Representative Corporate, M&A & Securities Transactions

Represented a national safety service patrol and traffic incident management service provider in the sale of its business to a private equity-backed purchaser.

Acted as counsel to an imaging technology and related production services provider in the sale of its business to a private equity-backed purchaser.

Advised a strategic purchaser in the acquisition of a local accounting firm.

Represented a coffee roaster and co-packing services provider in the sale of certain lines of its business to strategic buyers.

Advised the seller in the sale of its fire suppression services business to a private equity-backed purchaser.

Served as counsel to seller in connection with the sale of the assets of a company primarily manufacturing and selling plastic bag machines.

Advised seller in connection with the partial sale of a company operating in the music and entertainment space.

Represented a water purification company in the sale of its business to a private equity-backed purchaser.

Acted as counsel to an electrical contractor specializing in emergency storm restoration in the sale of its business to a private equity-backed purchaser.

Served as to a counsel construction consultation and damage assessment/estimating firm in the sale of its business to a private equity-backed purchaser.

Advised the purchaser of an event planning and logistics business.

Represented a physical therapy practice in the sale of its business to a private equity-backed purchaser.

Served as counsel to the seller in the sale of merchant processing portfolio to a leading national payment processing company.

Represented the buyer in the acquisition of select health care assets and associated real property.

Represented buyer in acquisition of substantially all assets of a regional fuel distribution company, including associated real property.

Represented an Investment Advisor Representative in sale of book of business to a Registered Investment Advisor.

Advised a stockholder of a closely held corporation in connection with the acquisition of the other two stockholders’ shares, resulting in our client becoming the corporation’s sole stockholder.

Acted as counsel to a partner in a personal injury firm (who also co-owned an immigration firm) in a restructuring transaction that resulted in our client acquiring 100% ownership of the personal injury firm, with the co-owner acquiring 100% ownership of the immigration firm.

Advised an owner of an interest in a dental service organization in connection with the roll-up of that interest into a private equity platform.

Acted as counsel to a historic New York culinary brand in negotiating and forming a joint venture to launch and expand a fast-food restaurant chain.

Counseled a prominent professional athlete on a range of commercial ventures involving equity grants and related deal terms.

Represented seller in connection with the acquisition (via equity sale) of a company selling various homebuilding goods, such as lumber, sheet goods and engineered wood products.

Advised seller in connection with the acquisition (via equity sale) of a company offering the sale and installation of fire protection systems.

Served as counsel to buyer in connection with the acquisition (via asset sale) of an adult treatment facility for drug and alcohol addictions.

Represented seller in connection with the reorganization and sale (via equity sale) of a managed information technology company to a private equity-backed purchaser.

Advised buyer in connection with the acquisition (via asset purchase) of an insurance company.

Represented buyer in connection with the acquisition (via asset purchase) of a shipping less than truck load logistics business.

Acted as counsel to partners of a professional firm in a negotiation of compensation for lost benefits in connection with a “business divorce.”

Advised estate in connection with the sale (via membership interest sale) of an entity, which held an interest in real property to be developed by the acquiror.

Served as counsel to company in negotiating a license and distribution agreement for a medical device, and obtaining an investment and a 5-year option to purchase the company’s U.S. operations.

Acted as counsel to a limited liability company in raising equity funding.

Represented shareholders of a company in connection with its acquisition by a public company.

Served as counsel to creditor and purchaser in a Chapter 363 bankruptcy asset sale in connection with a Chapter 11 bankruptcy filing.

Acted as counsel to purchaser of a regional boutique retail store via an asset sale.

Advised purchaser of a regional aviation business via asset purchase agreement and secured lending.

Represented a chocolate manufacturer, distributor, and retailer in restructuring its entire operations to add in and capture additional revenue, reduce costs and limit liabilities.

Represented franchisor in the termination of its franchise.

Represented a major influencer in a landmark cosmetics integration to create a new line of products worldwide.

Represented a client in entering into a joint venture to acquire former hotel locations and conversion into rental properties.

Represented a comedian in creating a new line of alcohol products featuring client’s name, image and likeness.

