2014
HIGHLIGHTS
. REFLECTING
ON 2014
C
ORE AREAS OF FOCUS
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9
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Advanced Media and Technology
Bankruptcy, Restructuring and Creditors’ Rights
Capital Markets
Corporate
Employment and Labor
Entertainment
Finance
Intellectual Property
Litigation
Private Client Services
Real Estate
ADDED DEPTH AND EXPERIENCE
36 Making a Difference – Diversity and Pro Bono
38
Awards, Recognitions and Rankings
40 Promotions and Welcomes
This publication may constitute “Attorney Advertising” under the New York Rules of Professional Conduct and under the law of other jurisdictions.
. Throughout 2014, the changes in our economic
climate opened new doors for businesses and
individuals around the world. We were honored
to have so many clients – old and new – turn
to Loeb & Loeb to help them identify and pursue
new opportunities, overcome obstacles, and
embrace a more certain future with renewed
vision and strategy.
In this edition of our annual Highlights, we are pleased to feature some of the noteworthy client
successes that Loeb & Loeb was privileged to be a part of in 2014. These representations and
practice achievements illustrate our firm’s continued focus on our core practices and industries, and
reflect our unwavering commitment to providing the highest quality legal services within the areas
that we know best.
Delivering on this service commitment requires an understanding of each and every client’s business,
market, goals and expectations. While we seek client feedback on every matter and engagement, last
year we were pleased to build momentum through a more formal client feedback program that has
enabled us to gain an even deeper perspective into our clients’ priorities.
We have begun implementing
a number of creative service initiatives to act upon the constructive feedback collected to date, and we
remain focused on leveraging this program to continually improve our clients’ experience.
By offering hands-on personal attention and passing along cost- and time-saving efficiencies driven
by our internal process improvements and project management best practices, we continue to
demonstrate our firm’s dedication to remaining competitive in today’s market and earning our clients’
ongoing satisfaction.
As we reflect back with pride on all we have accomplished and move forward with optimism into
2015 and beyond, my colleagues and I renew our enduring pledge:
LOEB & LOEB
ADDS VALUE
Michael D. Beck, Chairman
1
. ADVANCED
MEDIA AND
TECHNOLOGY
Clients seeking to take advantage
of new mobile marketing and mobile
payments opportunities continue to
rely on Loeb & Loeb to help them make
the right strategic moves.
Our attorneys were at the forefront of exciting
mobile and digital payment solutions that hit
the market in 2014 and that are helping drive
the huge technological shift happening in the
financial services industry today.
We counseled leading financial institutions
that were among the first to debut the Apple
Pay functionality, which offers contactless
mobile payment technology through the
iPhone. We also structured and negotiated
first-of-their-kind technology partnerships,
including associated marketing, advertising,
branding and data sharing agreements that
are transforming e-commerce as we know it.
2
Advertising, Promotions and Digital Media
Advised Toyota on marketing and promotional
initiatives surrounding the 2015 launch of the
automaker’s hydrogen fuel cell vehicles. We also
provided counsel on regulatory issues in connection
with vehicle data collection and optimization for
targeted marketing opportunities.
Provided transactional and regulatory counsel to
a leading cable operator in support of the client’s
advanced advertising platform offering targeted
advertising insertion across linear and on-demand
programming.
Advised a global athletic apparel and sporting goods
manufacturer on international compliance issues related
to a multinational digital commerce initiative. We also
provided counsel on privacy and data optimization
issues associated with targeted advertising initiatives.
Advised major advertising and marketing agencies,
including Interpublic Group (McCann, Momentum,
Gotham, etc.), Publicis Groupe (Rosetta, Razorfish,
Digitas, etc.) and others, in connection with digital
campaigns, privacy and technology-related issues, media
services agreements, sponsorships and promotions, and
branding and intellectual property issues.
.
Represented T-Mobile USA, Inc. in connection with
strategic music marketing, sponsorship and promotional
agreements. We also represented T-Mobile in the
negotiation of brand integration deals, influencer
partnerships, media campaigns and charitable
co-venture deals.
Counseled leading brands in the food and beverage,
media/telecommunications, and consumer packaged
goods industries, among others, on advertising claim
substantiation issues, and provided representation
in connection with competitive challenges before the
Better Business Bureau’s National Advertising Division
and with regulatory challenges initiated by the Federal
Trade Commission and the Children’s Advertising
Review Unit.
Privacy, Security and Data Optimization
Advised international advertising and marketing agencies
on pioneering data optimization transactions with leading
social media platforms. The high-profile deals involved
the application of predictive analysis and the development
of insights from social media and telecommunications
data, purchasing behavior, and browsing patterns across
multimedia devices.
We also advised on global initiatives
focused on location data and location-based ad targeting
and mobile personalization products to enhance mobile
marketing capabilities.
Represented a major online retailer in connection with
privacy and data security due diligence with respect
to the client’s potential acquisition of a smaller online
retailer. We performed a comprehensive analysis of the
cookies on the target company’s website and reviewed
the company’s privacy policy for compliance with data
security standards and practices.
Counseled leading international radio programmer
Clear Channel (iHeartMedia, Inc.) on its data collection,
usage and handling practices in connection with
the integration of social media campaigns, targeted
marketing and mobile application deployment.
Counseled multiple advertising and digital marketing
agencies in efforts to become compliant with the Health
Insurance Portability and Accountability Act (HIPAA),
following the 2013 expansion of the HIPAA rules to
include application to service providers. We drafted
client HIPAA policies and assisted in creating employee
training programs.
In 2014, Loeb & Loeb advised media
companies, advertisers and agencies
in high-profile technology partnerships
designed to strengthen our clients’
data-driven content and precision
marketing platforms.
We represented global media agency
Starcom MediaVest Group in its strategic
partnership with data analytics company
Acxiom, which enables sharing of data
assets for audience segmentation and
targeting of client advertising and marketing
campaigns across all online and off-line
channels.
Our attorneys also counseled another
Publicis Groupe agency, digital advertising
leader VivaKi, in connection with a strategic
partnership with Adobe for the development
of a new marketing management platform
that will make Adobe Marketing Cloud
technology available to all Publicis agencies
and will provide content management,
analytics, and audience segmenting and
targeting tools.
3
.
Loeb & Loeb helped
premier companies
across a range of
industry verticals
forge innovative and
effective technology
and outsourcing
agreements in 2014.
4
From traditional IT and business processing outsourcing
to complex cloud-based interactions, and from standard
technology licensing, development and integration to novel
tech-enabled transactions involving mobile commerce,
electronic and biometric signatures, and other emerging
technologies, we structured and negotiated cutting-edge
deals to help our clients compete in today’s global
marketplace.
Our attorneys advised leading institutions such as
Comcast, Dr Pepper Snapple Group, The Guardian
Life Insurance Company of America, Horizon Blue
Cross Blue Shield of New Jersey, Toyota, The TJX
Companies Inc., and Universal Music Group on all facets
of technology transactions and sourcing strategies, as well
as with respect to related intellectual property, privacy
and data security issues.
. BANKRUPTCY,
RESTRUCTURING
AND CREDITORS’
RIGHTS
Represented the indenture trustees for public
bondholders to successfully obtain recoveries for
ostensibly out-of-the-money holders in several hotly
contested Chapter 11 reorganizations, including the
structurally subordinated bondholders in a $6.5 billion
restructuring.
Represented the developer of an island resort off the
coast of Georgia in working out a series of defaulted
secured loans with three different lenders and, as a
result, successfully avoided the need for a costly and
high-risk Chapter 11 filing and preserved control of the
project for the client.
Represented a major sovereign entity in connection
with the U.S. bankruptcy issues that arose when the
counterparty to a contract worth nearly US$1 billion to
our client became insolvent.
In one of the most significant
bankruptcy-law decisions of 2014,
Loeb & Loeb secured a major appellate
victory limiting claw-back exposure
for innocent investors in the Bernard
Madoff Ponzi scheme.
The U.S. Court of Appeals for the 2nd Circuit
unanimously affirmed a district court decision
significantly curtailing the ability of the Madoff
trustee to “claw back” redemption payments
made by Madoff to good-faith investors
with no knowledge of the fraud. As a result,
those Madoff victim defendants will not
have to repay approximately $1.6 billion
withdrawn from the Madoff brokerage firm,
and Loeb & Loeb clients and their families will
save more than $80 million.
The 2nd Circuit’s
decision upheld the application of the
Bankruptcy Code § 546(e) safe harbor to the
redemptions of good-faith Madoff victims.
