As head of the firm’s Securities Litigation team, Ed has successfully represented clients in a variety of matters related to securities class actions, mergers and acquisitions, derivative suits, Securities and Exchange Commission and Department of Justice investigations, and corporate governance. He has lectured to law schools, corporate gatherings and industry conventions on defending securities and derivative litigation and securities class actions. Ed has handled numerous FCPA matters and investigations and has advised on compliance matters. Ed also leads internal investigations on behalf of boards and audit committees, including one of the largest national investigations relating to accounting issues and the collapse of the housing industry.

Prior to joining the firm, Ed was an attorney-advisor in the Office of Legal Counsel at the Department of Justice. He clerked for the Honorable Boyce F. Martin, Jr., U.S. Court of Appeals for the Sixth Circuit. Ed has held several gubernatorial appointments in Virginia, serving as Chairman of the Virginia Charitable Gaming Commission and Vice Chairman of the State Board of Community Colleges. He is admitted to practice before the Second, Third, Fourth, Sixth, Seventh and Eleventh U.S. Circuit Courts of Appeal and the U.S. Supreme Court.

Ed has been recognized as a leading securities litigator for years. He has been recognized as a leading litigator by publications such as Who’s Who In American Lawyers, The Best Lawyers in America−Business Litigation, the Benchmark Guide to America’s Leading Litigators, Virginia SuperLawyers, Chambers: USA and Virginia's Legal Elite, and received the Patrick Henry Award for Distinguished Service to Virginia. Ed is frequently quoted in business and trade publications such as The Wall Street Journal, Compliance Reporter and Law360.

Relevant Experience

• Merger and Acquisition Litigation. Represent Fortune 500 energy company and its board of directors in shareholder class actions in state and federal court in connection with $13 billion merger with another Fortune 500 energy company.
• Merger and Acquisition Litigation. Represent board of directors of selling corporation in derivative and class action suits challenging the sale of the company to a Fortune 20 automotive manufacturer. Obtained dismissal of all suits, with one motion to dismiss pending.
• Merger and Acquisition Litigation. Represent board of directors of selling corporation in shareholder suit challenging process and consideration of sale.

• Merger and Acquisition Litigation. Represented a leading hotel REIT and its board of directors in several shareholder class actions in state and federal court seeking to enjoin a $2.2 billion merger. The court dismissed the lead action and the merger was completed. The plaintiffs appealed to the Sixth Circuit but later withdrew their appeal.
• Securities Class Action. Ongoing defense of claims by preferred shareholder group. The plaintiff alleges breaches of fiduciary duties with respect to the allocation of merger proceeds.
• In re Dynex Capital Securities Litig. (2d Cir. 2008) Represent Dynex and two officers in securities class action. Plaintiffs allege violations of securities laws arising out of allegedly misleading statements regarding mortgage-backed securities. After denying in part defendants’ motion to dismiss, the court granted defendants’ motion to certify the issue of corporate scienter for interlocutory appeal. In re Dynex Capital Sec. Litig., 2006 WL 1517580 (S.D.N.Y. 2006). The Second Circuit accepted the appeal, vacated the judgment below and ordered dismissal of the complaint. Teamsters Local 445 v. Dynex Capital, Inc., -- F.3d --, 2008 WL 2521676 (2d Cir. 2008).
• Securities Class Action. Represent major international bank in securities class actions alleging claims based on the bank’s exposure to the $50 billion fraud allegedly perpetrated by Bernard Madoff.
• Securities Class Action. Represent the former CEO of Credit-Based Asset Servicing and Securitization (C-BASS) in securities class action. Plaintiffs allege violations of federal securities laws arising out of the purportedly incorrect valuation of mortgage-backed securities.
• Shareholder Derivative/Fiduciary Duty Litigation. Represent REIT in shareholder derivative litigation. Plaintiffs allege breaches of fiduciary duty in connection with executive compensation.
• Internal Investigation. Represented special litigation committee of the board of directors of the United States' largest used-car retailer in its investigation and evaluation of shareholder derivative claims relating to alleged insider trading.
• SEC and Department of Justice Investigation. Represent Fortune 1000 corporation in investigation by SEC and U.S. Department of Justice into alleged violations of the Foreign Corrupt Practices Act.
• SEC Investigation. Represent executives of former servicer and investor in subprime mortgage assets in SEC investigation into alleged violations of federal securities laws.