Drafting of corporate documents in connection with the creation and implementation of a “next-generation” ownership and management succession plan for a physical therapy management company.

Represented artists in connection with the establishment of a music streaming business and the funding of the new enterprise.

Represented franchisor in connection with transfer of its franchise.

Represent a high-profile individual in connection with a toothbrush endorsement and equity grant.

Represented a stockholder in connection with the amendment of the company’s stockholders’ agreement to reflect changes in ownership and work obligations of the shareholders based on first generation shareholder’s pending retirement.

Represented an emerging music industry enterprise in seed and Series A funding rounds.

Represented a start-up client in the sale of SAFES and entering into consulting and advisory agreements with software developers and industry participants.

Represented investment funds in connection with private placements.

Represented a public company in initiating a stock buy-back program.

Represented seller in connection with the sale (via asset sale) of a healthcare billing company to a private equity-backed purchaser.

Represented seller in connection with the bifurcated sale (via asset sale) of its accounting practice and its tax and advisory practice.

Represented insurance company in connection with an acquisition (via asset purchase) and subsequent sale (via equity sale) of the insurance company to a private equity-backed purchaser.

Represented seller in connection with the reorganization and sale (via equity sale) of a bakery equipment company to a private equity-backed purchaser.

Represented buyer in connection with the acquisition (via asset purchase) of a power tool and accessory distributor.

Represented buyer in connection with the acquisition (via asset purchase) of a comprehensive substance abuse treatment facility.

Represented seller in connection with the sale (via equity sale) of a security and technology company to a private equity firm.

Represented seller in connection with the sale (via equity sale) of an aesthetic-driven prosthetic dental laboratory to a private equity firm.

Represented buyer in connection with (i) the purchase of a business comprised of the wholesale and retail sale of bulk materials (including compost, sand, soil, mulch, stones, pavers, masonry materials, tools and hardware), and (ii) leasing the real estate to conduct its business.

Represented buyer in connection with two purchases (via asset purchase) of moving and storage businesses from separate sellers located in Florida, New Jersey and New York.

Represented a minority owner in the purchase of majority shareholder positions in three privately-held moving and storage enterprises.

Represented seller shareholders in connection with the sale (via equity sale) of a battery manufacturer to a public company purchaser.

Represented seller in connection with the sale (via asset sale) a privately-held safari travel business.

Represented a client in negotiations of more favorable terms than the prior transaction, involving the sale of client’s business to an Israeli company after client aided in a significant increase in purchaser’s revenues and profits.

Represented seller in connection with the sale (via asset sale) of a high-tech company to a larger entity with seller’s principal becoming chief operating officer of purchaser.

Represented buyer in connection with the purchase (via asset purchase) of a tent and rental company.

Represent seller in connection with the partial sale of its wealth management company.

Represented an investment fund in connection with its winding down of business, sale of assets, and dissolution.

Represented a multinational valuables logistics and secure parcel transportation company in connection with the sale of its business (via equity sale) to a European based purchaser.

Represented seller in connection with the restructuring and sale of its elevator parts distribution company to a private equity-backed buyer.

Represented accounting firm in the sale of its not-for-profit accounting, tax and consulting arm (via asset sale) to an emerging practice.

Represented sellers in connection with the sale (via F-Reorganization and equity sale) of four regional insurance companies to private equity-backed purchaser.

Represented celebrities in endorsement arrangements with established food and beverage, technology, and clothing companies, and start-up technology, cryptocurrency, and other business enterprises.

Represented numerous professional athletes, multi-Grammy award winning musicians, and other celebrities, in their investments in SAFEs, Seed Round securities, and late-round Preferred Stock offerings.

Represented healthcare technology company in connection with proposed underwritten initial public offering, including preparation of S-1 Registration Statement.

Represented commercial real estate feeder fund in Rule 506(b) private placement, including formation of feeder fund and drafting of offering documents.

Represented purchaser in connection with the restructuring and acquisition (via equity sale) of comprehensive emergency restoration services company.

