What We've Done
Our team has a range of experience working on complex business transactions in the areas of Startup Company & Venture Capital, Blockchain Technology, Private Equity, Mergers & Acquisitions, Capital Markets, and Corporate Finance. Some of these deals are listed below.
In addition to deal work, we also regularly assist clients with company formation, commercial contracts, corporate governance, and other day-to-day legal and strategic matters.
STARTUP COMPANY & VENTURE CAPITAL
- Represented several investors and startups in convertible debt (early-stage and bridge), SAFE and KISS financings.
- Represented an investor in a Series C financing of the world’s largest online petition platform.
- Represented an investor syndicate in a Series B financing of an edtech startup.
- Represented the lead investor in a Series A financing of a software training and performance management startup.
- Represented the lead investor in a Series A Financing of a peer-to-peer lending startup.
- Represented the lead investor in a Series Seed financing of a platform for enterprise licensing and distribution of 3D printed content.
- Represented the lead investor in a Series Seed financing of an online talent marketplace platform.
- Represented the lead investor in a Series Seed financing of an agricultural enzyme startup.
- Represented an investor in a Series Seed and Series A financing of a tech platform for short-form sports video content.
- Represented an investor in a Series Seed financing of a digital personal insurance platform.
- Represented an investor in a Series Seed financing of a blockchain-based crytocurrency lending platform.
- Represented a luxury clothing brand in a Series A financing.
- Represented a clothing subscription startup in multiple Series A financings.
- Represented an e-commerce luxury fashion startup in multiple Series Seed financings.
- Represented a boutique fitness company in multiple Series Seed financings.
- Represented a social recruiting startup in a Series Seed financing.
- Represented a data and analytics startup in a Series Seed financing.
- Represented a project management software startup in a Series Seed financing.
- Represented a fraud prevention company in a Series Seed financing.
- Represented an edtech startup in a Series Seed financing.
- Represented an online dating and social media company in multiple angel financings.
- Represented a financial services compliance company in a preferred financing round.
- Represented a wind energy company in a preferred financing round.
- Representing an eSports gaming network in a SAFT and token sale.
- Representing a data processing network in a SAFT and token sale.
- Representing a machine learning exchange network in a SAFT and token sale.
- Representing an encryption technology network in a SAFT and token sale.
- Advising several blockchain technology companies with respect to potential SAFT and/or token sales.
- Advising an online platform that connects investors with vetted SAFT and token sales.
- Represented the Barclays Natural Resource Investments division of Barclays Capital, the investment banking division of Barclays Bank PLC, in connection with its private equity investment in K Road Power, an independent power developer focused on developing, financing, owning and operating utility-scale solar projects in the Southwest United States.
- Represented Southern Cross Latin America Private Equity Funds III and IV and certain of their affiliates in connection with their investment of $220 million in Ultrapetrol (Bahamas) Limited, an industrial transportation company serving marine transportation needs in three markets (River Business, Offshore Supply Business and Ocean Business).
- Represented a sponsor group in the formation of a $500 million private equity fund focused on late-stage investments in the clean technology sector.
MERGERS & ACQUISITIONS
- Represented Fortune Brands, Inc. in the $1.225 billion sale of its Acushnet Company subsidiary, the leading and most profitable golf equipment company in the world featuring the iconic Titleist and FootJoy brands, to a group led by Fila Korea Ltd., the owner of the Fila sporting goods brand globally, and Mirae Asset Private Equity, the largest private equity firm in Korea. The transaction was honored as the 2011 M&A Deal of the Year by The M&A Advisor.
- Represented Apache Solar Energy, LLC (a subsidiary of The Goldman Sachs Group, Inc.), Energy Power Partners, LLC and Apex Energy Solutions LLC in the sale of Solar Gen 2 LLC, the developer of a 150-megawatt (AC) solar photovoltaic electric generating project in Imperial Valley, California, to First Solar Development, LLC (a subsidiary of First Solar, Inc.).
