Matters

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.

Investor – Venezia FC Acquisition

Represented sports investor Joe Tacopina in franchise acquisition and ownership matters, including negotiating and structuring his exit as president and co-owner of the Italian soccer club Bologna F.C. 1909, and his ensuing acquisition of Venezia F.C.

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

Investment in E-Commerce Jewelry Retailer

Represented client in an investment in an E-commerce business that delivers jewelry to consumers on demand through its partnership with high-end jewelry brands.  

D.C. United – Acquisition by Levien Soccer

Represented Levien Soccer in connection with its buyout of D.C. United.

Racing Association – Acquisition of Minority Interest in Elite Turf Club

Represented a prominent thoroughbred racing association in the acquisition of a minority interest in Elite Turf Club, a provider of natural turf installation services.

Common Living – KIN

Represented Common Living Inc. in a joint venture with Tishman Speyer in the launch of KIN, the first residential brand in the U.S. focused on developing metropolitan area properties geared toward young families.

New York Islanders – Charity Raffles

Advised the New York Islanders in connection with conducting 50/50 raffles in New York and Connecticut.

Fox Sports/NYRA – Landmark Wagering and Media Rights Agreements

Represented New York Racing Association, Inc. (NYRA) in an expanded partnership agreement establishing Fox Sports as NYRA Bets' official wagering partner and the leading media provider for elite thoroughbred racing through the next decade. The prior FOX Sports/NYRA media rights agreement provided a FOX Sports subsidiary with an option to acquire a 25% stake in NYRA Bets, LLC, a leading Advance Deposit Wagering (ADW) platform available to customers in 30 states across the country. The FOX Sports subsidiary will exercise this option by the summer of 2021, pending final regulatory approval. 

The agreement provides a FOX Sports subsidiary with a future opportunity to increase its equity interest in NYRA Bets.

Resources

Merchant Bank – Corporate Matters

Represented a merchant bank in the ownership and operation of numerous investments including a joint venture with a preeminent cosmetics brand.

MLS Soccer Agency – Establishment of US Platform

Represented a major league soccer agency in the establishment of its US platform.

Sports Ventures – Sale of Ownership Interest

Represented client in sale of minority interest in professional basketball team.  
 

Global Law Firm – Acquisition Matters

Represent client, a large global law firm, as outside special counsel in antitrust matters, including conducting a Hart-Scott-Rodino Act analysis with respect to the acquisition of a new business line.

Regional Sports Network – $660 Million Financing

Represented a leading regional sports network in amending and restating its senior secured credit facility into a $600 million term loan facility and a $60 million delay draw facility. The proceeds will be used to refinance existing indebtedness, redeem existing senior subordinated notes, and for working capital purposes.

McKinsey & Company – Structural Analysis

Represented McKinsey & Company in a review and analysis of its global organization and in rendering a legal opinion regarding ownership of its subsidiaries and affiliates.

Legends Hospitality – Investment by New Mountain Capital

Represented Legends Hospitality, the sports and entertainment joint venture controlled by the New York Yankees and Dallas Cowboys, in a strategic partnership and investment in the company by New Mountain Capital.

Asset Management Co. – Acquisition of Israeli Basketball Team

Represented an asset management company in the proposed acquisition of an interest in a premier professional basketball team located in Jerusalem. The team has won several titles recently, including the EuroCup and the Israeli League championship.

Haskell Jewels – Factoring Facility

Represented Haskell Jewels and its subsidiaries in a factoring facility with Rosenthal and Rosenthal, Inc. Haskell Jewels is a leading designer, marketer and distributor of costume jewelry.

UFC – Mayweather v. McGregor Bout

Represented Ultimate Fighting Championship (UFC), as lead counsel, in the August 2017 Floyd Mayweather, Jr. v. Conor McGregor bout at the T-Mobile Arena in Las Vegas.

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.

