$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.
Stellar Pharmaceuticals Inc. – Private Placement
Represented Stellar Pharmaceuticals Inc. in a cross-border private placement of units consisting of one million common shares and three series of "step-up" warrants to purchase up to an additional three million common shares.
Hedge Fund—Biofuels Manufacturer
Representation of a hedge fund in connection with its debt and equity investments in a biofuels manufacturer based in Latin America.
Hedge Fund – Restructuring
Represented a hedge fund in connection with the restructuring of its debt and equity investments in a manufacturer of intimate apparel and sleepwear.
Professional Sport Franchise – Reallocation of Corporate Responsibilities
Represented a professional sports franchise in reallocation of corporate responsibilities following the formation of new subsidiaries created to achieve certain payroll, insurance and other administrative efficiencies.
Israel Discount Bank–Syndicated Credit Facility
Representation of Israel Discount Bank of New York as administrative agent and lender, in connection with a senior secured syndicated credit facility to a triple A minor league baseball team.
Professional Sports Team – Credit Facility Refinancing
Represented a professional sports team in the refinancing of a senior secured credit facility. The refinanced credit facility consists of a several million dollar term loan and a revolving line of credit component. The refinancing is secured by many different assets owned by the team and required other third party approvals.
Plainfield Direct Inc. – Modification of Revolving Credit Facility
Representation of Plainfield Direct Inc., a Business Development Company, in connection with a pay down and modification of a senior secured revolving credit facility used for investments and general working purposes.
Yankee Global Enterprises LLC – Refinancing
Represented Yankee Global Enterprises LLC in refinancing its senior credit facility consisting of a term loan and a revolving line of credit. Yankee Global Enterprises LLC is a holding company that invests in media and sports related businesses, including the New York Yankees.
Legends Hospitality – Senior Secured Credit Facility
Represented Legends Hospitality, LLC and Legends Premium Sales, LLC in connection with their senior secured credit facility consisting of a term loan and a revolving credit facility with a letter of credit and swing line subfacilities. Legends Hospitality provides sports and entertainment venues with food, beverage, merchandise and other hospitality services.
Plainfield Gaming Inc. – Military Parts LLC
Representation of Plainfield Gaming Inc. in funding an additional capital contribution to Military Parts Exchange LLC. Provisions of the company's operating agreement relating to the composition and voting of the Board of Directors were also amended to reflect each member's membership interest in the company.
Regional Sports Network – $450 Million Credit Facility
Represented a regional sports network in a $450 million credit facility.
Vintus LLC – Distribution Agreement/Asset Acquisition
Represented Vintus LLC (www.vintuswines.com), a New York headquartered importer and marketing company representing fine wines and wineries, in a long-term exclusive U.S. sales, marketing and distributorship agreement with E. Guigal, S.A. In a related transaction, we represented Vintus in the asset acquisition of Ex Cellar Wine Agencies, Inc., the former Guigal importer and distributor of other fine wines in the U.S.
National Bank – Sale
Represented a national bank in its sale to a private equity investment group.
Emmes Asset Management – $100 Million California Office Building Acquisition
Represented Emmes Asset Management Company in connection with a joint venture with the investment arm of a major university system and the $100 million acquisition of a prominent Class A office building in Irvine, California. The transaction also included a multi-million dollar investment by a Japanese corporation investing in U.S. property for the first time.
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.
New York Yankees – Tax Efficient Program
Representation of the New York Yankees in connection with the development of the new Yankee Stadium in helping structure a tax efficient program for premium seating, including luxury suites, involving the negotiation and preparation of license, ticket and food and beverage agreements. This included consideration of complex tax matters. The agreements were typically multi-year, involved substantial financial commitments and required further negotiation on select issues.
Lehman Brothers – 2nd Lien Receivables Financing
Representation of Lehman Commercial Paper in closing a multi-million dollar, second-lien receivables funding for a special purpose vehicle subsidiary of a leading U.S. educational publishing group. In addition to documenting the loan facility, we negotiated an intercreditor agreement with the first lien lender of an existing $350 million receivables funding agreement.
Major League Baseball Team – Term Loan Facility
Represented a major league baseball franchise, as borrower, in a syndicated $105 million term loan facility.
Colt Defense – High Yield Debt Offering
Representation of Colt Defense in a $250 million high yield debt 144A offering and a $50 million revolving credit facility that recapitalized its balance sheet and gives it greater flexibility to pursue strategic acquisitions.
Royal Bank of Scotland – Distressed Debt
Represented Royal Bank of Scotland in its trading activities involving various tranches of distressed bank debt.
Private Bank – Not-For-Profit
Representation of a major private bank in a $30 million unsecured revolving credit facility to a not-for-profit company that is dedicated to providing services to public schools.
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.
Financial Institution – Insurance Company
Representation of a major financial institution as the sole lender in a $40 million unsecured term loan facility to an insurance company. The term loan’s proceeds were used to finance the purchase of the business insurance unit of another insurance company and the capital stock of several entities of such other insurance company.
$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.
Stelic Institute & Co. – International Counsel
Designated outside counsel to Stelic Institute & Co., a Tokyo-based bio-venture company specializing in regenerative medicine, in its international legal matters. Stelic is a fast-growing bio-ventures company with scientific research laboratories in the United States, Canada and Japan. Herrick advises Stelic on product and technology licensing matters, international licensing relationships, and on corporate structuring, equity issuance, capital markets, M&A and other matters.
