Victoria specializes in executive compensation and employee benefits. Her experience includes the drafting and design of compensation and benefit arrangements for US and multinational public and private companies including incentive and deferred compensation, bonus, stock option, profits interests, restricted stock and other equity and non-equity-based arrangements, including advising on benefits-related tax and securities law.
Victoria is also experienced in the drafting and negotiation of executive employment, severance, retention, change-in-control, non-competition and waiver and release agreements.
Victoria advises on a variety of compensation, benefit and employment issues raised in the context of corporate transactions, including merger, acquisition, joint venture and other business combinations and has worked on a number of notable cross-border transactions.
Victoria advises clients on compliance with ERISA fiduciary and plan asset requirements including the structure and offering of various securities and financial products, the formation and ongoing compliance of private equity and hedge funds, and compliance with ERISA's various prohibited transaction rules and exemptions.
Calpine Corporation in its US$17 billion sale to Energy Capital Partners, an energy-focused private equity firm, and a consortium of investors including Access Industries and Canadian Pension Plan Investment Board.
Flying Eagle Acquisition Corp., (NYSE: FEAC) a SPAC, in its US$4.3 billion business combination with Skillz Inc., a mobile-gaming company based in California.
Falcon Capital Acquisition Corp. (NASDAQ: FCAC), a SPAC, in its US$3.9 billion business combination with Sharecare, Inc., a digital health company based in Georgia.
Landcadia Holdings III, Inc. (NASDAQ: LCY), a SPAC, in its US$2.642 billion acquisition of HMAN Group Holdings Inc., the parent company of The Hillman Group, Inc., a leading distributor of hardware and home improvement products, personal protective equipment and robotic kiosk technologies, from CCMP Capital Advisors, LP.
ION Acquisition Corp 1 Ltd. (NYSE: IACA), a SPAC, in its US$2.6 billion business combination with Taboola.com Ltd., an Israeli private company and a global leader in powering recommendations for the open web.
Fusion Acquisition Corp. (NYSE: FUSE), a SPAC, in its US$2.2 billion business combination with MoneyLion Inc., America's leading digital financial platform.
FG New America Acquisition Corp. (NYSE: FGNA), a SPAC, in its US$800 million business combination with Opportunity Financial, LLC, a leading financial technology platform that focuses on helping middle income, credit-challenged consumers build a better financial path through affordable personal loans.
Priority Power Management, LLC, an independent energy management services and consulting firm, in its acquisition of Satori Enterprises LLC (d/b/a Satori Energy), a leading energy consulting firm based out of Chicago, Illinois serving more than 55,000 industrial, municipal and residential clients in 25 states, the District of Columbia, Canada and Mexico.
Dynegy Inc. in its US$119 million sale of two intermediate gas-fueled plants located in Dighton and Milford, Massachusetts to a subsidiary of Starwood Energy Group Global.
Iconix Brand Group in the US$345 million sale of its entertainment division to DHX Media, which includes an 80 percent controlling interest in the Peanuts branded business and 100 percent of the Strawberry Shortcake business.
Mill Rock Packaging Partners LLC and its affiliates in its acquisition of All Packaging Company, a cartons manufacturing company.
Harvest Partners in its acquisition of PRO Unlimited, a provider of contingent workforce management services and software.
City Practice Group USA Holdings in its US$600 million sale to Warburg Pincus.
Tengram Capital Partners in its acquisition of Earth Treks, Inc., an operator of commercial indoor climbing gyms in Maryland, Virginia and Colorado.
Harvest Partners in its acquisition of Material Handling Services.
Quad-C Management, Inc. in its investment in Pharm-Olam International, Ltd., a multinational, full-service clinical research organization (CRO) serving the biopharmaceutical and medical device industries.
Explanation of Equity Award Cash-out in Corporate Transaction, Memorandum, Lexis Practice Advisor, 2018
Explanation of Equity Award Rollover in Corporate Transaction, Memorandum, Lexis Practice Advisor, 2018
DOL issues final fiduciary rule defining "investment advice" under ERISA and the code, White & Case, 2016
Private Equity Funds Held Liable for Pension Obligations of a Portfolio Company, White & Case, 2016
Leading Lawyer for US Corporate Employment Law, Lawdragon 500 2020
Rising Star Distinction, Super Lawyers, 2014 and 2016