Cases
Representative Matters: Private Equity: Represented JB Investments Management in forming
launching JB Investments Fund III, LP, a hedge fund seeking to raise up to $1 billion to invest in publicly-traded oil
gas companies
simultaneously formed
launched a parallel U.S. fund
a Cayman Isl
s offshore fund to benefit tax-exempt
foreign investors.
Represented certain investors in a $361 million investment into Covetrus, Inc., a spin out comprised of assets from Henry Schein, Inc. (a publicly traded company)
Vets First Choice (a private equity backed company), as part of a larger $1.5 billion transaction.
Represented MC Square Holdings LLC, as principal,
MC Square Capital LLC as financial advisor to Sodali in its acquisition of Morrow & Co., LLC to create Morrow Sodali Global LLC, the largest independent corporate governance, proxy solicitation, investor relations, capital markets
shareholder services firm in the world, serving more than 600 corporate clients in 30 countries.
Represented sponsor in connection with the formation of Sailbridge Capital Activist Fund, L.P., a hybrid hedge
venture capital activist fund to invest in Mexican
other non-U.S. portfolio companies.
Represented National Securities Corporation in connection with its launch of National Israeli Founders Fund LLC, a venture fund targeting Israeli founded technologies.
Represented National Securities Corporation in connection with the formation of NSC Biotech Fund I LLC, a fund designed to purchase securities in Fortress Biosciences Inc. on the secondary market.
Represented the sponsor of Real Estate Home Development Loan Fund I, L.P., a debt fund used to make investments in real estate development projects.
Represented the owners of a construction management
consulting company, in the sale of all of the membership interests to a subsidiary of a NYSE listed global provider of architecture, design, engineering,
construction services.
Represented Poydras Gaming Finance Corp. (TSXV-PYD), in its acquisition of 100% of the stock of Integrity Gaming, Inc., Aurora Gaming, Inc.
Integrity Gaming of Kansas, Inc. for approximately $18 million, including, cash, stock, assumed debt,
an earn-out of up to $5 million.
Represented a substance abuse
mental health treatment company in a $231 million debt
equity financing in an effort to move forward with a multi-state rehabilitation center business.
Represented the National Securities Corporation in the special purpose fund it formed to make an investment into Coronado Biosciences, Inc.
Represented Shelbourne Capital LLC in its new joint venture with Red Lion Hotels Corporation, a Spokane, Washington-based public company, involving the acquisition, equity
debt financing,
a capital improvement program for twelve hotels located in Washington, California, Oregon, Idaho,
Utah.
Represented a manufacturer of boilers, generators
heaters in its sale to a private equity company.
Represented WANDL, Inc., a software solutions company specializing in advanced network planning, management, design
the optimization of next-generation multi-layer networks, in its sale by reverse triangular merger to Juniper Networks, Inc. (NYSE: JNPR) for approximately $60 million.
Represented Brace Industrial Group L.P., a Houston-based industrial services roll-up, in its acquisition of Basic Industries, LLC, an industrial services company, for approximately $33 million.
Represented the management team
affiliates of American Energy Partners, LP in a private equity-backed equity investment of approximately $1.7 billion, including a subordinated debt investment of $450 million. The investment proceeds will be used to acquire
develop energy assets.
Represented fund manager in connection with launch of offshore master feeder private equity fund to invest in investment-grade wine in Hong Kong auction houses.
Represented a private equity company in funding a $75 million senior secured credit facility to support the growth of a pharmaceutical company.
Representing manager of private equity fund in connection with launch of fund to invest in German energy infrastructure companies.
Represented sponsors in connection with the formation of a multiple middle-market private equity leveraged buyout fund
assisted with acquisition
disposition of fund's portfolio companies.
Represented multibillion-dollar family office in connection with acquisitions
dispositions of private equity fund interests on the secondary market.
Represented investment adviser in connection with sale of interest in management company for a series of private investment funds in the amount of $200 million.
Represented emerging managers in connection with the launch of hedge funds, including US-organized hedge funds
master feeder hedge funds based in offshore jurisdictions.
Represented a Fortune 500 construction company
its affiliated entities in connection with the establishment of a $150 million joint venture between the company
a group of international investors relating to real estate located along the Hudson River in New Jersey.
Represented an American multinational food
beverage corporation in connection with a $50 million joint venture relating to the acquisition
operation of a quercetin farm located in Brazil.
Capital Markets: Represented UL Holdings, the owner of UrbnLeaf, a cannabis business based in San Diego, California, in its offering of Series A Preferred Stock to investors, as well as the issuance of certain Convertible Promissory Notes.
Represented National Securities Corporation, as underwriter
sole book running manager, in connection with the initial public offering by CBD Energy Limited, a diversified clean energy company
leading provider of solar installations worldwide.
Represented National Securities Corporation, a wholly owned subsidiary of National Holdings Corporation (OTCBB: NHLD), in connection with the private placements of several surgical centers nationwide.
Represented National Securities Corporation in connection with financing
roll-up of dermatology practices.
Represented National Securities Corporation in connection with private placement for a California digital media company's capital raise of up to $5 million.
Represented National Securities Corporation in connection with a capital raise in the amount of $8 million for a provider of mobile marketing software, based in Texas, which h
les marketing to consumer smart phones
tablets.
Represented National Securities Corporation, as placement agent, in a PIPE transaction consisting of convertible notes
warrants for a provider of mobile electric power solutions.
Represented National Securities Corporation as joint underwriter, along with Merriman Capital, Inc. as joint lead underwriter, in the approximately $5.5 million public offering of 4,347,826 shares of common stock of Cinedigm Digital Cinema Corp., a global leader in digital cinema.
Tax: Represented SJR Group LLC, a digital marketing
strategy company, in the sale of substantially all of its assets to a subsidiary of WPP plc, the world's largest communications services group.
Represented Ridgewood Energy Corporation in connection with launch of series of US-based funds to invest in oil
gas exploration in the Gulf of Mexico.
