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THINK BIG.
BE NIMBLE.
Big law firm experience + sophistication.
At a fraction of the cost.
It’s that simple.




Hobson Bernardino + Davis LLP is an “AV-Rated Preeminent” law firm.
The principal partners are big law firm veterans and former in-house
lawyers for national companies. We bring our sophisticated practices
and in-house lawyer insights to a more nimble platform in order to offer
more competitive rates and better serve our clients.


In short: Think big. Be nimble.


Hobson Bernardino + Davis LLP is a certified minority-owned law firm.
Practice Areas

                   Commercial Litigation                    Energy
                   Real Estate + Real Estate Finance        Corporate Matters
                   Structured Finance                       Tax Credits



                                   Representative Clients

                   Pacific Gas & Electric            California Public Employees Retirement System
                   Los Angeles Department of Water & ARCO
                   Power
                   JM Manufacturing Company (JM      BP America, Inc.
                   Eagle)
                   Asbury Environmental Services            World Oil
                   FDIC                                     Pacific Convenience & Fuels, Inc.
                   The Walt Disney Company                  Mexmil Industries
                   UPS                                      Bacardi USA, Inc.
                   Alliant Capital Tax Credit Funds         Newport Partners Tax Credits
                   The Christian Broadcast Network          Helen Grace Chocolates
                   The Synod of Southern California         Atlantic Richfield Company, Inc.
                   and Hawaii
                   Alcoa, Inc.                    Mercedes Benz of North America
                   Du Pont de Nemours and Company California Pacific Holdings, Inc.
                   Baja Fresh                     Emmanuel “Manny” Pacquiao



www.hbdlegal.com                                                                                Think Big. Be Nimble.
Meet the Firm’s Principal Partners




            Jason A. Hobson                   Rafael Bernardino, Jr.   Symeon K. Davis

            Real Estate and Structured        Commercial Litigation    Real Estate and Corporate
            Finance                                                    Matters

            Prior Affiliations:               Prior Affiliations:      Prior Affiliations:
            Pillsbury Winthrop Shaw           Arco (in-house)          Walgreen Co. (in-house)
            Pittman LLP
            Alliant Capital (in-house)        Christensen White        Liner Grode Stein
                                              Miller Fink & Jacobs     Yankelevitz Sunshine
            Cox Castle & Nicholson LLP        LLP                      Regenstreif & Taylor LLP
                                              Michelman & Robinson     Much Shelist LLP

            Law School:                       Law School:              Law School:
            University of California          University of Southern   Chicago-Kent Law School
            Hastings College of the Law       California Law Center    (1996); Princeton Univ.
            (1996)                            (1985)

            Misc. Fact:                       Misc. Fact:              Fun Fact:
            The California Public             Rafael is a              Symeon’s new passion—
            Utilities Commission              Commissioner of the      track car racing.
            appointed Jason to its Low        City of Los Angeles Fire
            Income Oversight Board.           and Police Pension
            Jason is a 5-Time finisher of     Board.
            the Ironman Triathlon.

            See full bios for the partners.


www.hbdlegal.com                                                                                  Think Big. Be Nimble.
Client References

                   Pacific Gas & Electric               JM Manufacturing Company (JM Eagle)
                   Attn: Cesar Allegria, Senior Counsel Attn: Camille Eng, General Counsel
                   Phone: 415.973.0360                  Phone: 310-693-8200

                   LA Department of Water & Power                  Allied Argenta Real Estate Partners
                   Attn: Eduardo A. Angeles                        Attn: Chuck O’Neal, Principal
                   Senior Assistant City Attorney                  Phone: 310.394.9090
                   Phone: 213.367.4580

                   Additional references available upon request.


                                      Bank References

                   Union Bank, N.A.                                Wells Fargo Bank, N.A.
                   Paul Abe, Asian Segment Manager                 Marina Babajanian, Private Banking Manager
                   Phone: 213.236.6788                             Phone: 818.508.6750



                                      Firm Contact and Office Locations

                   Jason A. Hobson                                 Los Angeles Office:
                   Hobson Bernardino + Davis LLP
                   E: jhobson@hbdlegal.com                         Ernst & Young Plaza
                   P: 213-235-9191                                 725 S. Figueroa St., Suite 3230
                                                                   Los Angeles, California 90017
                   San Francisco Office:                           Washington, D.C. Office:
                   One Embarcadero Center, Ste. 500                601 Pennsylvania Ave., NW, Suite 900
                   San Francisco, California 94111                 Washington, District of Columbia 20004

www.hbdlegal.com                                                                                         Think Big. Be Nimble.
Jason A. Hobson is an experienced real estate, tax credit
                                  and structured finance attorney with a unique blend of legal and
                                  industry-specific knowledge. Jason has broad experience in the
                                  negotiation and documentation of complex real estate transaction
                                  loans including construction, environmental and property
                                  development concerns, as well as loan work-outs, secured
                                  transactions, foreclosures and receiverships. Most of the projects
                                  which Jason provides assistance involve numerous layers of public
                                  and private funds, and complex regulatory requirements. Jason
                                  routinely advises clients on commercial real estate projects and
                                  finance matters involving significant real estate assets across the
                                  state.

                                  Jason represents investors, banks and syndicators of tax credits,
                                  as well as developers and public agencies. Jason was previously
                                  senior legal counsel and an officer of a national tax credit
                                  syndication firm engaged in Solar Tax Credit, LIHTC and Historic
                                  tax credit equity investments throughout the United States. Jason
                                  was also previously an attorney and a key member of the Real
                                  Estate and Corporate practice teams of Pillsbury Winthrop Shaw
                                  Pittman LLP and Cox, Castle & Nicholson LLP. On May 9, 2012,
Jason A. Hobson                   Jason was appointed by the California Public Utilities Commission
Partner                           in a 5-0 vote to its Low Income Oversight Board to ensure the
Ernst & Young Plaza               success of the public-private partnership programs for low-income
725 S. Figueroa St., Suite 3230   residents of California.
Los Angeles, California 90017
Phone: 213.235.9191
                                  In addition to his law practice, Jason is a board member of Synergy
jhobson@hbdlegal.com
                                  Community Development Corporation, a 501(c)(3) nonprofit
                                  corporation engaged in the preservation and development of
                                  affordable housing. Jason is a native Angeleno, and is a 5-Time
                                  finisher of the Ironman Triathlon.

                                  Education

                                  University of California, Hastings College of the Law
                                  University of California, Los Angeles Anderson School of Management
                                  California State University (Cum Laude, Highest Honors)
                                  Waseda University (Tokyo, Japan)

                                  Publications and Related Matters

                                  “Disadvantaged Get an Advantage – Federal New Markets Tax Credit
    www.hbdlegal.com                                                                                    Think Big. Be Nimble.
program pumps $460 million in new equity into California” California Real
                   Estate Journal

                   Publications and Related Matters (continued)

                   “Removing the Roadblocks: How to Make Sustainable Development
                   Happen Now” July 2009, participant in development of Berkeley Law,
                   UCLA Law and Bank of America Policy Report.

                   “Tax Credit Update – Recent Guidance for LIHTC and NMTC Programs” -
                   Pillsbury Winthrop on Affordable Housing

                    “New Markets Tax Credits: A New Idea for an Old Problem” – 2004
                   Issue, Pillsbury Winthrop on Real Estate

                   “Avoid the Pitfalls of Tenant Relocation Assistance” – Journal of Property
                   Management, co-authored with Gary P. Downs, Esq.

                   “New Markets Tax Credits: After Much Delay, NMTC Proceeds Start
                   Flowing” – 2004 Issue, Pillsbury Winthrop on Affordable Housing

                   “As Federal and State Subsidies to Older Projects Expire,
                   Developers and Public Entities Focus on Affordable Housing
                   Preservation” and “New Markets Tax Credit Update” – 2003
                   Issue, Pillsbury Winthrop on Affordable Housing

                   “Relief at Last: IRS Releases Revenue Ruling Relating to
                   Impact Fees and Eligible Basis” and “California Multifamily
                   Revenue Bond Statute Sunset Jeopardizes Third Round Deals”
                   – Premiere Issue, Pillsbury Winthrop on Affordable Housing

                   Frequent speaker and panelist on Tax Credit and Real Estate
                   matters

                   Professional Activities

                   California Public Utilities Commission’s Low Income Oversight
                   Board Member
                   Board Member, National Asian American Coalition
                   Member, National Asian Pacific American Bar Association
                   Faculty Member, Practising Law Institute (Tax Credits & Tax-
                   Exempt Bonds)
                   Member, Real Property Law Section of California State Bar
                   Board Member, San Gabriel Valley Consortium on Homelessness




www.hbdlegal.com                                                                         Think Big. Be Nimble.
Rafael Bernardino, Jr. has extensive trial experience in both
                                  civil and criminal law. He was attorney-advisor with the United States
                                  Department of Justice Office of Intelligence Policy. Rafael was born and raised
                                  in Los Angeles, where he attended the University of Southern California,
                                  earning a B.A. in Economics and his law degree. He was law clerk for the
                                  Honorable Manuel L. Real, then Chief Judge of the United States District Court
                                  for the Central District of California. Rafael served as partner in several law
                                  firms, recruiting and representing major clients such as the Los Angeles
                                  Department of Water and Power, ARCO, the Walt Disney Company, World
                                  Oil, JM Eagle, and Pacific Gas & Electric. He is the former editor-in-chief of
                                  Sheppard's California Environmental Law Reporter and author of numerous
                                  legal articles. Committed to the Mexican-American community, Rafael has
                                  been a member of the Mexican-American Bar Association, Hispanic National
                                  Bar Association, and the Mexican-American Legal Defense and Education
                                  Fund. He is a member of the Democratic Congressional Campaign
                                  Committee's "Speaker's Cabinet." Mr. Bernardino is currently Commissioner
                                  of the Proposition “Q” Citizen Oversight Commission and the Los Angeles
                                  Fireman, Police Pension Board.