$80 Million Asset-Based Credit Facility

Represented a commercial bank, as administrative agent, issuing bank and lender, in amending and restating an existing syndicated, senior secured asset-based credit facility to a company engaged in the apparel business, into an $80 million asset-based credit facility. The proceeds will be used for working capital purposes.

Term Loan and Revolving Credit Facilities

Represented the owner and operator of a major league baseball franchise in amending and extending its existing $250 million syndicated senior secured credit facilities, consisting of a $200 million term loan facility and a $50 million revolving credit facility.

$625 Million Secured Term Loan Facility

Represented a leading regional sports network, as borrower, in amending and restating its senior secured term loan facility into a $625 million term loan facility. The proceeds were used for working capital purposes

Social Media Company – Sale and Rollover

Represented Fizziology, a social media research and analytics company, in its sale and in a rollover transaction with a private equity sponsored buyer.

Sports Investor – Lexington Legends MiLB Acquisition

Represented a sports investor in the acquisition of the Kansas City Royals' Class A affiliate Lexington Legends, and the team's home stadium, Whitaker Bank Ballpark.

Private Investment Firm – Innovative Building Systems LLC

Represented a private investment firm in the acquisition by Innovative Building Systems LLC, the leading custom modular home producer in the U.S., of HandCrafted Homes. The acquisition allowed our client to convert its investment in HandCrafted Homes to a minority ownership interest in IBS.

Small Bone Innovations – Acquisition by Stryker Corporation

Represented Small Bone Innovations in its acquisition by Stryker Corporation, one of the world's leading medical technology companies, in an all-cash transaction valued at up to $375 million.

U.S. Commercial Bank – Hylan Credit Facility

Represented a U.S. commercial bank, as lender, in a secured credit facility consisting of a term loan and a revolving loan to Hylan, a fiber optic data communications contractor, to finance a recapitalization resulting in the sale of 50% of the company to a private equity firm. The loans are secured by a first lien on all present and future assets of the borrower.

Powers Fastners – Stanley Black & Decker

Represented Powers Fasteners in its successful sale to Stanley Black & Decker Inc. (NYSE:SWK). Powers, founded in 1921 and based in Brewster, NY, is North America’s leading supplier of concrete and masonry anchors and fastening systems.

Mediware Information Systems – Going Private

Represented Mediware Information Systems, Inc., a leading provider of clinical software solutions, in its acquisition by leading private equity investment firm Thoma Bravo, LLC in a transaction valued at $195 million.

Cross-Border Lending

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.

Not-For-Profit Association – Rate Review

Represented client, as its integrity counsel, in connection with a rate review.

Not-For-Profit Association – Cyber Securities

Represented a major sports franchise operator in connection with cyber securities initiatives.

Regional Sports Network – High-Yield Note Offering Amendment

Represented a regional sports network in an amendment to an indenture with a U.S. bank concerning the issuance of $250 million in senior subordinated notes.

Regional Sports Network – $200 Million Note Refinance

Represented a leading regional sports network in the redemption of senior subordinated notes in the principal amount of $250 million and in the issuance of new senior subordinated notes in the principal amount of $200 million.

Real Estate Developer – Joint Venture

Represented real estate developer in joint venture with an industrial partner. 

Real Estate Family – Ownership and Succession Planning

Represented a well established longstanding real estate family in ownership and succession planning.

Regional Sports Network – Corporate Restructuring

Represented a leading regional sports network in a restructuring of its ownership structure through the formation of a new Delaware limited liability company.

Merchant Bank – Private Equity Investment

Represented a well-known merchant bank in a private equity investment.

Real Estate Investment Advisory – Investment in Canadian Company

Representing a prominent, privately owned real estate investment advisory in an investment in a Canadian company involved in the cannabis industry.

Concession Service Provider – UK Acquisition

Represented international concession service provider in its acquisition of UK hospitality provider specializing in providing premium customer event experiences.  

Common – Real Estate Transactions

Representing Common, a co-living developer and operator with properties in six U.S. cities, in a wide range of real estate transactions.