Representative Transactions

The following representative transactions illustrate the depth and range of our practice.

Entertainment, Media and Technology

  • Structured and closed mezzanine financing on a major studio motion picture release.
  • Lead counsel on a studio co-financing arrangement with a broad theatrical release, including financing, talent, music, and studio distribution agreements.
  • Represented the lead foreign investor in a 15-picture slate co-financing agreement with a motion picture studio.
  • Represented the seller of a major film library to a “mini-major” motion picture studio.
  • Structured equity, senior loan and mezzanine financings for numerous feature film productions, with budgets ranging from independent productions to over $200 million.
  • Structured option/purchase and financing arrangements for a major-studio musical sequel ordered as a streaming series, including director services agreements, cast offers, SAG agreements, insurance subjectivities, chain of title, escrow administration, and trademark work.
  • Negotiated domestic and foreign publishing agreements for numerous bestselling hardcover and paperback releases.
  • Negotiated a major intellectual property asset sale to an international video game distributor, and structured licensing for a series of internationally recognized video game franchises.
  • Represented a producer in option/purchase terms and financing negotiations through a leading entertainment private equity counterparty.
  • Closed network pilot and license agreements and multiyear foreign distribution agreements for a television production company.
  • Settled a major residuals dispute with the Writers Guild of America, the Directors Guild of America, and the Motion Picture Industry Pension and Health Plan.
  • Acted as general counsel to a multinational media holding company.
  • Structured option and licensing arrangements for motion picture exploitation of bestselling literary works.
  • Represented a Netflix-distributed international series in copyright, royalty, and related matters.
  • Negotiated deal terms, music rights, and back-end participation arrangements for a project featuring a leading social-media creator.

Private Credit Funds and Fund Formation

  • Nearly fifteen years representing a private credit fund manager in a host of CMBS related acquisitions and dispositions, including the mezzanine debt on a multi-billion resort/hotel in the Bahamas and the Horizontal Risk Retention (HRR) securities issued in connection with the recapitalization of two luxury waterfront hotels in Santa Monica, California.
  • Over a decade representing the sponsor of a $150 million equity fund in fund formation, subscription agreements, and ongoing fund operations and amendments.
  • Represented a senior housing debt fund through PPM, offering materials preparation, and investor notes structuring.
  • Advised an institutional investment manager and advisor in connection with a CMBS-related workout.

Senior Housing and Healthcare Real Estate

  • Over a decade representing a real estate fund in the launch of several funds and the acquisition and financing of numerous assisted living and senior living facilities across the nation.
  • Negotiated and closed numerous asset purchase and sale agreements, joint ventures, and equity investments in senior housing assets since 2015.

Real Estate Finance

  • Represented a joint venture (with sovereign wealth fund participation) in a $225 million mezzanine debt facility as part of a $1.75 billion recapitalization of an internationally recognizable “trophy” property.
  • Closed hundreds of construction loans, bridge loans, and lines of credit across multiple credit cycles, with historical transaction volumes typically exceeding $200 million for a single private lending platform.

Loan Workouts and Restructuring

  • Represented the institutional holder of a mezzanine position in a fourteen-property Manhattan apartment portfolio, including the senior loan restructuring and the ultimate sale of the mezzanine position.
  • Represented an institutional mortgage holder in the restructuring and recapitalization of an East Coast regional shopping mall.
  • Represented board members and executives of a bankrupt debtor in the asset sale, plan process and confirmation, and the resolution and settlement of preference and fraudulent conveyance litigation.
  • Represented a secured creditor in the enforcement of a defaulted commercial loan secured by a streaming-platform distribution agreement.
  • Handled individual and bulk loan sales and acquisitions, loan workouts, restructurings, and forbearances on behalf of institutional lenders and private investors during multiple credit cycles.

Real Estate Acquisitions, Dispositions and Leasing

  • Closed acquisitions, dispositions, financings, and leases on commercial and residential properties — including high-profile leasing transactions for landmark Los Angeles office buildings and the sale of a major Wilshire Boulevard property.
  • Represented a publicly traded national homebuilder on land acquisitions across multiple California markets.
  • Closed acquisitions and dispositions of office, industrial, hospitality, and mixed-use properties on behalf of family-office and institutional investors.
  • Drafted and negotiated a complex commercial lease amendment involving a triangular relationship among landlord, anchor tenant, and adjacent tenant, including bespoke notice-and-cure and eviction structures.
  • Represented a buyer in the acquisition of a former church and institutional property, including purchase and sale agreement, grant deeds, title work, promissory notes, and post-closing note enforcement.
  • Closed a multi-parcel land transaction, including escrow, title endorsements, and closing documentation.
  • Handled assignment and sale of promissory notes secured by commercial real estate.

Specialty Lending

  • Represented borrowers and lenders in secured and unsecured financings in the aerospace, energy, apparel, services, and hospitality industries.

Entity Formation, Joint Ventures and Corporate

  • Counseled clients on jurisdictional choice and entity formation across California, Delaware, Wyoming, and Tennessee.

Private Equity, Family Office and Investment Vehicles

  • Represented sponsors in private equity investment funds anchored by a major foreign pension fund.
  • Represented a lead investor in a series of music, technology, and entertainment investments.

Professional Sports

  • Represented ownership groups in the pursuit of existing and expansion franchises in the NFL and other major professional leagues, including presentations to assembled league ownership at Super Bowl, spring, and summer league meetings.
  • Served as general counsel to a sports agency representing clients across all major professional leagues.

Fine Art Transactions

  • Represented collectors, lenders, and trustees in fine art acquisitions, sales, trustee agreements, consignments, and loans.

Technology

  • Negotiated and closed dozens of equity and convertible debt investments in start-up and technology companies in Los Angeles, Silicon Valley, and New York.
  • Represented technology companies in master service agreements, software licensing, equity financings, and convertible debt transactions.