M&A and Joint Ventures
Strategic Investment in Leading Dance and Entertainment Companies
Represented Break the Floor Productions in a groundbreaking dance industry transaction. TZP Group (“TZP”), a multi-strategy private equity firm, made strategic investments in Break The Floor Productions and Star Dance Alliance to create Dance One Holdings, LLC, the largest holding company of dance brands in the world. This investment represents the largest institutional investment in the dance industry as of the date of the deal.
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.
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.
Marcus & Millichap Acquisition
Represented Marcus & Millichap, a publicly traded company, in their acquisition of Dallas-based Metropolitan Capital Advisors.
Marcus & Millichap – Mission Capital Acquisition
Represented Marcus & Millichap, a publicly traded company, in their acquisition of New York-based real estate finance advisory firm Mission Capital Debt & Equity.
Marcus & Millichap Acquisition of Dallas Based Commercial Real Estate Finance Intermediary
Represented Marcus & Millichap, Inc., a leading brokerage firm specializing in commercial real estate investment sales, financing, research and advisory services, in its acquisition of Metropolitan Capital Advisors (MCA), a commercial real estate finance intermediary specializing in arranging debt and equity for commercial real estate on behalf of developers, investors and owners.
Proposed Acquisition of KeyDrive S.A.
Represented DWF LLP as U.S. counsel for CentralNic Group PLC, a London stock exchange listed company, in its proposed acquisition of KeyDrive S.A., a Luxembourg conglomerate.
$285 Million Multinational Joint Venture
Represented an automotive OEM in the establishment of a multinational joint venture with a major Saudi Arabian conglomerate, valued at $285 million.
Hitachi Data Systems – Acquisition of Assets
Represented Hitachi Data Systems in its acquisition of assets comprising the homeland security software technology business of two related multinational companies.
Ricoh Company, Ltd. – Acquisition of U.S. Printing Technology Company
Represented Ricoh Company, Ltd. in its acquisition by merger of a U.S. printing technology company.
Trax International LLC – GT2 Engenheiros Associados Ltda. Joint Venture
Represented Trax International LLC, a U.S. government contractor, in a joint venture with GT2 Engenheiros Associados Ltda. in Brazil to provide engineering services to power plant owners and operators in Brazil.
Kaman Corporation – Kineco Systems Joint Venture
Represented Kaman Corporation, a NYSE-listed U.S. defense contractor, in a joint venture with Kineco Systems Pty Ltd. to manufacture and distribute aircraft composites and other products in India and elsewhere in Asia.
gategroup – Saudi Joint Venture
Represented gategroup, an international airline catering and services company, in a joint venture to produce halal foods in the Kingdom of Saudi Arabia.
QuadraMed Corporation – Sale to Private Equity Firm
Represented QuadraMed Corporation in its acquisition by Francisco Partners, a U.S. private equity firm.
QuadraMed Corporation – Acquisition of Tempus Software
Represented QuadraMed Corporation in its acquisition of Tempus Software, Inc., a healthcare scheduling technology company.
QuadraMed Corporation – Acquisition of IT Company
Represented QuadraMed Corporation in its acquisition of Détente Systems Pty Limited, an Australian and United Kingdom information technology company.
Telco Communications Group, Inc. – Sale to Excel Communications, Inc.
Represented Telco Communications Group, Inc. in its acquisition by Excel Communications, Inc.
CAIS Internet - Disposition of Software Business
Represented CAIS Internet in the disposition of its server software business to Cisco Corporation.
PT-1 Communications, Inc. – Sale to STAR Communications, Inc.
Represented PT-1 Communications, Inc., an international long distance telecommunications company, in its acquisition by STAR Communications, Inc.
Federal Computer Corporation – Sale to Condor Technology Solutions, Inc.
Represented Federal Computer Corporation, an information technology company, in its acquisition by Condor Technology Solutions, Inc.
FirsTel, Inc. – Sale to Advanced Communications Group, Inc.
Represented FirsTel, Inc., a long-distance telecommunications company, in its acquisition by Advanced Communications Group, Inc.
Mortgage Funds Consolidation
The consolidation of three publicly traded mortgage funds into two New York Stock Exchange–listed REITs.
Acquisition of Interest in Phar Mor, Inc.
Represented an investor group in connection with its acquisition of a controlling interest in Phar Mor, Inc.