions on issues related to state licensure and registration.
- Advised for-profit educational institutions on issues related to retail installment financing.
- Advised financial services business on corporate structure and issues related to potential alter-ego liability.
- Developed E-Sign Act disclosures and advised client on implementation of related management procedures.
- Advised clients on issues related to maintenance and use of personally identifiable information under the Gramm-Leach-Bliley Act and Regulation P.
- Advised clients on Electronic Fund Transfer Act as amended by Dodd-Frank Act and implemented through Regulation E.
- Conducted a consumer lending compliance review for a tuition financing company which resulted in preparing new federal lending disclosure forms and new lending documents in compliance with the Higher Education Opportunity Act of 2008 and Regulation Z.
- Conducted a consumer lending compliance review for a for-profit beauty school which resulted in preparing new federal lending disclosure forms and revised enrollment agreement in compliance with the Higher Education Opportunity Act of 2008 and Regulation Z.
- Reviewed enrollment agreements of for-profit schools for compliance with consumer lending laws at the state and federal level.
- Addressed the issue of payment default and cancelation terms in school enrollment agreements for conformance with consumer lending laws at the state and federal level.
- Assisted a client in creating an LLC for the purpose of becoming a consumer lender and then performed the necessary legal work to get the client licensed as a state consumer lender.
- Addressed the regulatory issue of whether a state consumer lending license is required to be obtained by for-profit schools in order to lend to students.
- Advised on enforcement matters, including advice on examination report findings, communications and negotiations with federal and state agencies and defense of supervisory actions.
- Advised board of directors on troubled bank issues, such as deposit insurance and related receivership matters.
- Advised on the Troubled Asset Relief Program (TARP).
- Advised on the FDIC Loss Share negotiation and compliance.
- Defended FDIC Section Removal from Banking Action and FDIC lawsuits against Directors and Officers of failed banking institutions.
- Advised on corporate and operational compliance issues, such as lending limits, affiliate and insider transactions, management interlocks, director and officer responsibilities, Bank Secrecy Act, Anti-Money Laundering regulations and USA PATRIOT Act regulations.
- Prepared, reviewed, and negotiated contracts, including vendor, third-party and affiliate agreements.
- Advised on geographic expansion of banks.
- Advised on transactional matters, such as bank mergers, acquisitions and branch purchases and sales.
- Advised on corporate structure matters, such as holding company formations, formations of subsidiaries, service corporations and joint ventures and networking arrangements with third-party providers of insurance and securities services.
- Advised on new product development, including the development of electronic banking products, including Internet banking operations and remote deposit programs.
- Counseled numerous clients on the Card Network Rules, the Clearinghouse rules, ACH transactions, remote deposit capture, debit cards, prepaid debit cards, wire transfers (SWIFT; Fedwire; and CHIPS) and other similar laws.
- Advised on capital-raising transactions, including issuances of common and preferred stock, subordinated debt, and trust preferred securities.
- Conducted internal and white-collar investigations.
- Advised on insurance coverage for banks.
- Advised on licensing of non-bank subsidiaries and affiliates under state mortgage banking, consumer lending, insurance, and securities law.
- Advised on consumer compliance issues, such as compliance with the Truth in Lending Act, the Equal Credit Opportunity Act, the Electronic Fund Transfer Act, the Truth in Savings Act and state and federal privacy laws.
