Not-for-Profit Sports Association – ERISA Matters
Represented client in a dispute regarding a domestic relations order applying to the client’s pension plan.
Legends Hospitality – Control Interest Transfer
Represented long-standing client Legends Hospitality in its entry into a share purchase agreement with the private equity firm Sixth Street. Under the share purchase agreement, Sixth Street acquired a controlling interest in Legends Hospitality. This investment will support Legends continued growth as a premium experiences company that specializes in delivering holistic solutions for sports, entertainment and attractions clients.
In connection with the acquisition, Legends Hospitality (i) issued senior secured long-term notes and (ii) entered into a revolving credit facility and PIK facility. The net proceeds were used to redeem certain outstanding equity securities of Legends Hospitality and for working capital and general corporate purposes.
In order to preserve Legends Hospitality’s liquidity and support its continued investment in accretive, long-term capital projects, affiliates of Sixth Street and other third parties will provide Legends Hospitality with access to funding provided by an investment vehicle. The funding will be used for capital expenditures, pre-opening costs and other disbursements contemplated by contracts entered into by Legends Hospitality.
Wilkinson Global Capital Partners – Purchase Agreement
Represented Wilkinson Global Capital Partners LLC, a leading asset management and investment advisory firm, in its purchase of Wilkinson Global Asset Management, a New York-based private wealth investment manager, pursuant to a call option. The sale was made in accordance with a multi-year financing agreement with the seller, Fiera Capital.
Resources
Olnick Organization – Acquisition of 201 West 77th Street
Represented the Olnick Organization in connection with a $106 million acquisition of 201 West 77th Street, a mixed-use property located on the Upper West Side of Manhattan.
CoreNet Global – ProBono Outside Counsel
Herrick acts as pro bono outside corporate counsel to the New York City Chapter of CoreNet Global, a non-profit association, headquartered in Atlanta, Georgia (U.S.), representing more than 10,000 executives in 50 countries with strategic responsibility for the real estate assets of large corporations.
HK Organization – Brooklyn Joint Venture Acquisition, Financing and Disposition
Represented an affiliate of HK Organization in the joint venture with a real estate fund to acquire, finance, refinance and subsequently sell the property known as The Chocolate Factory, a large, historic mixed-use building in Brooklyn with over 100 newly renovated residential units.
Sports Ventures – Ownership Transfer
Represented client in connection with a minority ownership transfer of an NBA franchise.
Legends Hospitality – Tax Advice
Assisted numerous sports franchises and leagues in connection with state tax law issues.
Not-For-Profit Association – Compensation Plan
Represented a major sports franchise operator in connection with establishing a deferred compensation plan.
Legends – Majority Investment Transaction
Represented Legends Hospitality Holding Company, LLC (“Legends Hospitality”) in majority investment by private equity firm Sixth Street in the global premium experiences company, co-founded by the New York Yankees and the Dallas Cowboys. As reported by Legends, “[t]he new investment from Sixth Street will support the long-term growth of the Company’s global client relationships and further enhancements to its innovative 360-degree platform of premium experience offerings for the most iconic global brands in sports, entertainment, and attractions.”
Herrick has represented Legends since its inception in 2008, when our Sports Law Group worked with the Cowboys and the Yankees, along with two private equity firms, to form this ground-breaking joint venture. Initially, Legends focused on delivering enhanced concessions and premium experiences. Since its formation, Legends’ range of services has grown to include six worldwide divisions and it has partnered with many iconic international sports, entertainment and attractions brands.
Resources
Coblentz Patch Duff & Bass – Employment Agreements
Represented Coblentz Patch Duff & Bass LLP in review of California entity’s employment award agreements for New York employees.
New Yorker Hotel – Mortgage Loan
Represented the not-for-profit owner of the New Yorker Hotel in connection with a mortgage loan, including seeking Court and New York State Attorney General approval of same.
Jack’s Holdings – Series Seed Financing
Represented Jack’s Holdings, Inc., in a Series Seed Preferred Financing.
Private Investor – Formation of Private Equity Fund
Represented client in establishing a private equity fund focusing on aggregating investments in collegiate and high school sports.
Real Estate Investment Advisor – Incentive Equity Option Plan
Represented a prominent, privately owned real estate investment advisor in establishing an incentive equity option plan.
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.
Employment – Chief Executive Officer
Assist a long-standing real estate client in their termination of their Chief Executive Officer and in their search for a new Chief Executive Officer, including interviewing potential candidates and the preparation and negotiation of the new Chief Executive Officer’s Employment Agreement and the Separation Agreement with their prior Chief Executive Officer.
Internal Restructuring of Real Estate Family Office
Represented clients in internal restructuring of real estate family office restricting and facilitating entity simplification plan to implement client desired future business goals, involving more than 80 entities.
Negotiated separation agreement for senior executive of professional sports team
Represented senior executive in the negotiation of a separation agreement from a professional sports team.
Represented Leading Producer of Golf Equipment and Apparel in Sale of Business Transaction
Represented Sun Mountain Sports, Inc. ("Sun Mountain"), a leading producer of golf equipment and apparel, in a sale of business transaction to a private investment firm, Solace Capital Partners.