The practical effect of this decision was to
insulate from avoidance all of the redemption
payments made to good-faith victims more
than two years before the commencement of
the Madoff liquidation – the Madoff trustee
had been seeking to recover payments made
as far back as six years. The decision also
bars the Madoff trustee from seeking to
recover preferential transfers from good-faith
victim defendants. Loeb & Loeb was one
of three firms that briefed and argued the
appeal as part of a good-faith customer joint
defense team.
5
.
CAPITAL
MARKETS
Loeb & Loeb provided valued counsel in
2014 across all facets of capital-raising
and corporate finance, most notably
within the technology, life sciences and
energy arenas, both in the U.S. and in
emerging markets.
As pioneers in counseling on regulations
related to the use of new technologies and
developing media channels, our attorneys
blend industry insight and transactional
expertise to assist digital media, Internet
and information services companies as they
access the capital markets.
We are also a go-to firm for issuers across the
pharma, biotech and medical device fields,
along with their financial intermediaries. Our
attorneys are keenly aware of the regulatory
and business issues facing life sciences
companies, and we offer sophisticated market
intelligence within this industry.
In 2014, Loeb & Loeb’s capital markets
team also continued to build on decades of
experience in the energy arena, advising on
public and private financings for clients in
nearly every energy sector, including electric,
oil and gas, and green energy technologies.
6
Technology
Provided issuer representation to MOKO Social
Media Ltd., a social media/advertising company based
in Australia, in its initial public offering and Nasdaq
listing of American Depositary Shares.
Represented digital research and development
lab Walker Digital, LLC, as selling stockholder,
and Patent Properties, Inc., as issuer, in a PIPE
transaction involving the resale of 5 million shares of
Patent Properties to accredited investors in the U.S.
and Canada.
Provided underwriter representation to the joint
book-running managers for the $20.4 million Nasdaq
initial public offering of common stock of Medical
Transcription Billing Corp., a healthcare information
technology company.
Represented wireless and mobility software
provider Smith Micro Software, Inc. as issuer in a
PIPE offering of common stock.
Life Sciences
Represented Nuvilex, Inc., a clinical-stage international
biotechnology company providing cell and gene therapy
solutions, in an “at the market” banking agreement with
Chardan Capital Markets, LLC of up to $50 million.
.
Represented the lead underwriter in connection with a
$20 million shelf takedown offering of common stock of
Nanosphere, Inc., a biotechnology company that specializes
in targeted molecular diagnostic testing.
Represented Titan Pharmaceuticals, Inc., as issuer, in an
underwritten public offering of common stock and warrants.
Represented molecular diagnostics company MetaStat, Inc.
in multiple PIPE transactions, including the issuance of
common stock and warrants, and the issuance of Series B
convertible preferred stock and warrants.
Represented FluoroPharma Medical, Inc., a company
engaged in the development of medical diagnostic
imaging technology, as issuer, in a private placement of
promissory notes.
Represented the underwriter in connection with an initial
public offering of common stock and warrants of Capnia,
Inc., a developer of therapeutic and diagnostic products.
Energy
Represented Beechwood Asset Management in
connection with an issuance of $80 million in aggregate
principal amount of 12 percent second-priority senior
secured notes due 2019 issued by Northstar GOM Holdings
Group LLC and offered and sold under Rule 144A. Our
representation included advice regarding oil and gas
industry disclosure matters and security interest filings and
documentation.
Represented the placement agent in connection with a
private placement of common stock and warrants of Acorn
Energy, Inc., a holding company whose portfolio companies
provide energy infrastructure asset management.
Represented the underwriter in connection with a
$27.6 million public offering of common stock of Profire
Energy Inc., an oilfield technology company.
SPAC and IPACSM Transactions
Represented Aquasition Corp., a special-purpose
acquisition company, in its approximately $220 million
acquisition of KBS Fashion Group Ltd.
Provided underwriter counsel to Cantor Fitzgerald
in the $40 million initial public offering of blank check
company Sino Mercury Acquisition Corp.
Advised CIS Acquisition, Ltd., an innovated public
acquisition company (IPAC), in its business combination
with China-based specialty chemical company Delta
Advanced Materials Ltd.
A broad range of China- and
Asia-based companies turned
to us in 2014 for leading-edge
representation in equity capital
markets and M&A transactions.
Loeb & Loeb’s Hong Kong-based
affiliate Pang & Co. acted on behalf
of the issuer or underwriters in a
number of public offerings on both
the Main Board and the GEM Board
of the Hong Kong Stock Exchange.
These included listings of shares by
Chun Sing Engineering Holdings Ltd.,
Earthasia International Holdings Ltd.,
ELL Environmental Holdings Ltd., Glory
Flame Holdings Ltd., and Sinomax
Group Ltd., aggregating more than
US$200 million.
Our attorneys represented China
Cord Blood Corporation (CCBC) in
connection with the sale by Golden
Meditech Holdings Ltd. of CCBC’s
7 percent senior convertible note,
due 2017 in aggregate principal
amount of US$50 million, to Magnum
Opus International Holdings Ltd.
and
Cordlife Group Ltd. for approximately
US$88 million.
In addition, we represented Chinabased agricultural nutrient company
Yongye International, Inc. in
its US$272 million going-private
transaction, and advised green energy
company China Greenstar Holdings
Ltd.
in a public merger with Stark
Beneficial, Inc.
7
. During 2014, our attorneys
were active in the energy
sector. We structured
complex transactions and
provided regulatory counsel
that advanced our clients’
goals and fueled investment,
innovation and efficiency.
We advised the Special Committee of the Board of Directors
of World Energy Solutions, Inc., an energy technology and
services firm, in its sale to EnerNOC, Inc. for approximately
$77 million in cash pursuant to a tender offer and merger.
A cross-practice team of attorneys from Loeb & Loeb handled
corporate, securities, governance, regulatory and tax matters
related to the transaction, along with the successful defense of
a shareholder class action lawsuit challenging the deal.
Our attorneys also represented Iberdrola USA and its
subsidiaries, New York State Electric & Gas Corporation and
Rochester Gas & Electric Corporation, in tender offers for an
aggregate outstanding amount of $168 million of tax-exempt
bonds issued by the New York State Energy Research and
Development Authority.
In addition, our team advised solar portfolio lender Open Energy
Group in connection with the financing of multiple portfolios of
operating distributed generation solar projects located in Tennessee,
Alabama and Minnesota.
On the regulatory front, we provided ongoing representation to
Exelon Corporation and Pepco Holdings, Inc. before the District
of Columbia Public Service Commission to seek approval for their
$7 billion merger.
We also represented Enel Green Power in
defending an order of the Federal Energy Regulatory Commission
before the U.S. Court of Appeals for the 1st Circuit.
8
. CORPORATE
Mergers and Acquisitions
Represented the founder and sole stockholder of Construction Labor Group, Inc., a leading
regional provider of skilled construction personnel, in the sale of a majority interest in the company
and in our client’s rollover investment in the company going forward.
Represented E-World USA Holding, Inc., a public company, in its acquisition of all the issued
and outstanding shares of Prime Nutrisource, Inc., Nugale Pharmaceutical, Inc. and Prime
Nutrisource, Inc. (New Jersey), for an aggregate purchase price of $28.78 million plus 25 million
shares of exchangeable stock issued by E-World’s wholly owned Canadian subsidiary.
Represented KnowledgeAdvisors, Inc., the leading provider of analytics solutions for talent
development professionals, in its sale to CEB (The Corporate Executive Board Company), a leading
member-based advisory company, for approximately $52 million.
Advised RTL Group, a leading European media company, in its acquisition of a majority ownership
interest in the video advertising ï¬rm SpotXchange, Inc. for an initial investment of approximately
$144 million.
In a separate transaction, we represented RTL in its acquisition of a controlling stake in
StyleHaul, the largest multichannel fashion and beauty network, for over $100 million. RTL will also
invest $20 million into StyleHaul to fund the company’s growth plan.
Served as co-counsel to Turtle Mountain, LLC, doing business as So Delicious® Dairy Free, a
producer of dairy-free food and beverage products, in connection with the sale of the company to
WhiteWave Foods Company for approximately $195 million in cash.
Represented TransUnion LLC in the acquisition of L2C, Inc., a provider of predictive analytics
solutions that utilize alternative data for credit scoring and other risk analysis purposes. The acquisition
of L2C expands TransUnion’s already robust credit data offerings and provides TransUnion clients with
additional data for more precise lending decisions and targeted offers.
