Matters

Investment Manager – Fund Liquidation

Represented an investment manager in fund liquidation; including the sale of ownership stakes and position in portfolio companies.

Foreign Investment Advisor – U.S. Securities Advice

Advised German-based investment advisor with respect to U.S. securities regulations.

MEAG Munich – Regulatory Advice

Represented MEAG Munich in providing regulatory advice regarding traders under the U.S. Securities Exchange Act.

$16 Million Revolving Credit Facility

Represented a private bank in a $16 million revolving credit facility secured by thirteen works of art.

Highbridge Capital Management – Los Angeles Dodgers Financing

Advised Highbridge Capital Management regarding the rules and regulations applicable to Highbridge's $60 million interim bankruptcy financing to the Los Angeles Dodgers. We also advised Highbridge on its proposed long-term $150 million credit facility to the Los Angeles Dodgers.

Mezzanine Lenders – $25 Million Facility

Represented mezzanine lenders in a $25 million secured agented mezzanine facility to a Texas developer. Proceeds of the loans were applied to acquire and develop land in Horseshoe Bay, Lano, and Burnet, Texas.

Hedge Fund – Music Acquisition Financing

Represented a Connecticut-based hedge fund and a Wall Street investment bank in a joint acquisition financing and restructuring of a secured multi-draw term loan facility. A portion of the proceeds were used by the borrower, a global music publisher, to acquire an interest in the song catalogs of Kurt Cobain, John Lennon, Daryl Hall & John Oates; Holly Knight, an accomplished musician and songwriter who has written hits for Tina Turner, Pat Benatar and Aerosmith; Six Degrees; Blue October; The Matrix; and Daniel Johnston, among others.

Merchant Bank – Corporate Matters

Represented a merchant bank in the ownership and operation of numerous investments including a joint venture with a preeminent cosmetics brand.

Investment Advisor – Department of Justice and SEC Investigations

Representing an SEC registered investment advisor to several private equity funds with over $1.0 billion in assets under management, in connection with investigations of alleged securities law violations by the DOJ, the SEC and state securities regulators.

Reserve Primary Fund Investor – Recovery of $150 Million Investment

Represented an investor in seeking the recovery of a $150 million investment in the Reserve Primary Fund, a $62 billion mutual fund that was the first to “break the buck,” or fall below the $1 NAV requirement for mutual funds, due to its large holding in Lehman Brothers, which filed for Chapter 11 bankruptcy protection during the height of the 2008 financial crisis.  Our client ultimately recovered approximately 98% of its investment. 

Hedge Fund Manager – No Action Letter in SEC Insider Trading Investigation

Successfully represented a hedge fund manager and his fund in an SEC insider trading investigation involving a US-based, multinational technology company and the alleged intentional manipulation of securities prices through the creation and spreading of false information.  The investigation concluded with the issuance of a no-action letter from the SEC. 

Investment Bank – Restrictive Covenant Dispute

Represented a boutique investment bank in the pre-litigation resolution of a dispute with two former executives believed to have breached their employment agreements by misappropriating confidential information and soliciting clients after resigning their positions at the firm to join a direct competitor. 

Financial Advisor – FINRA Customer Claim Investigation

Represented a veteran financial advisor in a FINRA investigation into customer claims that the client recommended unsuitable investments and maintained an overly concentrated account resulting in millions of dollars in damages.  FINRA closed the investigation with no action taken against our client. 

Secured Term Loan Credit Facility

Represented a U.S. commercial bank, as administrative agent and lender, in a $25 million syndicated, secured term loan credit facility to a soft drink bottling and distributing company. The proceeds of the term loan were used to build out existing production facilities and working capital purposes.

Cross-Border Lending

Representation of a U.S. commercial bank in a $13 million term loan and advised line facility with advances supported by guaranties of foreign affiliates and foreign receivables generated by Asian subsidiaries.