                                  Representative Clients (Past & Current): Air France· Alcoa, Inc.·Asbury
                                  Environmental Services·Atlantic Richfield Company, Inc.· BP America, Inc.·
Rafael Bernardino, Jr.
Partner                           California Pacific Holdings, Inc. ·The Christian Broadcasting Network · City of
Ernst & Young Plaza               Cudahy · City of Los Angeles, Department of Water & Power · City of South
725 S. Figueroa St., Suite 3230   Gate· Du Pont de Nemours and Company · Helen Grace Chocolates, Inc. · JM
Los Angeles, California 90017     Eagle · Koch Industries, Inc.· Mercedes Benz of North America · MGM/UA
Phone: 213.235.9190
rbernardino@hbdlegal.com
                                  Communications Company · Multicoat Products, Inc · Pacific Gas & Electric
                                  Company · The Walt Disney Company · World Oil, Inc.

                                  Education:

                                  University of Southern California Law Center
                                  Los Angeles, California 1984
                                  Member, Southern California Law Review

                                  University of Southern California
                                  Los Angeles, California 1981
                                  A.B. Economics and Political Science


 www.hbdlegal.com                                                                                            Think Big. Be Nimble.
Prior Government Service:

                   Attorney Advisor, United States Department of Justice, Office of Intelligence
                   Top Secret and Secure Compartmented Information Clearance
                   Washington, D.C. 1987-1989

                   Law Clerk to the Honorable Manuel L. Real
                   Chief Judge of the United States District Court for the Central District of
                   California, Los Angeles, California 1984-1985

                   Community Affiliations:

                   Asian American Bar Association
                   Asian Pacific American Bar Association
                   Filipino American Service Group (Board Member)
                   Hispanic National Bar Association
                   Italian American Bar Association
                   Mexican American Bar Association
                   Mexican American Legal Defense & Education Fund
                   National Association for the Advancement of Colored People
                   Philippine American Bar Association
                   Southern California Chinese Lawyers Association
                   University of Southern California Alumni Association

                   Publications:

                   Editor in Chief, Sheppards California Law Reporter
                   Santa Monica, California 1991 - 1992




www.hbdlegal.com                                                                               Think Big. Be Nimble.
Symeon K. Davis              is an accomplished transactional attorney in
                                  the areas of commercial real estate and corporate transactions. He
                                  structures and negotiates agreements for commercial real estate
                                  transactions across all asset classes, including major acquisitions,
                                  dispositions, leases and easements, and a variety of development deals
                                  for shopping center, retail, office, industrial and multi-use properties.
                                  Symeon also has experience with real estate debt and equity capital
                                  transactions, including private placements and loans, as well as related
                                  corporate formation and broker agreements. He consistently creates
                                  added value for clients based on his significant expertise with retail and
                                  large leasing deals.

                                  Symeon was previously an attorney at a corporate firm in Los Angeles
                                  and a real estate firm based in Chicago. Prior to private practice, he was
                                  senior legal counsel for the nation’s top chain drug store retailer, where he
                                  was responsible for negotiating real estate transactions totaling more than
                                  $1.2 billion. Previously, Symeon served as a judicial law clerk for the
                                  Honorable Chief Justice Charles E. Freeman of the Illinois Supreme
                                  Court, for the Honorable Presiding Justice William Cousins, Jr. of the
                                  Appellate Court of Illinois (First District) and for the Honorable Presiding
                                  Judge Earl E. Strayhorn of the First Municipal District of the Circuit Court
                                  of Cook County (Illinois).

                                  Symeon enjoys photography, skiing, golf and his new passion—track car
                                  racing.
Symeon K. Davis
Partner                           Education
Ernst & Young Plaza
725 S. Figueroa St., Suite 3230
Los Angeles, California 90017
                                  Symeon received his A.B. in Sociology from Princeton University in 1992,
Phone: 213.235.9192               and his J.D. from Chicago-Kent College of Law in 1997.
sdavis@hbdlegal.com
                                  While in law school, Symeon was appointed by the administration to
                                  numerous key committees, including the Dean Selection Committee, the
                                  Faculty Appointment Committee and the Student Admissions and
                                  Recruitment Committee. During his final year of law school, he was
                                  elected President of the Black Law Students Association and was
                                  Chairman of the Write-On Committee of the Chicago-Kent Journal of
                                  Intellectual Property.

                                  Professional Activities

                                  International Council of Shopping Centers
                                  National Academy of Recording Arts and Sciences (Grammys)
                                  Princeton Club of Southern California
                                  Chicago Bar Association (former Vice Chair of the Arts and Entertainment
     www.hbdlegal.com                                                                                  Think Big. Be Nimble.
Law Committee)
                   Perspectives Charter School (former member of the Board of Directors)

                   Awards

                   While in law school, Symeon won the American Jurisprudence Award for
                   legal writing, was the national champion of the Sandy Brown Memorial
                   Scholarship Essay Competition, earned the Black Law Students
                   Association Outstanding Student of the Year Award and was regularly on
                   the Dean’s Honor List.

                   Admissions

                   Symeon is admitted to practice in California and Illinois.




www.hbdlegal.com                                                                       Think Big. Be Nimble.
Commercial Litigation and Dispute Resolution


                   The Firm’s litigators specialize in counseling and handling of complex
                   litigation involving business clients in disputes with other businesses,
                   government entities, or groups of individuals, each of which necessarily
                   involves an understanding of both the business issue and the industry of
                   the client. We represent leaders in diverse industry sectors, including
                   Fortune 100 companies, in connection with their most important litigation
                   matters. What sets us apart from our peers is our trial and arbitration
                   experience, our competitive rate structure and class action expertise.
                   Our ultimate goal is to advance our clients’ interests. We understand that
                   a client’s business plan, balance sheet, and competitive profile are critical
                   elements for successfully positioning litigation matters from the outset. We
                   are committed to developing solutions to help our clients solve their
                   toughest problems, and we approach each new challenge as an urgent
                   business matter to be resolved expeditiously and cost-effectively. We
                   specialize in work for clients across all industries with respect to disputes
                   including:
                          Breach of Contract/Fiduciary Duty

                          Environmental Litigation

                          Property Damage Litigation

                          Business Torts

                          Partnership Disputes

                          Private Deals/Post-Closing Disputes

                          Bad Faith Litigation/Insurance Disputes

                          Regulatory Litigation

                   We aggressively seek litigation solutions short of trial, and we have
                   significant expertise in alternative dispute resolution methods such as
                   mediation and arbitration. In structuring settlements, we look at the overall
                   insurance, regulatory, and tax implications—both in the near-term and for
                   the future. When trial is called for, we bring exceptional experience and
                   skill to the courtroom as well as an impressive record of success.
                   Before litigation, the Firm’s attorneys are frequently called upon to counsel
                   clients on ways to minimize liability exposure, assess litigation risks and
                   objectives, or develop strategies in light of recent judicial trends. Although
www.hbdlegal.com                                                                              Think Big. Be Nimble.
the firm’s practice includes highly experienced litigators, we often structure
                   and negotiate creative, cost-effective, consensual resolutions that achieve
                   our clients' objectives without incurring the cost, delay, and risk of
                   protracted litigation. Indeed, we believe that our reputation for litigation
                   success enhances our ability to achieve favorable negotiated results. Our
                   clients benefit from the credibility we have built up with the courts over
                   many years.


                   Contract disputes form the basis of virtually all business litigation and the
                   Firm’s attorneys have extensive experience in presenting complex
                   contractual disputes to both juries and courts in high-stakes commercial
                   cases. Among the clients that the Firm’s Attorneys have represented in
                   complex contractual disputes are: Air France, Alcoa, Inc., Asbury
                   Environmental Services, Atlantic Richfield Company, Inc., BP America,
                   Inc., California Pacific Holdings, Inc., the City of Cudahy, City of Los
                   Angeles, Department of Water and Power, and the City of West Covina.


