Matters

Investment Advisory and Property Mgmt Co. – Formation of Conduit Limited Liability Company

Represented a real estate investment advisory and property management company in the formation of a conduit limited liability company to facilitate distribution of carried interest from investment fund to employees of investment manager pursuant to an employee incentive compensation plan.

World Surf League – League Ownership, Operations and Surfer Agreements

Represented the World Surf League in establishing the league’s ownership, operations and core investment structures to maximize league value. We also advised the league in the negotiation and development of a form agreement for surfers competing in the WSL Championship Tour, which covered merchandise licensing and media and promotional matters.

Turkish Art, Culture and Education Nonprofit Formation

Represented a client in forming a U.S. nonprofit to promote and support Turkish and other forms of dance and artistic endeavors.

Real Estate Investment Bank President – Equity Ownership and Employment Matter

Represented the president and managing principal in negotiating equity ownership and employment with a high-end real estate investment bank owner/operator.

Senior-Level Executive – Employment Counseling

Represented a senior-level executive in separation from a Big 4 accounting firm.

Capture the League – Corporate Matters

Represented Capture the League, LLC, a multi-game eSports organization, in corporate matters related to preparation of non-player employment and confidentiality agreements, independent contractor agreements, master service agreements and player trades.

Cryptocurrency Trading Platform

Represented a financial services company in establishing its cryptocurrency trading platform.

Kiska Developers, Inc. – Employment Matters

Represented Kiska Developers, Inc., a provider of real estate-related services including property development, general contracting and construction management, in employment matters.

Senior Executive – Compensation Arrangements

Represented a senior-level executive at a well established private equity firm in establishing compensation arrangements.

New York Islanders – Hockey with a Heart

Represented the New York Islanders in connection with the formation and organization of Hockey with a Heart, a non-profit entity formed to promote the Islanders' numerous charitable endeavors.

Venture Capital Firm – Investment in Regenerative Agriculture Firm

Represented a venture capital firm in its investment in a regenerative agriculture firm. As part of the investment, we amended the target’s operating agreement to provide our client with appropriate protections.

Real Estate Investment Advisor – Incentive Equity Option Plan

Represented a prominent, privately owned real estate investment advisor in establishing an incentive equity option plan.

New York Racing Association – Not-for-Profit Foundation

Represented New York Racing Association in the formation of a not-for-profit foundation.

HK Organization – Empire Stores Redevelopment

Represented HK Organization, in a joint venture with Midtown Equities and Rockwood Capital to redevelop Brooklyn’s Empire Stores, a complex of seven historic warehouses. The property was transformed into a mixed-use creative hub with 100,000 square-feet of retail, restaurant and event space in addition to 300,000 square-feet of office space.

Emmes Capital LLC – Regulatory Advice

Represented Emmes Capital LLC in providing regulatory advice on investment advisor, commodity trading, swaps and Dodd-Frank regulations.

Real Estate Advisory – Employee Stock Incentive Plan

Represented a real estate investment advisory and property management company in the restructuring of its employee stock incentive plan.

Investment Advisor/Property Management Co. – Regulatory Advice

Represented a real estate investment advisory and property management company in the re-evaluation of regulatory compliance mechanisms to accommodate investment advisory clients subject to ERISA.

New York Racing Association – Sports Science Laboratory Non-Profit

Represented the New York Racing Association regarding the formation of a not-for-profit organization for the purpose of establishing a sports science laboratory for research and drug testing of horses and other animals.

Hotel Chain Sr. Executive – Employment Separation Agreement

Represented a senior executive of a major hotel chain regarding an employment separation agreement.

Yankee Global Enterprises – Compensation Plans

Represented Yankee Global Enterprises in the establishment of executive compensation plans.

Major League Sports Franchise – Executive Compensation Plans

Represented a major league sports franchise in the establishment of restricted stock unit and stock option plans for executives.

Real Estate Investor – Employment Agreement

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

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.

Zentek Automation US – Employment Release

Represented Zentek Automation US in connection with termination of employee and negotiation of severance agreement.

Mediware Information Systems – Going Private

Represented Mediware Information Systems, Inc., a leading provider of clinical software solutions, in its acquisition by leading private equity investment firm Thoma Bravo, LLC in a transaction valued at $195 million.

Capital Raise in Bluegrass Dairy & Food Acquisition

Represented Dubilier & Company in its acquisition of Bluegrass Dairy & Food, LLC and in its capital raise to fund the acquisition, which was financed through a preferred stock financing, a senior subordinated credit facility, and a senior revolving and term loan credit facility.

Private Equity Client – Executive Retention Program

Represented a private equity client in developing an executive retention program for one of its portfolio companies that was designed to create incentives for executives to remain with the portfolio company while the company was pursuing options for reorganizing the company, including a possible sale of the company.

Stillwater Capital Partners – Acquisition of Assets by Public Shell

Represented Stillwater Capital Partners, Inc., in the sale of all the assets, liabilities and investment portfolios of various private investment funds to Gerova Financial Group, Ltd. (formerly Asia Special Situation Acquisition Corp.), a publicly held special purpose acquisition company organized in the Cayman Islands.

Legends Hospitality – Joint Venture Formation

Represented Legends Hospitality LLC - a joint venture among the Yankees, Dallas Cowboys and two private equity firms—in setting up business operations (which include running concession services at stadiums, arenas and other large venues), obtaining necessary permits and authorizations in New York, New Jersey, Pennsylvania, Texas and Florida, and protecting the company's intellectual property rights.

Rockwood Realty Associates – Sale to DTZ Holdings

Represented Rockwood Realty Associates in the sale of 50% of its equity interests to DTZ Holdings plc, a British public company, in a transaction that formed a global joint venture providing real estate brokerage and capital markets services.