Securitizations
Beginning in 2024, our attorneys have served as co-Legal Counsel Advisor to a federal agency. In this capacity, we have provided legal services in connection with the successful closings of more than 25 Guaranteed REMIC Pass-Through Securities transactions. Our representation includes a comprehensive review of the various transaction documents, including Offering Circular Supplements, REMIC Securities Guaranty Agreements, trust agreements, legal opinions and other transaction documents for legal sufficiency and consistency with business term sheets and for compliance with the requirements.
In connection with our securitization practice, we have been involved with pledges of master servicing rights, servicing advances, and other Article 9 UCC collateral types.
Mergers, Acquisitions, Dispositions and Restructurings
- Acquisition of a publicly traded company for the operation of medical facilities
- Acquisition of acute care hospitals in the Southeastern U.S.
- Acquisition of a classified, military grade communications device and related technology
- Acquisition of a significant U.S. juice producer and brand
- Acquisition of the US division of a Netherlands-based grower, importer, and distributor of fresh cut flowers
- Acquisition of a leading grower, importer and distributor of premium, fresh-cut flowers with operations in the U.S. and Latin America
- Acquisition of a Mexican-based telecommunications distributor
- Sale of a Miami-based aircraft repair station in the sale of its operations to a publicly traded company and the negotiation of the management team’s buy-out
- Sale of physician practice group, with retained interest through partial share exchange
- Sale via merger of a medical equipment company
- Sale by U.S.-based multinational of its U.S. operations
- Restructuring of a multinational’s worldwide operations
- Establishing U.S. operations for Spanish-based telecommunications and information systems company
Real Estate & Commercial Lending
- Representation of financial clients in commercial and residential foreclosures, as well as a variety of matters under the Uniform Commercial Code (“UCC”).
- Lender representation on mortgage, mezzanine and asset-based loans
- Borrower representation on mortgage, mezzanine, trade credit, and asset-based credit facilities, including warehousing and working lines of credit and terms loans
- Representation of developer in its purchase, financing, development and management of a resort-styled development in the Caribbean
- Representation of developer in its structuring, financing, development and management of U.S. government project in the Caribbean
- Representation of property owner in a joint venture for the development of a mixed-use hotel in the United States
- Representation of investor in a joint venture for the development of a mixed-use hotel in the United States
- Representation of property owner in the negotiation of joint entitlement and joint development agreements for a project consisting of nearly 1,000 contiguous acres of undeveloped Florida land
- Representation of real estate investment fund in joint venture with a foreign publicly traded fund for the acquisition of multi-family properties
- Representation of private real estate lender in the formation and structuring of its mortgage investment vehicles
- Landlord and tenant representation in industrial, office and retail leases
Other Commercial Transactions
- Petroleum-related services agreement with a South American national oil company
- Software licensing and services agreement with a South American telephone operator
- Exclusive master distribution agreement for Latin America with a leading original equipment manufacturer
- Sponsorship and licensing agreements for premier soccer tournaments, concert tours and other high-profile events throughout
Bankruptcy
- Represented lenders, creditors, and government agencies in active bankruptcy cases.
- Examined consumer bankruptcy cases, assessing and preparing strategies to protect client interests
- Bankruptcy motion practice, objections to debtor proposed plans, and examinations of debtor documents including petitions to assert claims on behalf of clients.
- Negotiated with debtors’ counsel to assert claims and address issues related to inadvertent and advertent omissions from bankruptcy schedules to protect debts from discharge.
- Represented creditors within large corporate restructuring cases by reviewing proposed reorganizational plans and competing plans and protecting interests.
- Represented retail debtors and corporate debtors during all aspects of the reorganizational process from the first day through the confirmation of plans.
Transactional Insurance Advice
- Provide transactional advice on state insurance and annuities regulations in connection with the development of new products and the operation of existing products.
- Advise clients on litigation readiness, instrumental in fostering program-wide proactive approaches to discovery to increase success and cost-effectiveness.
- One of our counsel’s prior experience, in his capacity as Executive Director of the New Jersey Life & Health Insurance Guaranty Association, he was responsible for the administration of various health insurance company insolvencies, evaluating the collateral interests in assets held by the insurance companies and attempting to collect as much as possible from such interests and minimize future liabilities.