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Compensation, Governance & ERISA

Altice N.V.
Represented Altice N.V. on its pending $17.7 billion acquisition of Cablevision Systems Corporation, a combination that will create the fourth-largest cable operator in the US market.

Guggenheim Partners
Represented Guggenheim Partners and its affiliates in connection with the design and implementation of their US incentive and equity-related programs and their compliance with European Union regulation of incentive compensation.

Independent Directors of J.P. Morgan Chase & Co.
Advised the special review committee of the independent directors on all compensation-related matters, including clawbacks of compensation, in connection with the “London Whale” investigation.

State Street
Ongoing representation of the Executive Compensation Committee of the Board of Directors of State Street on executive compensation, corporate governance, SEC compliance and regulatory matters concerning the Federal Reserve Board.

Nokia Corporation
Represented Nokia in connection with the sale of its HERE digital mapping and location services business—the largest global competitor to Google Maps—to a consortium of leading automotive companies in a transaction valued at approximately $3 billion.

Sears Hometown and Outlet Stores
Advised Sears Hometown in CEO succession and related governance issues.

Legal & General
Advise Legal & General on the development and implementation of a suite of investment products targeted to defined benefit and defined contribution plans.

The Dow Chemical Company
Represented The Dow Chemical Company in connection with the pending divestiture and transfer of its global chlorine alkali business to Olin Corporation in a transaction valued at $5 billion.

Vivendi Société Anonyme & Universal Music Group, Inc.
Represented both companies in connection with the termination of their employment arrangements with Jimmy Iovine, chairman of Beats Electronics and Beats Music.

GTIS Partners
Advised GTIS on the ERISA implications of the expansion of its real estate business in the US and Latin America.

Citigroup Inc.
Represented Citi in connection with the sale of its alternative investor services business, which includes hedge fund services and private equity services in a transaction valued at $425 million.

American Society of Composers, Authors and Publishers
Advising ASCAP with respect to compensation and benefit matters, including negotiating numerous senior executive employment agreements and several separation packages, as well as assisting the company in adapting best corporate governance practices.

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