Transactions
- Acquisition Financing for Digital Marketing and Analytics Platform Acquirer
Served as lender's counsel to a private investment firm in connection with its extension of acquisition financing to a private equity firm acquiring a company engaged in developing, licensing, and marketing a digital marketing and analytics platform for financial institutions.
- Vehicle Booting Subsidiary Spinoff and Affiliated Entity Reorganization
Represented a parking and enforcement company in a corporate restructuring involving the spinoff of a subsidiary engaged in vehicle booting operations. The transaction also included the reorganization of an affiliated entity to align ownership across the affiliated businesses. Our team advised on all aspects of the transaction, including structuring, tax considerations, corporate governance, and implementation to achieve the client's ownership and operational objectives.
- Add-On Acquisitions for National Meat Producer and Private Equity Partner
Represented a national meat producer, packager and distributor, and a leading U.S. private equity firm with a minority stake in the meat company, in connection with their add-on acquisitions of two prominent meat suppliers. The transaction included implementation of a complex corporate reorganization structure.
- Residential Real Estate Investment Fund — Triple 506(c) Offerings
Represented innovative, next-generation real estate investment firm in creating three complex offerings of securities under Rule 506(c) in connection with a residential real estate investment fund. The tax work included reviewing partnership allocations in limited partnership agreements and tax disclosures in offering memoranda.
- Mixed-Use Development Acquisition South of Miami
Represented prominent South Florida real estate developer in its eight-figure purchase of a mixed-use development south of Miami featuring retail and office space. We set up a securities offering under Rule 506(b) that helped fund the deal, and we drafted all the offering documents including the limited partnership agreement and private placement memorandum for the fund.
- Rule 506(c) Private Equity Fund Formation for Single-Family Rental Strategy
Represented an alternative asset management firm in establishing a private equity fund poised to issue securities pursuant to Rule 506(c). The representation included reviewing partnership documents and the tax allocations therein as well as drafting tax disclosures for the private offering memorandum. The fund was established to raise up to $150 million to acquire and invest in single family rental properties across multiple U.S. states.
- Big Box Retailer Corporate Headquarters Acquisition
Represented a South Florida real estate developer and a South Florida private equity family office in connection with their joint venture acquisition of a national big box retailer's corporate headquarters for more than $100 million. This transaction involved the creation of several layers of legal entities, drafting LLC and LP agreements, and the creation of a tenancy in common agreement including several 1031 exchange entities.
- Private Equity Investment in Strategically Located Sawmill
Represented a highly regarded New York–based private investment firm in its investment in a strategically located sawmill, providing end-to-end transactional support from term sheet negotiations through closing. The engagement included legal and operational diligence, investment and tax structuring, and the negotiation of limited partner side letter protections, definitive investment documents, and ancillary closing agreements.
- Series B Preferred Equity Investment in Multistate Experiential Entertainment Provider
Represented a prominent New York-based investment firm in a Series B preferred equity financing, supporting its investment in a rapidly expanding, multistate provider of interactive and sensory-related experiences. Our team delivered end-to-end legal counsel, including conducting thorough due diligence, drafting and negotiating equity financing documents, and navigating the transaction through to closing.
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