Boston University School of Law, LL.M. American Banking Law, 1991
New England School of Law, J.D., 1989
Denison University, B.A., History, 1982
New York, 1996
Massachusetts, 1989
District of Columbia, 1991
Member of Board of Directors of the New Jersey Colonials Hockey Association, Inc-- Vice President
2012
Sports Broadcaster - Credit Facility
Representation of leading regional Sports Business broadcaster and franchise in the negotiation and closing of $630 million senior secured credit facility.
2012
PCCP Capital – $65M Mortgage Financing
We represented real estate private equity firm PCCP Capital in the origination of a $65M loan used for the acquisition and repositioning of Cassa Hotel, a 165-room luxury hotel property in New York City.
2011
Major U.S. Private Bank - Art Loan
Representation of a major U.S. private bank in connection with a $16 million revolving credit facility secured by thirteen works of art.
2011
Israel Discount Bank--Syndicated Credit Facility
Representation of Israel Discount Bank of New York as administrative agent and lender, in connection with a senior secured syndicated credit facility to a triple A minor league baseball team.
2010
Lehman Brothers - Receivables Financing
Representation of Lehman Commercial Paper, as agent, in an amended and restated $140 million multiple draw term loan receivables funding facility for a special purpose vehicle of a leading U.S. publishing company and successful payout and termination.
2010
Financial Institution - Syndicated Loan Facility
Representation of a major financial institution as administrative agent and lender in providing a $51 million senior secured credit facility—consisting of a term loan facility and a revolving facility with a sublimit for letters of credit—to IntegraMed America, Inc. (a Delaware corporation that provides services and products to medical practices specializing in infertility and vein disorders). We negotiated limited security agreements with a large number of medical practices to use certain accounts receivable payable to the practices to secure the loan.
2010
Major Financial Institution - Secured Term Loan
Representation of a major financial institution in connection with a term loan to a New York art gallery. The loan was secured by all the gallery's assets, as well as artworks from the gallery owner's personal collection.
2010
Stillwater Capital Partners - Acquisition of Assets by Public Shell
Representation of Stillwater Capital Partners, Inc. in the sale of all the assets, liabilities and investment portfolios of various private investment funds to Gerova Financial Group, Ltd. (formerly Asia Special Situation Acquisition Corp), a publicly-held special purpose acquisition company (SPAC) organized in the Cayman Islands. In exchange for the acquired assets, Stillwater fund investors received preferred shares of Gerova convertible into registered ordinary shares.
2010
Legends Hospitality - Syndicated Credit Facility
Representation of Legends Hospitality, LLC in connection with its senior secured lending facility. Legends Hospitality offers a broad range of sports business services including a focus on operating catering, concessions, retail merchandising and other facility management enterprises for major sports and entertainment facilities.
2010
Legends Hospitality LLC - Senior Secured Credit Facility
Representation of Legends Hospitality, LLC and Legends Premium Sales, LLC in connection with their senior secured credit facility consisting of a term loan and a revolving credit facility with a letter of credit and swing line subfacilities. Legends Hospitality provides sports and entertainment venues with food, beverage, merchandise and other hospitality services.
2009
Private Bank - $425 Million Credit Facilities
Representation of a private bank as a letter of credit issuer; administrative agent in a $100 million letter of credit facility; and as lender in a $325 million revolving credit facility, each to a trust, the proceeds of which are for working capital purposes. The facilities are cross-collateralized and secured by a combination of public company stock, diversified liquid assets and cash.
2009
Financial Institution - Insurance Company
Representation of a major financial institution as the sole lender in a $40 million unsecured term loan facility to an insurance company. The term loan’s proceeds were used to finance the purchase of the business insurance unit of another insurance company and the capital stock of several entities of such other insurance company.
2009
Israel Discount Bank - Giants Financing
Representation of Israel Discount Bank as administrative agent and as a lender in amending an existing secured revolving credit facility to New York Football Giants, Inc. to increase the facility's size to $45 million. The loan's proceeds will be used for working capital purposes.
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
Plainfield Asset Management - Credit Facility
Representation of Plainfield Asset Management in amending an existing credit facility for Wyoming Entertainment, LLC. The deal required us to add a significant delayed draw term loan facility, extend the payment-in-kind feature and add a subsidiary as a guarantor.
2009
Lehman Brothers - 2nd Lien Receivables Financing
Representation of Lehman Commercial Paper in closing a multi-million dollar, second-lien receivables funding for a special purpose vehicle subsidiary of a leading U.S. educational publishing group. In addition to documenting the loan facility, we negotiated an intercreditor agreement with the first lien lender of an existing $350 million receivables funding agreement.
2008
Financial Institution - Bottling Company
Representation of a major financial institution, as administrative agent and lender, in a $25 million syndicated, secured term loan credit facility to a soft drink bottling and distributing company. The proceeds of the term loan were used to build out existing production facilities and working capital purposes.
2008
Private Bank - Not-For-Profit
Representation of a major private bank in a $30 million unsecured revolving credit facility to a not-for-profit company that is dedicated to providing services to public schools.
