Global law firm K&L Gates LLP has opened its 48th office worldwide with the launch of an office in Wilmington, Delaware. Joining K&L Gates in establishing the Wilmington office are new partners Scott E. Waxman, Eric N. Feldman, Nicholas I. Froio, and Christina M. Houston, all of whom arrive at K&L Gates from the Delaware law firm of Potter Anderson & Corroon LLP, with a focus in the areas of alternative business entities and their utilization in a wide range of domestic and cross-border financings and transactions. Waxman leads the group’s transition to K&L Gates.
The addition of the four partners continues the momentum for K&L Gates’ corporate practice after Mergers & Acquisitions magazine named it “Law Firm of the Year” in the mid-market and provides a strategic location in Wilmington for the firm’s corporate and financial institution clients. The Wilmington office is K&L Gates’ 26th in the United States, and marks the firm’s seventh new office in 2013, following openings in Seoul, Houston, and four locations in Australia through the January 1 combination with Australian national firm Middletons.
“Delaware continues as the national center for formation of business enterprises, and these days newly-formed alternative business entities outnumber traditional corporations by three to one,” said Peter J. Kalis, K&L Gates’ Chairman and Global Managing Partner. “Our new team is unsurpassed in experience in this field, as their imprint is felt throughout Delaware law on the subject of alternative business entities.”
The lawyers in K&L Gates’ Wilmington office have extensive experience advising clients with respect to Delaware alternative entities – namely, limited liability companies, general and limited partnerships, statutory trusts, and special purpose corporations – in a broad range of general commercial and financing transactions, including mergers and acquisitions, joint ventures, securitizations, structured financings, venture capital and private equity funds, master limited partnerships, preferred securities transactions, real estate investment trusts, and special purpose/bankruptcy remote structures. In addition, they regularly advise financial institutions and service providers in a wide variety of capacities, such as indenture trustee, collateral agent, servicer, backup servicer, trustee, securities intermediary, paying agent, and independent manager/director.
“We are very proud to be opening K&L Gates’ office in Delaware – the state where more than 50% of all publicly traded companies and more than 60% of the Fortune 500 have chosen to form,” stated Waxman. “Delaware’s business entity laws are among the most progressive and flexible in the nation, and we are excited to be expanding K&L Gates’ ability to advise and assist clients in many aspects of Delaware law.”
Wilmington Partner Bios
All four of the partners focus their practices in the areas of alternative entities and their utilization in a wide range of domestic and cross-border transactions and other commercial matters, including structured financings, securitizations, mergers and acquisitions, joint ventures, venture capital, private equity and hedge funds, real estate investment trusts, master limited partnerships, preferred securities transactions, insurance premium financing transactions, life settlement transactions, real estate transactions involving special purpose/bankruptcy remote entities, debt refinancings, conversions, transfers, and domestications. The lawyers often advise on issues, both transactional and litigation, relating to the organization, operation, management, governance, dissolution, winding up, and restructuring of alternative entities and captive insurance companies, including advice relating to the duties (fiduciary or otherwise) of general partners, managers, directors, trustees, and special committees.
The partners also have experience in such related matters as the Uniform Commercial Code and taxation, as well as other matters including unclaimed property audits. In addition, they advise financial institutions in the many roles in which they serve in financing and secured transactions, including as trustee, indenture trustee, collateral agent, paying agent, servicer, backup servicer, securities intermediary, and independent manager/director.
Scott E. Waxman
A former member of Potter Anderson’s Executive Committee as well as twice serving as the Chair of Potter Anderson’s Business Group, Waxman was the founder and leader of Potter Anderson’s structured finance and alternative entity practice, the partners of which all join him in forming the Wilmington, Delaware, office of K&L Gates.
Named as the 2013 Wilmington “Lawyer of the Year” in Securitization and Structured Finance Law by Best Lawyers in America, Waxman is the immediate past Chair of the Delaware State Bar Association’s Alternative Entities Subcommittee, responsible for the drafting of the state’s preeminent partnership and limited liability company statutes, a committee on which he has served for nearly 20 years. Waxman also serves on the Delaware State Bar Association’s Statutory Trust Committee, responsible for drafting the state’s statutory trust statute. He is a member of the American Bar Association’s Taxation and Business Law sections, the Delaware State Bar Association’s Corporation Law, Commercial Law, and Taxation sections, and the Pennsylvania State Bar Association. Waxman is ranked in the first band in Delaware in the Alternative Entities subcategory of Corporate/M&A by Chambers USA: America’s Leading Lawyers for Business, where he has been honored each year since 2005, and is listed on Lawdragon’s 500 Leading Dealmakers.
Eric N. Feldman
The former Hiring Partner at Potter Anderson, Feldman is named as a leading practitioner in Delaware in the Alternative Entities subcategory of Corporate/M&A by Chambers USA: America’s Leading Lawyers for Business, where he has been honored since 2007. Feldman is very active and a leader in the American Bar Association’s Business Law Section, currently serving as the Vice-Chair of the LLCs, Partnerships and Unincorporated Entities (LPUE) Committee, an Editorial Board member of the LPUE Committee’s Model Single Member Limited Liability Company Operating Agreement Subcommittee, and a member of the Mergers and Acquisitions, Legal Opinions, and Private Equity and Venture Capital committees.
In addition, Feldman holds several important leadership positions in connection with efforts to combat the use of business entities as a means of supporting money-laundering and terrorist activities, including Business Law Section advisor to the National Conference of Commissioners on Uniform State Laws Drafting Committee on Uniform Law Enforcement Access to Entity Information Act, Chair of the LPUE Committee’s Record Owners Legislation Task Force, LPUE Committee representative to the Business Law Section’s Joint Task Force on Anti-Money Laundering and Anti-Terrorism Initiatives, and member of the State of Delaware’s Ad Hoc Committee on Proposed Ownership Legislation. He also serves with Waxman on the Delaware State Bar Association’s prestigious Alternative Entities Subcommittee, and is a member of the Delaware State Bar Association’s Corporation Law and Commercial Law sections.
Nicholas I. Froio
The former Vice-Chair of Potter Anderson’s Business Group, Froio is named as a leading practitioner in Delaware in the Alternative Entities subcategory of Corporate/M&A by Chambers USA: America’s Leading Lawyers for Business, where he has been honored since 2007. Froio serves with Waxman on the Delaware State Bar Association’s Statutory Trust Committee, and is a member of the Delaware State Bar Association’s Corporation Law and Commercial Law sections as well as the American Bar Association’s Business Law and Taxation Law sections. He also is active in the Delaware Captive Insurance Association and serves on the Delaware Trust Conference Planning Committee.
Christina M. Houston
An active member of the ABA Business Law Section, Houston serves as Chair of the LPUE Committee’s Legal Opinions Subcommittee, Co-Chair of the LPUE Committee’s Membership and Diversity Subcommittee – through which she also serves as liaison to the ABA Business Law Section’s Membership Committee – and Vice-Chair of the LPUE Committee’s Model Single Member Limited Liability Company Operating Agreement Subcommittee. In addition, she is Chair of the ABA Business Law Section Legal Opinions Committee’s Website Subcommittee and is a member of the Legal Opinions Committee’s Law Office Opinion Practices Task Force. Houston also has been a member of the ABA Business Law Section’s Advance II and Advance IV Strategic Planning Membership Teams. She is a member of the Delaware State Bar Association’s Corporation Law and Commercial Law sections.