Represented the selling shareholders of a leading manufacturer of condiments and other food products
in China in connection with the sale of a controlling stake in the company to an Asia-focused private
equity fund and with the associated corporate restructuring of the company.
9
.
Private Equity and Venture Capital
Represented Clearview Capital, LLC and its
affiliate investment funds in multiple acquisitions and
dispositions of North American companies. These
deals included the purchase of Northwest Cosmetic
Laboratories, LLC, a formulator and manufacturer of
cosmetic and skin care products, and the acquisition
of Xcellence Inc., a provider of electronic-discovery
and data management services. We also counseled
Clearview in connection with the $130.5 million sale
of its controlling interest in hunting and shooting
accessories provider Battenfeld Technologies, Inc. to
Smith & Wesson Holding Corporation.
Represented Gary Comer Inc.
(GCI) in connection
with a private equity investment in River’s End Trading
Company, LLC, and with related corporate restructuring
transactions. River’s End is a Minnesota-based
apparel company that offers a full range of apparel
and innovative decoration options to the promotional
products, golf and uniform markets.
Represented private investment firm Pillsman Partners,
LLC in connection with its acquisition of SST Conveyor
Components, Inc., a manufacturer of conveyor belts and
other similar equipment.
Represented River Hollow Partners, a private equity
firm, in connection with an investment in Dancing Deer
Baking Co., a nationally known manufacturer of gourmet
baked goods.
Represented a range of startup and emerging
growth companies in seed, venture and strategic
financings ranging in value from tens of thousands
of dollars to more than $5 million. These included
financings for wearables software, energy storage,
mobile application, social commerce, beverage and
content marketing companies such as Augmate,
Encell Technology, NimbleDroid, Stylinity,
Temple Turmeric and Vestorly.
10
.
Loeb & Loeb was active
on both sides of the deal
table in 2014’s spree of
mergers and acquisitions
within the non-scripted
television space.
As the content business of reality television continues to present rich
opportunities for cable networks, big broadcasters and digital platforms,
we’ve seen large European media outlets snapping up smaller American
production operations, and significant consolidations among several
major players in the non-scripted space. Our corporate attorneys
provided representation to many of the industry’s leading production
companies in some of the year’s most significant deals, including:
FremantleMedia in its acquisition of a majority stake in 495 Productions,
a non-scripted television producer whose credits include Jersey Shore
and Party Down South.
Half Yard Productions in its sale to Red Arrow International. Half Yard
produces such hit shows as Say Yes to the Dress, 100 Days of Summer
and Modern Marvels.
Magical Elves, an independent U.S.-based television, motion picture
and digital production company, in its sale to the U.K.-based Tinopolis
Group. Magical Elves is known for producing hit shows that include the
popular Top Chef franchise and Project Runway.
Znak & Jones Productions in its partnership with Sky Broadcasting,
the largest pay-TV broadcaster in Europe.
11
.
EMPLOYMENT
AND LABOR
Litigated and resolved a variety of employee mobility disputes involving claims of breach of
post-employment restrictive covenants, trade secret misappropriation and unfair competition.
We obtained many noteworthy victories for employers in this regard, protecting and defending our
clients’ rights, intellectual property and proprietary information in California, New York and other
jurisdictions where such litigation is closely scrutinized by the courts.
Conducted employment and labor-related corporate diligence in connection with a number of
significant and dynamic acquisitions for clients within the media, entertainment, financial services
and other industries. We assessed employment-related liabilities of target businesses, brought
target businesses into compliance with pertinent laws, and negotiated purchase terms to account
for, eliminate or substantially reduce post-closing exposure for labor-related claims.
Negotiated employment and separation agreements for public and nonpublic companies, as well as
for C-level and other senior executives, in the entertainment, media, real estate brokerage, financial
services, health and fitness, and other industries.
Achieved multiple victories in California wage and hour class action lawsuits, including a grant of
summary judgment on behalf of a restaurant group and its investors, and dismissal of an action in
the Northern District of California involving statewide messengers.
Efficiently and effectively secured a favorable pre-answer settlement of wage and hour claims
brought against a private equity firm client by a former employee.
Obtained dismissal of sexual harassment and retaliatory demotion and discharge claims brought
against an international asset management and investment services company and its founder by
a former employee. The U.S. District Court for the Northern District of Illinois granted our client’s
motion to dismiss on the grounds that the former employee had not timely served the defendants.
12
.
Loeb & Loeb
remains one of
the select few law
firms that handles
complex labor
concerns unique to
the entertainment
industry.
Throughout 2014, we assisted clients across the film, television, Internet, mobile
and advertising arenas in connection with collective bargaining negotiations,
picketing and strike activity, and interpretation and enforcement of SAG-AFTRA,
DGA, WGA, AFM, Teamsters and IATSE agreements.
Loeb & Loeb represented the producers of a major motion picture in negotiations
with the International Alliance of Theatrical Stage Employees (IATSE) and the
National Association of Broadcast Employees and Technicians-Communications
Workers of America (NABET) after the Canadian film production was shut down
due to a union jurisdiction dispute. We were also recently called into a union
negotiation on behalf of a major reality television production company after the
entire crew walked off a series. Our attorneys were able to negotiate a collective
bargaining agreement and get the crew back to work within a matter of hours.
In addition, over the past year we have actively counseled our leading digital and
new media production clients in connection with sophisticated guild- and unionrelated matters with respect to the development of digital entertainment content.
13
. ENTERTAINMENT
Film
Represented RatPac Entertainment in the distribution and financing of its inaugural slate
of independent motion pictures, including Truth, starring Cate Blanchett and Robert Redford,
and I Saw the Light, starring Tom Hiddleston and Elizabeth Olsen.
Represented Warren Beatty in connection with design of the financing and distribution structure
for an untitled Howard Hughes biopic written, produced and directed by Mr. Beatty.
Represented Teddy Schwarzman’s Black Bear Pictures in connection with a U.S. distribution
deal with The Weinstein Company for the Academy Award- and Golden Globe-nominated film
The Imitation Game (the biggest deal concluded for U.S. rights to a film at the 2014 European Film
Market in Berlin).
We also advised Black Bear in the structuring and negotiation of its strategic
investment in – and multiple picture output deal with – the newly formed Canadian distribution
company Elevation Pictures.
Represented Indian Paintbrush in connection with the distribution and financing of the Academy
Award-winning film The Grand Budapest Hotel, directed by Wes Anderson.
Represented Merced Media Capital in the formation and launch of Merced Media, a new
$500 million film development, production and financing vehicle, and with respect to the financing of
numerous motion pictures, including November Man, American Ultra, Sing Street and The Whole Truth.
Represented Vine Alternative Investments in various financing transactions with major
independent film and television production companies, including several second-lien credit
facilities, a unique multipicture co-financing agreement, and the acquisition of revenue interests in
a slate of motion pictures.
14
. Loeb & Loeb entertainment
attorneys continue to serve
as leading dealmakers in
China’s growing film market.
In 2014, we represented major motion picture production
and distribution companies, studios, banks, financial institutions
and leading talent throughout Greater China in connection with
a range of high-profile projects.
We advised East West Bank in the financing of the Chinese
motion pictures The Crossing, directed by John Woo; Zhong
Kui: Snow Girl and the Dark Crystal, directed by Zhao Tianyu;
and the Chinese-Australian co-production The Moon and the
Sun, starring Pierce Brosnan.
We represented Chinese martial arts film director Yuen Wo
Ping and producer Anthony Wong in the negotiation of their
respective directing and executive producing deals with
The Weinstein Company for Crouching Tiger, Hidden Dragon II:
The Green Legend.
In addition, our attorneys represented Hong Kong-based
Celestial Pictures Ltd. in a new five-year programming deal
with Robert Rodriguez’s El Rey Network, which extends and
expands El Rey’s access to the Celestial library of films.
15
. Talent
Represented Lee Daniels in connection with his
agreement with 20th Century Fox Television to be the
executive producer of the new hit television series
Empire, which he also created.
Represented Glenn Close in connection with her
starring role in Edward Albee’s Broadway play
A Delicate Balance.
Music competition shows continue
to anchor major television networks,
and Loeb & Loeb handles a range
of matters associated with these
productions and the rising stars whose
careers they are helping launch.
