University of Pennsylvania, The Wharton School , B.S. in Economics (Major in Finance), 1982
University of Pennsylvania, School of Arts and Sciences, B.A. in Political Science, 1982
New York New Jersey
Member, Association of the Bar of the City of New York
Member, Committee on Entertainment and Sports Law, Association of the Bar of the City of New York (2003-2006, 2008-2009)
Board of Advisors, New York Chapter of NFL Alumni Inc.
2010 SFF Investments - Joint Venture Representation of SFF Investments LLC, which is wholly owned by a current All-Pro NFL player, in a joint venture to create a Rolling Stone magazine-branded restaurant/bar/lounge in Hollywood, CA.
2012 Investment Firm - Venture Capital Investments Representation of off-shore investment firm in connection with its ongoing venture capital investment activities. The firm invests in domestic, as well as foreign companies with a primary focus on medical devices and hi-tech Israeli start-up companies.
2012 Yankee Global Enterprises - Senior Credit Facility Representation of Yankee Global Enterprises LLC in the refinancing of its senior credit facility consisting of a term loan and a revolving line of credit. Yankee Global Enterprises LLC is a holding company that invests in media and sports-related businesses, including the New York Yankees.
2012 Yankee Global Enterprises - YES Network Representation of the New York Yankees and Yankee Global Enterprises in News Corporation's acquisition of a 49 percent equity stake in the Yankees Sports Technology, Media & Communications and Sports Business Network (YES).
2012 Yankee Global Enterprises - Triple A Acquisition Representation of Yankee Global Enterprises and affiliates in the acquisition of franchise rights for the New York Yankees minor league Triple A affiliate based in Scranton /Wilkes-Barre.
Ongoing Pro Sports Franchises - Corporate Matters Counsel to professional sports franchises in connection with television, cable and radio contracts, credit facilities, acquisitions, advertising and sponsorship contracts and development and naming rights agreements for stadiums and arenas.
2011 Highbridge Capital Management - Los Angeles Dodgers Representation of Highbridge Capital Management in connection with the Major League Baseball rules and regulations applicable to Highbridge's $60 million interim bankruptcy financing to the Los Angeles Dodgers. We are also advising Highbridge on its proposed long-term $150 million credit facility to the Los Angeles Dodgers.
2011 Stellar Pharmaceuticals Inc. - Private Placement Representation of Stellar Pharmaceuticals Inc. in connection with a cross-border private placement of units consisting of 1 million common shares and three series of "step-up" warrants to purchase up to an additional 3 million common shares. We also prepared a registration statement under the Securities Act of 1933 covering the resale of all common shares covered by the units.
2011 New York Yankees—Network Video Distribution Representation of the New York Yankees in connection with a video distribution agreement between Major League Baseball Advanced Media and the YES Network, the primary broadcaster of New York Yankees games.
2010 New York Yankee Affiliate - Joint Venture Representation of a New York Yankees' affiliate in connection with the creation of a joint venture that would seek to build upon the value associated with the marks and other intellectual property rights of the New York Yankees by seeking licensing arrangements for the branding of products within certain designated consumer product categories.
2010 Sports Company - Memorabilia Representation of company jointly owned by the New York Giants and New York Jets in connection with the entry into a memorabilia sales agreement with Steiner Sports. Under the agreement, Steiner Sports was granted the right to effect sales of stadium seats, signage, field goal netting and other Giants Stadium memorabilia.
2010 New York Yankees/Top Rank - Stadium Slugfest Representation of both Top Rank and the New York Yankees in connection with the Stadium Slugfest event at Yankee stadium. The event featured the Super Welterweight Championship bout between Yuri Foreman and Miguel Cotto. This was the first boxing event at the new Yankee Stadium, which generated a great deal of media coverage and was offered as part of HBO's regular subscription service rather than pay-per-view. We represented Top Rank and the Yankees with respect to the site agreement, and also produced all agreements with the fighters, HBO, the international TV broadcasters and sponsors.
2010 Yankee Stadium - New Era Pinstripe Bowl Representation of an affiliate of the New York Yankees in connection with a new college football bowl game, the New Era Pinstripe Bowl, to be played at Yankee Stadium. The first New Era Pinstripe bowl will feature teams from the Big 12 and the Big East and will be televised by ESPN. We negotiated the telecast agreement, the title sponsorship agreement and the agreements with the Big 12 and Big East Conferences.
2010 Yankee Global Enterprises LLC - Refinancing Representation of Yankee Global Enterprises LLC in refinancing its senior credit facility consisting of a term loan and a revolving line of credit. Yankee Global Enterprises LLC is a holding company that invests in media and sports related businesses, including the New York Yankees.
2010 Professional Sports Team - Refinancing Representation of a professional sports team in connection with the refinancing of its senior secured credit facility. The refinanced credit facility consists of a several million dollar term loan and a revolving line of credit component. The refinancing is secured by many different assets owned by the team and other third party approvals.
