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Overview
V&E; is a national leader in representing financial services organizations, including investment banking, asset management, private equity, custody and transaction services, middle market financial services and e-finance companies. In 2002, for the third year in a row, The American Lawyer "Corporate Scorecard" ranked V&E; as one of the top transactional law firms in the U.S.

Last year alone, we handled 89 major merger and acquisition transactions covering almost all sectors of industry and collectively valued at more than $23 billion. We also advised our clients in 35 public equity offerings, that raised more than $2 billion in capital and earned us high rankings for serving as issuer's counsel for initial public offerings. We worked extensively with a majority of the world's leading investment firms on the legal aspects involved in structuring these deals. A few of these firms included CIBC World Markets, Citigroup World Markets Inc., Credit Suisse First Boston, Goldman, Sachs & Co., Jefferies & Company, Inc., Merrill Lynch & Co., Morgan Stanley & Co. and RBC Dominion Securities, Inc.

We also represented Hunt Investments in its $450 million acquisition, along with KPS Special Situations Fund, of a substantial portion of the assets of Republic Technologies and in the refinancing of bank and bond debt secured with the acquired assets. Our environmental lawyers also assisted Hunt Investments in this deal by negotiating an agreement with the Environmental Protection Agency and the Department of Justice not to hold the partnership responsible for historical environmental contamination on the portions of a steel manufacturing site not included in Hunt's acquisition.

V&E; also represented Citigroup World Markets Inc. and Goldman, Sachs & Co. in traditional public financing projects, including airports, ports and toll roads. That work once again earned V&E; a top 10 standing in representing both municipal bond issuers and underwriters in The American Lawyer's "2002 Corporate Scorecard."

V&E; advises financial institutions around the world, including Bank of Nova Scotia, BNP Paribas, Inter-American Development Bank, JPMorgan Chase, Royal Bank of Canada, Wachovia Securities, Inc. and WestLB AG.

We worked closely with our financial services clients to help develop new products and services. One example is the institutional, or i-share, security developed by Goldman, Sachs & Co. with assistance from V&E.; That effort helped energy clients attract institutional capital for investment in Master Limited Partnerships.

V&E; represented Lone Star Funds and their management company, Hudson Advisors, on a number of portfolio investment and financing transactions. In 2002, these included the acquisition of Tokyo City Finance Co., Ltd., a Japanese commercial finance company, from The Seiyu, Ltd. for approximately $900 million, and the acquisition and financing of numerous portfolios of distressed debt, real estate and other financial assets in Japan, Taiwan, Korea, Europe and the U.S.

Our international offices handled a range of financial services matters in 2002, including several for the European Bank for Reconstruction and Development, which arranged one of the first public-private water sector financings to be signed in Romania. We also advised the Inter-American Development Bank on the financing of dispersed power generation projects using a new structure subsequently employed by the Bank on other transactions.

On the private equity side, we represented Riverstone Holdings L.L.C. in approximately $150 million of investments by Carlyle/Riverstone Global Energy & Power Funds I and II, L.P. in the energy and power industries.

V&E; has built one of the most active auditing defense practices in the U.S. In 2002, we successfully defended audits and other work for the major accounting firms, including PricewaterhouseCoopers LLP, Ernst & Young LLP, KPMG LLP and Deloitte & Touche LLP.

Prior results do not guarantee a similar outcome.



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