Jeffrey R. Katz
Partner
Jeff is co-head of the firm’s special situations practice. Clients call on him for general corporate counseling, hedge fund transactions, shareholder activism and corporate governance matters. Jeff represents investment funds and operating companies in a wide range of traditional and special situation transactions including dispositions, acquisitions, cross-border investments, and joint ventures. Jeff regularly advises clients in times of crisis and other major events, helping those clients navigate and manage business risk. Jeff has also guided both activist shareholder and public company clients through private and public activist campaigns, including hard-fought proxy contests.
Clients often rely on Jeff for strategic advice and to pull together teams of lawyers and outside professionals to capitalize on complex opportunities.
Jeff served as co-chair of the firm’s Pro Bono Committee from 2012 to 2017 and has represented a number of indigent clients in various pro bono matters over the years.
Jeff previously served with the U.S. government, completing a three-year posting at the U.S. Embassy in Kuala Lumpur, Malaysia from 1991 to 1994.
Experience
- Advises two family offices on private investments and joint ventures.
- Advises an institutional investor with respect to management, acquisitions and dispositions of assets in global natural resource portfolio.
- Advises a private fund with over $25 billion of assets under management, on the purchase and sale of various private debt, equity and real estate investments, including domestic and cross-border joint ventures often involving complex structures. In addition, Jeff advises on matters relating to the fund’s trading of public debt and equity securities, and bankruptcy claims.
- Advises a NY based investment fund with $2 billion AUM on securities laws filings and general strategic matters relating to public company investments.
- Provides strategic advice to both shareholder and company clients engaged in proxy contests and pre-contest negotiations. On behalf of investors, advised on campaigns against a retail company (2017), restaurant franchise group (2017), publisher (2016), two REITs (2014 and 2015), Morgans Hotel Group Co. (2013), KIT digital, Inc. (2012), DG Fast Channel, Inc. (2008), TechTeam Global, Inc. (2006), Bradley Pharmaceuticals, Inc. (2006) and Bassett Furniture Industries, Inc. (2008) and other engagements resulting in favorable early settlements or actions by the company. On behalf of public companies, various Putnam funds (2017), MFS Intermarket Income Trust I (2015), PIMCO Dynamic Credit Income Fund (2015), biotech company with $20 billion market capitalization (2010), MFS Intermediate Income Trust (2008), Cohen & Steers Select Utility Fund, Inc. and Cohen & Steers REIT and Utility Income Fund, Inc. (2008), and other public companies.
- Advised Costa Brava Partnership III L.P. on securities law filings, board governance issues, activist campaigns and general strategic matters relating to public company investments. These matters have included investments in Bassett Furniture Industries, Inc., Bradley Pharmaceuticals, Inc., CCA Industries, Inc., DG FastChannel, Inc., ISC8 Inc., KIT digital, Inc., MedQuist Inc., Telos Corporation, Inc., TechTeam Global Inc. and Spy Inc.
- Advised Morgans Hotel Group Co. on board governance and general strategic matters.
- Advised OTK Associates, LLC in connection with its successful proxy contest that led to the election of OTK’s entire slate at the June 14, 2013 annual meeting of shareholders of Morgans Hotel Group Co.
Publications
- Co-author, “INSIGHT: So You’ve Got A Shareholder-Nominated Director … Now What? Practical Considerations for General Counsel,” Bloomberg BNA’s Corporate on Bloomberg Law (August 31, 2018)
- Co-author, “Short Activism: The Rise in Anonymous Online Short Attacks,” Harvard Law School Forum on Corporate Governance and Financial Regulation (November 27, 2017)
- Co-author, "New wave of shareholder activism prompts M&A activity," International Law Office (April 2, 2014)
Presentations
- Keynote Panel: “We the Shareholders”, 27th Business & Securities Law Conference 2009