Royal Bank of Scotland – Distressed Debt

Represented Royal Bank of Scotland in its trading activities involving various tranches of distressed bank debt.

U.S. Commercial Bank – Hylan Credit Facility

Represented a U.S. commercial bank, as lender, in a secured credit facility consisting of a term loan and a revolving loan to Hylan, a fiber optic data communications contractor, to finance a recapitalization resulting in the sale of 50% of the company to a private equity firm. The loans are secured by a first lien on all present and future assets of the borrower.

Strategic Check – Non-Recourse Financings

Represented Strategic Check regarding form and substance of non-recourse financings for athletes based on assignments of substantial compensation revenues.

$400 Million Syndicated Revolving Loan Facility

Represented a U.S. commercial bank in a $400 million syndicated revolving loan facility to a trust established by a major sports league to make further loans to participating clubs. The loan is secured by team revenues from league sponsored TV rights and other revenue sources on a non-cross collateralized team basis.

$425 Million Credit Facilities

Represented a private bank, as letter of credit issuer and administrative agent, in a $100 million letter of credit facility; and as lender in a $325 million revolving credit facility, each to a trust, the proceeds of which are for working capital purposes. The facilities are cross-collateralized and secured by a combination of public company stock, diversified liquid assets and cash.

Three Ocean Partners – Formation

Represented Three Ocean Partners in its formation and organization, equity capital raise and registration as a broker dealer as well as across a spectrum of portfolio investments.

Investment Bank – Alleged Breach of Exclusive Agency Agreement

Representing a New York-based investment bank in litigation with a German oil and gas company alleged to have breached an exclusive agency agreement in connection with a $325 million capital raise.

Multinational Insurance and Reinsurance Company – Capital Markets and Regulatory Advice

Ongoing capital markets and regulatory advice to the investment advisory unit of a multinational insurance and reinsurance company.

Financial Services – Trader Employment Agreement

Represented a financial services firm in the development of an employment agreement template addressing protection of trading algorithms and other proprietary information.

Broker-Dealer – Sales Practice Investigation by FINRA

Successfully negotiated a favorable settlement on behalf of a broker-dealer in a sales practice investigation initiated by FINRA concerning allegations that the firm made false and/or misleading representations to customers in connection with the sale of certain mortgage backed securities.

Investment Advisor – Litigation Related to Failed Merger and $700 Million in Asset Losses

Represented a registered investment advisor, its managers and the RIA's proprietary funds in a series of four consolidated securities class actions lawsuits, two concurrent state court actions, and a Bermuda and SDNY bankruptcy, involving more than $700 million in claims arising out of a failed merger between the funds and a public shell company.

Doral Bank – Sale of Property Finance Unit

Represented Doral Bank in the sale of the Doral Property Finance Group, including a portfolio of real estate focused loans, to a multi-billion dollar REIT.

Syndicated Lender – $1.4 Billion NHL Credit Facility

Represented a national bank, as syndicate lender, in the NHL league-wide credit facilities consisting of a $990 million senior secured revolving credit facility and a $410 million delayed draw secured term loan facility.

Insurance Coverage Dispute -Theft by Armored Car Executives

Represented a major national bank and its subsidiary in an insurance coverage dispute involving cash transported in armored cars. A unanimous New York State Appellate Division, First Department panel ruled in favor of our clients, finding that the "in transit" clause of the insurance policy also covers theft by the armored car company's executives while the money was in their vault as part of the contracted-for delivery process.

Metropolitan National Bank – Intellectual Property Counsel

Represented Metropolitan National Bank in all its intellectual property needs. We help the bank register and protect all of its trademarks and service marks, oversee outside trademark litigation counsel when necessary, and negotiate service provider license agreements for banking software and technology solutions.

Mizuho Corporate Bank – 150,000 Square-Foot Sublease

Represented Mizuho Corporate Bank in its sublease of 150,000 square-feet at One State Street Plaza in Manhattan.