                   SIGNIFICANT TRIALS:
                   Kleinman v. American States Insurance Company - obtained $7.96 million
                   verdict against major insurance company.
                   United States v. Danny Means - obtained not guilty verdict for client
                   charged with bribing an IRS Revenue Officer.
                   United States v. Akin - obtained verdicts of guilty in nationwide insurance
                   fraud case. Led task force of more than fifty personnel from Internal
                   Revenue Service, Postal Inspection Service, Interstate Commerce
                   Commission and Department of Transportation.
                   United States v. Tyler - obtained guilty verdicts against officer of company
                   engaging in securities fraud and ponzi scheme.
                   United States v. Pratte - obtained guilty verdicts against owner of
                   retirement facility for loan fraud.
                   United States v. Lawson - obtained guilty verdicts against tax preparer for
                   tax crimes.


                   SIGNIFICANT INJUNCTIONS OBTAINED:
                   Representation in cases in which injunctions were obtained on behalf of
                   clients involving billions of dollars, namely:
                   Independent Living Center of Southern California v. Shewry, Central
                   District of California, injunction obtained on August 18, 2008;
www.hbdlegal.com                                                                             Think Big. Be Nimble.
Independent Living Center of Southern California v. Shewry, Central
                   District of California, injunction obtained on November 17, 2008;
                   Managed Pharmacy Car v. Maxwell-Jolly, Central District of California,
                   injunction obtained on February 27, 2009; and
                   California Pharmacists Association v. Maxwell-Jolly, Central District of
                   California, injunction obtained on May 5, 2010.


                   RECENT SIGNIFICANT FILINGS IN UNITED STATES SUPREME
                   COURT:
                   David Maxwell-Jolly v. Independent Living Center of Southern California,
                   Brief in Opposition, May 22, 2009;
                   David Maxwell-Jolly v. Independent Living Center of Southern California,
                   Brief in Opposition, April 19, 2010 (Petition granted on January 18, 2011);
                   and
                   David Maxwell-Jolly v. California Pharmacists Association, Brief in
                   Opposition, May 24, 2010 (Petition granted on January 18, 2011).




www.hbdlegal.com                                                                              Think Big. Be Nimble.
Energy


                   The firm’s attorneys have extensive experience representing clients
                   involved in the delivery and production of energy, including oil, gas,
                   electricity and renewable methods. We provide comprehensive legal
                   services for national and international companies acquiring, expanding,
                   developing or operating power-generation projects.
                   We assist clients with the development of energy-generating and energy-
                   distribution facilities, such as power plants and natural-gas pipelines;
                   negotiation of energy-related services, such as energy infrastructure
                   agreements for new development projects; acquisition-related activities for
                   power plants; and ongoing advice on critical operational issues.
                   Our energy attorneys offer services including:
                          Due diligence

                          Deal structuring

                          Drafting and negotiating documents for acquisition, financing and
                           contracts

                          Negotiating power purchase and power sale agreements

                          Renewable Energy Tax Credit matters.

                          General real estate, corporate and compliance counseling for
                           operational projects

                   We also have specific expertise in the electric power industry. We have
                   represented and advised public power utilities as well as industrial and
                   commercial end-use customers in connection with a wide range of electric
                   energy issues and litigation matters.




www.hbdlegal.com                                                                          Think Big. Be Nimble.
Corporate Matters


                   The firm’s lawyers routinely provide corporate counsel to a wide range of
                   clients in various industries and sectors, advising them on legal issues
                   encountered in everyday business operations. In other cases, clients
                   seek our help as local or special counsel on complex transactional or
                   operational matters such as:
                          Corporate Governance
                          Financial Restructuring
                          International Finance
                          Mergers and Acquisitions
                           H                        H




                          Private and Public Debt and Equity Financing
                          Special Needs of Banks, Emerging Businesses                    and
                           Entertainment Companies
                          Dissolution of Business Entities, Bankruptcy workouts and
                           dispositions
                          Commercial Finance
                          Intellectual property protection
                          Commercial licensing and distribution agreements
                          Executive compensation and employee benefits
                          Tax-exempt organization qualification, operations and fundraising
                           activities
                          Commercial licensing and distribution agreements

                   All of the attorneys are big law firm veterans as well as previously in-
                   house lawyers for national companies. As such, we understand in-house
                   dynamics and the added value of accessible legal counsel. Our corporate
                   services are tailored to each client's unique operating environment and
                   growth sensitivities. Our clients include multinational corporations,
                   middle-market businesses, start-up joint venture entities, entrepreneurs
                   and nonprofit organizations in different sectors including aviation and
                   aerospace, national and community banks, media and
                   telecommunications, sports and entertainment, education, energy and
                   utilities, health care and biotechnology, manufacturing to commercial real
                   estate.




www.hbdlegal.com                                                                          Think Big. Be Nimble.
Tax Credit Financing


                   Renewable Energy Tax Credits. Hobson Bernardino + Davis LLP
                   attorneys have supported clients in many renewable energy and project
                   finance arrangements. Our experience includes creating and
                   implementing a variety of financing and investor relationships for
                   renewable energy projects. These may include bonds, leases, sale-
                   leaseback arrangements and other ownership and investment structures.
                   We also are experienced in monetizing the environmental attributes of
                   renewable energy, which may have substantial value and provide critical
                   additional revenue. Our attorneys are sensitive to the unique tax
                   ramifications of renewable energy projects. As such, we specialize in the
                   representation of investors, guarantors, sponsors, syndicators, developers
                   and lenders in all aspect of tax credit transactions, including energy tax
                   credits such as renewable (solar, wind, biomass) electricity credits under
                   the Internal Revenue Code. We have extensive experience in the issues
                   involved in combining energy credits with LIHTC or NMTC transactions.

                   Low-Income Housing Tax Credits. Our firm’s principals have extensive
                   experience in the financing of affordable housing developments
                   throughout the United States using LIHTCs. Our experience in multifamily
                   development and finance has been an invaluable asset to our developers
                   and investors structuring transactions to include historic tax credits.
                   New Markets Tax Credits + Historic Tax Credits. Our firm’s principals
                   have extensive experience in the financing of historic buildings throughout
                   the United States using historic tax credits. Our experience in multifamily
                   and commercial development and finance has been an invaluable asset to
                   our developers and investors structuring transactions to include historic
                   tax credits.
                   Film Tax Credits. Hobson Bernardino + Davis LLP lawyers specialize in
                   tax-advantage structures for film finance, including state tax credits
                   available for production companies. To date, we have structured state tax
                   credit finance deals (certificated and non-certificated state tax credits),
                   together with accelerated and bonus depreciation, in order to offset
                   production costs and to stimulate local economies.




www.hbdlegal.com                                                                          Think Big. Be Nimble.
Real Estate Finance

                   Our real estate finance practice has developed a reputation for responsive
                   and cost-effective representation. We are active market participants in
                   creatively guiding clients through challenges during this time of
                   unprecedented disruption in the credit markets. We represent real estate
                   industry clients as borrowers, lenders or investors in a wide range of debt
                   and debt-related matters, including financings and refinancings, loan
                   extensions and restructurings, negotiated workouts, foreclosure and in-
                   lieu transactions, and associated litigation, as well as investments in
                   distressed debt.

                   We have longstanding experience through many evolutions in real estate
                   finance in both up and down cycles, including:

                          Acquisition, construction and permanent mortgage financing for
                           all property types

                          Mezzanine and other subordinated debt financing

                          Credit facilities for REITs and other operating companies

                          Subscription secured credit facilities for funds

                          Participated, syndicated and securitized debt

                          Multi-layered borrower structures and complex creditor
                           arrangements

                   We are currently assisting clients as they invest, finance, refinance,
                   modify, extend, workout, foreclose and otherwise deal with both
                   performing and non-performing debt in a time of greatly reduced
                   valuations and impaired debt and equity capital markets. As clients work
                   to de-lever their holdings, we are also assisting in evaluations of entire
                   portfolios, and with sales and other capital-raising transactions.
                   We understand the complexities involved in both existing and proposed
                   capital structures and the varying motivations of stakeholders. Our broad
                   and deep experience allows us to counsel clients effectively as they
                   address a variety of financing needs, problems and opportunities in a very
                   challenging environment.



www.hbdlegal.com                                                                            Think Big. Be Nimble.
Real Estate


                   Real estate development requires technical expertise and dedication.
                   With a deep understanding of the legal and business issues of real estate
                   development, we’re committed to helping clients through the process —
                   from concept to completion. We counsel developers, investors, corporate
                   owners and managers, nonprofit institutions, and lenders in large-scale
                   projects of all kinds.
                   We help clients manage the conflicting needs of developers, lenders,
                   tenants, public authorities, and other stakeholders to find common ground
                   and appropriate, cost-effective solutions. From site evaluation, due
                   diligence, acquisition, permitting, zoning and financing, to construction,
                   leasing, and disposition, we take a proactive approach to addressing
                   issues before they become problems.
                   Our clients rely on us for development-related advice that addresses the
                   complexities and transactional demands of the real estate development
                   process. Our services cover:
                          Institutional financing

                          Environmental permitting

                          Historic preservation

                          Architectural and construction contracts

                          Securitization of real estate-related investments

                          Real estate joint ventures and partnerships

                          Hazardous materials remediation, cost recovery and liability
                           management

                          Public land acquisitions

                          Specialized tax treatment




www.hbdlegal.com                                                                          Think Big. Be Nimble.
Labor and Employment