Represented newly formed cryptocurrency funds in two Rule 506(b) private placements, including preparation of operating agreements and offering documents, and SEC and state “Blue Sky” filings.

Represented manufacturer of high-end windows and doors in connection with the preparation of an Employment Agreement, Consulting Agreement, and Stock Redemption Agreement with respect to the long-term President of the company.

Represented purchaser in connection with the sale (via equity sale) of a 50% equity interest in a nursery/tree farm and soil composting company.

Represented seller in connection with sale (via equity sale) of sophisticated security services and products in the sale of 100% of its equity to a private equity firm.

Represented seller in connection with a sale (via asset sale) of its NYC supermarket business (via asset sale), and related transfer of real estate interests.

Represented seller in connection with sale (via equity sale) of a design and technology business operating in the art industry in sale of the business (via equity sale) to a private equity firm.

Represented seller in connection with the sale (via F-reorganization and equity sale) of managed information technology business to leading national information technology firm.

Represented seller in connection with sale (via equity sale) of cloud consulting firm to, and acquisition of rollover equity in, UK PE-backed purchaser.

Represented seller in connection with international sale (via equity sale) of real estate holding company.

Represented seller in connection with sale (via asset sale) of electronic component manufacturer and distributor business, including negotiation of Consulting Agreement and lease of premises by a seller affiliate to the purchaser with the option to purchase premises during the lease term.

Represented purchaser of minority interest in office equipment distributor, including obtaining release of minority interest holder’s guarantee to mid-sized regional bank and purchase of minority interest holder’s interest in affiliated real estate partnership.

Represented seller in connection with the sale (via equity sale) of popular media streaming company to international mobile streaming application.

Represented seller in connection with sale (via asset and equity sale) of cloud software consulting company.

Represented seller in connection with the sale of multistate title service company (via F-Reorganization and equity sale) to national private title insurance and settlement service provider.

Represented company in the merger of two Long Island accounting firms.

Represented Registered Investment Advisor in connection with change in control transaction.

Represented partner in connection with the sale (via equity sale) of a licensed medicinal cannabis grower and distributer.

Represented seller of leading entertainment music streaming business featuring known recording artists to strategic industry buyer.

Represented sellers in connection with the sale (via asset sale) of three regional payroll and human resources companies to public company purchaser.

Represented seller in connection with the sale (via asset sale) of wage parity and employee benefits solutions business to national insurance brokerage and risk management firm.

Represented seller in connection with the sale (via equity sale) of social and emotional learning technology business to leading education and safety software company purchaser.

Represented iconic New York City restaurant in the sale (via asset sale) of its business to the building owner where the restaurant is located.

Represented buyer in connection with the buy-out of his partner’s 50% equity interest in a nursery, tree farm and composting company.

Represented seller in sale of membership interest in a vehicle lending company, including limiting exposure of seller-related parties under various personal guaranties that survived the closing of the sale transaction.

Represented seller in connection with the sale (via equity sale) of renowned doll manufacturer and distributor.

Represented seller in connection with the sale (via asset sale) of local car wash.

Represented a nutraceuticals company in corporate tax restructuring.

Represented emerging music industry issuer in Series A-1 Preferred Stock private placement financing.

Represented celebrity clients in connection with investments in early-round financing of start-up and operating companies in technology, cannabis, music, and social media industries.

Represented clients in connection with submissions to FINRA resulting in FINRA closing a filing deficiency investigation of an OTC Markets company.

Represented underwriter of a China-based company in connection with a US public offering.

Represented family members making investments in a real estate investment fund, including the negation of side letter offering clients terms more advantageous than those being granted to other fund investors.

Represented client in removal of trading restrictions with respect to investment securities in a publicly traded, former “shell” corporation.

Representing education services company in international and domestic financing in seed financing.

Represented music industry executive in sale of management business to major music-industry company, and employment agreement for executive’s future services.

Represented public company in successfully appealing OTC Markets ruling on trading restrictions.

Represent fintech issuer in Series A Preferred Stock private placement financing.

Representing CBD manufacturer and distributor in SEC Regulation A Tier 2 (Up to $50 Million) Offering of preferred stock.

