Represented Legends in its investment in, and business partnership with, a premium omni-channel food tech platform that operates food halls in metropolitan areas and licenses various culinary brands, in negotiating and drafting an investment agreement, food hall management agreements, licensing and development agreements and various other operational agreements and side letters.
Represented an accredited fully online design college in its acquisition by a venture capital firm specializing in higher learning opportunities.
Representation of privately owned real estate investment and advisory firm, as managing member of programmatic joint venture with value-oriented REIT focusing on investment in institutional quality real estate to acquire and operate medical office buildings, together with other potential healthcare related properties across U.S. markets.
Represented shareholders in multi-million-dollar sale of assets of an independent medical examination provider (IME). The IME serves insurance carriers, employers, and third-party administrators, to leading provider of IMEs, peer reviews, Medicare compliance, record retrieval, document management and related services, with clients in the U.S., Canada, the United Kingdom and Australia. The agreement provided for post-closing employment and restrictive covenants of selling shareholders and key personnel and bonus payments relating to key employee retention.
Represented potential owner of expansion team of professional soccer team in North America. Provided advice regarding the application process and provided analysis of franchise agreement and potential conflict issues.
Represented Chairman and President of a leading professional services firm that specializes in real estate and investment management firm in connection with his employment agreement.
Represented Milwaukee Bucks co-owner, Marc Lasry, in the sale of his 25 percent stake in the team to Cleveland Brown owners Jimmy and Dee Haslam. According to ESPN, the transaction struck at a $3.5 billion valuation was the second highest valuation ever paid for an NBA team and the third highest valuation for any American professional sports team. It was a tremendously successful conclusion to Mr. Lasry’s tenure as an owner and steward of the championship Bucks.
Represented Legends in connection with potential joint venture with a provider of a no-code platform that provides a non-fungible token (aka NFT) wallet, access to multiple blockchains, tokenization and utility-driven smart contracts to empower marketers and brands to build web3 customer loyalty communities.
Advised a leading internet horse racing account wagering operator as to the legality of conducting advance deposit wagering (“ADW”) activities in the 50 states and D.C. ADW is a form of pari-mutuel wagering on horse racing whereby a person establishes an account with an ADW operator and subsequently communicates (typically via the internet) instructions concerning the wagering of the funds in such person’s account to the ADW operator. Advice based upon comprehensive review of applicable horse racing statutes and regulations and select federal gambling laws.
Represented a leading internet horse racing account wagering operator in formation of joint venture with major European gambling software engineering firm to develop technology and software that facilitates the operation of computerized advance deposit wagering (“ADW”) for horse racing. ADW is a form of pari-mutuel wagering on horse racing whereby a person establishes an account with an ADW operator and subsequently communicates (typically via the internet) instructions concerning the wagering of funds in such person’s account to the ADW operator.
Represented Cohere Cyber Secure, a provider of cyber security and risk assessment services, in the sale of substantially all of its assets to Dataprise, a provider of managed IT, cybersecurity and cloud solutions.
Represented a financial advisory and accounting firm based in the northeast in its restructuring and subsequent business combination transaction with a financial and tax advisory business.
Represented Silas Capital in its investment in Boll & Branch (B&B), the leading designer and retailer of sustainable home goods. Silas Capital’s interests were ultimately sold when B&B received a $100 million strategic investment from a global consumer-focused private equity firm.
Represented a real estate investment advisory and property management company in establishing a presence in California and related tax analysis.
Represented New York Racing Association in a joint venture formed to conduct the NYRA Bets national advance deposit wagering business.
Represented a prominent real estate firm, as lead counsel, in structuring and negotiating primary naming rights and secondary cornerstone sponsorship agreements for a proposed mixed-use real estate and stadium development project located on the west side of Manhattan.
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.
Represented a real estate investment advisory and property management company in preparation of comprehensive cybersecurity policies and procedures to ensure compliance with regulatory guidelines.
Represented a client in its partnership with an electronic cash-transaction payment system provider that enables its customers with limited access to financial services to make cash payments at local stores.
Represented a provider of a web-based, multi-tenant reporting tool that aggregates real estate agent and lender data, in its software licensing and service agreement with a financial services technology provider that specializes in mortgage pipeline risk management.
Represented a registered investment advisor in the drafting of its cybersecurity policies and procedures, and the development of a cybersecurity program which included an audit and assessment by an outside consultant. We also advised on the client's Form ADV.
Successful defense of a major league professional sports team, obtaining pre-motion dismissal of all claims in a high-profile putative class action alleging deceptive trade practices and false advertising in connection with a very large sale of memorabilia.
Obtained summary judgment, including dismissal of all claims and recovery on counterclaim for breach of contract, on the district court level on behalf a Major League Baseball franchise in a contract dispute involving advertising and sponsorship rights, and protected judgment on appeal to the Second Circuit.
Representing New York Racing Association (NYRA), in assisting NYRA’s Board of Directors and management in ensuring that NYRA, its officers, employees and operations comply with New York’s Racing, Pari-Mutuel Wagering and Breeding Law §206(5), and AML and Patriot Act concerns. We also assist NYRA on corporate and tax-related matters.
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.
Represented a leading regional sports network in a $24 million equipment lease financing facility provided by Banc of America Leasing & Capital and in a subsequent amendment to the facility.
Represented a special purpose entity affiliate of the National Football League's New York Jets and the New York Giants, in a complex public financing for MetLife Stadium that involved the New Jersey Economic Development Authority and local government.
Represented the New York Yankees in the issuance of $1.5 billion in municipal tax-free and taxable bonds by the New York City Industrial Development Agency, which financed the lease and construction of the new Yankee Stadium. We drafted and negotiated the lease agreement for the new stadium, as well as ancillary real estate agreements pertaining to parking lots and garages; construction, demolition and insurance, and public transportation. We were also integrally involved in navigating the Yankees through the lengthy federal, state and local governmental permit and approval process.
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.
Ongoing capital markets and regulatory advice to the investment advisory unit of a multinational insurance and reinsurance company.
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.
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, the See Forever Theater and the City Pulse interactive display.
Represented a real estate investment firm in the development of proprietary branding and operations systems for a unique hotel concept involving collaborative work spaces.
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.
Represented a financial services firm in the development of an employment agreement template addressing protection of trading algorithms and other proprietary information.
Represented a consumer products company in connection with an arbitration challenging the termination of a senior executive.
Represented RXR Realty in providing advice relating to the acquisition of a New York City property.
Represented Legends Hospitality in its equity investment in DraftKings, a leading provider of daily fantasy sports contest services.
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.
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.
Represented a senior executive of a major hotel chain regarding an employment separation agreement.
Represented a finance company in the development of financing forms and in advice on related legal issues.
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.
Represented client in the formation of a limited liability company to operate as a joint venture for the sourcing of raw diamonds.
Represented a major league baseball franchise as counterparty to an advertising agreement and suite license agreement with debtor in connection with the chapter 11 bankruptcy cases of Caesars Entertainment Operating Company, Inc. and its affiliated debtors.
Represented Sibyl Trading LLC in general corporate matters, including entity formation and advice on its proprietary trading platforms and operation.
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.
Represented a client in employment contract negotiations with private equity firm TPG Capital.
Represented Yankee Global Enterprises in the establishment of executive compensation plans.
Represented an affiliate of New York City Football Club in a memorandum of understanding with the City of New York for the financing, development and construction of a new soccer stadium.
