Attorneys

Jeffrey D. Warren

Summary

Jeff Warren is a partner and head of the firm’s corporate department. His focus is on finance, business acquisitions, work outs, fund formation, partnering, governance and general commercial transactions. Mr. Warren also sits on or chairs several boards of directors, and is actively engaged in a wide variety of ongoing projects for clients in the finance, energy/oil and gas, consumer products, advertising, manufacturing, environmental services, health care, investment management, securities clearing, and other industries.

Mr. Warren brings an extraordinary set of experiences and a uniquely practical yet creative perspective to solving legal issues and to business execution, including big law firm experience in a transactional and litigation setting.

Outside of a law firm, Mr. Warren has extensive hands-on business management and venture capital investing experience. Specifically, Mr. Warren was a co-managing partner and GC of Eaglestone Investment Partners, a Southern California based, fully-invested venture capital fund. Mr. Warren has also been an interim Chief Executive for a developing stage renewable energy company.

As a lawyer, Mr. Warren’s almost 30 years of experience includes running public and private offerings, numerous business acquisitions, investment management counsel, regulatory compliance, enforcement counsel, corporate governance and business planning, and varied dispute resolution involvement. In addition to the wide array of transactional experience, Mr. Warren has appeared in bankruptcy and other courtrooms from Hawaii to New York, and been successful in defending administrative and regulatory prosecutions. Mr. Warren is appreciated by his clients for a responsible “can do” attitude and for answering questions directly whenever a direct answer can be given.

Mr. Warren also arbitrates cases as a member of the National Commercial Panel of Arbitrators for the American Arbitration Association, generally selected for a variety of commercial disputes.

Mr. Warren genuinely enjoys working with entrepreneurs and developing stage companies, and is recognized for his passion and knowledge in this area. In this regard, Mr. Warren can provide hands-on leadership for and solutions to business planning, legal and other issues confronted by developing-stage businesses. In the right circumstances, Mr. Warren can be engaged as a director and is often requested to do so. Mr. Warren has developed extensive experience in managing the varied dynamics associated with early and growth stage businesses, especially those in the life sciences or that are otherwise technically driven.

Education

Mr. Warren is a member of the bars of California, Massachusetts, Texas and Arizona, and of several Federal Courts in those jurisdictions. Mr. Warren received his undergraduate degree from Purdue University and his law degree from the University of Houston, both with honors.

Mr. Warren has remained actively involved with his alma maters, including frequent speaking appearances and a seat on the Discovery Park Advisory Council at Purdue University.

Professional Activities

Mr. Warren is frequently an invited speaker on early stage finance, business planning and related business topics, speaking often at “entrepreneurship boot camps” and similar events.

Representative Matters

Some examples of Mr. Warren’s diverse law practice experience include:

  • Completed fund formation and related work to organize hedge and VC funds.
  • Structured, negotiated and closed institutional debt and equity investments in many industries.
  • Corporate counsel in private placement transactions to finance a wide range of businesses; from oil and gas drilling and income programs, technology driven companies, to films, and to book stores, among others.
  • Counsel to buyers in private asset purchase transactions of pipeline equipment, radio stations, regional floral distributors, armored carriers, window products, banking assets, consumer products distributors, and imaging and printing equipment, to name a few. Counsel to sellers in private asset sale transactions of logistics businesses, auto parts manufacturer, mining equipment, oil and gas operators, among others.
  • Counsel to both buyers and sellers in business acquisitions structured as stock for cash and in tax-free structures in the energy, manufacturing, and consumer products industries.
  • Corporate counsel in several bankruptcy driven business acquisitions, including as the lead corporate counsel in one of the first successful prepackaged Chapter 11 reorganizations and in 363 (b) sales of assets.
  • Issuer’s counsel in a series of multi-class asset backed securities transactions underwritten by major investment banking houses, involving billions of dollars.
  • Litigation experience includes oversight of numerous matters in state and federal courts and including lead counsel role in many litigated bankruptcy matters; have appeared as creditor’s counsel in preference, fraudulent conveyance, stay relief and other cases, representing primarily major securities brokerage firms, among others.
  • Successfully argued a reported case through the bankruptcy appellate process for a major broker-dealer firm. Represented, as lead outside counsel, major oil company in connection with its Alaska operations, assisting resolution of working and other interests on the North Slope.
  • Successfully conceived and asserted an “out of the box” last minute defense to a $230MM royalty claim representing a major oil company; brought into the case on virtually the eve of trial.
  • Successfully represented broker-dealers in a variety of SEC investigative and enforcement matters, including successfully resolving enforcement matters at the Wells submission stage.
  • Preparation of SEC periodic reporting documents and annual reports for a variety of issuers.
  • Conducting or scripting the annual meetings for several companies, both public and private.
  • Represented corporate borrowers in both syndicated and direct bank financing transactions, as well as non-conventional lending transactions.
  • Numerous commercial transactions from contractual agreements to acquire feed-stocks, to athletic shoe endorsements to employment and service agreements.
  • Served as arbitrator in a variety of commercial disputes, including hedge and venture fund disputes.