Lee J. Potter, Jr.
Partner
Duane Morris LLP
1540 Broadway
New York, NY 10036-4086
USA
Phone: +1 212 692 1095
Fax: +1 212 208 2495
Email: ljpotter@duanemorris.com

Lee J. Potter, Jr. practices in the area of corporate law with a concentration on mergers and acquisitions and private equity. Mr. Potter regularly advises foreign and U.S. companies, both publicly held and private, on a wide variety of corporate and transactional matters, including mergers, acquisitions, venture capital and private equity transactions, equity and debt securities offerings, bank credit facilities, restructurings and general corporate issues. He has represented companies across a broad array of industries, including aerospace and defense, manufacturing, technology, financial services, healthcare, transportation, retail, fashion, media, insurance and energy.

Mr. Potter is a 1992 graduate, with honors, of the University of North Carolina School of Law (joint J.D./M.B.A.), where he was articles editor for the North Carolina Law Review and a member of the Order of the Coif, and a graduate of Oberlin College. He is a member of the American Bar Association and the New York State Bar Association.

Representative Matters

• Represented Joh. A. Benckiser, the 80-plus percent stockholder of cosmetics manufacturer Coty, Inc., in Coty's $1 billion initial public offering (IPO).
• Represented American Infrastructure MLP Fund L.P. (AIM), a California-based private equity firm, in its acquisition of a controlling interest in the Quik-Way Group. Quik-Way owns and operates more than 110 gas and convenience stores in Texas. As part of the transaction, AIM made an equity capital contribution and arranged for a new $100 million credit facility with a major commercial bank.
• Acted as U.S. counsel to Labelux GmbH in connection with its 2011 acquisition of Jimmy Choo, the British-based luxury shoe and leather goods company.
• Represented Labelux Group, a Vienna-based luxury goods holding company, in its 2008 acquisition of a controlling interest in Derek Lam International LLC for an undisclosed sum.
• Advised TÜV SÜD AG in connection with its acquisition of Global Risk Consultants Corp. TÜV SÜD is a large, German-based testing, inspection and certification company with operations in Europe, Asia and the U.S. TÜV SÜD has approximately 15,000 employees and its annual sales in 2009 were in excess of 1.3 billion Euros.
• Represented a simulation and training solutions company in its proposed acquisition of an entity providing specialized staffing, engineering and construction services.
• Represented an international accreditation and certification provider in its acquisition of a U.S. company that provides regulatory inspection and certification services.
• Represented EQT Partners as part of international team in its acquisition of the US assets, in the amount of $270 million, of UC4 Software Group.
• Represented a subsidiary of Safran, SA in its acquisition of a U.S. manufacturer of optical devices. Safran is a large French aerospace/defense company with more than 10 billion Euros in annual sales and 50,000 employees worldwide.
• Acted as U.S. counsel for an internal restructuring of Daimler AG's U.S. operations in connection with the sale of Chrysler LLC to Cerberus.
• Represented DQS Deutsche Gesellschaft zur Zertifizierung von Managementsystemen GmbH on the U.S. portion of its joint venture with Underwriters Laboratories, Inc.
• Represented a New-York based private equity firm in connection with a potential bid for the assets of a bankrupt luxury stationery business.
• Advised a German private equity fund on its acquisition of a small manufacturer located in Buffalo, N.Y. Also represented this fund in obtaining secured debt financing from a German bank to fund the acquisition.
• Advised a Spanish investor regarding its SEC filing obligations in connection with the acquisition of shares in a U.S. public company.
• Represented a Spanish acquirer in a proposed purchase of a slate-roof producer.
• Represented ThinkSmart, Ltd., an Australian lease-finance company, in establishing operations in the U.S.
• Advised a U.S. public company in connection with an internal restructuring involving the issuance of "stapled stock" to an affiliated entity.
• Represented a startup in a private equity offering under Regulation D, the proceeds of which were to be used to bid for assets of a telecom company in bankruptcy proceedings.
• Advised Allied Irish Banks, plc in preparation and filing of Form S-8 for issuance of ordinary shares for purposes of issuing ADR's to participants in its incentive equity plan.
• Represented an insolvent jewelry retailer in two separate sales of subsidiaries.
• Represented a Spanish petroleum company in connection with a proposed acquisition of a Taiwanese manufacturing entity.
• Advised a German manufacturer in connection with a bid for a Philippines-based business.
• Represented a start-up bio-diesel producer in obtaining initial financing of $7.9 million from four institutional investors.
• Represented a venture investor in connection with amending a convertible loan facility to a venture-stage borrower.