Represented seller in sale of brokerage division of regional commercial real estate company (via asset sale) to a nationally and internationally recognized commercial real estate company purchaser.

Represented purchaser in the buyout of business partner in human resources company.

Represented physician shareholders in the restructuring of their partnership and joinder of a new partner with partial sale of equity in a medical practice.

Represented purchaser in the acquisition (via equity sale and joint venture) of industrial maintenance company.

Represented seller in connection with sale of hotel business and real estate located in East Hampton, New York.

Represented physician purchaser in the purchase of equity interest in ambulatory surgery center affiliated with major hospital chain.

Represented multi-national distributor of polymer resin with operations throughout North American and Europe in connection with the sale of the company to private European investor.

Represented PE purchaser in asset acquisition of regional auto parts retailer.

Represented seller in sale (via asset and equity sales) of six dental practices to a PE purchaser.

Began representation of the owners of a dental laboratory in the sale of 100% of their equity to a private equity firm.

Represented professional entity purchaser in connection with acquisition of podiatry practice.

Represented physician purchaser in connection with acquisition of assets of oncology practice.

Represented physician purchaser in connection with acquisition of assets of psychiatry practice.

Represented public company buyer with international operations in connection with the purchase of a controlling interest in, and joint venture arrangement with, national specialty medical products supplier.

Represented sellers in a healthcare transportation industry sale of business via an F-reorganization to an international buyer.

Represented seller in connection with the sale (via assets and equity) of medical practice group to physician partner.

Represented physician in connection with affiliation with virtual multidisciplinary mental health practice.

Represented a lender in a financing transaction involving twenty-four (24) borrowers for the acquisition of oil drilling equipment.

Acted as counsel to a lender in connection with the financing of a solar power project for a New York public school.

Served as counsel to lender developing a commercial vehicle rental business with a vendor.

Represented the lender in connection with a commercial construction loan for the construction of a 20-unit residential condominium building in Orange County, NY.

Advised lender in connection with acquisition and construction loan financing for the construction of a new elevatored building containing over ninety-five (95) residential rental apartment units in the Bronx, NY and the purchase of the land and development rights associated therewith.

Served as counsel to lender in facility loan wherein there were three (3) separate loan facilities to a property owner and/or operating company.

Represented a lender who: (i) acquired property in a foreclosure action by the lender; (ii) sold the property to a purchaser, who entered into a commercial loan transaction with the lender, and (iii) entered into an indemnification agreement with respect to certain claims that might arise out of the foreclosure action.

Served as counsel to lender in connection with a commercial construction loan for the construction of a nine story, dual elevatored building containing one hundred fifty-three (153) residential rental units in the Bronx, NY.

Advised lender in connection with a term loan refinancing and a construction loan for the construction of a nine story elevatored building containing ninety-nine (99) residential rental units and parking in the Bronx, NY.

Represented the lender in connection with acquisition, site improvement, and construction loan financing for the construction of two building s containing an aggregate of sixty-five (65) residential condominium units, a commercial office and community space in Orange County, NY.

Served as counsel to lender in connection with a commercial construction loan for the construction of an eight story elevatored building containing eighty-four (84) residential rental units in the Bronx, NY.

Advised a lender on over fourteen (14) HFC transactions over a condensed timeframe.

Acted as counsel to lender in construction with a commercial construction loan for the construction of seven-story mixed use building containing forty-eight (48) residential rental units and two (2) commercial units in the Bronx, NY.

Represented lender in connection with a revolving line of credit to fulfill borrower’s working capital needs.

Acted as counsel to lender in connection with the refinance of a mortgage loan to provide equity recapture on four (4) commercial properties located in Nassau County, NY.

Served as counsel to lender in connection with the renewal and extension of a mortgage loan initially used for the purchase and development of a large commercial shopping center in Nassau County, NY.

Advised lender in connection with a term loan for the acquisition of over 1,000 railcars by one of the largest railcar leasing companies in the United States.

