Corporate and Securities

• Corporate and Securities Matters

  • Advised a U.S.-based hedge fund in connection with the creation of several onshore and offshore funds and their offerings, as well as providing advice on governance and compliance matters
  • Assisted a client in connection with its registration as an “exempt reporting adviser” with the SEC and its ongoing FINRA- and SEC-related compliance
  • Advised a client in connection with the structuring, documentation and private offering of equity in an investment vehicle created to provide ongoing funding for the costs and expenses of an arbitration proceeding
  • Represented a public company in a reverse stock split, immediately followed by a forward stock split, where stockholders of record were entitled to receive a cash payment for their shares immediately before the transaction, rather than fractional shares
  • Advised the placement and remarketing agents in the issuance of Standard & Poors rated $20 million Variable/Fixed Rate Redeemable Securities

  
  Art and Antiquities
   

  • Advised client and negotiated agreements in connection with the donation of major collections of modern art, including bequests to The Solomon R. Guggenheim Foundation and The Israel Museum
  • Represented clients in extensive negotiations with Italian and Greek governmental ministries to arrange for the repatriation of certain arts and antiquities, and advised clients on the tax ramifications of repatriation
  • Represented a major collector of impressionist and post-impressionist paintings in connection with the purchase, both at auction and at private sales, of artwork in excess of $100 million

  
  Business and Corporate
   

  • Represented client in $500 million bid for Korean steel company, including negotiating multi-tier financings and cross-border joint ventures with steel industry partners
  • Advised a client in connection with a multi-million dollar bid for six supermarkets which a national chain of supermarkets, of had been required to divest itself by the Federal Trade Commission
  • Represented the sole shareholder of a specialty cheese importer/distributor in the $16.5 million purchase of all the company’s shares by a national importer/marketer of specialty and deli-style cheeses
  • Represented a prominent London chef in his United States restaurant-related activities
  • Advised both licensees and licensors with respect to intellectual property licenses in a wide-variety of industries including the diamond and jewelry, home furnishing, retail and hotel and hospitality industries, both in the United Stated and abroad
  • Representation of a client the negotiation and documentation of a distribution arrangement for U.S.-produced craft beers in Europe
  • Ongoing representation of a client that provides a platform for musicians and songwriters to monetize their work through the sale of BMI and ASCAP royalty streams
  • Represented a client in connection with its investment in a company in the snack food industry and the relocation of the company’s distribution facilities to Pennsylvania

  
  Diamonds and Jewelry
   

  • Represented major diamond-industry clientele in a variety of acquisitions and complex joint ventures for the sourcing, cutting, polishing and sale of diamonds worldwide, including Russia, Dubai, Namibia, Angola and South Africa
  • Advised a client in connection with structuring and operation of special purpose retail franchises in the United States, the United Kingdom and Russia

  
  Leisure Market – Aircraft and Yachts
   

  • Represented the buyer of an $18.4 million Dassault-Breguet Falcon 900
  • Assisted an offshore buyer in the $20.6 million purchase of a Gulfstream Aerospace GIVSP aircraft
  • Structured and closed the simultaneous sale and purchase of helicopters as an IRS section 1031 “like-kind exchange”
  • Assisted the buyer in the purchase and subsequent foreign commercial registration of a 34.5 meter Codecasa Motor Yacht

  
  Women/Minority Owned Business Enterprises; Not-For-Profit
   

  • Assisted a client in structuring the ownership and management of her company in order to obtain Women’s Business Enterprise National Council (WBENC) certification
  • Representation of clients in connection with joint ventures with women and minority-owned empowerment businesses in South Africa
  • Advised a client in connection with the creation of a global strategic alliance to service nonprofits, women-led and women-focused businesses in their commercial real estate transactions
  • Continuing representation of clients in the formation of non-profit corporations, including nonprofits for the US-based alumni of a Japanese University and Mount Sinai Hospital