Craig Wolson brings a new dimension of capability to our firm.

Craig’s experience encompasses both the world of in-house corporate counsel and the world of large law firm corporate, securities, and finance practice.   He has served as Assistant General Counsel to two large public corporations and General Counsel to a small, privately-held company and its affiliates.   He has also been an Associate, Special Counsel, or Partner at several of the leading transactional law firms in the United States, including, Cadwalader, Wickersham & Taft LLP.  Craig’s expertise has led to his serving as an expert witness or litigation consultant to a number of leading U.S. law firms.  He has also been appointed to serve on the roster of arbitrators of the American Arbitration Association, in particular because of his expertise in structured finance, securities, and derivatives matters.  With Craig on board, we are now able to offer selected corporate, securities, and finance services and counsel to our clients, both large and small.  We are also able to handle very sophisticated commercial litigations with Craig serving as an in-house consultant.

Below is a summary of the kind of work that Craig has done in his past positions.  More information is available on this website in the description of our corporate practice.

General Corporate.  Structured, negotiated, and/or documented M&A agreements,  loan documents,  joint venture agreements, dissolution agreements, partnership agreements, distributor agreements, franchise agreements,  software development, purchase and license agreements, stock option plans, employment agreements, consulting agreements, corporate, limited partnership, general partnership and limited liability partnership and company organizational documents, subscription agreements and corporate governance matters; supervised litigation and outside counsel.

Securities Law and Corporate Finance.   Negotiated and documented private placements, 144A offerings, Regulation S offerings and public offerings of debt  and equity, securitizations, structured derivative products, commercial paper, bank notes, convertible debentures, offshore funds, 1934 Act compliance (annual reports, 10-Ks, 10-Qs, 8-Ks, proxy statements and Section 16 compliance), shareholder proposals, no-action letters, prime brokerage agreements and related matters such as preferred stock terms, shareholder agreements and registration rights agreements.

Loans and Credit Facilities.   Structured, negotiated, and/or documented syndicated and single-lender asset-based and other secured loans (including loans secured by real estate, inventory, accounts receivable, vehicles, equipment, trademarks, securities, and life insurance); workouts;  project, lease, and other limited recourse financings; acquisition financings; indentures; letter of credit transactions; intercreditor agreements; subordination agreements; and synthetic loans.

Derivatives.   Structured, negotiated and/or documented secured and unsecured interest rate, currency, commodity, credit default, equity, market value and cost of funds derivatives, using ISDA agreements (helped draft 1992 forms) and unique forms, and repurchase (“repo”) and reverse repurchase (“reverse repo”) agreements.

Education

University of Michigan Law School, J.D., cum laude, 1974; Articles Editor of Michigan Law Review, best brief in moot court section, case club judge University of Michigan, College of Literature, Science and the Arts, summa cum laude, B.A., 1971; Phi Beta Kappa, Phi Eta Sigma, Pi Sigma Alpha, and James B. Angell Scholar

Bar Admissions

New York State
United States Supreme Court
Second Circuit Court of Appeals 
United States District Courts for the Southern and Eastern Districts of New York

Distinctions

Mr. Wolson has been recognized as a New York Super Lawyer by Law and Politics Magazine. He has been included for many years in Who’s Who in the World, Who’s Who in America, Who’s Who in American Law and Who’s Who in Finance and Business.  In January 2008, Craig moderated a seminar entitled “The Upheaval in the Subprime Market: The Direct and Indirect Effects of Same on the Structured Finance Market,” which was sponsored by the New York City Bar Association; in May 2007 he moderated a seminar entitled “What Every Finance Lawyer Needs to Know About Securitization,” which was also sponsored by the New York City Bar Association; and in April 2003 he was a featured speaker at a seminar entitled “Securitization of Project Finance Loans,” which was also sponsored by the New York City Bar Association.

Memberships

New York City Bar Association (Chairman of Structured Finance Committee, 2004-2008; past member of Securities Regulation Committee, Corporate Law Committee and Project Finance Committee; all were appointed positions); New York State Bar Association (member of its Derivatives and Structured Products Committee); American Bar Association (member of its Business Law Section).

Representative Publications*

• Comment Letter to SEC, dated August 19, 2011, relating to the proposed rules pertaining to credit rating agencies, submitted by American Bar Association Business Law Section
• Comment Letter to SEC, dated July 20, 2011, relating to the proposed rules pertaining to risk retention in transactions involving asset-backed securities released jointly by the OCC, the Federal Reserve Board, the FDIC, the SEC, the Federal Housing Finance Agency, and HUD, submitted by American Bar Association Business Law Section
• Comment Letter to SEC, dated November 17, 2010, relating to the Commission’s proposed requirement that an ABS issuer perform a review of the assets underlying certain ABS offerings, submitted by American Bar Association Business Law Section
• Comment Letter to Financial Stability Oversight Council, dated November 8, 2010, relating to the Council’s Study Regarding the Implementation of the Prohibitions on Proprietary Trading Imposed by the Dodd-Frank Act, submitted by American Bar Association Business Law Section
• “Structuring Commercial Mortgage Securitization Special Purpose Entities After General Growth Properties,” published in November 2010 Bloomberg Law Reports
• “Securitization in the Post-Crisis Economy: An ABA Business Law Section White Paper” (paper completed on November 20, 2009 by American Business Law Section, presented to Congress on January 22, 2010, and sent to the FDIC on March 5, 2010)
• “Reviving Securitization–A Response to Critics,” published in June 8, 2009 Law 360
• “Special Report on the Preparation of Substantive Consolidation Opinions,” published in February 2009 Business Lawyer
• New York City Bar Association Statement to Obama Transition Team Regarding Regulation of Financial Services, December 2008
• Comment letter regarding American Securitization Forum proposal, August 2008
• Comment letter to Financial Accounting Standards Board, October 2005
• “The Real Estate Investment Trust: State Tax, Tort and Contract Liabilities of the Trust, Trustee and Shareholder,” published in March 1973 Michigan Law Review (reprinted in The Real Estate Investment Trust – Problems and Opportunities (Oliensis, editor, 1974))

*Notes:

1. With the exception of the last publication listed above, Mr. Wolson served as a co-author of the publications listed.
2. The list above is only a partial list of Mr. Wolson’s publications.  For a complete list, see the “Publications” page on this web site.

Speaking Engagements

Moderator:

• Seminar: “The Upheaval in the Subprime Market: The Direct and Indirect Effects of Same on the Structured Finance Market,” New York City Bar Association, January 2008
• Seminar: “What Every Finance Lawyer Needs to Know About Securitization,” New York City Bar Association, May 2007

Speaker:

• Seminar on Securitization of Project Finance Loans, New York City Bar Association, April 2003

Other Engagements

Notwithstanding his heading up our corporate practice, Craig continues to be available, independently of our firm and with its blessings, as an expert witness, as a litigation consultant to other law firms, as an arbitrator for the American Arbitration Association, and for highly specialized legal services to certain other firms.