Corporate Finance Transactions

Lender Representations

• Represented a California-based family office in a $10,000,000 secured financing of a publicly-listed biopharmaceutical company. The collateral package included a pledge of equity in certain subsidiaries and IP. A warrant exchangeable for preferred shares was also included.

• Represented a Texas-based commercial finance lender in the establishment of a new lending product secured by the net asset value (NAV) of financial assets owned by the proposed borrowers. Closed the initial $5,000,000 financing with a real estate investment fund, as the borrower, and its pledge of all equity interests it owned in six special purpose ownership limited liability companies.

• Represented New York-area based commercial bank in a $10,000,000 NAV financing of a private equity fund.

• Represented a Finnish bank in the perfection of its security interests in the assets of a US-based subsidiary guarantor of the parent’s obligations under a €150,000,000 secured revolving credit facility.

• Represented a Danish Family Office in a $20,000,000 revolver and term loan facility made available to a US-based cattle business. The loans were secured by an “all assets” pledge of the Borrower (including livestock, equipment, receivables and inventory) and a parent guarantee from the Borrower’s Danish parent.

• Represented a major Dutch bank in a $30,000,000 loan to a Dutch corporate borrower. The loan was secured by a pledge of the equity capital of the borrower’s US subsidiary, a Delaware limited liability company.

• Represented a Cayman-based private equity firm in establishing several “warehouse” credit facilities to Mauritius and Uganda-based microfinance lenders, the proceeds of which were deployed to fund thousands of retail “micro loans” to family and women-owned businesses in Kenya, Uganda and Mauritius.

• Represented a Swedish bank in seven separate residential “greenfield” development projects in the New York Metro area totaling over $300,000,000, secured by the land and improvements.

• Represented the New York branch of a Belgian bank in multiple financings of health care providers ranging from medical device companies to assisted-living facilities secured by Medicare and Medicaid receivables.

• Represented the New York branch of a Belgian bank in multiple secured lease financings of 727 cargo aircraft being purchased by a major international courier service for its US delivery routes.

• Represented a Swedish bank in the restructuring of $40,000,000 in debt of a Swedish gold mine operation that was secured by equipment, receivables, and mineral rights.

Borrower Representations

• Represented a holding company and 13 of its subsidiaries engaged in the dining and hospitality business in connection with a $24,000,000 secured financing by the New York branch of a major Italian bank. The facility documentation provided for a term loan, revolving credit, and letter of credit facility. The collateral package consisted of a pledge of the subsidiaries’ equity, all accounts, inventory, equipment and IP of each of the borrowing parties, and guaranties of the founders.

• Represented a publicly-traded Spanish mining operation in a $100,000,000 secured loan made available by a syndicate of banks led by a top-tier Canadian bank. The obligations were secured by guaranties and personal property liens on all the assets of the Borrower and 29 of its US and Canadian operating subsidiaries.

• Represented a not-for-profit real estate development fund in negotiating and documenting over $50,000,000 in unsecured credit facilities with multiple US money center, regional, and local commercial banks seeking viable investments with Community Reinvestment Act (CRA) credit from their government regulators.

• Represented an investment fund borrower in the restructuring of $80,000,000 in debt that was secured by several hundred residential properties throughout the Southeast United States.

• Represented one of the largest private elder-care chains in the country in a $500,000,000 financing secured by Medicare and Medicaid accounts receivable.

• Represented the special purpose acquisition subsidiary of a Chinese technology company, as borrower, in the $50,000,000 bank financing of its purchase of a well-known U.S. technology company.

Corporate Transactions

• Represented sellers in the sale of four privately-held elevator service companies to a public company engaged in a nationwide “rollup”

• Represented the sponsor of the development and construction of a polystyrene plant in Gujarat, India securing debt and equity financing from a major hedge fund

• Negotiated and documented a joint venture for a private client in the airline cleaning business with a multi-national services company that resulted in operations at major airport hubs nationwide

• Restructured a struggling equity investment by a Swedish corporate client in a Florida-based distributor to create a positive revenue stream based on the licensing of the client’s patented water flow technology

• Represented an independent film production company with all “above” and “below” line contracts for talent and crew in a feature-length film that premiered at The Sundance Film Festival in 2002

• Formed the U.S. affiliate of an international art exhibition company and represented the client in most, vendor, venue, and service contracts for its New York shows

Corporate Governance Transactions

• Advised the board of directors in connection with the objection by a minority of the board to a consolidation with a strategic partner

• Advised and defended the minority equity holder in limited liability company from “squeeze out” play by majority equity holder

Not-for-Profit Client Transactions

• Formed a residential real estate investment fund sponsored by a nationwide not-for-profit dedicated to the improvement of economically-challenged communities which secured over $60,000,000 in debt and equity from banks and institutional investors for the purchase, rehabilitation, and lease or sale of homes to low and moderate-income families

• Negotiated and advised a university client in connection with a $10,000,000 donation agreement with naming rights for a new financial engineering institute within the university

• Negotiated and documented a $10,000,000 funding agreement for the establishment of a nutrition institute on behalf of a scientific think tank

• Negotiated and documented a joint venture between a university and a private company controlled by a professor to exploit patented organic solvent technology