                   The Firm has significant experience in labor and employment matters. We
                   regularly provide counseling and litigation avoidance strategies
                   concerning discrimination, whistleblower, harassment, retaliation, tort
                   claims and wrongful termination claims. We are proud of our record
                   before the Equal Employment Opportunity Commission, state court and
                   federal court. We have successfully tried more than 50 cases (bench and
                   jury trials) and class actions. The Firm’s attorneys have extensive
                   experience representing local municipalities and businesses, for-profit and
                   nonprofit. The Firm’s labor and employment practice is led by Myrna
                   Castañón.
                   The labor and employment legal services which we are poised to render in
                   an affordable housing, real estate transaction include the following:
                          Discrimination based on sex, race, national origin, color, sexual
                           orientation and national origin

                          Disability Discrimination and Reasonable Accommodation under
                           the Rehabilitation Act

                          Racial Harassment

                          Sexual Harassment

                          Union and Labor Collective Bargaining Agreements

                          Worker’s Compensation Fraud

                          OSHA Compliance

                          Family Medical Leave Act Violations

                          Religious Accommodation

                          Reduction in Force (RIF) Issues

                          Unenforced Lease Issues

                   A detailed list of labor and employment-related cases and results is
                   available upon request.



www.hbdlegal.com                                                                           Think Big. Be Nimble.
Meet the HB+D Team Members




            Stanley L. Friedman
            Partner


            Stanley L. Friedman has over 25+ years litigation experience in business litigation,
            contract disputes and white collar crimes. Stanley is graduate of the University of
            Southern California Law School, and has since been a fixture in the federal and state
            courts in Southern California. Stanley is a member of the Los Angeles County and
            American (White Collar Crime Committee, Rules of Criminal Procedure and Evidence
            Committee), State Bar of California (Member, Criminal Law Advisory Commission),
            National Association of Criminal Defense Lawyers, Association of Federal Defense
            Attorneys, and the Los Angeles Criminal Justice Inn of Court (Master).


            Myrna Castañón
            Partner

            Myrna Castanon is a labor and employment attorney with 15+ years of experience. Ms.
            Castañón has litigated cases in Northern and Southern California. Prior to working for the
            United States Postal Service, Ms. Castañón worked as an associate at Kazan, McClain,
            Edises, Simon & Abrams, where she practiced products liability litigation. After working
            in the private sector, she worked in the public sector and specialized in Labor &
            Employment.

            Ms. Castañón started working for the United States Postal Service in 2000. She
            represented management before the EEOC, MSPB, and the United States District Courts
            in the Northern and Central Districts. While at the Postal Service, she also served as an
            Acting Deputy Managing Counsel and in that capacity she managed attorneys in the area
            of Labor & Employment. During her tenure with the Postal Service, she had a 90+%
            success rate in handling her cases. She was lead counsel in a multi-million dollar class
            action, race discrimination case and was solely responsible for preparing the case for
            trial. This was the largest case handled by the Postal Service in the Pacific Area. Not only
            did she obtain a successful verdict, but she was given one of the highest awards in the
            Postal Service and recognized for her outstanding performance.


www.hbdlegal.com                                                                                    Think Big. Be Nimble.
Ms. Castañón also served as a Special Assistant United States Attorney for the United
            States Attorneys Office in the Northern District of California. She trained federal agents
            and prosecuted white collar offenses, such as mail fraud and worker’s compensation
            fraud. She successfully tried a $600,000 dollar disability discrimination case in district
            court and obtained a jury verdict in 30 minutes. She received her undergraduate degree
            in History at the University of California, Los Angeles. At UCLA, she received an
            academic scholarship and was on the Dean’s Honor List for four terms. Ms. Castañón
            received her law degree from the University of California, Hastings College of the Law.
            She is licensed to practice law before the State of California and the United States Court
            of Appeal for the Ninth Circuit.

            In addition to litigating cases, Ms. Castañón advised and counseled management on
            various employment matters, including proposed actions. She trained management in the
            areas of sexual harassment, disability discrimination, and FMLA (Family Medical Leave
            Act). Ms. Castañón is fluent in Spanish and has used her language skills to assist low-
            income Spanish speakers. She was profiled in the San Francisco legal periodical, The
            Recorder, for outstanding pro bono services. She is also a member of the American Bar
            Association, the State Bar of California, the Mexican American Bar Association, and the
            Beverly Hills Bar Association.


            Howard J. Kern
            Of Counsel

            Howard represents companies in connection with financing opportunities and securities
            matters. Howard regularly advises clients in connection with formation of investment
            entities and regulatory issues related thereto. Howard also has significant experience in
            the drafting and negotiation of M&A transactions, reverse mergers and traditional IPOs,
            and the preparation of SEC filings in connection therewith.

            Prior to joining Hobson Bernardino + Davis LLP as counsel, Mr. Kern was a shareholder
            for the international law firm, Greenberg Traurig LLP in its Los Angeles, California
            office. With Greenberg Traurig LLP, Howard focused on M&A transactions, venture
            capital transactions, NASD arbitrations, corporate and transactional structuring;
            representing underwriters in connection with public offering; corporate governance in
            connection with 1934 Act reporting.

            Benjamin N. Cardozo School of Law, J.D., with high honors (top 5% of Class), June
            1986 (Member of Cardozo Law Review)
            Rutgers College, B.A., Business Administration, May 1982 (Top 25% of Class)

            Howard has published articles on reverse mergers and executive compensation.




www.hbdlegal.com                                                                                  Think Big. Be Nimble.
Christopher R. Pantel
            Of Counsel


            Christopher R. Pantel is a civil litigation attorney with expertise in complex commercial
            litigation, contract and business disputes, white collar crime, securities fraud, product
            liability, mass torts, labor, hour and wage disputes, wrongful termination, unfair
            competition, class action, copyright, receivership, lender liability and judgment
            enforcement defense.

            Prior to practicing law in California, Christopher was an associate in the Complex
            Litigation and Business Fraud practice group of Cadwalader, Wickersham & Taft LLP, in
            Washington, D.C. Christopher worked on numerous high-profile matters involving,
            among other corporate entities, Enron, WorldCom and AOL.

            Christopher graduated from Georgetown University with a B.S. in Foreign Service in
            1996. He received his J.D., With Honors, from George Washington University Law
            School in 2002. During law school, Christopher interned with the Department of Justice
            and a federal judge.

            Christopher is admitted to practice law in California (2008), Washington, D.C. (2003),
            and Virginia (2002).


            Ashton R. Watkins
            Of Counsel


            Ashton R. Watkins is an experienced litigation trial attorney. He has tried cases in both
            state and federal courts, as well as administrative tribunals. Mr. Watkins’ focuses on
            complex litigation, with an emphasis on real estate and business disputes. He regularly
            represents clients in the financial services industry, retailers and a diverse group of
            professionals (pharmacists, medical doctors, physical therapists) in actions involving
            claims of breach of contract, mortgage fraud, bankruptcy, negligence and violations of
            the California Business and Professions Code. He also represents litigation clients in the
            entertainment industry, including actors, movie producers and cinematographers. He has
            also represented criminal defendants facing fraud charges.

            Mr. Watkins is focused on results at the trial and appellate levels. He first tries to
            negotiate a settlement favorable to the client and, if that fails, takes the case to trial. He
            has obtained judgments and settlements for clients in excess of $2 million dollars. He has
            also obtained defense verdicts, saving his clients several millions in potential jury
            verdicts. He has also represented homeowners and renters in foreclosure related lawsuits
            and evictions. Over the last two years, Mr. Watkins has successfully defended several
            eviction cases against an overly aggressive property owner seeking to evict its long-term
            tenants who were paying less than the market rent for their units.

www.hbdlegal.com                                                                                      Think Big. Be Nimble.
He has also successfully briefed and argued an appeal in Le v. Pham (2010) 180 Cal.
            App. 4th 1201. His victory expanded the fiduciary obligations of owners in regulated
            professional corporations. The general principle enunciated in that case applies to
            pharmacy corporations, professional law corporations and medical corporations.

            Mr. Watkins received his J.D. from the UCLA School of Law in 2004, where he
            participated in the school’s Moot Court program. He received his B.A. in Sociology and
            Criminal Justice in 2000 from California State University at Bakersfield, where he earned
            the Outstanding Undergraduate Student Award and served as a Teaching Assistant for
            undergraduate courses.


            Diana G. Fakhrai
            Of Counsel


            Diana G. Fakhrai is an experienced immigration attorney, with knowledge in all aspects
            of immigration law. Diana is a graduate of the University of California San Diego
            (Masters in Pacific Rim Studies in 2004, and B.A. in Economics in 2001). During
            graduate school Diana worked as a consultant for Atkins International. After graduate
            school, she attended the University of Wisconsin Law School. During law school, Diana
            interned for the Honorable Charles Dykman of the Wisconsin Court of Appeals. She also
            co-founded the Middle Eastern Law Students Association and served as its president
            during her third year of law school and was an articles editor for the Wisconsin
            International Law Journal.