In 2014, we represented the season 7
contestants of NBC’s The Voice – the
network’s No. 1-rated show – in connection
with recording, publishing, merchandising,
management and touring agreements
with Universal and affiliated entities. Our
attorneys also provide ongoing counsel to
individual contestants from past seasons
of the show with respect to their emerging
careers, including The Swon Brothers,
Melanie Martinez and Matt McAndrew.
In addition, we represented 19
Entertainment in connection with
season 14 of American Idol, including
distribution, recording, merchandising,
touring, publishing and management
agreements with the top finalists.
16
Represented Ryan Murphy as creator, executive
producer and director of the new FX anthology series
American Crime Story, which will focus on a different
true crime story each season. We also provided ongoing
representation to Mr.
Murphy as showrunner of the Fox
series Glee, as creator and executive producer of the
FX series American Horror Story, and as director of the
Emmy-winning film The Normal Heart, together with a
new series titled Scream Queens.
Represented the producers of Nightcrawler, an Academy
Award-nominated film starring Jake Gyllenhaal.
Represented Robert Rodriguez and his partners at
FactoryMade Ventures in matters associated with his
El Rey Network, a recently launched English-language
television and digital network targeting Latino audiences.
Provided continued representation of established
recording artists such as Carrie Underwood, Quincy
Jones, Vince Gill, Diana Ross and B.B. King;
emerging artists such as Sturgill Simpson and Haley
Georgia; and other major songwriters, performers and
producers in a range of music industry matters.
Music
Represented the Academy of Country Music in
negotiations with the Dallas Cowboys and the Texas
Rangers for the production and telecast of the 50th
Anniversary Academy of Country Music Awards
show and related music festival and activities.
The representation included negotiations of strategic
partnership, economic incentive and stadium lease
agreements, as well as sales, marketing and promotion
agreements. We also provided counsel with respect to
the local organizing committee and negotiations with
local governmental agencies, including finance, venue,
local media and lodging agreements.
.
Provided continued representation to Warner Music
Group and its subsidiaries and affiliates in connection
with a broad array of business matters, including the
recent acquisitions of significant music publishing
catalogs.
Represented Fujipacific Music in an agreement
with Pulse Recording to form Pulse Music Publishing.
Fujipacific will provide Pulse with a multimillion-dollar
capital fund to drive future growth and expand its
music-publishing roster, as well as to augment its
creative services for its client base of established
artists, songwriters and producers.
Represented independent record label Glassnote
Records in connection with the company’s continued
expansion, including its move to the Universal Music
Group for distribution and its launch of Resolved, a
second record label.
Represented Reservoir Media Management in a
share and asset acquisition of the First State Media
Group catalog, comprising 26,000 music compositions.
The catalog, one of the largest independent music
catalogs in Europe, contains collections from sources
such as Wind-up Music Publishing and Dimensional/
DreamWorks Music Publishing, and iconic songs such
as Chubby Checker’s “The Twist” and The Kingsmen’s
“Louie Louie,” as well as a number of contemporary hits.
Represented Alcon Entertainment in connection with
the formation of a joint venture with Sleeping Giant
Music to launch a music division, ASG Music Group,
designed to exploit the companies’ combined film and
television music assets.
Provided continued representation of the John R. Cash
Revocable Trust in matters concerning the Johnny Cash
trademarks, publicity rights, records and publishing.
We also represented the Estate of Elvis Presley in
connection with compliance with all union obligations
on its various TV and DVD programming.
Represented country music festival company Country
Thunder in negotiations with William Morris Endeavor
Entertainment to establish a strategic alliance that will
bring the two entities together to build, brand, market
and execute country music festivals in markets across
the U.S. and Canada, including the Craven Country
Jamboree and Texas Thunder festivals.
17
. Television
Provided continued representation of many of the industry’s leading non-scripted television
production companies, including Big Fish Entertainment, Original Media, Sharp Entertainment,
True Entertainment and Original Productions in connection with development, production and
distribution matters for well over 100 projects involving many of the most successful reality shows of
the past year.
Represented Hit The Ground Running Films and producer and director Andrew Jarecki in connection
with The Jinx: The Life and Deaths of Robert Durst, a six-part docu-miniseries premiering on HBO, which
examines the reclusive millionaire at the heart of three unsolved murders spanning four decades.
Provided business and legal affairs assistance to AMC in connection with the television series Better
Call Saul, Turn: Washington’s Spies, Halt and Catch Fire, Mad Men, The Walking Dead, Hell on Wheels,
Humans and The Night Manager, as well as series development deals with U.S. studios, independent
production companies, and individual writers, directors and producers. Our attorneys also represented
AMC Networks affiliates WE tv, SundanceTV and BBC America in original programming deals.
Represented ION Media Networks in connection with scripted and non-scripted deal structures
with production companies, preparation of master agreements, financing and distribution of original
productions, and contractual litigation.
Negotiated original animated series production agreements with Amazon for Out of the Blue
Enterprises. We also represented Out of the Blue in connection with the asset acquisition of the classic
toy brand Colorforms, which it plans to adapt for a new toy line, animated series and digital apps.
Represented the El Rey Network in connection with the drama series From Dusk Till Dawn, as well as
in scripted development and financing transactions.
18
.
Represented the producers of American Epic, a
multipart documentary television special about the
history of the American recording industry airing this fall
on PBS and the BBC, including securing all the music
rights from artists such as Elton John, Beck, Alabama
Shakes, Jack White and The Avett Brothers.
Digital Media
Represented Amazon Studios and Netflix, Inc. in
connection with original programming deals.
Represented cutting-edge technology companies
such as Music Mastermind (Zya), Rednote and
Rithm Messaging in seeking content platforms and/
or industrywide content licenses for streaming or
messaging services.
Represented YouTube in connection with various
funded content initiatives.
Represented Grosvenor Park in the financing of an
upcoming Web series to be released on Hulu.
Represented a major online streaming service in
numerous overall multi- and single-picture licensing
arrangements with various motion picture studios,
including the licensing of the streaming rights for
The Interview from Sony Pictures.
Theater
Over the past year, Loeb & Loeb
was at the forefront of cutting-edge
digital content financing and
distribution deals.
Our attorneys represented Netflix, Inc.
in connection with its groundbreaking
agreement with The Weinstein Company
to finance and distribute the sequel to
the Academy Award-winning 2000 film
Crouching Tiger, Hidden Dragon. In a
first-of-its-kind deal that upends the
traditional distribution model, Netflix will
debut Crouching Tiger, Hidden Dragon II:
The Green Legend simultaneously around
the world on the Netflix service and in
select IMAX theaters.
We also provided continued representation
to Netflix with respect to the financing
and distribution of its original television,
film and documentary content, including
the original series Marco Polo; the new
comedy series Grace and Frankie, starring
Jane Fonda and Lily Tomlin; the second
seasons of Hemlock Grove and Orange
Is the New Black; the upcoming series
Sense8, produced by Andy and Lana
Wachowski; and the series Narcos.
Served as ongoing production counsel for 18 Broadway,
touring and London productions in the seasons ending
in 2014 and 2015, including Raisin in the Sun (2014 Tony
Award winner for Best Revival of a Play), Hedwig and
the Angry Inch (2014 Tony Award winner for Best Revival
of a Musical), Jersey Boys, Chicago, Wicked, Pippin and
Of Mice and Men.
Represented writers, directors, designers, rights holders,
investors and other parties involved with almost all
first-class commercial productions, including new
productions such as An American in Paris and Doctor
Zhivago, and currently handle the production and
financing of productions of new plays and musicals
opening on Broadway in the new season, such as
Disgraced, A Delicate Balance, Fish in the Dark, Skylight
and Finding Neverland.
19
. FINANCE
Represented Bank Hapoalim as the lender in secured term loan facilities to subsidiaries of
Xcel Brands in connection with the acquisition of the Judith Ripka and H Halston brands.
Represented Brevet Capital Management in a term loan facility extended to a group of investors
used to acquire five sports talent agencies and a brand activation agency to create a new sports and
entertainment management company, Stealth SME. The newly created entity represents over 200
athletes across all the major North American sports leagues as well as corporate and property clients.
Represented City National Bank in a multimillion-dollar cross-border credit facility with a talent
agency with offices in several countries outside the U.S.
Represented a major U.S. bank in connection with a $105 million credit facility to a prominent
private equity firm for the purpose of acquiring a portfolio of private equity funds.
Represented a major financial institution in connection with a $23 million revolving credit facility to an
individual secured by a limited partnership interest in a publicly traded real estate investment trust.
