Investment Fund – Breach of Participation Agreement Dispute
Herrick negotiated a very favorable settlement on behalf of an alternative investment fund in a breach of contract suit arising from a transaction in which our client acquired a 10 percent participation in a loan to a mining company. We sued in New York state court after realizing that a significant portion of the collateral securing the loan had been disposed of without our client receiving its pro rata share of the proceeds as required under the participation agreement. Herrick was able to negotiate a substantial settlement for the client that avoided the need for protracted litigation.
Represented one of the top fixed-income traders in the U.S. in the formation of a broker-dealer that is located in Puerto Rico to take advantage of special tax incentives, and the development of an industry-first corporate bond pricing model and data service. Our client will provide a specified percentage of its profits to charitable causes under the “B” Corporate structure.
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.
Art Collector – Syndicated Term Loan
Represented a group of affiliated entities in a $150 million syndicated term loan credit facility from three private bank lenders collateralized by an extensive art collection located in museums, galleries and other third-party warehouse facilities throughout the world.
$75 Million Revolving Credit Facility
Represented a major U.S. commercial bank, as agent, in a $75 million revolving credit facility to a bank holding company.
Bank Real Estate Lending Policies
Represented a non-U.S. bank, subject to New York State bank regulatory authority, in the development of its real estate lending policies and procedures.
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.
Fund of Funds Acquisition
Represented the manager of a multi-billion dollar hedge fund in the acquisition of Fairfield Greenwich Funds and in various debt transactions and regulatory matters.
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.
$225 Million Credit Facility for Major League Baseball Team Owner
Represented two agent banks in a $225 million credit facility for the owner of a Major League Baseball franchise.
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.
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.
National Hockey League Franchise – Syndicated Credit Facility
Represented a major U.S. commercial bank, as a lender, in a senior secured credit facility to the parent company of a National Hockey League franchise.
U.S. Bank Branch and Office Leases
Represented a top five U.S. bank in its retail branch and office leases throughout New York and New Jersey.
Asset-Based Loan Facility
Represented a U.S. commercial bank, as a participant, in an asset-based loan facility to a luxury home furnishings manufacturer and in the resolution of asset eligibility issues arising from extended term receivables.
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.
Represented an institutional lender in a $65 million acquisition and pre-development loan for the construction of a residential golf community and luxury hotel development in Mexico and in a development loan in Bermuda.
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.
Institutional Lender – Not-For-Profit School Financing
Represented an institutional lender in term, construction and revolving credit facilities to a not-for-profit school for the arts. The facilities are secured by prime and collateral mortgages on properties in California and New York.
Commercial Bank – Credit Facility
Represented a leading commercial bank, as sole lender, in a senior secured term credit facility to an investment manager of three real estate opportunity funds. The transaction required amending a previous facility to coordinate the payments, conditions and covenants of the two facilities.
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.
Commercial Bank – Workout and Forbearance
Represented a major U.S. commercial bank in a workout of a multi-million dollar loan facility to a group of companies involved in direct sales fashion for women.
Asset-Based Revolving Credit Facility
Represented a U.S. commercial bank, as agent, in an $80 million secured asset-based revolving loan facility to an apparel manufacturer. This involved the transfer of the agency role to the bank and continues to have various amendments to the loan documents, including negotiating new factoring arrangements, intercreditor agreements and third party waivers.
$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.
Collateralized Lender – Secured Loan Documentation
Represented a private collateralized lender in the development of documentation for secured loans where the collateral includes stock of public companies traded on non-US markets.
$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.
U.S. Commercial Bank – Cyber Insurance
Represented a U.S. commercial bank regarding an analysis of its existing cyber insurance policy and advice with respect to policy modifications.
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.
New York Court of Appeals Victory for Capital One N.A.
Won an important victory before the New York Court of Appeals on behalf of a major national bank regarding the shortening of the limitations period contained in New York’s UCC 4-406 which governs a bank customer's duty to discover and report unauthorized signatures or alterations. In a significant decision for the banking industry, the Court of Appeals held that two financially sophisticated parties can modify UCC 4-406’s statutory one-year period for reporting unauthorized activity to 14 days, the time frame provided for in the bank documents between the parties. Herrick represented Capital One through every stage of the dispute, obtaining dismissal of the customer’s complaint at the trial court which awarded summary judgment to Capital One on all of its counterclaims.
Insurance Coverage Dispute – Theft by Armored Car Executives
Representation of 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.
Non-U.S. Lender – Syndicated Revolving Facilities
Represented the New York branch of a non-U.S. lender, as agent, in a $340 million syndicated revolving loan facility containing a $100 million overdraft credit facility.
$200 Million Bank Syndicated Club Credit Facility
Represented a major U.S. commercial bank, as lender, in a $200 million bank syndicated club credit facility to one of the major professional sports leagues, the proceeds of which are for working capital and other general corporate purposes.
150,000 Square-Foot Bank 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.