            Diana’s passion for Immigration and Nationality Law started in law school when she
            worked at immigration clinics. That passion grew and after law school she worked for
            Catholic Charities as an immigration attorney. Diana then worked as an associate in a
            private firm in Downtown Los Angeles before starting her own law firm, the Law Offices
            of Diana G. Fakhrai in 2011.

            Diana currently serves on the Executive Board of the University of California, San Diego
            and as the liaison for the American Immigration Lawyers Association. She is also a
            member of the National American Immigration Lawyers Association Pro Bono
            Committee. In the past she has served as the liaison for the Executive Office of
            Immigration Review for the American Immigration Lawyers Association.

            University of Wisconsin Law School (2007)
            Wisconsin International Journal-Articles Editor
            Middle Eastern Law Students Association-President
            University of California, San Diego
            (School of International Relations and Pacific Rim Studies), Masters (2004)
            University of California, San Diego (Economics) B.A. 2001


www.hbdlegal.com                                                                                  Think Big. Be Nimble.
Dmitry Chesnokov
            Of Counsel


            Dmitry Chesnokov is a sports and entertainment lawyer for Hobson Bernardino + Davis
            LLP, handling both transactional and litigation matters for clients. Mr. Chesnokov is
            licensed to practice in the State of California and Russia. Mr. Chesnokov received his
            law degree from the Moscow Academy of Business in Moscow, Russia and studied at the
            University of Essex School of Law in the United Kingdom. Mr. Chesnokov is fluent in
            Russian. In his litigation practice, Mr. Chesnokov has a strong background in
            government investigations, FCPA, due diligence, extensive knowledge of e-discovery
            matters. In his transactional practice, Mr. Chesnokov represents international athletes
            and entertainers.
            Dmitry Chesnokov is also an internationally recognized sportswriter. His groundbreaking
            interviews with NHL stars have made news around the world. His critically acclaimed
            reporting of the Lokomotiv air crash was picked up by most major media outlets,
            including BBC, NBC Sports, TSN, ESPN, the Washington Post and many others.
            Dmitry is a senior writer at Yahoo! Sports and other new and traditional media outlets.
            Member of the International Sports Press Association and the prestigious Professional
            Hockey Writers Association, Dmitry is also an on-air contributor to TSN, Canada’s
            leading English language sports TV channel.




www.hbdlegal.com                                                                                Think Big. Be Nimble.

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Hobson Bernardino Davis Capabilities

