Peter L. Welsh Partner Ropes & Gray Prudential Tower 800 Boylston Street Boston, MA 02199-3600 T +1 617 951 7865 +1 617 854 2283 secretary peter.welsh@ropesgray.com

Representative Clients and Matters

• J.Crew: Part of a deal and trial team that successfully represented private equity buyer in shareholder litigation in Delaware and New York arising out of the $3.1 billion acquisition of J.Crew Group, Inc. by a consortium of private equity funds.
• Lehman Brothers: Represented several financial institutions in litigation, mediation and contested negotiations in the Lehman Brothers bankruptcy proceedings, including swap collateral disputes and other complex matters.
• Special Committee of Affiliated Computer Services: Part of deal and trial team that successfully represented the Special Committee of Affiliated Computer Services in the $6 billion acquisition of ACS by Xerox Corporation. Successfully represented Special Committee in numerous shareholder actions in Delaware and Texas.
• Major University Endowments: Lead litigation counsel in litigation in California and Delaware involving a real estate joint venture and a real estate project recapitalization. Orchestrated a litigation strategy across multiple jurisdictions that achieved a very favorable settlement for our client.
• Large international investment company: Successfully represented a large international investment company in shareholder litigation arising out of the bankruptcy of one of its portfolio companies within weeks of making a $10 million investment. Recovered 87.5% of the investment in the portfolio company.
• BioForm Medical: Successfully represented BioForm in shareholder litigation in California arising out of the acquisition of BioForm by Merz, GMBH. Successfully opposed a motion for preliminary injunction and merger closed.
• Green Mountain Coffee Roasters: Successfully represented Green Mountain in shareholder litigation arising out of the acquisition of Diedrich Coffee. Succeeded in opposing plaintiffs’ motion for expedited discovery allowing transaction to close on schedule.
• M&A Advice: Advise numerous private equity sponsors and public and private companies concerning fiduciary duties and transaction process in financial and strategic transactions.
• Director and Officer and General Partnership Liability Insurance Advice: Part of nationally-recognized practice advising dozens of private equity sponsors, hedge fund and mutual fund complexes, and public and private companies on their professional liability and transactional risk insurance coverage and contractual indemnification protections.
• Genzyme Corporation: Represented Genzyme before the First Circuit involving a coverage dispute with its directors and officers liability insurer, Federal Insurance Company. In the action, Genzyme sought to recover the amount of a shareholder class action settlement arising from the cancellation of the company’s tracking stock in a share exchange. The district court initially dismissed the action, but the First Circuit reversed the dismissal of Genzyme’s complaint against Federal and remanded the action to the district court for an award of damages in Genzyme’s favor.

• Massachusetts Super Lawyers - Rising Stars (2005-2009)

• Chairman, Directors and Officers Liability Litigation Committee of the American Bar Association
• Member, ABA Business Law Section’s Task Force on Director and Officer Liability and Indemnification

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