Represented lender in connection with a loan for the acquisition of a corporate jet for use by a New Jersey-based farm and produce broker.

Acted as counsel to lender in connection with a mortgage loan for the acquisition of a sixteen-story office building in New York, NY.

Served as counsel to lender in a preferred equity deal for a 490-unit apartment community in Gulf Shores, AL.

Represented lender in a construction loan for a 53-unit apartment in the Bronx.

Acted as counsel to borrower in a senior secured revolving loan facility.

Served as counsel to lender in a secured revolving line of credit facility.

Advised lender in a companion deal for a loan for a Wendy’s located in Marietta, GA and a loan for a CVS in Lynn, MA.

Represented lessor in the lease of commercial vehicles to be converted by a lessee into to autonomous vehicles.

Served as counsel to long-term client in the sale of the client’s business division, which provided multi-state public health disease tracking, reporting, and surveillance services, to a subsidiary of a major accounting firm.

Advised lender in connection with a construction loan for the development of a new 8-story elevator served, residential multi-family building containing fifty-nine (59) rental apartments in the Bronx, NY.

Acted as counsel to lender in connection with a construction and site improvement loan for infrastructure and site improvements, and the development of ninety-three (93) residential condominium units at the 27-lot subdivision in Rockland County, NY.

Represented lender in connection with a construction loan for development of an 8-story multifamily building containing seventy-one (71) residential rental apartments and one (1) ground floor community facility unit in the Bronx, NY.

Advised lender in connection with a construction loan for the development of a new six-story elevatored residential building, containing forty-one (41) residential rental units and parking in the Bronx, NY.

Acted as counsel to lender in connection with an acquisition loan refinancing and construction loan for development of a new seven-story elevatored residential building, containing one hundred and six (106) residential rental units and parking in the Bronx, NY.

Represented lender in connection with an acquisition and site improvement loan for infrastructure and site improvements and pre-development start-up costs in anticipation of construction of 138 townhomes on a 69.11 acre parcel of land in Orange County, NY.

Advised lender in connection with an acquisition loan refinancing and construction loan for development of a new eight-story elevatored building with forty-four (44) residential rental units in the Bronx, NY.

Advised client in connection with an equity investment in a dental service organization.

Represented a lender in connection with a commercial construction loan facility for expansion of a mixed-use midtown building to add five stories.

Represented a lender in connection with a commercial mortgage loan facility for retrofit of Nassau County hotel into college student housing.

Represented a lender in connection with a commercial mortgage loan facility for development of emergency housing facility in Bronx, New York.

Represented a lender with a commercial construction loan facility and mezzanine loan for a new hotel (national chain) in New Jersey.

Represented a lender in connection with the refinance of a large multi-family property in Brooklyn, New York.

Represented a lender in connection with an acquisition loan for a two-building retail property in Nassau County, New York.

Represented a lender in connection with a cash out to the principal owners of a restaurant in Nassau County.

Represented an institutional lender in connection with the closing of thirty-seven (37) commercial loans to real estate developers for the construction of multifamily buildings containing rental apartments and units for sale in Bronx, Rockland, Orange and Sullivan counties, New York, including two major development projects in Orange and Sullivan counties.

Represented real estate developers in raising capital for land purchases and construction costs.

Represented a lender in connection with a loan for the construction and development of a 189-unit apartment building and a 338-space parking garage in Nassau County, New York.

Represented a lender in connection with a construction loan for a 116-unit hotel building in New York City.

Represented a lender in connection with a construction loan for a 128-unit apartment building in the Bronx.

Represented lender in connection with the severing of several long-standing blanket mortgage loan facilities into three stand-alone mortgage loans, a term loan, and a line of credit facility to a major medical services provider on Long Island.

Advised popular Long Island entertainment venue in successfully obtaining a Shuttered Venue Operators Grant as well as obtaining financial assistance for a catering business pursuant to the Restaurant Revitalization Fund.

Represented borrowers in several property acquisitions and subsequent construction financing transactions all in connection with the development of several self-storage facilities on Long Island and in New York City.

