Steven A. Seidman Partner MAIN OFFICE: New York Willkie Farr & Gallagher LLP 787 Seventh Avenue New York, N.Y. 10019-6099, U.S.A. T 212-728-8763 F 212-728-9763

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Steven A. Seidman is a partner and Co-Chair of the Corporate and Financial Services Department and Co-Chair of the Mergers & Acquisitions Practice Group at Willkie Farr & Gallagher LLP in New York. He also has served on the firm’s Executive Committee. Mr. Seidman specializes in mergers and acquisitions, corporate governance advice, private equity and venture capital investments, public offerings, and general corporate and securities law.

Chambers USA (2005-2011) ranks Mr. Seidman among the leading individuals practicing Corporate/M&A Law in New York.

Following law school, Mr. Seidman served as law clerk to the Honorable Jack B. Jacobs of the Delaware Court of Chancery.

Representation of Ventas, Inc. in connection with its acquisition of Cogdell Spencer Inc.; the Special Committee of the Board of Directors of Taro Pharmaceutical Industries Ltd. in connection with Sun Pharmaceutical Industries Ltd.’s going-private offer; Allied World Assurance Company Holdings, AG in connection with Transatlantic Holdings, Inc.; Cablevision independent directors in connection with the spin-off of the Madison Square Garden business; Response Genetics in its successful proxy contest settlement; FiberNet Telecom Group sale to Zayo Group; JEN Partners acquisition of Tax Credit Equity business of MMA Financial; Representation of Mediacom Communications Special Committee in connection with spin-off to Morris Communications; Allied World Assurance Company Holdings, Ltd acquisition of Darwin Professional Underwriters, Inc. and share repurchase from founding shareholder AIG; Scientific Games, Inc. acquisition of Oberthur Gaming; Macklowe Property’s bid (with Carl Icahn) to acquire Reckson Associates Realty Corp.; Acquisition by Ventas, Inc. of 67 healthcare properties from various Reichmann family entities; Bid by Oriole Partnership (comprised of Essex Property Trust, UBS Wealth Management and AEW) to acquire The Town and Country Trust; Sale of Eon Labs, Inc. to Novartis AG in connection with Hexal AG merger; Sale of Fortunoff to Trimaran Capital Partners/K Group; Sale of GovPX, Inc. to ICAP plc.;The Simon Property Group's bid to acquire Taubman Centers, Inc., its acquisition of Corporate Property Investors, Inc., its acquisitions from the New England Development Company and its partial acquisition of Rodamco N.A.; General Investment & Development Co. in connection with Post Properties proxy contest; Mannesmann AG and Olivetti S.p.A.'s acquisition of Cellular Communications International, Inc.

Financial advisor representations: Merrill Lynch & Co. in connection with Gilead Sciences, Inc.’s acquisition of CV Therapeutics, Inc., the sales of Basic Chemical Solutions to Univar and Ashland Inc.’s distribution business to TPG Capital, OAO Severstal’s acquisition of Sparrows Point steel mill, PAETEC Corp.'s merger with US LEC Corp. and its acquisition of McLeodUSA, EMC Corporation’s acquisition of RSA Security Inc., Boston Scientific’s acquisition of Guidant, Inc., Special Committee of the Sports Authority, Inc. in connection with its sale, Neoforma’s sale to Global Healthcare Exchange, LLC., ALLTEL’s acquisition of Western Wireless, Quest Diagnostics acquisition of LabOne, Inc., the sale of Intelsat, Ltd., Charter Municipal Mortgage Acceptance Company’s acquisition of Related Capital Company, The Simon Group's unsolicited acquisition of The Retail Property Trust, and Duke Realty Investments, Inc.'s acquisition of Weeks Corporation; UBS in connection with the purchase by Extra Space Storage and Prudential Financial of Storage USA, and Fairmont Hotels in connection with its sale; Peter J. Solomon Company in connection with Cost Plus Inc.’s acquisition by Bed Bath & Beyond Inc., Phillips-Van Heusen Corporation’s acquisition of Tommy Hilfiger B.V., Walgreen Co.’s acquisition of Duane Reade Holdings Inc., Hollywood Media Corp.’s proposed sale of its Broadway Ticketing Division, Tween Brands, Inc.’s merger with Dress Barn, Inc., The J.Jill Group’s sale to Talbot’s Inc., and Barnes & Noble’s spin-off of GameStop Corp.; Goldman, Sachs in connection with the acquisition of Glenborough Realty Trust by Morgan Stanley Real Estate; Banc of America Securities LLC in connection with Duke Energy Corp.’s sale of a 49 percent stake in Crescent Resources, LLC to Morgan Stanley Real Estate Fund; Centerview Partners in connection with Ventas, Inc.’s acquisition of Nationwide Health Properties, Inc. and the sale of data center properties to Digital Realty Trust; Barclays Capital in connection with going private of Mediacom Communications.

Private Equity – DLJ Merchant Banking Partners investment in Landis+Gyr Holdings AG and acquisition of a controlling interest in Den-Mat Holdings, LLC and RathGibson, Inc.; Atlas Holdings LLC acquisition of Finch, Pruyn & Company, Inc. and the simultaneous partial disposition of woodlands to The Nature Conservancy and hydrofacilities to Brookfield Power; Greenstreet Equity Partner’s acquisition of TECO Transport Corporation from TECO Energy, Inc.; MatlinPatterson Global Advisers, LLC acquisition of Southeast Generation Portfolio from Duke Energy; Warburg Pincus LLC and Credit Suisse First Boston in connection with a significant number of investments and dispositions, including Storage Mart Partners, L.L.C., Price Enterprises, Inc., Aircast, Inc., Sonus Networks, Inc. and Wall Homes, Inc.

Public Offerings – Allied World Assurance Company Holdings, Ltd in connection with its initial public offering and debt offerings; Goldman Sachs, Lehman Brothers, and Merrill Lynch & Co. in connection with the initial public offering and secondary offerings of Brookdale Senior Living Inc.; Eon Labs, Inc. and West TeleServices Corporation in connection with each of its initial public offering and secondary offerings; and United Maritime Group, LLC in connection with its debt offering and asset-based senior secured revolving credit facility.