Represented a New York based venture capital firm in its angel investments, including Pricing Engine, a provider of business intelligence tools for digital marketers, the RealReal, an online membership-based marketplace for previously-owned jewelry, accessories and clothing, Tailored, Inc., an online bridal and wedding planning service, and Apptopia, which runs an online marketplace designed to help broker the sale of mobile apps.
Represented MEAG Munich in providing regulatory advice regarding traders under the U.S. Securities Exchange Act.
Represented Plainfield Asset Management in the sale of a package of investments made in and alongside a private equity firm focusing on intellectual property. The sale included membership interests in the private equity fund as well as underlying investments in vehicles that acquired intellectual property assets.
Represented the Plainfield Asset Management, on an ongoing basis, in general outside counsel services.
Represented a property owner in a complex ownership restructuring of a wine, spirits, and non-alcoholic beverage distribution center in South Carolina. We helped the property owner with corporate, real estate and tax issues regarding lease modifications, changes in the ownership of limited liability companies, a mortgage refinancing and an option granted to affiliates of the tenant to purchase equity interests in the company that owns the facility.
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.
Represented Emmes Asset Management in connection with the acquisition of a preferred equity interest in Waterside Plaza, a multi-family residential complex on the East River.
Represented a start-up limited edition luxury apparel and home furnishing collections company in a seed capital preferred stock offering and corporate structuring matters, including the formation of an advisory board and the adoption of an equity incentive plan.
Represented a U.S. commercial bank in restructuring a $20 million credit facility for a prominent restaurant chain.
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
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.
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.
Representation of Lehman Commercial Paper, as agent, in an amended and restated $140 million multiple draw term loan receivables funding facility for a special purpose vehicle of a leading U.S. publishing company and successful payout and termination.
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.
Represented a private bank in a $16 million revolving credit facility secured by thirteen works of art.
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.
Representation of a hedge fund in connection with its debt and equity investments in a biofuels manufacturer based in Latin America.
Represented a hedge fund in connection with the restructuring of its debt and equity investments in a manufacturer of intimate apparel and sleepwear.
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.
Representation of the New York Yankees in connection with a video distribution agreement between Major League Baseball Advanced Media and the YES Network, the primary broadcaster of New York Yankees games.
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.
Represented Fashionware Technologies Corp., a boutique technology solutions developer specializing in the fashion industry, in connection with intellectual property, marketing and corporate matters related to its proprietary Fashionware PLM software suite designed to manage the life cycle of products for apparel, footwear and soft goods companies.
Represented the New York Yankees in negotiating an agreement with the Daily News to license the Daily News' historic photo archive of Yankees players and stadium imagery and for the Daily News to be the exclusive provider of historical photos for prominent display in the new stadium.
Represented a new media company that provides dynamic digital content and advertising through kiosks in high traffic areas, such as the airports, that can also charge electronics and download digital content. We helped the company with its initial round of financing, its formation strategy and IP filings as well as its strategic alliance agreement with one of the largest airport retailers.
Represented an investment group led by a prominent foreign investor and nationally-recognized sports industry advisor in connection with a potential bid for an English Premier League football club.
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.
Represented Emmes Asset Management in its investment adviser agreement with a state pension fund allocating several hundred million dollars to investments in real estate opportunities.
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.
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.
Represented Plainfield Asset Management in a restructuring of its investment in a regional voice and data services company.
Represented Plainfield in selling the Wake Music Catalog—a catalog of approximately 4,000 songs, including hits by Jennifer Lopez and other internationally renowned recording artists.
Represented Plainfield Asset Management in restructuring Bellator Sport Worldwide, LLC—a mixed martial arts promotional company—of which Plainfield was majority owner. As part of the restructuring, Plainfield sold a portion of their equity in Bellator to a new private equity investor and converted its outstanding loans to Bellator into new equity.
Represented a regional sports network in a $450 million credit facility.
Represented Sessions.edu—an online school for web and graphic design and digital and multimedia arts—in several corporate and transactional matters including the financing of a new school, contract work and trademark representation and applications.
Successful defense of a prominent hedge fund in connection with an SEC investigation of alleged misrepresentations and the alleged failure to disclose material facts to investors. We prepared a Wells Submission which resulted in decision by the SEC to drop the investigation.
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.
Representation of a New York Yankees' affiliate in connection with the creation of a joint venture that would seek to build upon the value associated with the marks and other intellectual property rights of the New York Yankees by seeking licensing arrangements for the branding of products within certain designated consumer product categories.
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.
Represented Solar Rainbow LLC in connection with its becoming the exclusive U.S. distributor for China-based Shenzhen Retop's high quality LED products, including T8 LED Tubes, T8 LED Tubelights, T5 replacement tubes and other long life energy efficient light sources employing LED technology.
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.
Represented a global hedge fund in the exchange of certain of its private equity holdings to a Greek public company.
Representation of the Yankees in the preparation and development of its sales commission plan and policies applicable to its account executives for premium and regular seating at the new Yankees Stadium.
Representation of the New York Yankees in preparing sponsorship agreements for the 2009 season and beyond for the new Yankee Stadium. The agreements govern the advertising, promotion and product placement rights of the Yankees' new and existing sponsors.
Represented the New York Yankees in connection with the first college football game at the new Yankee Stadium, in which the Notre Dame Fighting Irish took on the Army Black Knights on November 10, 2010. Our representation consisted of negotiating and drafting a comprehensive site agreement that addressed a number of complex issues, such as sponsorship rights and the distribution of revenues.