  • 2. Big law firm experience + sophistication. At a fraction of the cost. It’s that simple. Hobson Bernardino + Davis LLP is an “AV-Rated Preeminent” law firm. The principal partners are big law firm veterans and former in-house lawyers for national companies. We bring our sophisticated practices and in-house lawyer insights to a more nimble platform in order to offer more competitive rates and better serve our clients. In short: Think big. Be nimble. Hobson Bernardino + Davis LLP is a certified minority-owned law firm.
  • 3. Practice Areas Commercial Litigation Energy Real Estate + Real Estate Finance Corporate Matters Structured Finance Tax Credits Representative Clients Pacific Gas & Electric California Public Employees Retirement System Los Angeles Department of Water & ARCO Power JM Manufacturing Company (JM BP America, Inc. Eagle) Asbury Environmental Services World Oil FDIC Pacific Convenience & Fuels, Inc. The Walt Disney Company Mexmil Industries UPS Bacardi USA, Inc. Alliant Capital Tax Credit Funds Newport Partners Tax Credits The Christian Broadcast Network Helen Grace Chocolates The Synod of Southern California Atlantic Richfield Company, Inc. and Hawaii Alcoa, Inc. Mercedes Benz of North America Du Pont de Nemours and Company California Pacific Holdings, Inc. Baja Fresh Emmanuel “Manny” Pacquiao www.hbdlegal.com Think Big. Be Nimble.
  • 4. Meet the Firm’s Principal Partners Jason A. Hobson Rafael Bernardino, Jr. Symeon K. Davis Real Estate and Structured Commercial Litigation Real Estate and Corporate Finance Matters Prior Affiliations: Prior Affiliations: Prior Affiliations: Pillsbury Winthrop Shaw Arco (in-house) Walgreen Co. (in-house) Pittman LLP Alliant Capital (in-house) Christensen White Liner Grode Stein Miller Fink & Jacobs Yankelevitz Sunshine Cox Castle & Nicholson LLP LLP Regenstreif & Taylor LLP Michelman & Robinson Much Shelist LLP Law School: Law School: Law School: University of California University of Southern Chicago-Kent Law School Hastings College of the Law California Law Center (1996); Princeton Univ. (1996) (1985) Misc. Fact: Misc. Fact: Fun Fact: The California Public Rafael is a Symeon’s new passion— Utilities Commission Commissioner of the track car racing. appointed Jason to its Low City of Los Angeles Fire Income Oversight Board. and Police Pension Jason is a 5-Time finisher of Board. the Ironman Triathlon. See full bios for the partners. www.hbdlegal.com Think Big. Be Nimble.
  • 5. Client References Pacific Gas & Electric JM Manufacturing Company (JM Eagle) Attn: Cesar Allegria, Senior Counsel Attn: Camille Eng, General Counsel Phone: 415.973.0360 Phone: 310-693-8200 LA Department of Water & Power Allied Argenta Real Estate Partners Attn: Eduardo A. Angeles Attn: Chuck O’Neal, Principal Senior Assistant City Attorney Phone: 310.394.9090 Phone: 213.367.4580 Additional references available upon request. Bank References Union Bank, N.A. Wells Fargo Bank, N.A. Paul Abe, Asian Segment Manager Marina Babajanian, Private Banking Manager Phone: 213.236.6788 Phone: 818.508.6750 Firm Contact and Office Locations Jason A. Hobson Los Angeles Office: Hobson Bernardino + Davis LLP E: jhobson@hbdlegal.com Ernst & Young Plaza P: 213-235-9191 725 S. Figueroa St., Suite 3230 Los Angeles, California 90017 San Francisco Office: Washington, D.C. Office: One Embarcadero Center, Ste. 500 601 Pennsylvania Ave., NW, Suite 900 San Francisco, California 94111 Washington, District of Columbia 20004 www.hbdlegal.com Think Big. Be Nimble.
  • 6. Jason A. Hobson is an experienced real estate, tax credit and structured finance attorney with a unique blend of legal and industry-specific knowledge. Jason has broad experience in the negotiation and documentation of complex real estate transaction loans including construction, environmental and property development concerns, as well as loan work-outs, secured transactions, foreclosures and receiverships. Most of the projects which Jason provides assistance involve numerous layers of public and private funds, and complex regulatory requirements. Jason routinely advises clients on commercial real estate projects and finance matters involving significant real estate assets across the state. Jason represents investors, banks and syndicators of tax credits, as well as developers and public agencies. Jason was previously senior legal counsel and an officer of a national tax credit syndication firm engaged in Solar Tax Credit, LIHTC and Historic tax credit equity investments throughout the United States. Jason was also previously an attorney and a key member of the Real Estate and Corporate practice teams of Pillsbury Winthrop Shaw Pittman LLP and Cox, Castle & Nicholson LLP. On May 9, 2012, Jason A. Hobson Jason was appointed by the California Public Utilities Commission Partner in a 5-0 vote to its Low Income Oversight Board to ensure the Ernst & Young Plaza success of the public-private partnership programs for low-income 725 S. Figueroa St., Suite 3230 residents of California. Los Angeles, California 90017 Phone: 213.235.9191 In addition to his law practice, Jason is a board member of Synergy jhobson@hbdlegal.com Community Development Corporation, a 501(c)(3) nonprofit corporation engaged in the preservation and development of affordable housing. Jason is a native Angeleno, and is a 5-Time finisher of the Ironman Triathlon. Education University of California, Hastings College of the Law University of California, Los Angeles Anderson School of Management California State University (Cum Laude, Highest Honors) Waseda University (Tokyo, Japan) Publications and Related Matters “Disadvantaged Get an Advantage – Federal New Markets Tax Credit www.hbdlegal.com Think Big. Be Nimble.
  • 7. program pumps $460 million in new equity into California” California Real Estate Journal Publications and Related Matters (continued) “Removing the Roadblocks: How to Make Sustainable Development Happen Now” July 2009, participant in development of Berkeley Law, UCLA Law and Bank of America Policy Report. “Tax Credit Update – Recent Guidance for LIHTC and NMTC Programs” - Pillsbury Winthrop on Affordable Housing “New Markets Tax Credits: A New Idea for an Old Problem” – 2004 Issue, Pillsbury Winthrop on Real Estate “Avoid the Pitfalls of Tenant Relocation Assistance” – Journal of Property Management, co-authored with Gary P. Downs, Esq. “New Markets Tax Credits: After Much Delay, NMTC Proceeds Start Flowing” – 2004 Issue, Pillsbury Winthrop on Affordable Housing “As Federal and State Subsidies to Older Projects Expire, Developers and Public Entities Focus on Affordable Housing Preservation” and “New Markets Tax Credit Update” – 2003 Issue, Pillsbury Winthrop on Affordable Housing “Relief at Last: IRS Releases Revenue Ruling Relating to Impact Fees and Eligible Basis” and “California Multifamily Revenue Bond Statute Sunset Jeopardizes Third Round Deals” – Premiere Issue, Pillsbury Winthrop on Affordable Housing Frequent speaker and panelist on Tax Credit and Real Estate matters Professional Activities California Public Utilities Commission’s Low Income Oversight Board Member Board Member, National Asian American Coalition Member, National Asian Pacific American Bar Association Faculty Member, Practising Law Institute (Tax Credits & Tax- Exempt Bonds) Member, Real Property Law Section of California State Bar Board Member, San Gabriel Valley Consortium on Homelessness www.hbdlegal.com Think Big. Be Nimble.
  • 8. Rafael Bernardino, Jr. has extensive trial experience in both civil and criminal law. He was attorney-advisor with the United States Department of Justice Office of Intelligence Policy. Rafael was born and raised in Los Angeles, where he attended the University of Southern California, earning a B.A. in Economics and his law degree. He was law clerk for the Honorable Manuel L. Real, then Chief Judge of the United States District Court for the Central District of California. Rafael served as partner in several law firms, recruiting and representing major clients such as the Los Angeles Department of Water and Power, ARCO, the Walt Disney Company, World Oil, JM Eagle, and Pacific Gas & Electric. He is the former editor-in-chief of Sheppard's California Environmental Law Reporter and author of numerous legal articles. Committed to the Mexican-American community, Rafael has been a member of the Mexican-American Bar Association, Hispanic National Bar Association, and the Mexican-American Legal Defense and Education Fund. He is a member of the Democratic Congressional Campaign Committee's "Speaker's Cabinet." Mr. Bernardino is currently Commissioner of the Proposition “Q” Citizen Oversight Commission and the Los Angeles Fireman, Police Pension Board. Representative Clients (Past & Current): Air France· Alcoa, Inc.·Asbury Environmental Services·Atlantic Richfield Company, Inc.· BP America, Inc.· Rafael Bernardino, Jr. Partner California Pacific Holdings, Inc. ·The Christian Broadcasting Network · City of Ernst & Young Plaza Cudahy · City of Los Angeles, Department of Water & Power · City of South 725 S. Figueroa St., Suite 3230 Gate· Du Pont de Nemours and Company · Helen Grace Chocolates, Inc. · JM Los Angeles, California 90017 Eagle · Koch Industries, Inc.· Mercedes Benz of North America · MGM/UA Phone: 213.235.9190 rbernardino@hbdlegal.com Communications Company · Multicoat Products, Inc · Pacific Gas & Electric Company · The Walt Disney Company · World Oil, Inc. Education: University of Southern California Law Center Los Angeles, California 1984 Member, Southern California Law Review University of Southern California Los Angeles, California 1981 A.B. Economics and Political Science www.hbdlegal.com Think Big. Be Nimble.
  • 9. Prior Government Service: Attorney Advisor, United States Department of Justice, Office of Intelligence Top Secret and Secure Compartmented Information Clearance Washington, D.C. 1987-1989 Law Clerk to the Honorable Manuel L. Real Chief Judge of the United States District Court for the Central District of California, Los Angeles, California 1984-1985 Community Affiliations: Asian American Bar Association Asian Pacific American Bar Association Filipino American Service Group (Board Member) Hispanic National Bar Association Italian American Bar Association Mexican American Bar Association Mexican American Legal Defense & Education Fund National Association for the Advancement of Colored People Philippine American Bar Association Southern California Chinese Lawyers Association University of Southern California Alumni Association Publications: Editor in Chief, Sheppards California Law Reporter Santa Monica, California 1991 - 1992 www.hbdlegal.com Think Big. Be Nimble.
  • 10. Symeon K. Davis is an accomplished transactional attorney in the areas of commercial real estate and corporate transactions. He structures and negotiates agreements for commercial real estate transactions across all asset classes, including major acquisitions, dispositions, leases and easements, and a variety of development deals for shopping center, retail, office, industrial and multi-use properties. Symeon also has experience with real estate debt and equity capital transactions, including private placements and loans, as well as related corporate formation and broker agreements. He consistently creates added value for clients based on his significant expertise with retail and large leasing deals. Symeon was previously an attorney at a corporate firm in Los Angeles and a real estate firm based in Chicago. Prior to private practice, he was senior legal counsel for the nation’s top chain drug store retailer, where he was responsible for negotiating real estate transactions totaling more than $1.2 billion. Previously, Symeon served as a judicial law clerk for the Honorable Chief Justice Charles E. Freeman of the Illinois Supreme Court, for the Honorable Presiding Justice William Cousins, Jr. of the Appellate Court of Illinois (First District) and for the Honorable Presiding Judge Earl E. Strayhorn of the First Municipal District of the Circuit Court of Cook County (Illinois). Symeon enjoys photography, skiing, golf and his new passion—track car racing. Symeon K. Davis Partner Education Ernst & Young Plaza 725 S. Figueroa St., Suite 3230 Los Angeles, California 90017 Symeon received his A.B. in Sociology from Princeton University in 1992, Phone: 213.235.9192 and his J.D. from Chicago-Kent College of Law in 1997. sdavis@hbdlegal.com While in law school, Symeon was appointed by the administration to numerous key committees, including the Dean Selection Committee, the Faculty Appointment Committee and the Student Admissions and Recruitment Committee. During his final year of law school, he was elected President of the Black Law Students Association and was Chairman of the Write-On Committee of the Chicago-Kent Journal of Intellectual Property. Professional Activities International Council of Shopping Centers National Academy of Recording Arts and Sciences (Grammys) Princeton Club of Southern California Chicago Bar Association (former Vice Chair of the Arts and Entertainment www.hbdlegal.com Think Big. Be Nimble.