Professional Activities

• American Bar Association
  - Member, Business Law Section
• New York State Bar Association
  - Member, International Section

Admissions

• New York

Education

• University of North Carolina School of Law, J.D., with honors, 1992
• University of North Carolina, Kenan-Flagler Business School, M.B.A., 1992
• Oberlin College, B.A., 1983

Experience

• Duane Morris LLP
  - Partner, 2007-present
• Arent Fox LLP
  - Partner, 2005-2007
• Donahue & Partners LLP
  - Partner, 2003-2005
• Willkie Farr & Gallagher LLP
  - Associate, 1997-2003
• Cravath, Swaine & Moore LLP
  - Associate, 1992-1997

Honors and Awards

• Recipient of the "2012 Jeremy G. Epstein Award for Pro Bono Service" from the City Bar Justice Center

Selected Publications

• "Vendor Due Diligence: Could It Catch On Here?," Business Law Today, July 2011
• "Watch What You Say!," The Deal, October 21, 2010
• Co-author, "U.S. Financial Reform: Too-Big-to-Fail Bailout Avoidance Provisions," Duane Morris Alert, August 24, 2010
• "Don't Get Used by Usury," The Deal, November 10, 2009
• "Foreign Acquirers: Don't Forget BEA Filing Requirements," New York Law Journal, June 30, 2008
• "Be Aware of BEA," PEI Manager, October 2008
• "Jefferson-Pilot Life Insurance Co. v. Thompson: Lienholders Beware! Chapter 11 may be Hazardous to Your Security Interest's Health," The North Carolina Law Review, Volume 69, September 1991, Number 6
• "Kansas and Missouri v. Utilicorp United, Inc.: The Supreme Court Applies the Illinois Brick Rule to Regulated Utilities," The North Carolina Law Review, Volume 69, April 1991, Number 4

Selected Speaking Engagements

• Speaker, "Avoiding Oral Breach Claims Arising From M&A Discussions," The Knowledge Congress Live Webcast Series, October 17, 2011
• Co-lecturer on the topic of "Making Business Acquisitions in the U.S." to a delegation of visiting Chinese business executives sponsored by the Chinese State-Owned Assets Supervision and Administration Commission of the State Council (SASAC), September 26, 2011
• Guest lecturer on the topic of structuring new businesses presented May 24, 2011 to a group of entrepreneurs in an event sponsored by the South Bronx Overall Economic Development Corporation
• Co-lecturer at "International Mergers and Acquisitions in a Changing Legal and Business Environment," a presentation given on May 11, 2011 as part of "Global Law Week," an event sponsored by the New York State Bar Association's International Section
• Co-lecturer at presentation for start-up businesses titled "Legal Structures and Tax Implications" on February 22, 2011, sponsored by the New York State Small Business Development Center, the Brooklyn Public Library - Business Library, the Brooklyn Economic Development Corporation, and the New York City Bar’s Neighborhood Entrepreneur Law Project
• Panelist, First Degree NYC meeting, discussing capital raising options for smaller companies, November 2010
• Presented lecture titled "How To Structure Your Small Business" on March 18, 2010 to a group of entrepreneurs, as part of a program sponsored by the New York City Bar's Neighborhood Entrepreneur Law Project and the Queens Economic Development Corporation
• Panelist for "Threshold Issues in Setting Up a Business in the U.S.," Arent Fox Webinar, December 1, 2006