2009 Legends Hospitality Representation of Legends Hospitality LLC—a joint venture among the Yankees, Dallas Cowboys and two private equity firms—in setting up business operations (which include running concession services at stadiums, arenas and other large venues), obtaining necessary permits and authorizations in the states in which it will provide these services, including New York, New Jersey, Pennsylvania, Texas and Florida, and protecting its intellectual property rights.
2009 Legends Hospitality - Yankees and Cowboys Joint Venture Representation of the New York Yankees in the ground-breaking "Legends Hospitality Management LLC" joint business venture between the Yankees and the Dallas Cowboys, which will operate the catering, concessions and retail merchandising at both new stadiums.
2008 Yankees Stadium - Hard Rock Café Deal Representation of the New York Yankees and its affiliates in two separate joint ventures with the Hard Rock Café. The Hard Rock Café and a newly branded "NY Steak" prime steakhouse restaurant will open in an area adjacent to right field at the new Yankee Stadium.
2008 Software Company - Going Private Representation of a publicly traded software company in its transformation into a privately held company. We advised the company and its board of directors of the various securities law, Sarbanes-Oxley Act and corporate/fiduciary implications associated with taking the company private, and helped the company navigate its way through the regulations of the OTC Bulletin Board applicable to withdrawals of shares eligible for quotation.
2007 Hollinger International - Investment Monetization Representation of Hollinger International, a major international newspaper company which owns more than 400 titles, in connection with its efforts to monetize certain of its venture capital and private equity investments.
2006 Corporate Restructurings Representation of special committees, CEOs and companies in corporate recapitalizations and restructurings.
2006 New York Yankees - New Stadium Financing Representation of the Yankees in the issuance of $960 million of municipal tax-free and taxable bonds by the New York City Industrial Development Agency, which will finance the lease of the site and construction of a new, state-of-the-art stadium. We leveraged the firm's broad expertise in real estate, construction, corporate and tax disciplines to complete this innovative financing structure.
2006 Horizon Telecom - Securities and Reorganization Issues Representation of Horizon Telecom, a publicly traded facilities-based telecommunications carrier that provides voice and data services to commercial, residential and local market segments, in connection with its securities law issues and the reorganization of its wireless personal communications service provider subsidiary.
2006 Plainfield Asset Management - Westside Transload / Transload America Representation of Plainfield Asset Management, one of the leading private equity firms in the United States, in its investment in operators of solid waste transfer stations on federally regulated railroad property. We protected our client’s minority equity position in these operators by implementing stockholders’ agreements with broad super-majority approval provisions, and helped navigate federal and state environmental regulations and federal pre-emption issues.
2005 Horizon Telecom - Going Private Transaction Representation of Horizon Telecom, a U.S. telecommunications company, in structuring a going-private transaction engineered through a series of reverse and forward stock splits. The transaction involved the submission of detailed securities law filings which were reviewed and commented upon by the SEC, and required a fairness opinion from a major investment banking firm.
2003 Sun-Times Media Group - News Communications Investment Representation of Sun-Times Media Group, an alliance between Hollinger International Inc., a NYSE listed company, and James A. Finkelstein, founder of The National Law Journal, in connection with joint equity investment in News Communications, Inc. an OTCBB listed company and publisher of The Hill and Dan’s Papers.
2002 Unilever Technology Ventures Advisory Company - Venture Capital Representation of Unilever Technology Ventures Advisory Company LLC, an investment fund, in its formation and related investment advisory arrangement, and subsequent investments in technology-based start-up entities and venture capital funds. This fund is affiliated with Unilever NV.
2000 Malevich Heirs - Sale of "Suprematist Composition" Representation of the heirs of Kazimir Malevich in connection with the auction sale of a Malevich work recovered from the Museum of Modern Art, New York. The sale was noted as one of the top ten art sales of the year 2000.
1998/1999 ALARIS Medical, Inc. - Securities Representation of ALARIS Medical, Inc., in numerous transactions including an A/B exchange offer of $189 million of senior discount notes, an exchange offering of subordinated debentures and shares of common stock for its convertible subordinated debentures, a $60 million offering of convertible subordinated debentures, and other transactions. (Prior firm experience)
1998 Film Equipment Company - Equity Offering Representation of a leading manufacturer of film and lighting equipment for the motion picture industry, and its selling stockholders, in connection with a $30 million secondary equity offering; a $15 million equity offering; and a $9 million secondary equity offering. (Prior firm experience)
1988 Mid-Continent Bottlers, Inc. - Sale Representation of Mid-Continent Bottlers, Inc., a Midwestern soda bottler, in the $50 million leveraged buyout of and subsequent Regulation D syndication of equity interests in the company. (Prior firm experience)