  • 11. Law Committee) Perspectives Charter School (former member of the Board of Directors) Awards While in law school, Symeon won the American Jurisprudence Award for legal writing, was the national champion of the Sandy Brown Memorial Scholarship Essay Competition, earned the Black Law Students Association Outstanding Student of the Year Award and was regularly on the Dean’s Honor List. Admissions Symeon is admitted to practice in California and Illinois. www.hbdlegal.com Think Big. Be Nimble.
  • 12. Commercial Litigation and Dispute Resolution The Firm’s litigators specialize in counseling and handling of complex litigation involving business clients in disputes with other businesses, government entities, or groups of individuals, each of which necessarily involves an understanding of both the business issue and the industry of the client. We represent leaders in diverse industry sectors, including Fortune 100 companies, in connection with their most important litigation matters. What sets us apart from our peers is our trial and arbitration experience, our competitive rate structure and class action expertise. Our ultimate goal is to advance our clients’ interests. We understand that a client’s business plan, balance sheet, and competitive profile are critical elements for successfully positioning litigation matters from the outset. We are committed to developing solutions to help our clients solve their toughest problems, and we approach each new challenge as an urgent business matter to be resolved expeditiously and cost-effectively. We specialize in work for clients across all industries with respect to disputes including:  Breach of Contract/Fiduciary Duty  Environmental Litigation  Property Damage Litigation  Business Torts  Partnership Disputes  Private Deals/Post-Closing Disputes  Bad Faith Litigation/Insurance Disputes  Regulatory Litigation We aggressively seek litigation solutions short of trial, and we have significant expertise in alternative dispute resolution methods such as mediation and arbitration. In structuring settlements, we look at the overall insurance, regulatory, and tax implications—both in the near-term and for the future. When trial is called for, we bring exceptional experience and skill to the courtroom as well as an impressive record of success. Before litigation, the Firm’s attorneys are frequently called upon to counsel clients on ways to minimize liability exposure, assess litigation risks and objectives, or develop strategies in light of recent judicial trends. Although www.hbdlegal.com Think Big. Be Nimble.
  • 13. the firm’s practice includes highly experienced litigators, we often structure and negotiate creative, cost-effective, consensual resolutions that achieve our clients' objectives without incurring the cost, delay, and risk of protracted litigation. Indeed, we believe that our reputation for litigation success enhances our ability to achieve favorable negotiated results. Our clients benefit from the credibility we have built up with the courts over many years. Contract disputes form the basis of virtually all business litigation and the Firm’s attorneys have extensive experience in presenting complex contractual disputes to both juries and courts in high-stakes commercial cases. Among the clients that the Firm’s Attorneys have represented in complex contractual disputes are: Air France, Alcoa, Inc., Asbury Environmental Services, Atlantic Richfield Company, Inc., BP America, Inc., California Pacific Holdings, Inc., the City of Cudahy, City of Los Angeles, Department of Water and Power, and the City of West Covina. SIGNIFICANT TRIALS: Kleinman v. American States Insurance Company - obtained $7.96 million verdict against major insurance company. United States v. Danny Means - obtained not guilty verdict for client charged with bribing an IRS Revenue Officer. United States v. Akin - obtained verdicts of guilty in nationwide insurance fraud case. Led task force of more than fifty personnel from Internal Revenue Service, Postal Inspection Service, Interstate Commerce Commission and Department of Transportation. United States v. Tyler - obtained guilty verdicts against officer of company engaging in securities fraud and ponzi scheme. United States v. Pratte - obtained guilty verdicts against owner of retirement facility for loan fraud. United States v. Lawson - obtained guilty verdicts against tax preparer for tax crimes. SIGNIFICANT INJUNCTIONS OBTAINED: Representation in cases in which injunctions were obtained on behalf of clients involving billions of dollars, namely: Independent Living Center of Southern California v. Shewry, Central District of California, injunction obtained on August 18, 2008; www.hbdlegal.com Think Big. Be Nimble.
  • 14. Independent Living Center of Southern California v. Shewry, Central District of California, injunction obtained on November 17, 2008; Managed Pharmacy Car v. Maxwell-Jolly, Central District of California, injunction obtained on February 27, 2009; and California Pharmacists Association v. Maxwell-Jolly, Central District of California, injunction obtained on May 5, 2010. RECENT SIGNIFICANT FILINGS IN UNITED STATES SUPREME COURT: David Maxwell-Jolly v. Independent Living Center of Southern California, Brief in Opposition, May 22, 2009; David Maxwell-Jolly v. Independent Living Center of Southern California, Brief in Opposition, April 19, 2010 (Petition granted on January 18, 2011); and David Maxwell-Jolly v. California Pharmacists Association, Brief in Opposition, May 24, 2010 (Petition granted on January 18, 2011). www.hbdlegal.com Think Big. Be Nimble.
  • 15. Energy The firm’s attorneys have extensive experience representing clients involved in the delivery and production of energy, including oil, gas, electricity and renewable methods. We provide comprehensive legal services for national and international companies acquiring, expanding, developing or operating power-generation projects. We assist clients with the development of energy-generating and energy- distribution facilities, such as power plants and natural-gas pipelines; negotiation of energy-related services, such as energy infrastructure agreements for new development projects; acquisition-related activities for power plants; and ongoing advice on critical operational issues. Our energy attorneys offer services including:  Due diligence  Deal structuring  Drafting and negotiating documents for acquisition, financing and contracts  Negotiating power purchase and power sale agreements  Renewable Energy Tax Credit matters.  General real estate, corporate and compliance counseling for operational projects We also have specific expertise in the electric power industry. We have represented and advised public power utilities as well as industrial and commercial end-use customers in connection with a wide range of electric energy issues and litigation matters. www.hbdlegal.com Think Big. Be Nimble.
  • 16. Corporate Matters The firm’s lawyers routinely provide corporate counsel to a wide range of clients in various industries and sectors, advising them on legal issues encountered in everyday business operations. In other cases, clients seek our help as local or special counsel on complex transactional or operational matters such as:  Corporate Governance  Financial Restructuring  International Finance  Mergers and Acquisitions H H  Private and Public Debt and Equity Financing  Special Needs of Banks, Emerging Businesses and Entertainment Companies  Dissolution of Business Entities, Bankruptcy workouts and dispositions  Commercial Finance  Intellectual property protection  Commercial licensing and distribution agreements  Executive compensation and employee benefits  Tax-exempt organization qualification, operations and fundraising activities  Commercial licensing and distribution agreements All of the attorneys are big law firm veterans as well as previously in- house lawyers for national companies. As such, we understand in-house dynamics and the added value of accessible legal counsel. Our corporate services are tailored to each client's unique operating environment and growth sensitivities. Our clients include multinational corporations, middle-market businesses, start-up joint venture entities, entrepreneurs and nonprofit organizations in different sectors including aviation and aerospace, national and community banks, media and telecommunications, sports and entertainment, education, energy and utilities, health care and biotechnology, manufacturing to commercial real estate. www.hbdlegal.com Think Big. Be Nimble.
  • 17. Tax Credit Financing Renewable Energy Tax Credits. Hobson Bernardino + Davis LLP attorneys have supported clients in many renewable energy and project finance arrangements. Our experience includes creating and implementing a variety of financing and investor relationships for renewable energy projects. These may include bonds, leases, sale- leaseback arrangements and other ownership and investment structures. We also are experienced in monetizing the environmental attributes of renewable energy, which may have substantial value and provide critical additional revenue. Our attorneys are sensitive to the unique tax ramifications of renewable energy projects. As such, we specialize in the representation of investors, guarantors, sponsors, syndicators, developers and lenders in all aspect of tax credit transactions, including energy tax credits such as renewable (solar, wind, biomass) electricity credits under the Internal Revenue Code. We have extensive experience in the issues involved in combining energy credits with LIHTC or NMTC transactions. Low-Income Housing Tax Credits. Our firm’s principals have extensive experience in the financing of affordable housing developments throughout the United States using LIHTCs. Our experience in multifamily development and finance has been an invaluable asset to our developers and investors structuring transactions to include historic tax credits. New Markets Tax Credits + Historic Tax Credits. Our firm’s principals have extensive experience in the financing of historic buildings throughout the United States using historic tax credits. Our experience in multifamily and commercial development and finance has been an invaluable asset to our developers and investors structuring transactions to include historic tax credits. Film Tax Credits. Hobson Bernardino + Davis LLP lawyers specialize in tax-advantage structures for film finance, including state tax credits available for production companies. To date, we have structured state tax credit finance deals (certificated and non-certificated state tax credits), together with accelerated and bonus depreciation, in order to offset production costs and to stimulate local economies. www.hbdlegal.com Think Big. Be Nimble.
  • 18. Real Estate Finance Our real estate finance practice has developed a reputation for responsive and cost-effective representation. We are active market participants in creatively guiding clients through challenges during this time of unprecedented disruption in the credit markets. We represent real estate industry clients as borrowers, lenders or investors in a wide range of debt and debt-related matters, including financings and refinancings, loan extensions and restructurings, negotiated workouts, foreclosure and in- lieu transactions, and associated litigation, as well as investments in distressed debt. We have longstanding experience through many evolutions in real estate finance in both up and down cycles, including:  Acquisition, construction and permanent mortgage financing for all property types  Mezzanine and other subordinated debt financing  Credit facilities for REITs and other operating companies  Subscription secured credit facilities for funds  Participated, syndicated and securitized debt  Multi-layered borrower structures and complex creditor arrangements We are currently assisting clients as they invest, finance, refinance, modify, extend, workout, foreclose and otherwise deal with both performing and non-performing debt in a time of greatly reduced valuations and impaired debt and equity capital markets. As clients work to de-lever their holdings, we are also assisting in evaluations of entire portfolios, and with sales and other capital-raising transactions. We understand the complexities involved in both existing and proposed capital structures and the varying motivations of stakeholders. Our broad and deep experience allows us to counsel clients effectively as they address a variety of financing needs, problems and opportunities in a very challenging environment. www.hbdlegal.com Think Big. Be Nimble.
  • 19. Real Estate Real estate development requires technical expertise and dedication. With a deep understanding of the legal and business issues of real estate development, we’re committed to helping clients through the process — from concept to completion. We counsel developers, investors, corporate owners and managers, nonprofit institutions, and lenders in large-scale projects of all kinds. We help clients manage the conflicting needs of developers, lenders, tenants, public authorities, and other stakeholders to find common ground and appropriate, cost-effective solutions. From site evaluation, due diligence, acquisition, permitting, zoning and financing, to construction, leasing, and disposition, we take a proactive approach to addressing issues before they become problems. Our clients rely on us for development-related advice that addresses the complexities and transactional demands of the real estate development process. Our services cover:  Institutional financing  Environmental permitting  Historic preservation  Architectural and construction contracts  Securitization of real estate-related investments  Real estate joint ventures and partnerships  Hazardous materials remediation, cost recovery and liability management  Public land acquisitions  Specialized tax treatment www.hbdlegal.com Think Big. Be Nimble.