MEAG New York – Master Securities Forward Transaction Agreement

Represented MEAG New York Corporation in review and negotiation of master securities forward transaction agreement proposed by Wells Fargo.

MEAG New York – Master Securities Forward Transaction Agreement

Represented MEAG New York Corporation in review and negotiation of master securities forward transaction agreement proposed by Citibank NA.

MEAG New York – Master Securities Forward Transaction Agreement

Represented MEAG New York Corporation in review and negotiation of master securities forward transaction agreement proposed by Barclays for insurance companies affiliated with MEAG.

Syndicated Loan Facility

Represented a major financial institution, as administrative agent and lender, in providing a $51 million senior secured credit facility - consisting of a term loan facility and a revolving facility with a sublimit for letters of credit - to IntegraMed America, Inc. (a Delaware corporation that provides services and products to medical practices specializing in infertility and vein disorders). We negotiated limited security agreements with a large number of medical practices to use certain accounts receivable payable to the practices to secure the loan.

Private Banking Transaction

Represented a major bank in a private banking transaction in which the bank made two $25 million loans to an individual and certain entities he controls. The first was secured by a pledge of membership interest in three entities that own properties in Brooklyn. The second was secured by mortgages on certain real property

Secured Term Loan

Represented a major financial institution in a term loan to a New York art gallery. The loan was secured by all the gallery's assets, as well as artworks from the gallery owner's personal collection.

Credit Facility Restructuring

Represented a U.S. commercial bank in restructuring a $20 million credit facility for a prominent restaurant chain.

Private Bank – $100 Million Credit Facility

Represented a private bank as a facility agent in a $100 million credit facility to an Israeli company that owns interests in financial institutions, real estate and infrastructures, sustainable investments, technology and industrial activity. The company used the proceeds to finance outstanding loans and for working capital purposes. The transaction was structured to minimize withholding taxes required under Israeli law and to allow for additional lenders.

$50 Million Credit Facility Secured by Artworks

Represented a commercial bank as a participant in a $50 million credit facility secured by artworks.

$50 Million Credit Facility Secured by Artworks and Real Estate

Represented a commercial bank as a participant in a $50 million credit facility secured by artworks and real estate.

$80 Million Asset-Based Credit Facility

Represented a commercial bank, as administrative agent, issuing bank and lender, in amending and restating an existing syndicated, senior secured asset-based credit facility to a company engaged in the apparel business, into an $80 million asset-based credit facility. The proceeds will be used for working capital purposes.

$14 Million Term Loan

Represented a commercial bank in a $14 million term loan to a private wealth client secured by life insurance policy collateral.

$100 Million Secured Credit Facility Financing

Represented an alternative lender in a $100 million secured facility to a newly formed provider of personal and small business loans.

Plainfield Asset Management – Restructuring

Represented Plainfield Asset Management in a restructuring of its investment in a regional voice and data services company.

Plainfield Asset Management – Westside Transload / Transload America

Represented Plainfield Asset Management in its investment in operators of solid waste transfer stations on federally regulated railroad property. We protected our client’s minority equity position in these operators by implementing stockholders’ agreements with broad super-majority approval provisions, and helped navigate federal and state environmental regulations and federal pre-emption issues.

$20 Million Credit Facility

Represented a major commercial bank, as sole lender, in a $20 million secured line of credit to a trust beneficially owned by a high-net-worth individual, and a related company. The facility is secured by marketable securities and restricted stock.

$650,000+ FINRA Arbitration Award

Secured an FINRA arbitration award of more than $650,000 on behalf of a retail brokerage against the firm’s former clearing house, which was alleged to have unlawfully refused to release the client’s funds. Herrick successfully argued that the termination provision in the standard clearing agreement functioned as a penalty rather than as liquidated damages, and therefore could not be enforced. The FINRA panel also required the clearing house to deliver over 10,000 shares of a NASDAQ traded biotechnology company to our client while dismissing the respondent’s counterclaim.