Represented a major financial institution in a $419.5 million term loan facility to a sports and
entertainment media company in connection with the acquisition of additional media interests
from a private equity fund. The loan was secured by a lien on personal property assets, including
certain intellectual property interests.
Represented several major money-center institutions in connection with their subscription lending
programs to private equity funds.
Our attorneys routinely represent these institutions as agents, lead
arrangers, lenders, letter of credit issuers and derivative providers in multilender syndications and
club deals, as well as single-lender structured deals ranging in size from $50 million to $1 billion.
Represented a leading insurance company in connection with its purchase of a $10 million note
issued by a large farming cooperative. Our attorneys structured the transaction as a senior
secured private placement, guaranteed by a subsidiary of the issuer and secured by real estate
of the issuer and one of its subsidiaries. In addition, we drafted and negotiated the note purchase
agreement and guarantee, and negotiated the mortgages and intercreditor and collateral agency
agreements with the issuer’s group of bank lenders.
20
.
Our IP attorneys manage
and maintain thousands
of domestic and foreign
trademark matters for
hundreds of clients,
including high-profile
celebrities, entertainment
companies, consumer
products manufacturers
and financial institutions.
Over the past year, we provided ongoing trademark prosecution,
portfolio management and strategic counseling to help our clients
protect and exploit their valuable brand assets. Our team handled nearly
800 trademark applications in 2014 – a 30 percent increase from the
prior year – on behalf of Fortune 500 companies and other businesses
and individuals across nearly every industry vertical, including for clients
such as City National Bank, HBO, National Collegiate Athletic
Association, Saks Fifth Avenue and Arnold Schwarzenegger.
We also represented individuals and organizations in the negotiation of
trademark license agreements and other branding matters, and handled IP
due diligence in connection with multimillion-dollar business combinations.
In addition, our attorneys resolved high-profile domestic and international
trademark disputes for clients in jurisdictions across the country.
21
. INTELLECTUAL
PROPERTY
Trademarks and Copyrights
Achieved an appellate victory on behalf of Fox Entertainment Group, Inc., Peter Chernin,
Kiefer Sutherland, Richard Timothy Kring and others when the 2nd Circuit Court of Appeals
affirmed a district court’s dismissal of a copyright infringement action alleging that the television
series Touch infringed the plaintiff’s screenplay and an earlier novel by the plaintiff that the plaintiff
claimed was related to the screenplay.
Secured an appellate victory on behalf of David Guetta and Frédéric Riesterer, producers and
writers of The Black Eyed Peas’ song “I Gotta Feeling,” when the 9th Circuit Court of Appeals
affirmed a district court’s summary judgment dismissal of a copyright infringement suit brought by an
unknown artist with respect to the hit song. Following the victory, we obtained an award of attorneys’
fees for our clients amounting to nearly $1.5 million.
Secured an appellate victory on behalf of Pom Wonderful, LLC when the 9th Circuit Court of
Appeals reversed a district court’s order denying a preliminary injunction in a trademark infringement
action against Pur Beverages over the sale of “pur pom” energy drinks, which violate Pom
Wonderful’s trademark of its “POM” line of juices. The 9th Circuit concluded that the district court
erred in its likelihood of confusion analysis and remanded the case to the trial judge.
Obtained dismissal of a lawsuit filed against Twentieth Century Fox Film Corporation and other
defendants in the U.S. District Court for the Southern District of New York in which the plaintiff
(an actor in the film Office Space) claimed that his likeness was used on a product associated with
the film without his consent, in violation of the Lanham Act.
22
.
Obtained dismissal of a copyright infringement case in
the U.S. District Court for the Southern District of New
York against Twentieth Century Fox Film Corporation,
James Cameron, Lightstorm Entertainment and other
defendants brought by Roger Dean, a well-known British
artist, alleging that the film Avatar infringed the plaintiff’s
pre-existing artwork. The court granted the defendants’
motion to dismiss, finding no substantial similarity existed
between the film and copyrightable elements of the
plaintiff’s paintings.
Won a motion to dismiss on behalf of more than two
dozen major record labels, music publishers and artists,
including Sony/ATV Music, Warner Music Group,
Universal Music Group and related defendants, in
a massive copyright infringement action brought by
musician Paul Batiste in the U.S. District Court for the
Eastern District of Louisiana in which the plaintiff claimed
infringement of nearly 100 works by the defendants.
Patent
Secured a victory for a leading online daily deal
marketplace in a patent, trademark and copyright
suit related to the client’s promotion of vouchers for
the purchase of allegedly infringing battery cases for
smartphone devices.
The U.S. District Court for the
Central District of California granted our client’s motion
for summary judgment of noninfringement of trademark,
trade dress and copyright claims and invalidity of the
patent in suit.
Provided ongoing representation to several innovator
drug companies in Hatch-Waxman litigation and inter
partes reviews at the Patent Trial and Appeal Board.
Our attorneys also advised innovator drug companies
on intellectual property issues with licensing and
acquisitions of oncology and neuroscience drugs,
including a recent corporate acquisition valued at over
$900 million.
Provided ongoing representation to international trading
software leader CQG, Inc. in two nationally prominent
patent infringement actions in the U.S.
District Court
for the Northern District of Illinois and an appeal before
the U.S. Court of Appeals for the Federal Circuit against
Trading Technologies International, Inc. These actions
involve approximately 20 joint defendants and 19 patents
directed to graphical user interfaces for displaying market
information associated with a traded commodity.
Our
attorneys also represented CQG before the U.S. Patent
and Trademark Office in Covered Business Method
Review proceedings under the America Invents Act.
23
. Provided ongoing representation to leading hepatocyte
supplier Celsis International Ltd. in a patent
infringement action in the U.S. District Court for the
Northern District of Illinois against Life Technologies
Corporation involving a patent directed to cryopreserved
hepatocytes.
Represented a group of marketing companies in a
patent suit against Quest NetTech Corporation
involving a system and method of electronic promotion.
Loeb & Loeb formed a joint defense group and
successfully negotiated an advantageous settlement
for the group.
Obtained resolution of a patent litigation matter on behalf
of apparel company HanesBrands Inc. with respect
to a business process patent for a marketing program.
The suit settled quickly and favorably for our client.
Provided ongoing representation to Visa in connection
with patent portfolio and risk analysis matters relating
to patents directed toward mobile applications, mobile
wallets and mobile payments technologies.
Provided ongoing strategic patent counseling and
prosecution for innovators across a variety of industry
sectors, including green technology company
Advanced Green Innovations, upstart golf club
manufacturer Parsons Xtreme Golf, LLC, aerial data
solutions provider Precision Hawk and pharmaceutical
software provider Sentry Data Systems.
24
.
Life sciences leaders and
early-stage innovators
across the pharma, biotech
and medical device arenas
relied on Loeb & Loeb for
cutting-edge regulatory and
compliance counsel in 2014.
Over the past year, our work in this space ranged from training
executives at a top 15 medical device manufacturer to assisting in the
commercial launch of new prescription drugs with national advertising
campaigns. Our team supervised a quality assurance evaluation and a
global investigation into a research/development program for a top 100
prescription drug, and also led life sciences regulatory due diligence
for filings related to multiple initial public offerings, both in the U.S. and
abroad. We were part of numerous clients’ promotional and scientific
review committees, evaluating and providing feedback on a range of
product communications directed toward consumers and healthcare
professionals, and we also monitored nationwide speaking programs
related to a top 100 prescription drug.
From fundraising through commercialization, our interdisciplinary team
worked to address the full spectrum of regulatory and compliance
issues facing life sciences companies throughout the complete life cycle
of their FDA-regulated products.
25
.
In one of the National Law
Journal’s “Top 100 Verdicts in
2014,” Loeb & Loeb secured
an $82 million judgment on
behalf of the four highestgrossing Illinois casinos after
a federal RICO jury trial.
26
The civil racketeering suit accused an Illinois racetrack owner
of conspiring to bribe then Illinois Gov. Rod Blagojevich to sign
legislation in 2008 that transferred 3 percent of the gross revenues
of Illinois’ four highest-grossing casinos to the state’s horse racing
tracks. After a little over two hours of deliberations, a federal jury
found in favor of Loeb & Loeb’s clients, returning an $82 million
verdict against the track owner and two tracks for damages
stemming from this portion of the corruption scandal that toppled and
jailed former Gov. Blagojevich.
