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Specials
David Feldman quoted in Financial Week about reverse mergers on July, 14, 2008.
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March 18, 2009
Securities and Regulation Committee

Association of the Bar of the City of New York
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David Feldman's book, Reverse Mergers: Taking a Company Public Without an IPO, now in its third printing, was published in 2006 by Bloomberg Press (available on http://www.amazon.com). View David Feldman's reverse merger blog at www.reversemergerblog.com.
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Joseph Smith and David Feldman are coauthors of PIPES: Revised and Updated Edition - A Guide to Private Investments in Public Equity (Bloomberg Press, 2005) available on http://www.amazon.com.
 
David Feldman is quoted in a Wall Street Journal article October 23, 2001 in reference to management of employees after the September 11 tragedy.
Boss's Challenge: Soothe Workers, Get the Job Done
Ever since Sept. 11, Greg Malever, the chief executive of Lanta Technology Group, an Atlanta recruiting company, has tried to be sensitive to his employees' new anxieties. But when one employee brought a TV to the office so that he could stay tuned to the news all day, Mr. Malever decided things had gone too far.

"He just plugged it into the wall and pulled up the rabbit ears," Mr. Malever recalls. Other staffers started gathering around the employee's desk to watch. "I marched over to his office and told him to turn it off," Mr. Malever says. "Enough is enough."

Still, Mr. Malever's warning didn't stop Jimmy Stroud, the employee, from keeping up with the news. "I switched to the Internet," he says. Mr. Malever, in turn, didn't make a fuss, figuring "at least it wasn't a group thing." He adds: "I wanted to get past it and move on and do some work."

Managers these days are walking a tightrope as they try to respond to distraught and distracted workers while still making sure that business gets done. Employees who are preoccupied with daily anthrax scares and FBI alerts or are uneasy about working in skyscrapers are having difficulty being productive. Others fear doing things that were routine just a few weeks ago, such as opening mail or getting on planes or even elevators.

Immediately after the attacks, many bosses adopted a softer management style, allowing their staff time to grieve, spend time with their families, or volunteer to help victims of the attacks. But as the economic slowdown deepens and the threat of terrorism becomes a staple of American life, managers feel pressured to keep employees focused on work.

David Feldman, managing partner of Feldman & Associates, a midtown Manhattan corporate-law firm, still allows jittery workers latitude -- as long as they get their work done. One of his dozen or so employees has suffered from periods of severe anxiety since last month's attacks and has taken some time off. That is fine "as long as she doesn't do it on critical days when she's needed to be here -- she knows when those days are," Mr. Feldman says, adding: "If you care about the long-term relationship, you can withstand as a manager the short-term problems and not pressure an employee for now."

Mr. Feldman also sent a memo to staffers encouraging them to volunteer with the relief effort, even on work time, "within reason of course," he says.


Other managers are grappling with how to foster innovation and creativity in employees who feel anxious and depressed. "Fear is the enemy of creativity," says Jonathan Bond, co-chairman of Kirshenbaum Bond Creative Network, a New York advertising agency. Creativity at the agency "dropped like a stone" in the days following Sept. 11, he says. Rather than push employees to get back to old assignments, Mr. Bond and his partners encouraged them to pursue pro bono projects related to the terrorist attacks, such as a public-service campaign providing postcards that can be mailed to New York's police and fire departments. "That's helped people recharge," he says.

But after employees heard about the outbreaks of anthrax they became distracted again. "Different people have [returned to] different levels of productivity," says Mr. Bond, who favors patience over bullying or pressuring staff. "I think you can't pressure people," he says. "They have to come back when they're ready."

Like other ad agencies, Kirshenbaum is facing economic as well as emotional stress. Mr. Bond estimates that existing accounts are down 70%, as clients trim ad budgets, and new accounts have slowed. Yet the agency, which laid off roughly 20% of its workers in March, currently has no plans to trim its 260-member staff, according to Mr. Bond. "It's not always all about the numbers," he says. "I think people need emotional support right now."

Yet calming workers' fears is "going to take all kinds of interpersonal skills on the part of managers which they may or may not have," says Roger Brunswick, a psychiatrist and management consultant, who is a principal at Hayes, Brunswick & Partners in New York. He calls senior managers "a special group at risk," because of their tendency to return to work quickly and to perceive themselves as unaffected. "If you've got somebody who just shows no sensitivity to what's happened, that's a problem."

Some managers acknowledge that they are so stressed themselves, they are less willing and able to nurture employees. On Sept. 11, Jeff Odiorne, the 36-year-old chairman of Odiorne, Wilde, Narraway & Partners, a San Francisco advertising agency, waited anxiously for more than an hour before learning that his brother Peter had decided not to take United Airlines Flight 93, which crashed in Pennsylvania. Since then, he says, he has had difficulty concentrating and hasn't had as much "emotional time" for employees. "I don't want to hear a lot of rationale about stuff," he says. "It's more -- put your head down and get it done."

Mr. Odiorne's desk is on an open floor alongside employees who used to line up five and six deep to speak with him. Now, he says, they get the information they need and move on. "In some ways, it's more efficient," he says, but "it's made [the office] probably a little more sterile."

Other executives say their own fears have prompted them to reorganize assignments. Brian Cowley, a sales executive at eBay Inc., San Jose, Calif., is considering restructuring his sales team to minimize flying. Since the attacks, he has been "extremely anxious" about traveling, he says, and even rewrote his will. "I've never been like that before. I'm a bold flier," he says.

When the attacks occurred, Mr. Cowley was in the midst of hiring several business-development staffers. At first, he wanted the team to be based in San Jose so they could all work together with various eBay departments in Silicon Valley. Now, he is considering hiring regional business development personnel in New York, Chicago and San Jose so they will not have to travel so frequently. While that approach is designed to ease his own fears, he also thinks subordinates may be calmer and more productive if their travel assignments are limited.

To keep employees calm, Sam Travis Ewen, chief executive of Interference Inc., a small "guerrilla marketing" company in New York, is carefully policing the language he uses in the office. He now avoids such common marketing phrases as "targeting a person" or "hijacking a campaign." Even the words "guerrilla marketing" are suspect, he adds. "I'm using the phrase 'alternative' or 'grass-roots' marketing a lot more now."

He says he is also encouraging staffers to spend more time away from work with loved ones -- "as long as they get their work done." As a result, he says, "many people are working harder in a shorter period of time."

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