Matters

Silas Capital – Investment in LifeFactory

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.

Financial Services – Trader Employment Agreement

Represented a financial services firm in the development of an employment agreement template addressing protection of trading algorithms and other proprietary information.

Consumer Products Company – Employment Arbitration

Represented a consumer products company in connection with an arbitration challenging the termination of a senior executive.

RXR Realty – NYC Property Acquisition

Represented RXR Realty in providing advice relating to the acquisition of a New York City property.

Legends Hospitality – DraftKings Investment

Represented Legends Hospitality in its equity investment in DraftKings, a leading provider of daily fantasy sports contest services.

EMMES Group of Companies – Restructuring

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.

Baseball Franchise – Term Loan Facility

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.

Hotel Chain Sr. Executive – Employment Separation Agreement

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

Private Lender – Lending Documentation

Represented a finance company in the development of financing forms and in advice on related legal issues.

Legends Hospitality – Live Nation Strategic Partnership

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.

Limited Liability Company Joint Venture

Represented client in the formation of a limited liability company to operate as a joint venture for the sourcing of raw diamonds.

Sports Franchise – Bankruptcy Counterparty

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.

Sibyl Trading LLC – General Corporate

Represented Sibyl Trading LLC in general corporate matters, including entity formation and advice on its proprietary trading platforms and operation.

Victor Chu & Co. – NYS Energy Efficiency Fund

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.

Senior Executive – Private Equity Firm Employment Contract

Represented a client in employment contract negotiations with private equity firm TPG Capital.

Yankee Global Enterprises – Compensation Plans

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

New York City FC – Soccer Stadium Development

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.

Legends Hospitality – Concessions Operations

Represented Legends Hospitality in transactions involving the operation of all food and beverage concessions and premium catering at both Angel Stadium of Anaheim and Tempe Diablo Stadium.

Emmes Capital LLC – 180 Water Street

Represented an affiliate of Emmes Capital in a real estate development joint venture involving partial conversion of office space into residential units.

New York Yankees – BOC SPE Analysis

Analysis of MLB league-wide proposal to provide the Office of the Commissioner of Baseball with greater oversight and involvement in MLB team bankruptcy and other insolvency proceedings.

Hospitality Group – Building Violations

Advise client on matters concerning building violations before the NYC Environmental Control Board and the NTC Criminal Court.

Emmes Capital LLC – Zoning Matters

Represented Emmes Capital in connection with zoning matters for various properties located in New York City and New York State.

Medical Exam Firm – Asset Acquisition

Represented an independent medical exam and review firm in its acquisition of independent medical examination software assets from Ohio-based Innova Partners Limited.

Real Estate Advisory Firm – Equity Investment Advice

Represented a real estate advisory firm regarding company structures in several real estate investments.

Emmes Capital LLC – LLC Agreement for Financial District Building Acquisition

Represented Emmes Capital LLC in negotiation of an LLC agreement for the purchase of real estate at 61 Broadway.

Legends Hospitality – New Technology Investment

Represented Legends Hospitality in a proposed investment in software that consolidates sports franchise data.

World Freerunning & Parkour – Internal Restructuring

Represented World Freerunning & Parkour Federation in internal restructuring and in providing general corporate advice.

Real Estate Advisory – Investment Management Amendment

Represented a real estate investment advisory and property management company in the restructuring of investment advisor success fees.

Strategic Check – Non-Recourse Financings

Represented Strategic Check regarding form and substance of non-recourse financings for athletes based on assignments of substantial compensation revenues.

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.

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.

Real Estate Investor – Employment Agreement

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

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.

Privately Held Business – Industrial Facility Development

Represented privately held waste-hauling and storage business in connection with the development of a waste treatment and disposal facility, to be located adjacent to a waste-to-energy industrial facility, that will provide for the transfer, treatment and processing of medical waste.

Secured Term Loan

Represented the holding company of a minor league base baseball team in a multi-million dollar secured term loan.

Legends Hospitality – Senior Secured Credit Facility

Represented Legends Hospitality in a $225 million senior secured credit facility, consisting of a $40 million term loan, a $35 million term, and a $150 million revolving credit facility. The proceeds were used to refinance existing debt and will be used for the construction and build-out of the observation deck at the new World Trade Center in New York.

Doral Bank – Sale of Property Finance Unit

Represented Doral Bank in the sale of the Doral Property Finance Group, including a portfolio of real estate focused loans, to a multi-billion dollar REIT.

Sports Investor Group – Buffalo Bills Acquisition Bid

Represented a final round bidder, a consortium of high-net-worth individuals and institutional investors, in the proposed acquisition of the National Football League's Buffalo Bills, and in related stadium issues and compliance matters with the NFL constitution.

M&A Advisory – Polish Company Listing

Representation of an M&A advisory firm in developing a strategy to access the US public exchange as a foreign private issuer either by listing shares on the NYSE or issuing and listing ADRs.

Silas Capital – Portfolio Investment Sale

Represented Silas Capital, a venture capital and private equity firm, in the sale of a portfolio investment, including the negotiation of applicable indemnities, representations and warranties.

Money Center Bank – CLO Program Development

Represented a money center bank in developing a collateralized loan obligation program to recycle national real estate mortgage loans and warehouse loans, including advice on structuring, tax matters and bank regulatory matters.

Private Equity – Venture Capital Fund

Represented a private equity firm in establishing a semi-independent venture capital fund platform, including the negotiation of the terms of the venture capital fund platform documents and related compensation and governance issues.

MEAG New York – Master Securities Forward Transaction Agreement

Represented MEAG New York Corporation in review and negotiation of master securities forward transaction agreement proposed by Wells Fargo.

Major League Baseball Franchise – Senior Secured Credit Facility

Represented a major league baseball franchise in a $250 million senior secured credit facility consisting of a $200 million league term loan facility and a $50 million revolving credit facility. The proceeds were used to make a dividend payment to parent to repay existing facility and to pay fees and expenses.

Lelands – Jim Brown’s NFL Championship Ring

Represented Lelands in litigation filed in New York federal court by former National Football League player Jim Brown regarding the recovery of a 1964 NFL championship ring alleged to have been stolen.

Lanco Corporation – Contract Dispute

Represented Lanco Corporation, a supplier of metal finishing and waste treatment equipment, in connection with a contract dispute by its freight forwarder and customs broker regarding an extension of credit and general lien.

Mitchell Best Homes LLC – Joint Venture

Represented Mitchell Best Homes LLC in connection with a joint venture with institutional investors for real estate housing developments.

Plainfield Asset Management – Portfolio Company Sales

Represented Plainfield Asset Management in connection with the sale of several portfolio companies.

Emmes Capital LLC – Regulatory Advice

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

Balfour Investors Inc. – Cleancor Joint Venture

Represented domestic and foreign private equity investors affiliated with Balfour Investors Inc. (“Balfour”) in the formation of Cleancor Energy Solutions LLC (“Cleancor”) joint venture. Cleancor is an energy merchant bank focusing on financing for and investment in clean-fuel start-up or early stage enterprises, technologies, infrastructure, logistics services and projects. Balfour is a merchant bank whose principals have acquired assets across a multitude of industries for more than 35 years.