Our win on behalf of our client casinos
ranked as the 24th largest verdict in the country in 2014, according to
the National Law Journal, and the No. 1 verdict in Illinois.
. LITIGATION
Business Litigation
Secured a summary judgment victory for television network company ION Media Networks
dismissing a $4 million breach of contract action brought by French television production company
Atlantique Productions, a subsidiary of the French conglomerate Lagardère, regarding licensing of the
U.S. distribution rights for the international television co-production of Jo, formerly called Le Grand.
Obtained complete dismissal of claims under the Racketeer Influenced and Corrupt Organizations
Act (RICO) and a variety of state law claims brought by the former Olympic figure skater Oksana Baiul
against the talent and literary agency William Morris Endeavor Entertainment LLC, several former
William Morris agents and the accounting firm Wallin Simon & Black, seeking recovery of more than
$100 million in funds that were allegedly owed to Ms. Baiul for skating performances and endorsements.
Real Estate Litigation
Defended Westmount Properties LLC against breach of contract, breach of fiduciary duty and
constructive fraud claims of more than $60 million concerning the entitlement of several thousand
acres of land in Imperial County, California. Following several rounds of demurrer, an appeal, and
several dozen depositions of engineers, governmental representatives and plaintiff’s principals, the
client’s motion for summary judgment was granted in its entirety and judgment was entered.
Obtained a defense verdict for a leading title insurer following a two-month jury trial in which the
plaintiff claimed breach of policy, bad faith and fraudulent concealment and sought more than
$100 million in compensatory and punitive damages.
At issue was coverage of an easement that the
plaintiffs claimed was invalid.
Represented 80-90 Maiden Lane Del. LLC, a New York City-based property management
company, in connection with the successful resolution of an action against its tenant for nonpayment
of rent and violation of a lease agreement. The case centered on the interpretation of an early
termination provision in the lease that would have allowed the state-funded tenant to terminate its
lease in the event that funding was not available to cover the full lease term.
27
.
Securities Litigation
Represented American Oriental Bioengineering, Inc. (AOB), a China-based pharmaceutical
company, in the defense of a putative shareholder class action that alleged AOB’s failure to
disclose the sale of a subsidiary company in quarterly filings constituted securities fraud.
We succeeded in obtaining dismissal of the fourth amended complaint with prejudice.
Represented China Integrated Energy, Inc., a U.S. public company with operations in China,
as well as its senior management, in the defense of a shareholder class action alleging that the
company misstated revenue in certain regulatory filings. Shortly after the Supreme Court’s ruling in
Halliburton, the federal district court denied class certification in this case, finding that the plaintiff
had failed to establish that there was an efficient market for the company’s stock.
White Collar Criminal Defense
Completed an internal investigation for a national communications company victimized by a
fraud scheme related to service providers misrepresenting their status as city- and county-approved
minority-owned businesses in order to secure certain work contracts.
We assisted the U.S. Attorney’s
Office in its preparation for trial, which resulted in a swift verdict of guilty on all counts. In addition to
sentencing the defendants to prison, restitution was ordered for all of Loeb & Loeb’s fees.
Represented a high-ranking executive of a leading auto parts manufacturer in the ongoing U.S.
Department of Justice (DOJ) auto parts cartel investigation.
After the company admitted in its
plea agreement that certain of its employees engaged in a bid-rigging conspiracy in violation of
the Sherman Act, the DOJ carved out for further prosecution five individuals alleged to have been
responsible for the conspiracy, including our client. Loeb & Loeb’s attorneys successfully convinced
the DOJ to decline prosecution of our client and instead focus on the other four individuals, whose
involvement in the conspiracy was more significant and damaging. This decision marks one of the
few times in history that anyone carved out in a DOJ investigation has not been prosecuted.
Represented a professional poker player in a 34-defendant criminal case that alleged that the
defendants, including associates of the Russian mob, operated an international sports book
that laundered more than $100 million.
The government dismissed all felony charges against our
client. The client then pleaded to a one-count misdemeanor and
received a $5,000 fine with no jail time and no probation.
Served as special counsel to the co-president of the
New York State Senate and the New York State Senate’s
Independent Democratic Conference in connection
with Gov. Andrew Cuomo’s Moreland Commission
to Investigate Public Corruption in the New York
State legislature.
28
.
PRIVATE
CLIENT
SERVICES
Trust and Estate Planning and Administration
Handled a variety of estate and wealth transfer planning matters and the administration of simple
and complex estates and trusts, ranging in value from $5 million to more than $1 billion.
Represented multiple individuals and estates in the settlement of estate and gift tax audits and
appeals with the IRS and with state and local taxing authorities.
Counseled individuals and families in a variety of multijurisdictional and international estate, probate
and tax planning matters, including with regard to U.S. federal and state pre-immigration tax
planning and restructuring, the establishment and administration of offshore trusts and domestic
trusts for non-U.S. persons, U.S. expatriation issues, and other cross-border tax and trust issues.
Counseled closely held business owners in connection with the structuring and implementation of
business succession plans.
Structured and implemented estate planning transfers of carried interests in multibillion-dollar private
equity funds for fund principals through installment sales to grantor trusts and through the creation of
family limited partnerships and limited liability companies.
Trust and Estate Litigation
Provided ongoing representation as counsel to the co-executors of the $5 billion-plus Estate of
Leona Helmsley in their final accounting proceeding.
Secured a trust litigation victory for former Microsoft CEO Steve Ballmer when the Los Angeles
Superior Court confirmed the authority of Shelly Sterling to sell the Los Angeles Clippers NBA
basketball franchise to Mr.
Ballmer for $2 billion over the objections of her husband, longtime team
owner Donald Sterling. Key to the deal was a novel strategy to seek an order under a rarely used
probate code provision that authorized Ms. Sterling to sell the team despite any appeal from
Mr.
Sterling, which would normally freeze the transaction.
29
. Concluded a partial settlement on behalf of the executor of the estate of a major New York real
estate owner in a Tax Court proceeding that resulted in a reduction of more than $50 million in the
IRS tax assessment.
Secured a victory in an estate tax dispute involving the value of interests in the stock of an
S corporation that owned the Sahara hotel/casino, and parcels of land on and near the Las Vegas
Strip. The difference between the values asserted by the estate and the IRS was worth $80 million
in estate tax. After a petition was filed in Tax Court, the case moved to IRS Appeals where, after
nearly two years, the IRS agreed to give up $70 million of the tax.
Successfully represented the co-executors of a $23 million estate in a contested probate
proceeding involving, inter alia, claims of fraud and undue influence.
Settled multimillion-dollar claims brought against co-trustees by a co-trustee and beneficiary of
an inter vivos trust for self-dealing and breach of fiduciary duty arising out of the valuation and
distribution of assets held by family-owned and family-controlled limited liability partnerships.
Charitable Giving and Tax-Exempt Organizations
Represented the National Institute for People with Disabilities, Inc., a §501(c)(3) provider of
healthcare, social services and job training to individuals with intellectual and developmental
disabilities, in the acquisition of all of the assets and programs of Easter Seals New York, the
New York affiliate of Easter Seals Inc.
Represented The Garden of Dreams Foundation (GDF), the charity sponsored by Madison
Square Garden, LP in connection with a multimillion-dollar nationwide promotional campaign with
Lexus of North America wherein the proceeds from the sale of the 2015 Lexus RX Hybrid SUV
through April 2015 were donated to GDF.
Provided continued representation to the trustees of the charitable trusts of the late
Margaret Cargill, formerly the largest individual shareholder of Cargill, Inc. We negotiated and
executed agreements to monetize the trusts’ holdings in The Mosaic Company, which were
received as part of complex corporate transactions with Cargill, Inc., and which will result in an
estimated $7 billion to carry out Ms.
Cargill’s charitable legacy through one of the nation’s largest
charitable foundations.
30
. Throughout 2014, Loeb & Loeb
represented private clients
in their charitable giving and
philanthropic endeavors, and
advised the full spectrum of taxexempt organizations on a variety
of legal and business matters.
Over the past year, our team represented charitable donors who
made gifts or promised gifts in excess of $200 million. We also
represented private foundations and public charities in complex
transactions involving planning to avoid unrelated business income
taxation, excess benefit transactions and excise taxes.
We counseled charitable, religious and other tax-exempt entities
on issues ranging from executive compensation and governance
to the structuring and execution of creative revenue-generating
strategies such as corporate sponsorships, cause-related
marketing, and integrations involving both for-profit and not-forprofit organizations. Our attorneys also handled complex tax audits
and appeals for exempt organizations, and resolved disputes
surrounding charitable gifts.