Bar Admissions

• District of Columbia
• Virginia

Education
BA, University of Virginia, English and Economics, cum laude, 1984

• Merger and Acquisition Litigation. Represent Fortune 500 energy company and its board of directors in shareholder class actions in state and federal court in connection with $13 billion merger with another Fortune 500 energy company.
• Merger and Acquisition Litigation. Represent board of directors of selling corporation in derivative and class action suits challenging the sale of the company to a Fortune 20 automotive manufacturer. Obtained dismissal of all suits, with one motion to dismiss pending.
• Merger and Acquisition Litigation. Represent board of directors of selling corporation in shareholder suit challenging process and consideration of sale.
• Merger and Acquisition Litigation. Represented a leading hotel REIT and its board of directors in several shareholder class actions in state and federal court seeking to enjoin a $2.2 billion merger. The court dismissed the lead action and the merger was completed. The plaintiffs appealed to the Sixth Circuit but later withdrew their appeal.
• Securities Class Action. Ongoing defense of claims by preferred shareholder group. The plaintiff alleges breaches of fiduciary duties with respect to the allocation of merger proceeds.
• In re Dynex Capital Securities Litig. (2d Cir. 2008) Represent Dynex and two officers in securities class action. Plaintiffs allege violations of securities laws arising out of allegedly misleading statements regarding mortgage-backed securities. After denying in part defendants’ motion to dismiss, the court granted defendants’ motion to certify the issue of corporate scienter for interlocutory appeal. In re Dynex Capital Sec. Litig., 2006 WL 1517580 (S.D.N.Y. 2006). The Second Circuit accepted the appeal, vacated the judgment below and ordered dismissal of the complaint. Teamsters Local 445 v. Dynex Capital, Inc., -- F.3d --, 2008 WL 2521676 (2d Cir. 2008).
• Securities Class Action. Represent major international bank in securities class actions alleging claims based on the bank’s exposure to the $50 billion fraud allegedly perpetrated by Bernard Madoff.
• Securities Class Action. Represent the former CEO of Credit-Based Asset Servicing and Securitization (C-BASS) in securities class action. Plaintiffs allege violations of federal securities laws arising out of the purportedly incorrect valuation of mortgage-backed securities.
• Shareholder Derivative/Fiduciary Duty Litigation. Represent REIT in shareholder derivative litigation. Plaintiffs allege breaches of fiduciary duty in connection with executive compensation.
• Internal Investigation. Represented special litigation committee of the board of directors of the United States' largest used-car retailer in its investigation and evaluation of shareholder derivative claims relating to alleged insider trading.
• SEC and Department of Justice Investigation. Represent Fortune 1000 corporation in investigation by SEC and U.S. Department of Justice into alleged violations of the Foreign Corrupt Practices Act.
• SEC Investigation. Represent executives of former servicer and investor in subprime mortgage assets in SEC investigation into alleged violations of federal securities laws.

• Member, American Bar Association
• Member, Virginia Bar Association
• Member, Richmond Bar Associations

• Selected for inclusion in the “Legal Elite,” Virginia Business magazine, 2009-2013
• Selected for inclusion as a “Best Lawyer,” Business Litigation, The Best Lawyers in America, 1999-2016. A description of the selection methodology can be found on Best Lawyers’ webpage.
• Selected as “Litigation Star,” Benchmark Guide to America’s Leading Litigators, 2008-2015
• Selected for inclusion as a leading Virginia Litigator, Chambers USA, 2004-2017
• Selected for inclusion as a Virginia “Super Lawyer,” Super Lawyers, 2006-2016
• Recipient, Patrick Henry Award for Distinguished Service to Virginia