Represented lender in connection with a commercial construction loan for development of an eight story elevatored building containing 41 residential rental units and 21 on-site parking spaces at Brooklyn property.

Represented the lender in connection with a commercial construction loan for development of a six story elevatored building containing 17 residential rental units at Bronx property.

Represented the lender in connection with a commercial construction loan for development of a residential property project in Orange County.

Represented the lender in connection with a commercial construction loan for development of a seven story elevatored building containing 38 residential rental units, a community facility, two rooftop recreation areas, and 11 on-site parking spaces at Bronx property.

Represented lender on equity recapture term loan and non-revolving credit line, secured by a midtown landmark-status building, occupied by over 30 tenants in the fashion, jewelry, tourism and finance industries.

Represented lender on acquisition loan for investment real estate tenanted by renowned national brands.

Represented lender on term loan and non-revolving credit line/letter of credit for development and landlord buildout of New York City administrative offices, secured by mortgage on development site and equity pledge of principals.

Represented an institutional lender in the closing of two priority loan facilities pursuant to the Main Street Lending Program under the CARES Act: the first was to an international fashion brand, and the second was to a New York based company that provides wellness services for dogs.

Represented a European-based fund in providing seed capital to fund a U.S.-based lender’s acquisition and site improvement loan facility for the development of a Texas project, and a construction loan facility for the development of a Tennessee project.

Represented lender in connection with the refinance of a film, television and video game production facility for improvements and expansion.

Represented an institutional lender in the closing of a priority loan facility pursuant to the Main Street Lending Program under the CARES ACT, which is secured by, among other things, a large fleet of commuter ferries operating in the tri-state area.

Represented Israeli Bond Trustee in connection with the refinancing of debentures used to finance a large luxury multi-family apartment complex in New York City.

Represented a lender in connection with a commercial construction loan facility for construction of a new four-story walk-up building in the Bronx, NY containing 23 residential rental apartments.

Represented lender in connection with the acquisition finance of anchored strip mall in Nassau County.

Represented private investment fund in the acquisition and enforcement of combined first mortgage and mezzanine loan secured by a real estate development project in Brooklyn.

Represented a borrower in the closing of a SBA 7(a) loan on an expedited basis in order to qualify for certain payment incentives under the CARES Act.

Represented a lender in connection with commercial construction loan facility for construction of a new four-story elevator building in the Bronx, NY containing 19 residential rental apartments.

Represented numerous financial institutions in the management of portfolio wide modifications due to the COVID-19 pandemic.

Represented an institutional lender in the closing of a construction loan for construction of an 8-story, 95-unit residential building.

Represented lender in connection with the financing for interior fit out by property owner for municipal government tenant.

Represented a lender in connection with a commercial construction loan facility for construction of a new seven-story elevator building in the Bronx, NY containing 22 residential rental apartments and 11 parking units.

Represented lender in the closing of acquisition/building loan/project loan financing to be used toward the development of condominiums in New York City.

Represented lender in connection with a commercial construction loan for construction of a twenty four residential condominium unit project in Rockland County.

Represented lender in the closing of a commercial mortgage loan and commercial revolving credit mortgage loan to a New York not-for-profit corporation that serves underprivileged girls in New York City.

Represented lender in term loan secured by assets, receivables and equity, to provide real estate investment capital to the owner.

Represented private equity sponsored fund in the acquisition and financing of a portfolio of defaulted multi-family mortgage loans including a related loan on loan financing transaction.

Represented owner in a re-financing of outstanding debt and additional anticipated financing of major renovations to operating Queens, NY major chain-branded hotel.

Represented lender in commercial construction loan for construction of an eightstory building containing sixty two residential rental apartments in the Bronx.

Represented borrower/purchaser in the purchase and acquisition/building loan/project loan financing on four commercial properties in Kings County. The borrower develops self-storage facilities.

Represent lenders in sales of participation interests in loan facilities.

Represented lender in commercial construction loan for construction of an eightstory building containing sixty four residential rental apartments and thirty two parking spaces in NYC.

Represented the buyer in the purchase of the entire loan portfolio of the United States financial services subsidiary of a Canadian multi-national lender.