31
. REAL ESTATE
Acquisitions, Sales and Joint Ventures
Represented BNY Mellon in the $585 million sale of its One Wall Street headquarters office building
to a joint venture led by Macklowe Properties.
Represented a real estate company in the $255 million sale of an office building at 555 Broadway in
Manhattan’s SoHo neighborhood to a leading children’s book publisher.
Represented Ocean West Capital Partners, a real estate investment, operations and management
company, in a $100 million joint venture and acquisition in Southern California.
Represented the sponsorship group in a $100 million joint venture for the acquisition and renovation
of the Figueroa Hotel, a premier downtown Los Angeles hotel near L.A. LIVE and the Staples Center.
Represented the purchaser of a $70 million Upper East Side Madison Avenue building in Manhattan
for future occupancy by an international luxury jeweler.
Financings
Represented Aareal Capital Corporation in connection with approximately $900 million in mortgage
loan originations and restructurings in 2014, including as the senior lender in a $275 million loan for
the construction of the new Waldorf Astoria Beverly Hills and the refinancing of the Beverly Hilton.
Represented National Cooperative Bank, N.A. (formerly known as NCB, FSB) and its affiliates in
connection with six issuances of commercial mortgage-backed securities in 2014 in which the bank
sold in excess of $300 million in mortgage loans and acted as a sponsor, master servicer and special
servicer. We also represented the bank in closing more than 100 real estate mortgage loans, in the
sale of over $85 million in mortgage loans to Fannie Mae and in numerous loan servicing matters.
Represented the agent and lead lender in a $250 million leasehold mortgage loan for the
construction of the platform on the Eastern Rail Yards portion of Related Companies’ Hudson Yards
project in New York City.
32
.
Represented a major U.S. lender in connection with
two real estate financing deals, including a $53 million
term loan to a vineyard and wine company secured by
real estate in Napa County, California, and a $50 million
term loan to a real estate fund secured by a commercial
office building in Stamford, Connecticut.
As New York City’s skyline undergoes
major changes, Loeb & Loeb real
estate attorneys are at the forefront
of projects that continue to shape the
city’s transformation.
Represented a major financial institution in connection
with a $170 million credit facility for acquisition of a
leasehold for a nationally landmarked property, and
subsequent construction financing for the development
of such property.
In Midtown Manhattan, adjacent to one of the
city’s most iconic landmarks, Grand Central
Terminal, SL Green Realty Corp.’s proposed
new skyscraper known as One Vanderbilt is
poised to transform the area’s commercial
district. Loeb & Loeb represented TD Bank
US Holding Company in connection with
multiple transactions related to development
of the 1.6-million-square-foot tower. These
included agreements to terminate the bank’s
existing office and retail branch leases at
317 Madison Ave.
(the site where One
Vanderbilt will be built), thus permitting
the future demolition of that building; the
negotiation of a new lease for approximately
200,000 square feet of office space and
a retail branch lease at One Vanderbilt;
leases for office and retail space at SL
Green’s building located at 125 Park Ave.;
and multiple years of advertising time on
an electronic billboard owned by SL Green
located in the Times Square area.
Represented a lender in connection with an $80 million
construction loan for a hotel in Manhattan.
Represented a financial institution in connection
with a $110 million syndicated mortgage loan on a
245,000-square-foot office building in Washington, D.C.
Represented an educational not-for-profit entity in the
$70 million mortgage refinancing of its property on the
West Side of Manhattan.
Commercial Leasing
Tenant Representation
Represented BNY Mellon in a 350,000-square-foot,
20-year lease for its new world headquarters at
225 Liberty St. in the Brookfield Place complex in
Lower Manhattan.
Represented JPMorgan Chase Bank in the lease of
approximately 123,000 square feet of office space at
5 Manhattan West, located at 450 W. 33rd St.
in
New York City.
Represented Neuberger Berman Group LLC in leasing
approximately 400,000 square feet for its headquarters
at 1290 Avenue of the Americas in New York City.
Represented Thomson Reuters in a 250,000-squarefoot lease of office space from Citibank in Ann Arbor,
Michigan.
Represented Toyota Motor Sales, U.S.A., Inc. in its
net lease of the entire building at 412 W. 14th St.
in
the Meatpacking District of New York City for use by
Intersect by Lexus, a restaurant, café, library lounge/
bar and vehicle display area where visitors can
experience the Lexus brand without getting behind the
steering wheel.
33
. Represented True Religion Brand Jeans in the lease
and construction build-out of its new headquarters
building in Manhattan Beach, California, consisting of
approximately 72,000 rentable square feet.
Landlord Counsel
Represented Brookfield Office Properties in the
lease of 700,000 square feet of office, auditorium
and studio space to Time Inc. for the company’s new
headquarters located at 225 Liberty St. in
New York City.
Represented 450 Partners LLC, an affiliate of
Brookfield Office Properties, as landlord in a lease of
approximately 227,000 rentable square feet of office
space at 5 Manhattan West, located at 450 W. 33rd St.
in New York City, to R/GA Media Group, Inc.
Represented RFR Realty LLC in a lease of 135,000
square feet of office space to Grant Thornton, LLP at
757 Third Ave.
in New York City. We also represented
RFR in an extension and expansion of a lease of
approximately 98,000 rentable square feet to IPsoft, at
17 State St. in New York City.
Represented Trinity Real Estate in the lease of
approximately 100,000 square feet of office space to the
Web-based publishing group Squarespace, Inc., and in
the renewal of a lease of 63,000 square feet to Workman
Publishing Company at 225 Varick St.
in New York City.
Represented 1114 6th Avenue Owner, LLC, an affiliate
of Brookfield Office Properties, in the renewal of a
lease of 98,000 square feet of office space at the
Grace Building, located at 1114 Avenue of the Americas
in New York City, to the Interpublic Group.
Represented Eastgate Realty in the lease of
approximately 90,000 square feet of office space at
875 Third Ave. in New York City to Troutman Sanders.
Represented Starwood Hotels & Resorts Worldwide,
Inc. in connection with multiple restaurant leases in the
W New York–Times Square, including leases to Blue Fin
and Dos Caminos.
34
.
Loeb & Loeb serves
as legal counsel
behind many of
Southern California’s
most significant real
estate developments,
particularly in the
booming mixeduse and residential
markets of downtown
Los Angeles.
In 2014, we continued to steer the reimagining of the venerable
City Market of Los Angeles, processing a change to the city’s
general plan and zoning code to allow for development of the
2-million-square-foot mixed-use project in the area’s Fashion District.
Also in downtown Los Angeles, our team assisted Greenland USA
with regard to certain entitlements for its iconic Metropolis
mixed-use project that will serve as the new gateway to downtown
when completed.
On behalf of the Los Angeles County Metropolitan
Transportation Authority, we negotiated, drafted and executed
various joint development agreements and ground leases for
transit-oriented mixed-use development projects. We also
represented some of Southern California’s leading educational
institutions, including Claremont McKenna College, Claremont
Graduate University and the Claremont University Consortium,
in land use, entitlement and real estate matters.
In addition, we have worked to defend our clients’ entitlements
against challenges in court, including a challenge to the entitlement
of a large medical office building brought under the California
Environmental Quality Act and a challenge to a private school for
underserved children.
35
. MAKING A
DIFFERENCE
Throughout 2014, Loeb & Loeb remained committed to making a difference in our communities,
supporting a wide range of underserved and under-resourced populations; donating our time
and experience to causes we believe in; and working to foster and sustain an inclusive culture
and environment within our firm and within the legal profession.
Diversity and Inclusion
Building on the firm’s partnership with leadership and inclusion expert Dr. Arin Reeves, we hosted
multiple continuing education events for attorneys and clients on diversity-related topics, and
instituted internal training and professional development programs in collaboration with the firm’s
women and minority affinity groups. We also organized quarterly social and educational gatherings
for all attorneys and professional staff to recognize and celebrate the heritage and background of
diverse groups whose contributions have enriched our nation’s character.
Loeb & Loeb was proud to underwrite a diversity scholarship through the California Bar
Association in 2014, which was presented to a promising first-year law student from a community
underrepresented in the California Bar. We also continued our partnership with and sponsorship
of numerous organizations dedicated to diversity in the legal profession and business community,
participating in networking receptions, career development events, charitable benefits and other
initiatives designed to facilitate mentoring, encourage professional growth, and help recruit and retain
diverse attorneys and professionals.