- Represented the Enel Group, one of the leading energy companies in the world, and Enersis S.A., a Chilean electric utility company with operations in Chile, Brazil, Columbia, Peru and Argentina, in the acquisition of all the shares held indirectly by Inkia Americas Holdings Limited in Generandes Peru S.A., the controlling shareholder of the Peruvian power generating company, Edegel S.A.A., for cash consideration of US$413 million.
- Represented Just Energy Group, one of the largest competitive green energy retailers in North America, in the sale of Hudson Energy Solar Corp., its commercial solar development business with an operating portfolio consisting of approximately 101 projects, to TerraForm Power Inc. and SunEdison, Inc., global leaders in renewable energy services.
- Represented CoaLogix Inc., a leading clean coal technology and services provider, in connection with the sale of the company for approximately $101 million to funds managed by Energy Capital Partners, a private equity firm focused on the energy infrastructure industry.
- Represented the shareholders of TIBA Satellite Services, S.A., a premier provider of outsourced channel origination and transmission services in Latin America, in the sale of the company to Encompass Digital Media, a global leader in digital media services.
- Represented Vale S.A., one of the largest metals and mining companies in the world, in the sale of its 90% ownership interest in Sociedad Contractual Minera Tres Valles to Inversiones Porto San Giorgio S.A., a company controlled by the Chilean group Vecchiola S.A.
- Represented Rockwell Automation, Inc., the world's largest company dedicated to industrial automation and information, in its acquisition of Jacobs Automation, Inc., the leader in intelligent track motion control technology.
- Represented Harbinger Capital Partners LLC, a multi-billion dollar private investment fund, in its acquisition of Old Mutual U.S. Life Holdings, Inc., a leading provider of fixed annuity and life insurance products, for approximately $350 million.
- Represented Iberdrola USA, Inc. in the sale of three natural gas utilities in Connecticut and Massachusetts to UIL Holdings Corporation, a company publicly traded on the New York Stock Exchange, for cash consideration of over $917 million.
- Represented Hudson Clean Energy Partners and its portfolio company, Eagle Creek Renewable Energy, in the acquisition of two hydroelectric facilities located approximately 60 miles from New York City.
- Represented Eagle Creek Renewable Energy in its acquisition of the majority of companies and hydroelectric generating facilities owned by North American Hydro, one of the largest independent power producers in the Midwest.
- Represented North American Galvanizing and Coatings, a leading provider of corrosion protection for iron and steel components, in connection with the sale of the company for approximately $125 million to AZZ Incorporated, a leading provider of hot dip galvanizing services to the steel fabrication market, by way of public tender offer and merger.
- Represented World Fuel Services Corporation, a global leader in the marketing and sale of marine, aviation and land fuel products, in its acquisition of Western Petroleum Company, one of the largest independently owned petroleum marketing companies in the U.S.
- Represented Morguard, one of Canada's largest integrated real estate companies with a diversified portfolio of more than $8.7 billion in properties owned or under management, in connection with its acquisition of the Boynton Town Center shopping center located in Florida.
- Represented SigmaQ Group, a leading producer of packaging and display products based in San Salvador, El Salvador, in its acquisition of Chippenhook Corporation, a US-based designer and provider of visual merchandising, packaging and fixture products.
- Represented Ontodia Inc., a leading provider of open data, in connection with the sale of the company to OpenGov, the world leader in governmental financial intelligence, planning and transparency.
- Represented a VC investor group in connection with a portfolio company acquisition by Facebook.
- Represented an angel investor in connection with the acquisition of a digital health portfolio company.
- Represented a solar project development company in the sale of a utility-scale solar development project to a major international solar company.
- Represented a networking software and analytics company in an asset purchase and sale transaction.
- Represented and oil and gas company in an asset purchase and sale transaction.
- Represented an international corporation in a proposed hostile takeover in the energy sector.