Represented buyer in the acquisition and financing of seven REITS, including both bank financing and a private equity investment.

Represented a Nassau County based not-for-profit organization in connection with the closing of the re-issuance of tax-exempt municipal bonds. The proceeds of the bonds were used for the acquisition and renovation of real property owned by the not-for-profit organization used for offices and program operations.

Served as counsel to a religious day school in connection with legal dissolution and distribution of remaining assets, requiring approval from the New York State Education Department Board of Regents and the New York Supreme Court.

Counseled a large not-for-profit association with over two hundred (200) members in connection with a daily transportation services initiative and related contracts benefiting its member agencies.

Represented a not-for-profit nursing home in connection with Attorney General and Supreme Court approval to the sale of its facility to an arm’s length buyer.

Advised a large not-for-profit corporation in connection with the redemption of Nassau County Local Economic Assistance Corporation tax exempt bonds and related bridge and mortgage loan financing with a large commercial lender.

Served as counsel to a not-for-profit organization in the transfer of a community residence for individuals with intellectual and developmental disabilities to the State of New York, which transaction required the approval of New York State Office for People With Developmental Disabilities and the Dormitory Authority of the State of New York.

Represented a large not-for-profit organization in connection with acquisition of the programs and assets of another large not-for-profit organization, including multiple community residences for individuals with intellectual and developmental disabilities. This transaction required the approval of the New York State Office for People With Developmental Disabilities and the New York State Attorney General.

Represented a large not-for-profit organization in the acquisition, development, construction and financing of a New York State Children’s Specialty Hospital in Sullivan County, New York. This transaction included closing on significant construction financing followed by permanent financing funded by the United States Department of Agriculture.

Represented a not-for-profit education corporation that previously operated a Jewish day school in connection with Attorney General approval of the sale of its 17-acre school campus in accordance with Section 511-a of the Not-for-Profit Corporation Law.

Represented a new psychoanalytic training institute before the New York State Education Department in connection with formation of a chartered education corporation and approval of a registered program leading to licensure in psychoanalysis.

Represented a New York not-for-profit corporation formed to establish an intramural lacrosse program for youth in connection with dissolution and distribution of assets to a similarly situated entity operating both intramural and competitive travel lacrosse programs.

Represented a not-for-profit camp in the negotiation of a settlement agreement with its sole corporate member regarding certain amounts in dispute and withdrawal of the member.

Represented the sponsor of a nursing home in connection with the restructuring, participation in and closing of new municipal bonds through a Bankruptcy Court Chapter 11 plan of reorganization.

Represented large not-for-profit human services agency in the acquisition and member substitution of another not-for-profit corporation.

Restructured of a Prime Credit Master Fund, creating numerous special purchases, bankruptcy remote vehicles to hold portfolio of debt of multiple debtors, creating feeder funds to invest in Master Fund, and negotiating with banks to further leverage loan portfolio.

Represented New York not-for-profit corporation that provided digital preservation and data management services to institutions, collections and archives in connection with its dissolution and distribution of assets. Following Attorney General approval, all assets were transferred to a Pennsylvania nonprofit corporation that provides open technologies and digital solutions for libraries, museums, and universities.

Represented a large New York not-for-profit corporation in connection with a $35,000,000 municipal bond financing. The purpose of the bond financing was to: (i) refinance existing municipal bonds and (ii) finance the acquisition and renovations at several properties in Suffolk County to develop group homes for people with mental and physical disabilities.

Represented a New York City based not-for-profit corporation that transferred all of its assets, including five community residences, to its sole corporate member. The transaction required approval of the New York State Office for People with Developmental Disabilities and the New York State Attorney General.

Representing several not-for-profit organizations in connection with their dissolutions and distributions of assets to other not-for-profit organizations.

Represented a not-for-profit mental health and substance use disorder services provider in connection with New York State Attorney General approval of its merger with a federally qualified health center.

Represented religious corporation in connection with Court approval of a merger with another religious corporation, and New York State Attorney General approval to subsequent sale of the merged entity’s house of worship to a third party.