Founded in 1981, Sun Mountain is a pioneer in the golf industry known for its best-in-class brand and many innovations in golf bags, push carts, and outerwear. Sun Mountain’s products are sold in national retail stores, specialty golf stores, and pro shops, as well as online and internationally. The sale did not include Sun Mountain Motor Sports, which produces motorized golf cars under the Finn Scooters brand.
Three Ocean Partners served as financial advisor to Sun Mountain.
Resources
Community Preservation Corporation – Affordable Housing
Represented long-standing client, The Community Preservation Corporation, in a joint venture that preserves 1,036 high-quality affordable and supportive housing units in 13 buildings located throughout Brooklyn, the Bronx and Manhattan. The proceeds of the joint venture’s purchase will be used to capitalize a newly formed charitable organization, Blue Sky Social Justice Fund, which is focused on social justice and human rights, including LGBTQI+ rights, water and energy access, anti-slavery and the Black developers network.
Acquisition of Online Concrete Fastener Company
Represented longtime client in the purchase of an online concrete fastener company that involved complex tax issues. Advised on intellectual property matters involving proprietary business systems and software.
Kirov Academy – Washington D.C. Mortgage Loan
Represented The Holy Spirit Association for the Unification of World Christianity in connection with a mortgage loan secured by a property located in Washington, DC. The borrower operates the Kirov Academy, a renowned non-profit ballet school.
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.
Employment – Transition
Represent a multifamily focused real estate company in the retirement and transition of their Chief Operating Officer, including the preparation and negotiation of the Transition Agreement.
MAXX Properties – Long-Term Incentive Plan (LTIP)
Represented MAXX Properties in the structuring of their state of the art Long-Term Incentive Plan, including the preparation of the Plan documents.
Michel Design Works Acquired by Portfolio Company of Audax Private Equity
Represented the shareholders of Michel Design Works Ltd, a leading omni-channel lifestyle brand, in connection with its stock sale to Stonewall Kitchen, a premier specialty food and home goods platform in North America. Stonewall Kitchen is a portfolio company of Audax Private Equity, which has invested over $7 billion in more than 140 platforms and over 1,000 add-on companies.
Resources
Private Equity Firms, Family Offices and Institutional Investors- SPAC Investment Advice
Advising private equity firms, family offices and other institutional investors in multiple investment opportunities in special purpose acquisition company (SPAC) transactions in a variety of industries.
Lido Advisors – Key Strategic Partnership
Represented Lido Advisors ("Lido"), a nationally recognized wealth advisory firm, in its entrance into a key strategic partnership with Charlesbank Capital Partners ("Charlesbank"), a middle market private investment firm. Through the partnership, Charlesbank will become a significant investor in Lido alongside the founders and management team.
“We couldn’t be more excited to partner with Charlesbank at this pivotal time for Lido and, more importantly, for our clients,” said Jason Ozur, Lido’s Chief Executive Officer. “With Charlesbank at our side, our unparalleled investment and wealth planning solutions will continue to expand, both in breadth and scope, all to the benefit of our clients.”
Founded in 1999 and headquartered in Los Angeles, Lido is a full-service, independent Registered Investment Advisor (“RIA”) that brings an innovative family office investment approach to grow and safeguard its clients’ wealth and legacies. Lido’s clients include high-net-worth and ultra-high-net-worth individuals, family offices, corporate executives, non-profit organizations and foundations.
Resources
Global Provider of Cloud Based Software – Acquisition of Cyber Threat Detection Company
Advised Datto Holding Corp. (NYSE:MSP), the leading global provider of cloud-based software and technology solutions purpose-built for managed service providers (MSPs), as lead counsel in connection with its acquisition of BitDam Ltd. (“BitDam”), an Israel-based cyber threat detection company. BitDam’s cyber-defense platform secures collaboration tools, such as M365 and Google Workspace, from ransomware, malware, and phishing.
Consumer Products Manufacturer – Sale to Private Equity Fund
Represented a New Jersey-based supplier of specialty ingredients and products for the cosmetics industry in its sale to a private equity fund.
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.
Legends Hospitality – MainGate Equity Acquisition
Represented Legends Hospitality Management, LLC in its equity interest acquisition in MainGate, Inc., a leading event retail and merchandise company. The acquisition will create a robust multi-channel retail and e-commerce platform to facilitate the connection between brands and fans.
HK Organization – Empire Stores Redevelopment
Represented the 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-sq.-ft. of retail, restaurant and event space in addition to 300,000-sq.-ft. of office space.
New York Racing Association – Not-for-Profit Foundation
Represented New York Racing Association in the formation of a not-for-profit foundation.
Cryptocurrency Trading Platform
Represented a financial services company in establishing its cryptocurrency trading platform.
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.
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.
Cross-border Acquisition Post-Secondary Educational Institutions
Represented an offshore education foundation and operator of more than 100 post-secondary schools and research institutions worldwide in its proposed acquisition of post-secondary schools located in New York, Boston, Washington D.C. and San Francisco.
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.
VG Growth Partners – free2B Foods
Represented VG Growth Partners in its investment in free2B Foods, a producer of premium, healthy snack foods.
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.
Senior Executive – Compensation Arrangements
Represented a senior-level executive at a well established private equity firm in establishing compensation arrangements.
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.
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.
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