  • 20. Labor and Employment The Firm has significant experience in labor and employment matters. We regularly provide counseling and litigation avoidance strategies concerning discrimination, whistleblower, harassment, retaliation, tort claims and wrongful termination claims. We are proud of our record before the Equal Employment Opportunity Commission, state court and federal court. We have successfully tried more than 50 cases (bench and jury trials) and class actions. The Firm’s attorneys have extensive experience representing local municipalities and businesses, for-profit and nonprofit. The Firm’s labor and employment practice is led by Myrna Castañón. The labor and employment legal services which we are poised to render in an affordable housing, real estate transaction include the following:  Discrimination based on sex, race, national origin, color, sexual orientation and national origin  Disability Discrimination and Reasonable Accommodation under the Rehabilitation Act  Racial Harassment  Sexual Harassment  Union and Labor Collective Bargaining Agreements  Worker’s Compensation Fraud  OSHA Compliance  Family Medical Leave Act Violations  Religious Accommodation  Reduction in Force (RIF) Issues  Unenforced Lease Issues A detailed list of labor and employment-related cases and results is available upon request. www.hbdlegal.com Think Big. Be Nimble.
  • 21. Meet the HB+D Team Members Stanley L. Friedman Partner Stanley L. Friedman has over 25+ years litigation experience in business litigation, contract disputes and white collar crimes. Stanley is graduate of the University of Southern California Law School, and has since been a fixture in the federal and state courts in Southern California. Stanley is a member of the Los Angeles County and American (White Collar Crime Committee, Rules of Criminal Procedure and Evidence Committee), State Bar of California (Member, Criminal Law Advisory Commission), National Association of Criminal Defense Lawyers, Association of Federal Defense Attorneys, and the Los Angeles Criminal Justice Inn of Court (Master). Myrna Castañón Partner Myrna Castanon is a labor and employment attorney with 15+ years of experience. Ms. Castañón has litigated cases in Northern and Southern California. Prior to working for the United States Postal Service, Ms. Castañón worked as an associate at Kazan, McClain, Edises, Simon & Abrams, where she practiced products liability litigation. After working in the private sector, she worked in the public sector and specialized in Labor & Employment. Ms. Castañón started working for the United States Postal Service in 2000. She represented management before the EEOC, MSPB, and the United States District Courts in the Northern and Central Districts. While at the Postal Service, she also served as an Acting Deputy Managing Counsel and in that capacity she managed attorneys in the area of Labor & Employment. During her tenure with the Postal Service, she had a 90+% success rate in handling her cases. She was lead counsel in a multi-million dollar class action, race discrimination case and was solely responsible for preparing the case for trial. This was the largest case handled by the Postal Service in the Pacific Area. Not only did she obtain a successful verdict, but she was given one of the highest awards in the Postal Service and recognized for her outstanding performance. www.hbdlegal.com Think Big. Be Nimble.
  • 22. Ms. Castañón also served as a Special Assistant United States Attorney for the United States Attorneys Office in the Northern District of California. She trained federal agents and prosecuted white collar offenses, such as mail fraud and worker’s compensation fraud. She successfully tried a $600,000 dollar disability discrimination case in district court and obtained a jury verdict in 30 minutes. She received her undergraduate degree in History at the University of California, Los Angeles. At UCLA, she received an academic scholarship and was on the Dean’s Honor List for four terms. Ms. Castañón received her law degree from the University of California, Hastings College of the Law. She is licensed to practice law before the State of California and the United States Court of Appeal for the Ninth Circuit. In addition to litigating cases, Ms. Castañón advised and counseled management on various employment matters, including proposed actions. She trained management in the areas of sexual harassment, disability discrimination, and FMLA (Family Medical Leave Act). Ms. Castañón is fluent in Spanish and has used her language skills to assist low- income Spanish speakers. She was profiled in the San Francisco legal periodical, The Recorder, for outstanding pro bono services. She is also a member of the American Bar Association, the State Bar of California, the Mexican American Bar Association, and the Beverly Hills Bar Association. Howard J. Kern Of Counsel Howard represents companies in connection with financing opportunities and securities matters. Howard regularly advises clients in connection with formation of investment entities and regulatory issues related thereto. Howard also has significant experience in the drafting and negotiation of M&A transactions, reverse mergers and traditional IPOs, and the preparation of SEC filings in connection therewith. Prior to joining Hobson Bernardino + Davis LLP as counsel, Mr. Kern was a shareholder for the international law firm, Greenberg Traurig LLP in its Los Angeles, California office. With Greenberg Traurig LLP, Howard focused on M&A transactions, venture capital transactions, NASD arbitrations, corporate and transactional structuring; representing underwriters in connection with public offering; corporate governance in connection with 1934 Act reporting. Benjamin N. Cardozo School of Law, J.D., with high honors (top 5% of Class), June 1986 (Member of Cardozo Law Review) Rutgers College, B.A., Business Administration, May 1982 (Top 25% of Class) Howard has published articles on reverse mergers and executive compensation. www.hbdlegal.com Think Big. Be Nimble.
  • 23. Christopher R. Pantel Of Counsel Christopher R. Pantel is a civil litigation attorney with expertise in complex commercial litigation, contract and business disputes, white collar crime, securities fraud, product liability, mass torts, labor, hour and wage disputes, wrongful termination, unfair competition, class action, copyright, receivership, lender liability and judgment enforcement defense. Prior to practicing law in California, Christopher was an associate in the Complex Litigation and Business Fraud practice group of Cadwalader, Wickersham & Taft LLP, in Washington, D.C. Christopher worked on numerous high-profile matters involving, among other corporate entities, Enron, WorldCom and AOL. Christopher graduated from Georgetown University with a B.S. in Foreign Service in 1996. He received his J.D., With Honors, from George Washington University Law School in 2002. During law school, Christopher interned with the Department of Justice and a federal judge. Christopher is admitted to practice law in California (2008), Washington, D.C. (2003), and Virginia (2002). Ashton R. Watkins Of Counsel Ashton R. Watkins is an experienced litigation trial attorney. He has tried cases in both state and federal courts, as well as administrative tribunals. Mr. Watkins’ focuses on complex litigation, with an emphasis on real estate and business disputes. He regularly represents clients in the financial services industry, retailers and a diverse group of professionals (pharmacists, medical doctors, physical therapists) in actions involving claims of breach of contract, mortgage fraud, bankruptcy, negligence and violations of the California Business and Professions Code. He also represents litigation clients in the entertainment industry, including actors, movie producers and cinematographers. He has also represented criminal defendants facing fraud charges. Mr. Watkins is focused on results at the trial and appellate levels. He first tries to negotiate a settlement favorable to the client and, if that fails, takes the case to trial. He has obtained judgments and settlements for clients in excess of $2 million dollars. He has also obtained defense verdicts, saving his clients several millions in potential jury verdicts. He has also represented homeowners and renters in foreclosure related lawsuits and evictions. Over the last two years, Mr. Watkins has successfully defended several eviction cases against an overly aggressive property owner seeking to evict its long-term tenants who were paying less than the market rent for their units. www.hbdlegal.com Think Big. Be Nimble.
  • 24. He has also successfully briefed and argued an appeal in Le v. Pham (2010) 180 Cal. App. 4th 1201. His victory expanded the fiduciary obligations of owners in regulated professional corporations. The general principle enunciated in that case applies to pharmacy corporations, professional law corporations and medical corporations. Mr. Watkins received his J.D. from the UCLA School of Law in 2004, where he participated in the school’s Moot Court program. He received his B.A. in Sociology and Criminal Justice in 2000 from California State University at Bakersfield, where he earned the Outstanding Undergraduate Student Award and served as a Teaching Assistant for undergraduate courses. Diana G. Fakhrai Of Counsel Diana G. Fakhrai is an experienced immigration attorney, with knowledge in all aspects of immigration law. Diana is a graduate of the University of California San Diego (Masters in Pacific Rim Studies in 2004, and B.A. in Economics in 2001). During graduate school Diana worked as a consultant for Atkins International. After graduate school, she attended the University of Wisconsin Law School. During law school, Diana interned for the Honorable Charles Dykman of the Wisconsin Court of Appeals. She also co-founded the Middle Eastern Law Students Association and served as its president during her third year of law school and was an articles editor for the Wisconsin International Law Journal. Diana’s passion for Immigration and Nationality Law started in law school when she worked at immigration clinics. That passion grew and after law school she worked for Catholic Charities as an immigration attorney. Diana then worked as an associate in a private firm in Downtown Los Angeles before starting her own law firm, the Law Offices of Diana G. Fakhrai in 2011. Diana currently serves on the Executive Board of the University of California, San Diego and as the liaison for the American Immigration Lawyers Association. She is also a member of the National American Immigration Lawyers Association Pro Bono Committee. In the past she has served as the liaison for the Executive Office of Immigration Review for the American Immigration Lawyers Association. University of Wisconsin Law School (2007) Wisconsin International Journal-Articles Editor Middle Eastern Law Students Association-President University of California, San Diego (School of International Relations and Pacific Rim Studies), Masters (2004) University of California, San Diego (Economics) B.A. 2001 www.hbdlegal.com Think Big. Be Nimble.
  • 25. Dmitry Chesnokov Of Counsel Dmitry Chesnokov is a sports and entertainment lawyer for Hobson Bernardino + Davis LLP, handling both transactional and litigation matters for clients. Mr. Chesnokov is licensed to practice in the State of California and Russia. Mr. Chesnokov received his law degree from the Moscow Academy of Business in Moscow, Russia and studied at the University of Essex School of Law in the United Kingdom. Mr. Chesnokov is fluent in Russian. In his litigation practice, Mr. Chesnokov has a strong background in government investigations, FCPA, due diligence, extensive knowledge of e-discovery matters. In his transactional practice, Mr. Chesnokov represents international athletes and entertainers. Dmitry Chesnokov is also an internationally recognized sportswriter. His groundbreaking interviews with NHL stars have made news around the world. His critically acclaimed reporting of the Lokomotiv air crash was picked up by most major media outlets, including BBC, NBC Sports, TSN, ESPN, the Washington Post and many others. Dmitry is a senior writer at Yahoo! Sports and other new and traditional media outlets. Member of the International Sports Press Association and the prestigious Professional Hockey Writers Association, Dmitry is also an on-air contributor to TSN, Canada’s leading English language sports TV channel. www.hbdlegal.com Think Big. Be Nimble.