Represented three not-for-profit organizations in connection with change in auspice approval from the New York State Office for People with Developmental Disabilities, and transfer of ownership and operation of multiple community residential facilities.

Represented a not-for-profit organization in the negotiation of a municipal bond default workout, requiring New York State Attorney General approval, and the closing of a new tax exempt municipal bond issuance.

Represented a not-for-profit New York State Charter School in the acquisition of a municipal school building with tax exempt municipal bond financing.

Acted as counsel to a premier sports apparel vendor in securing a multi-year license to produce official National Football League merchandise.

Represented a national headwear manufacturer in a copyright infringement dispute against a competing vendor.

Advised a sports apparel vendor in structuring and negotiating a strategic joint merchandise venture with a prominent collegiate sports collective.

Counseled a noted film producer on the strategic transfer and licensing of intellectual property assets.

Represented YouTube creators and digital influencers in negotiating high-value brand partnerships and multi-channel network agreements.

Assisted content creators with deal analysis and due diligence in connection with the acquisition of a content vehicle by an outside media entity.

Represented an individual in negotiating an employment agreement to serve as General Manager of a premier, nationally recognized high school basketball program.

Acted as counsel to a minority owner of a Major League Baseball franchise in the strategic transfer of an ownership interest in the club.

Advised a technology entrepreneur on early-stage formation and key regulatory considerations for a novel digital dating application.

Represented numerous college athletes and agencies in negotiating and executing revenue-sharing agreements with leading Division I universities.

Counseled college sports collectives in complex negotiations with elite football and basketball student-athletes.

Represented numerous college athletes in negotiating NIL licensing and endorsement agreements with third-party brands.

Prepared a comprehensive legal opinion and tax analysis for an SEC member university addressing emerging NIL structures.

Advised multiple sports agencies on entity formation and the drafting and negotiation of agency-agent and athlete representation agreements.

Represented a prominent professional athlete in negotiating a global ambassadorship agreement with a leading gambling company.

Served as counsel to a prominent professional athlete in negotiating a multi-year broadcasting agreement with a major sports television network.

Acted as counsel to a professional athlete in negotiations to serve as a global ambassador for an international sports governing body.

Acted as counsel to a professional athlete in a negotiation of an agreement for a nationwide commercial and marketing campaign.

Served as counsel to a professional athlete in a negotiation of podcast hosting for a major podcasting platform.

Advised a college sports entity in the negotiation of an agreement for use of a player’s name, image, and likeness.

Represented a musician in a major distribution deal and joint venture with a public company.

Analyzed IRS Employee Retention Credit eligibility for a not-for-profit company.

Represented a client with its tax restructuring and pass through entity status in implementing a life insurance limited liability company.

Represented a client with the corporate restructuring of a biotech company.

Reviewed and analyzed tax structure efficiency and profitability for high-profile individual entering into an endorsement agreement and equity grant.

Advised a non-U.S. resident in the tax structuring of a real estate deal for cost efficiency and tax incentives.

Represented accountant with implementing the most tax efficient structure for the sale of its assets and goodwill to another accounting firm.

Represented family business established in 1952 with passing business interests from the second generation to the third generation by way of gifting shares.

Represented company in a restructure transaction, pursuant to which it amended and restated its operating agreement to add two new members, who subsequently entered into restrictive unit agreements and executive service provider agreements.

Represented multiple location food and beverage industry company in corporate tax restructuring.

Represented industrial maintenance company in corporate tax restructuring.

Represented seller in partial sale of manufacturing company (via type F-reorg and joint venture) to a foreign public company purchaser.

Represented seller in sale of business (via type F-reorg and equity sale) of fintech company to PE backed strategic purchaser.

Represent company in international restructuring of a New York City based highend skin care brand with affiliates in London, Paris, Hong Kong, Singapore and Korea. The resulting holding company is a Delaware entity and the restructuring was intended to take advantage of opportunities presented under the 2017 tax act.

Represented the owners of a 143,000 square foot warehouse on Long Island in a sale of a major real estate management firm.