2007
Commercial Bank - New Markets Tax Credit Financing
Representation of a commercial bank in connection with a New Markets Tax Credit financing arrangement under the New Markets Tax Credits Program authorized by the Community Renewal Tax Relief Act of 2000. The bank made a term loan to and an equity investment in, an SPV, which used the proceeds to make an equity investment in a "community development entity" ("CDE"). The CDE then made a loan to, and an equity investment in, a "qualified active low income community business." The business used the proceeds of the loan to acquire and develop property at 126th Street and Lexington Avenue, Manhattan.
2007
Commercial Lender - Airport Concessionaire Financing
Representation of a commercial lender in a $20 million senior secured revolving credit facility (with a sub-limit for letters of credit) to an operator of food concessions (restaurants, bars and food courts) at airports including JFK, LaGuardia, Boston and O'Hare. The borrower used the proceeds of the facility to refinance existing debt and for working capital purposes.
2007
Commercial Bank - Medical Services Company Financing
Representation of a commercial bank as the sole lender in a $35 million senior secured credit facility (consisting of a $25 million term loan facility and a $10 million revolving facility with a sub-limit for letters of credit) to a company that provides services and products to medical practices that specialize in the infertility industry and varicose veins industry. The borrower's services including finance, administration, information systems, marketing and research. The borrower will use the proceeds to finance the acquisition of a varicose vein clinic company, to refinance and repay existing debt, and for working capital purposes.
2007
Private Bank - $100 Million Credit Facility
Representation of a private bank as a facility agent in a $100 million credit facility to an Israeli company that owns interests in financial institutions, real estate and infrastructures, sustainable investments, technology and industrial activity. The company used the proceeds to finance outstanding loans and for working capital purposes. The transaction was structured to minimize withholding taxes required under Israeli law and to allow for additional lenders.
2006
Commercial Bank - New Markets Tax Credit Financing
Representation of a commercial bank in connection with a New Markets Tax Credit financing arrangement. The bank made a term loan to an SPV, which used the proceeds to make an equity investment in a "community development entity," ("CDE"), which in turn made loans to a "qualified active low income community business" to acquire and rehabilitate a 30,000 square foot building in The Bronx, New York.
2006
Investment Bank - $835 Million Credit Facility
Representation of an investment bank as administrative agent and collateral agent, and its international securities affiliate as sole syndication agent, sole lead arranger and sole book manager, in connection with an $835 million senior secured replacement credit facility to a company engaged in producing coal. (Prior firm experience)
2006
Internet Florist - $135 Million Credit Facility
Representation of an international, internet-based florist in obtaining a $135 million ($85 million of which was a term loan and $50 million of which was a revolving facility) secured syndicated credit facility to finance an acquisition. (Prior firm experience)
2006
Investment Banks - $1.6 Billion Credit Facility
Representation of two investment banks as joint lead arrangers, and affiliates of the banks as administrative agent, in connection with a $1.6 billion senior secured syndicated credit facility to companies engaged in the transportation, storage, gathering, processing and distribution of natural gas, to finance an acquisition. (Prior firm experience)
2006
Mezzanine Lenders - $25 Million Facility
Representation of a pair of mezzanine lenders in a $25.0 million secured agented mezzanine facility to a Texas developer. Proceeds of loans were applied to acquire and develop land in Horseshoe Bay, Lano, and Burnet, Texas.
2005
Investment Bank - $2.5 Billion Credit Facility
Representation of an investment bank, as administrative agent, letter of credit issuer, swing line lender and lender, and its securities affiliate, as joint lead arranger, in connection with a $2.5 billion ($2 billion multicurrency revolving and a $500 million term) senior unsecured credit facility to a company engaged in the building and consumer products businesses, to refinance an existing credit facility. (Prior firm experience)
2005
Investment Banks - $2.725 Billion Credit Facility
Representation of a syndicate of international investment banks as administrative agent, lender, and joint lead arrangers, in connection with a $2.725 billion senior secured syndicated credit facility to a company engaged in the gaming and casino business, to finance an acquisition. (Prior firm experience)
2005
Investment Bank - $350 Million Credit Facility
Representation of an investment bank, as administrative agent and as a lender, in connection with a $350 million second lien secured syndicated term loan credit facility to a company engaged in the gaming and casino business, to finance an acquisition. (Prior firm experience)
2004
International Bank - $110 Million Credit Facility
Representation of an international bank focusing on Asia, Africa and the Middle East as administrative agent and as a lender in connection with an increase of commitments in, and amendments to, a $110 million senior secured asset-based syndicated credit facility to subsidiaries of a company engaged in the scrap metal business. (Prior firm experience)
2004
Investment Bank - $650 Million Credit Facility
Representation of an investment bank, as administrative agent and as a lender, and its securities affiliate, as sole lead arranger, in connection with a $650 million senior unsecured syndicated credit facility to a partnership engaged in the timber business, to refinance an existing credit facility. (Prior firm experience)
2003
Private Equity Fund - $25 Million Pharmaceutical Revenue Acquisition
Representation of one of the leading purchasers of private equity in the secondary market in connection with the $25 million acquisition of interests in the revenues generated by pharmaceutical products owned by a university-affiliated research and education institute. (Prior firm experience)
2003
Latin American Lender - Pre-Export Facility
Representation of a major Latin American lender in connection with a $5 million pre-export loan facility to an Argentine company engaged in the production, packaging and export of fresh fruit. (Prior firm experience)