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Business Transactions & Restructurings

 

REPRESENTATIVE ENGAGEMENTS:

  • Represented The Oppenheimer Group (Oppy) in 2017 as it entered into a strategic partnership linking Total Produce plc and Oppy with New Zealand-based T&G Global Limited
  • Advised Progressive Produce in 2017 merger with Pennsylvania-based Keystone Fruit Marketing
  • Represented Progressive Produce on its 2016 sale of a 65% interest to Total Produce plc
  • Represented a major bank in various public and private offerings of credit card receivables-backed securities through a Credit Card Master Trust
  • Represented a major publishing company in its acquisition of a strategic educational publisher
  • Represented a noted talent agency in connection with a strategic sale
  • Represented a new cosmetics company in relation to its product licensing and acquisition of a foreign supplier
  • Provided tax advice on 1031 like-kind exchange of a residential estate for pharmacy properties and subsequent financing
  • Provided ongoing tax advice for Miramax, including in connection with its 2014 issuance of $250 million film library asset-backed notes
  • Advised on tax issues in the purchase of SONIFI (formerly LodgeNet) out of bankruptcy by a consortium led by Colony Capital
  • Provided tax advice to Vivendi S.A. in the sale of its interest in NBC Universal and in the combination of its subsidiary, Vivendi Games, with Activision, Inc.
  • Provided tax advice on a number of joint ventures entered into by a noted talent agency related to music and artists
  • Advised on tax issues in the formation of buy-out and other private equity and real estate funds
  • Represented the official unsecured creditors’ committees in the Pacific Energy, CTC Corp, and Quantum Fuel Systems Technologies  chapter 11 bankruptcy cases
  • Represented various high profile producers, directors and writers in the Relativity and AOG Entertainment/Core Media bankruptcy cases
  • Advised on the out of court financial and corporate restructuring for  a vaping company
  • Represented the ad hoc committee of season ticket holders in the Los Angeles Dodgers bankruptcy case
  • Counseled one of the largest independent power generation companies in the world whose more than $11 billion in debt was successfully restructured through a complex Chapter 11 case
  • Represented the largest unsecured creditor in the Chrysler LLC bankruptcy case (serving for that creditor on the official creditors' committee)
  • Guided the buyer of one of the largest manufacturers and marketers for men's suits and sport coats in the United States through a Chapter 11 sale process
  • Served as the Chapter 11 Trustee and counsel to the Chapter 11 Trustee in complex bankruptcy cases, including the Ritter Ranch bankruptcy case where a successful sale process was implemented for the then-largest area of undeveloped property in Los Angeles County

 

Our Business Transactions & Restructuring Group provides holistic, strategic, counsel and guidance to companies in all stages of the business life cycle.  We advise our clients in industries such as real estate, hospitality, technology, retail, energy, and transportation as well as lifestyle and leisure businesses such as entertainment, restaurant and food services, apparel, and cosmetics.

Business Transactions

Our transactional lawyers are "deal lawyers" with decades of experience in connection with all aspects of buy-side and sell-side acquisitions and business transactions,  including business formation,  joint venture and strategic alliances, mergers and acquisitions, private equity and venture capital, securities, governance, regulatory compliance, executive compensation, crisis management, and licensing and endorsement transactions for domestic and international clients. 

Tax

Successful corporate formations and transactions require lawyers who understand the consequences of each decision throughout the financing process. We provide sophisticated advice in structuring tax-efficient and tax-free mergers and acquisitions, business reorganizations, real estate transactions, and issuances of debt, equity, hybrid, and derivative securities. We have a deep understanding of the special rules that govern “like-kind” (Section 1031) exchanges and investments in US real property by foreigners, as well as the tax issues that are unique to California real estate investments.

Financial Restructuring and Bankruptcy

Our  Financial Restructuring Group has extensive experience in crisis management, restructuring, and insolvency matters, both inside and outside of bankruptcy court.  We bring  decades of experience representing debtors and creditors in some of the country's largest and most complex restructuring matters and Chapter 11 bankruptcy cases in areas as diverse as real estate, construction, energy, hospitality, telecommunications, transportation, retail, manufacturing and distribution, entertainment, electronics, and health care.