Plainfield Asset Management – Credit Facility
Representation of Plainfield Asset Management in amending an existing credit facility for Wyoming Entertainment, LLC. The deal required us to add a significant delayed draw term loan facility, extend the payment-in-kind feature and add a subsidiary as a guarantor.
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.
Israel Discount Bank – New York Giants Financing
Representation of Israel Discount Bank as administrative agent and as a lender in amending an existing secured revolving credit facility to New York Football Giants, Inc. to increase the facility's size to $45 million. The loan's proceeds will be used for working capital purposes.
Yankees Collectibles – Memorabilia Auction
Representation of the New York Yankees Partnership in the acquisition from the City of New York of the Old Yankee Stadium seats and bleachers and the agreement with DEMCO, providing for the removal and restoration of such items. Integral to these transactions is the Yankees' joint venture with Steiner Sports to market and sell these and other Yankees-owned memorabilia and collectibles from the old Yankee Stadium. The transaction also involved establishing a Yankees Memorabilia Store at the new Yankees Stadium. The store is a venture of Legends Hospitality, NYYP and Steiner Sports.
New York Yankees – Sponsorship Agreements
Representation of the New York Yankees Partnership in drafting and negotiating sponsorship agreements for the new Yankee Stadium. Two notable sponsors include Standard Parking, the parking garage operator around the new stadium, and Toyota.
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.
Metropolitan National Bank – Formation and General Outside Counsel
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.
Commercial Bank – Medical Services Company Financing
Representation of a commercial bank as the sole lender in a $35 million senior secured credit facility (consisting of a $25 million term loan facility and a $10 million revolving facility with a sub-limit for letters of credit) to a company that provides services and products to medical practices that specialize in the infertility industry and varicose veins industry. The borrower's services including finance, administration, information systems, marketing and research. The borrower will use the proceeds to finance the acquisition of a varicose vein clinic company, to refinance and repay existing debt, and for working capital purposes.
Seegene, Inc. – International Counsel
Represent Seegene, Inc., a Seoul-based molecular diagnostics company, as its designated outside counsel in its international product distribution and technology licensing, M&A, corporate and capital markets matters. Seegene has developed innovative technologies for the detection of multiple pathogens (ACP (Annealing Control Primer)TM and DPO (Dual Specific Oligonucleotide)TM).
Sporting Goods Chain – Financing
Counsel to a large retail sporting goods chain in its long term and working capital financing facility with several money center financial institutions.
Represented special committees, CEOs and companies in corporate recapitalizations and restructurings.
Fashion Designer – Financial Restructuring
Representation of a high fashion apparel designer/manufacturer in the restructuring of its debt and equity, including cancellation of institutional debt, new factoring arrangements and a joint venture with an overseas manufacturer.
Commercial Lender – Airport Concessionaire Financing
Representation of a commercial lender in a $20 million senior secured revolving credit facility (with a sub-limit for letters of credit) to an operator of food concessions (restaurants, bars and food courts) at airports including JFK, LaGuardia, Boston and O'Hare. The borrower used the proceeds of the facility to refinance existing debt and for working capital purposes.
Foreign Lender – Loan Restructuring
Represented a foreign lender in the restructuring of a $150 million mezzanine loan to an investment fund, including the re-capitalization of certain fund platforms and the sale of certain fund assets.
R6 Capital Management – St. Louis Blues Financing
Represented R6 Capital Management L.P. in a $15 million PIK loan to Sports Capital Holdings (St. Louis) LLC, the owner of the St. Louis Blues Hockey Club. The loan, which is fully subordinated to a syndicated revolver and term loan, required the consent of the National Hockey League and the lenders under the senior syndicated facilities.
Film Equipment Company – Equity Offering
Represented a leading manufacturer of film and lighting equipment for the motion picture industry, and its selling stockholders, in connection with a $30 million secondary equity offering; a $15 million equity offering; and a $9 million secondary equity offering. (Prior firm experience)
Major League Baseball Franchises – Lending and Debt Restructuring
Representation of several Major League Baseball franchises in a variety of lending and debt restructuring matters, including a $120 million loan payoff, a $40 million restructuring, a $45 million term loan, and a unique $55 million mezzanine facility.
Major League Baseball Team – Private Placement
Represented a Major League Baseball team in a private placement of $41 million of variable rate senior notes.
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.
Deutsche Waggonbau – Long Island Railroad
Representation of Deutsche Waggonbau, the largest manufacturer of passenger cars in the world, in orchestrating the business, legal, regulatory and technical aspects of the $250 million project to supply the Long Island Rail Road with state-of-the-art railcars.
HQ Global Workplaces – Loan Restructurings
Represented HQ Global Workplaces, then the leading executive office suite company in the world, in its Chapter 11 bankruptcy proceedings including DIP financing and successfully restructuring the company.
FL Condominium Developer – $300 Million Construction Loan Facility
Represented one of Florida’s largest condominium developers in a $300 million construction loan facility for eight condominium projects together with a corporate restructuring and a simultaneous $90 million buyout of a major joint venture partner.
$50 Million New Jersey Joint Venture
Represented a major private equity fund in a $50 million joint venture with respect to the development and financing of real estate projects primarily in New Jersey.