We are proud of Loeb & Loeb’s women and minority attorneys who have served in leadership
positions within the firm and in professional, civic and philanthropic organizations over the past year,
and we continue to explore new ways to support and promote our outstanding professionals from
diverse backgrounds.
36
.
Pro Bono
Partnered with the Alliance for Children’s Rights in connection with the 2014 National Adoption
Day to successfully represent three sets of adoptive parents in the completion of their adoptions of
children in foster care. In total, seven children were adopted by Loeb & Loeb’s clients.
Provided continued counsel to Green America, a not-for-profit organization that promotes ethical
consumerism and sustainability. Our representation of Green America in 2014 included resolution
of a dispute with one of its partners, avoiding costly litigation and exposure for damages, as well as
advice in connection with strategic partnerships and initiatives.
Provided continued support and legal counsel to Hudson Link for Higher Education in Prison, a
not-for-profit organization that offers college education, life skills and re-entry support to incarcerated
men and women. Our attorneys offer executive and board leadership, assist with varied legal matters,
and provide coaching/mentoring support.
Provided ongoing pro bono services to a number of other organizations for which our partners
also serve on the board of directors, including Lawyers For Children, which has established a
national model for representation of children in the foster care system; New Dramatists, the leading
playwright development organization; and the Canavan Foundation, which has spearheaded
education and testing concerning Jewish genetic diseases.
Worked in conjunction with Public Counsel’s Immigrants’ Rights Project to provide legal
representation to a number of individuals seeking asylum in the U.S., helping these clients navigate
a complex legal process to avoid deportation and the threat of violence or death in their native
countries.
Our team achieved a significant victory on behalf of a client from Mexico who was shot
nine times after reporting gang violence to the Mexican police. We secured a grant of asylum for
the client and her child based on their credible fear of further violence if they were to return to
Mexico. We are also providing representation to eight unaccompanied minors fleeing
persecution and torture in Honduras and El Salvador, as well as to other
asylum-seekers from South America, Kazakhstan and the Philippines.
Provided ongoing representation as outside general counsel
for Team Turnaround, which is collaborating with the U.S.
Department of Education and the My Brother’s Keeper
initiative to partner athletes and professional sports teams
with schools in their communities.
Provided pro bono legal counsel through the firm’s
Veterans Assistance Project to U.S.
military
veterans seeking disability benefits from the U.S.
Department of Veterans Affairs (VA). In 2014, we
achieved a heartwarming victory on behalf of
a World War II Purple Heart recipient who was
able to successfully raise his disability rating
from 30 percent to 100 percent, securing a
substantial increase in benefits from the VA.
37
. U.S. News & World Report – Best Lawyers ®
2015 “Law Firm of the Year”
in Entertainment Law – Music
52 Best Lawyers ®
40 “Best Law Firms” Practice Rankings
National Tier-1 Practice Rankings:
Advertising I Motion Pictures & Television
Music I Technology
Trademark I Trusts & Estates
AWARDS,
RECOGNITIONS
AND RANKINGS
Chambers USA 2014
42 Attorney Rankings – 9 Practice Rankings
Band 1 Practice Rankings:
Advertising: Transactional & Regulatory
Media & Entertainment: Transactional & Litigation
Loeb & Loeb practices and attorneys were
recognized in 2014 as among the best in
the U.S. and around the world by leading
legal directories and trade journals, industry
publications and bar associations. We were
The Legal 500 United States 2014
honored to receive these accolades, which
reflect our commitment to our clients and to
delivering the highest quality of legal services.
31 Recommended Attorneys
8 Recommended Practices
Top Tier Practice Recommendations:
Copyright I Marketing and Advertising
Middle-Market Mergers and Acquisitions
Managing Intellectual Property 2014 IP Stars
13 Recommended Attorneys
38
National and Regional Practice Rankings:
Copyright I Trademark Contentious
Trademark Prosecution I Patent Contentious
.
U.S. NEWS & WORLD REPORT
AMERICA’S LEADING LAWYERS FOR BUSINESS
Excellence in Legal
Practice Award
TOP WOMEN SUPER LAWYERS
CHAMBERS MANAGING
ARD
SW
HO’S
WHO
TOP ENTERTAINMENT LAWYERS
TOP IP
LITIGATORS
LAWYERS GLOBAL INTELLECTUAL
PROPERTY
CHICAGO DAILY LAW BULLETIN
NEW
The Best Lawyers in America ®
500
LL
UBBE
ALE-H
MARTIND
RISING STARS – YOUNG NY LAWYERS MAKING THEIR MARK
LEGAL
IP STARS NEW YORK LAW JOURNAL
YORK
THE
BAR
LEGAL
STATE
ASSOCIATION
Outstanding
Young Lawyer
Award
AV
PRE
EMIN
VARIETY
HOLLYWOOD
LAW360
DEALMAKERS IMPACT
REPORT I MUSIC
CITY IMPACT REPORT
HOLLYWOOD’S NEW
LEADERS I POWER
TOP OF WOMEN I LEGAL
IMPACT REPORT
AW
ITY
ENT WO IN MUSIC C
M EN
20 Best Law
Firms
Journal 40
REPORTER
Daily
Nashville Business Journal UNDER
TOP DEVELOPMENT
LAWYERS
®
40
ILLINOIS
ATTORNEYS
UNDER
FORTY TO WATCH
INTERNATIONAL ALTERNATIVE INVESTMENT REVIEW
CHAMBERS USA
POWER LAWYERS
MVP OF THE YEAR
RISING STARS
SELECTED 2014 ACCOLADES
39
. PROMOTIONS
AND WELCOMES
Promotions and Welcomes
We congratulate the following attorneys who have been promoted to partnership within the firm:
Bankruptcy, Restructuring
and Creditors’ Rights
Daniel B. Besikof, New York
Entertainment and Media
Tiffany A. Dunn, Nashville
Denise M. Stevens, Nashville
Capital Markets
David J.
Levine, New York
Finance
Anthony Pirraglia, New York
Corporate
Steven E. Hurdle, Jr., Los Angeles
Real Estate
Nichole D. Cortese, New York
We welcomed the following partners, senior counsel and management to the firm in 2014:
Corporate
Scott S.
Liebman, Partner, New York
Nancy S. Jacobson, Senior Counsel, Chicago
Entertainment and Media
Carol M. Kaplan, Partner, New York
Robert M.
Wise, Partner, Washington, D.C.
Michael Z. Maizner, Senior Counsel, New York
Patent Litigation and Counseling
Terry Garnett, Partner, Los Angeles
David Newman, Senior Counsel, Chicago
Andrew R. Smith, Senior Counsel, Chicago
Arthur T.
Yuan, Senior Counsel, Chicago
Real Estate
Adam I. Knowlton, Senior Counsel, Los Angeles
Senior Management
Christa M. Crane, Chief Client Development
and Marketing Officer
40
.
Firm Management
Chairman
Michael D. Beck
Deputy Chairmen
Kenneth R. Florin
Mickey Mayerson
Chairman Emeritus
John T. Frankenheimer
Senior Management
Alan B.
Cutler, Chief Operating Officer
Scott Cotie, Chief Financial Officer
Christa M. Crane, Chief Client Development
and Marketing Officer
Patti O’Hara, Chief Information Officer
Constance Sheehan, Chief Administrative Officer
Practice Management
Advanced Media and Technology
Kenneth R. Florin, Co-Chair
James D.
Taylor, Co-Chair
Litigation
Daniel G. Murphy, Chair
Christian D. Carbone, Deputy Chair
Bankruptcy, Restructuring
and Creditors’ Rights
Walter H.
Curchack, Chair
Patent Litigation and Counseling
Mark E. Waddell, Chair
Capital Markets and Corporate
Mitchell S. Nussbaum, Co-Chair
Paul W.
A. Severin, Co-Chair
Arash Khalili, Deputy Chair
Lloyd L. Rothenberg, Deputy Chair
Employment and Labor
Michelle La Mar, Chair
Entertainment and Media
Craig A.
Emanuel, Chair
Finance
Bryan G. Petkanics, Chair
Real Estate
Raymond A. Sanseverino, Chair
Trusts and Estates
Leah M.
Bishop, Co-Chair
Bruce J. Wexler, Co-Chair
. Los Angeles New York Chicago Nashville Washington, DC Beijing Hong Kong www.loeb.com
.