Matters

Real Estate Investment Bank – Formation of Outsourced Business

Represented a real estate investment bank in the formation and use of a paralegal professional firm to provide certain services with greater efficiency for real estate leases and related matters.

Regional Sports Network – Financing Facility Amendment

Represented a regional sports network in amending its $24 million equipment lease financing facility to include an affiliate as a lessee.

VG Growth Partners – Crunchsters

Represented VG Growth Partners in its investment in Crunchsters, an innovative food manufacturer that produces nutritious and organic plant-based snack products.

Legends Hospitality – The Intrepid Marketplace

Represented Legends Hospitality in a joint venture with the Intrepid Air and Space Museum to provide concessions services for a new high-end food market located on the U.S.S. Intrepid.

Credit Facility and Term Loan

Represented one of the nation's largest cheese manufacturers in amending and extending its senior secured asset-based credit facilities into a $114.5 million revolving credit facility and a $5.5 million term loan. The proceeds are to be used for general corporate purposes.

Private Lender – Funding Agreements

Represented a financial services company providing loans and financial accommodations to medium-sized and small businesses, in the development of financing forms, including loan participation agreements and receivable purchase agreements. In addition, we are consulting on the development of an off-shore lending facility suitable for non-resident, non-US investors.

Unilever – Sale of TCB, Just For Me, Consort for Men, Motions and Groom & Clean Brands

Represented Unilever in the sale of its TCB, Just For Me, Consort for Men, Motions and Groom & Clean brands to Strength of Nature, a multi-cultural hair care company.

EMMES Group of Companies – Restructuring

Represented the EMMES Group of Companies in the completion of the spin-off of Emmes Asset Management Company, renamed Vanbarton Group, and the formation of Emmes Realty Advisors from the existing Emmes entity.

Legends Hospitality – Technology Investment

Represented Legends Hospitality in an investment in VenueNext, a technology company that provides smartphone-based software that gathers fan metrics and analytics at stadiums, arenas and other large scale entertainment venues.

Investment Adviser – Loan Review

Review and analysis of senior secured corporate loan investments on behalf of a collateral manager for collateralized debt obligations (CDOs).

Inergex – Acquisition of TREC

Represented Inergex in its acquisition of TREC Corporation and TREC Pacific Corporation, a call center with the base of its operations in the Philippines.

Offshore Investment Fund – Joint Venture

Represented an offshore investment fund in an investment in a joint venture for U.S. commercial real estate development.

Fund Manager – JOBS Act

Represented a fund manager in connection with JOBS Act advice, including new private placement rules.

Real Estate Investor – Acquisition

Represented a real estate investor in the acquisition of a public housing project by merger of two limited partnerships.

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.

Silas Capital – Investment in LifeFactory

Represented Silas Capital in its investment in LifeFactory, a company involved in the design of safe, modern, and eco-friendly glassware, and glass baby and beverage bottles.

Real Estate Investment Firm – Development of Hotel Branding and Operations Systems

Represented a real estate investment firm in the development of proprietary branding and operations systems for a unique hotel concept involving collaborative work spaces.

Legends Hospitality – One World Observatory IP Rights

Represented Legends Hospitality in the review, assessment and protection of intellectual property rights in various unique One World Observatory visitor installations, including the Sky Pod elevators with wrap around video displays, the See Forever Theater and the City Pulse interactive display.

Surfer Agreement

Represented a premier surf league in the negotiation and development of a form of surfer agreement pertaining to licensing of merchandise, and media and promotional matters for all professional surfers competing in the WSL Championship Tour.

Legends Hospitality – DraftKings Investment

Represented Legends Hospitality in its equity investment in DraftKings, a leading provider of daily fantasy sports contest services.

Baseball Franchise – Term Loan Facility

Represented a major league baseball franchise in a $4 million unsecured term loan facility provided by a national bank. The proceeds will be used to pay various fees and expenses related to the facility and to finance certain projects.

Acquisition of Fiber Optic Cable System

Represented a group of investors in a joint venture to acquire a fiber optic cable system from a network provider in New York. The transaction included a capital raise and obtaining a new franchise agreement from New York City.