- Represented an alternative investment firm in the acquisition out of bankruptcy of an industrial manufacturing company.
- Represented a private equity firm on the potential acquisition of a portfolio of commercial solar projects located across the US.
- Represented Meritor, Inc. in connection with the issuance of $250 million principal amount at maturity of convertible senior notes in a Rule 144A offering and the concurrent private repurchases of $245 million principal amount of outstanding senior convertible notes.
- Represented Meritor, Inc. in its registered public debt offering of $225 million of notes due 2024 and its concurrent tender offer to purchase its outstanding notes due 2018.
- Represented TV Azteca S.A.B. de C.V. in connection with its offering of $300 million 7.5% Senior Notes due 2018 under its Regulation S Medium Term Note Programme.
- Represented major financial institutions, as purchasers, in the private placement of $300 million in secured notes in the off balance sheet financing of a utility company.
- Represented a group of six insurance company investors on a $200 million secured notes offering structured as a private placement in connection with the acquisition of a Michigan utility by an infrastructure equity investment fund.
- Represented Citibank, as lender, in multiple bilateral credit facilities with institutional clients.
- Represented SolarCity Corporation in the securitization of cash flows from distributed solar generation systems, including the first-ever securitization in this asset class (single class of notes rated BBB+ by S&P), the first securitization based on a tax equity lease structure (A notes rated BBB+ and B notes rated BB by S&P) and the first securitization based on a tax equity partnership flip structure (A notes rated A and B notes rated BBB by Kroll).
- Represented SunPower Corporation on a tax equity portfolio financing transaction of residential solar projects located across the US.
- Represented an energy equipment supplier in a US$30 million cross-border secured credit facility led by a leading global investment bank.
- Represented the sponsor in the bank and institutional debt financing of (i) the $550 million Arlington Valley Solar Energy II Project, a 127 MW solar photovoltaic energy project in Arizona and (ii) the Centinela Solar Energy Project, a 170 MW solar photovoltaic energy project in California.
- Represented BBVA Bancomer S.A. and a syndicate of eight banks as US counsel for the US dollar portion of a $180 million five-year term loan credit agreement for Grupo Senda, a leading provider of bus transportation services in Mexico and parts of the US.
- Represented an investment fund in connection with financing an acquisition and sale transaction involving companies located in Argentina, Brazil, Chile, Colombia and Mexico.
- Represented Citibank as Administrative Agent and Lender in connection with a secured financing for EGE Haina, a Dominican Republic power company.
- Represented Empresa Nacional del Petróleo (ENAP), as borrower, in connection with a $200 million senior unsecured credit facility.
- Represented a major US financial institution in connection with a cross-border senior secured $75 million credit facility to a Mexican aviation service provider that was used to refinance existing indebtedness on a fleet of aircraft.
- Represented the sponsor in connection with the construction financing of a 54 MW merchant solar project in Chile.
- Represented Isolux Infrastructure Netherlands B.V. in connection with the concession to design, build, finance, operate and maintain the I-69 Section 5 Project in Indiana and related private activity bond financing.
- Represented an enterprise marketing management software company in a SBA 7(a) loan transaction and a factoring facility.
- Represented Shared Interest, Inc., a non-profit organization, in connection with its capital raise program that enables investors to provide financial support to economic development initiatives in low-income South African and other Southern African communities.
- Served as an executive mentor and business coach for Defy Ventures’ entrepreneur-in-training program for people with criminal histories.
- Regularly participates in legal and community activities at The Door, a comprehensive youth services center in SoHo.
- Spearheaded a firm wide program for the representation in state and federal proceedings of undocumented women and children who are the victims of abuse, abandonment and neglect perpetrated by a parent or domestic partner. Achieved protective status for over 100 persons and involved over 30 attorneys and legal professionals from a variety of practice areas. Received multiple awards from Chadbourne and The Legal Aid Society for outstanding pro bono legal service.