Bounce Media Group – Yacht Charter Agreement

Represented Bounce Media Group, an operator of one of the largest private event yachts in the northeast, in securing its charter for the 2015 season, in executing a contract for its first cruise this year – the June 5 birthday party of famous hip hop artist, Jadakiss, and filing for trademark protection for the BOUNCE BOAT name.

Private Lender – Lending Documentation

Represented a finance company in the development of financing forms and in advice on related legal issues.

Legends Hospitality – Live Nation Strategic Partnership

Represented Legends Hospitality in a major strategic partnership with Live Nation to provide concession services at 34 of Live Nation's music venues in North America. The partnership represents one of the largest venue food and beverage contracts in history.

Limited Liability Company Joint Venture

Represented client in the formation of a limited liability company to operate as a joint venture for the sourcing of raw diamonds.

Sibyl Trading LLC – General Corporate

Represented Sibyl Trading LLC in general corporate matters, including entity formation and advice on its proprietary trading platforms and operation.

Victor Chu & Co. – NYS Energy Efficiency Fund

Represented Victor Chu & Co and its affiliates, in an investment in and management of New York Energy Efficiency Investments, LLC, a fund formed to finance and implement projects meeting the criteria of New York State's energy efficiency program.

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.

Employment Contract Negotiation

Represented a client in connection with negotiation of employment contract with TPG Capital.

Emmes Capital LLC – 180 Water Street

Represented an affiliate of Emmes Capital in a real estate development joint venture involving partial conversion of office space into residential units.

Private Investment Firm – Innovative Building Systems LLC

Represented a private investment firm in the acquisition by Innovative Building Systems LLC, the leading custom modular home producer in the U.S., of HandCrafted Homes. The acquisition allowed our client to convert its investment in HandCrafted Homes to a minority ownership interest in IBS.

Medical Exam Firm – Asset Acquisition

Represented an independent medical exam and review firm in its acquisition of independent medical examination software assets from Ohio-based Innova Partners Limited.

Tigrent Inc. – Reverse Merger

Represented Tigrent, Inc., global leader in high-quality and value-based training, conferences, publications, technology-based tools and mentoring to help customers become financially knowledgeable, primarily through its Rich Dad™ Education brand, in a reverse merger into a public shell company that allows Tigrent to be a public company.

New York Market Radio – General Corporate

General corporate representation of New York Market Radio, a non-profit marketing association supported by the New York area radio stations.

Doyle New York – Asset Acquisition

Represented Doyle New York in its acquisition of selected assets of Summerfield's of Beverly Hills. We continue to advise Doyle in connection with local licensing and regulatory requirements.

Equity Investment Advice

Represented a real estate advisory firm regarding company structures in several real estate investments.

LLC Agreement for Financial District Building Acquisition

Represented Emmes Capital LLC in negotiation of an LLC agreement for the purchase of real estate at 61 Broadway.

Legends Hospitality – New Technology Investment

Represented Legends Hospitality in a proposed investment in software that consolidates sports franchise data.

World Freerunning & Parkour – Internal Restructuring

Represented World Freerunning & Parkour Federation in internal restructuring and in providing general corporate advice.

Real Estate Advisory – Investment Management Amendment

Represented a real estate investment advisory and property management company in the restructuring of investment advisor success fees.

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.

New World Realty Advisors – Golf Club Ownership Transfer

Represented New World Realty Advisors, a premier real estate advisory firm, in connection with transferring golf club operations to a not-for-profit organization.

Real Estate Investor – Employment Agreement

Representation of client in connection with negotiation of an employment agreement with an investment fund.

Privately Held Business – Industrial Facility Development

Represented privately held waste-hauling and storage business in connection with the development of a waste treatment and disposal facility, to be located adjacent to a waste-to-energy industrial facility, that will provide for the transfer, treatment and processing of medical waste.

Secured Term Loan

Represented the holding company of a minor league base baseball team in a multi-million dollar secured term loan.

Metropolitan Commercial Bank – Insurance Policy

Representation of Metropolitan Commercial Bank in connection with the negotiation and drafting of the terms of a prepaid card fraud insurance policy that the bank is considering purchasing from an international underwriter.

Asset Management Company – IP Matters

Representation of an asset management company in connection with its IP matters.