Experience
$50 Million+ Corporate Debt Restructuring
Advised a client in a corporate debt restructuring of more than $50 million that allowed it to part ways with the family of its deceased founder. The restructuring included a comprehensive court-approved settlement agreement involving the payoff of several debt obligations, the release of the related security agreement, the purchase and extinguishment of a warrant to purchase over 500,000 shares of common stock of the client’s holding corporation, and the release of rights under multiple purchase agreements, including a stock purchase agreement. The negotiated settlement agreement price included approximately $17 million of debt forgiveness to the client’s benefit. Also represented the client in a $2 million revolving loan and a $44 million term loan, handled employment agreements for the CEO and CFO, negotiated landlord consents on client leases in dozens of locations, and provided assurances to the lender on the client’s employee stock ownership plan.
$2.9 Million Arbitration Outcome for Client
Secured favorable outcome in arbitration for client in a claim by an insurance producer who claimed he owned his book of business and was entitled to more than $2 million following a sale of the company he worked for. Following a two-day arbitration, the arbitrator found for our client and awarded $770,000 in damages, attorney’s fees and $2.2 million in punitive damages after it was proved the claimant lied in his discovery responses and at deposition.
Renegotiation of Nearly 1,000 Retail Leases for Men’s Clothing Retailer
Completed a two-phase renegotiation of nearly 1,000 retail leases across the United States and Canada for a men’s retail clothing client in connection with COVID-19 impacts and the client’s emergence from Chapter 11 bankruptcy proceedings. In the first phase, we negotiated rent deferral agreements for nearly 400 retail locations in connection with the impact of COVID-19 and related government-mandated closures on the client’s operations; and assisted with nearly two dozen litigation matters relating to closures in several states. In the second phase, following the client’s declaration of Chapter 11 bankruptcy, we renegotiated nearly 850 retail leases assumed by the client in connection with the bankruptcy proceedings, successfully finalizing and obtaining full execution of nearly 99% of renegotiated leases submitted for legal review, nearly three times the success rate the client had originally anticipated.
$137.25 Million Asset Sale for Independent Insurance Broker
Represented a large independent insurance broker in the sale of assets in exchange for cash and equity consideration valued at up to $137.25 million.
Assignment of Interests in Limited Partnerships Owning 500+ Tennessee Apartment Units
Assisted multiple general partner entities with the assignment of their interests in approximately 20 limited partnerships that own 500+ multifamily apartments units located in the State of Tennessee. The assignments included seeking approval and consent to the transfers from approximately 100 limited partners.
Assignment of Interests in Limited Partnerships Owning 700+ Kansas Apartment Units
Assisted multiple general partner entities with the assignment of their interests in 38 limited partnerships that own approximately 700 multifamily apartment units located in the State of Kansas. The assignments included seeking approval and consent to the transfers from approximately 100 limited partners, the Kansas Housing Resources Corporation, the U.S. Department of Housing and Urban Development, and the U.S. Department of Agriculture - Rural Development.
Developer's Counsel for Low-Income Housing Property
Served as developer's counsel with respect to the development of a 54-unit low-income housing tax credit property located in Oklahoma.
Counsel to Lender, Purchaser on $17.6 Million Credit Facility
Served as purchaser's and lender's counsel with respect to a $17.6 million credit facility related to the acquisition and development of a 212-unit low-income housing tax credit project located in North Carolina.
Lender’s Counsel on $9.6 Million Equity Bridge Loan
Served as lender's counsel for a $9.6 million equity bridge loan related to the development of a 236-unit low-income housing tax credit project in Detroit, Michigan.
Advised on Tax Implications of Selling Partnership Interests
Advised housing management client on the tax implications related to the sale of partnership interests and cancellation of indebtedness income, which included analyzing the tax consequences of transaction structures and financing classifications to avoid negative income tax consequences to the partners.
Significant Victory in Multimillion-Dollar National Class Action for Men’s Retailer
Secured a significant victory for a men’s clothing retailer on a motion for summary judgment in U.S. District Court for the District of Maryland. The plaintiffs alleged that certain sales promotions were deceptive and sought certification of a California class, potentially exposing our client to hundreds of millions of dollars in damages. The Court dismissed the lawsuit finding that plaintiffs could not establish that the marketing campaign caused them damage. Earlier, the Court had dismissed requests to certify a nationwide class and a Maryland subclass for similar reasons.
Secured Dismissal for Banking Client in Loan, Foreclosure Matter
Secured motion to dismiss in St. Louis County Court for a Missouri state-chartered banking client. The plaintiffs claimed several million dollars in damages related to a loan and foreclosure by the client and filed claims alleging breach of contract, breach of implied covenant of good faith and fair dealing, breach of fiduciary duty, wrongful seizure and liquidation in a prior replevin case, and a wrongful foreclosure sale. The plaintiffs voluntarily withdrew their claims and set forth new claims of negligent misrepresentation or concealment, fraudulent misrepresentation or concealment and breach of contract/third-party beneficiary. The Court granted our motion to dismiss based on arguments of res judicata and failure to state a claim, and dismissed the claims with prejudice.
Advised Menswear Retailer in SMS Program Launch, Compliance
Advised a major American menswear retailer in launch a transactional SMS program allowing them to communicate via text message with customers who have opted-in. Armstrong Teasdale navigated a strict regulatory environment by identifying regulatory requirements for SMS programs, evaluating internal business processes to streamline compliance, and drafting the requisite consent language. The program required significant cross-collaboration to meet the expected deadlines.
Land Acquisition, Negotiations for Banking Client Expanding Footprint
Negotiated the acquisition of vacant land for the development of two new branch locations for a banking company in Northwest Arkansas. Worked with a local development team to negotiate access, signage and development approvals to facilitate design and construction of the new locations.
Acquisitions for Banking Client’s Southern Expansion
Completed the acquisition of two sites in Northwest and Central Arkansas to facilitate a banking client’s expansion. Worked closely with a local development team to ensure local approval of the bank’s intended development. In addition, the team worked through local and subdivision architectural and site plan approvals, property investigation, site plan development and access negotiations across neighboring properties to ensure the one of the sites, which has a unique topography featuring a 40-foot vertical drop from east to west, was suitable for our client’s intended development.
Handled Acquisition of $2.3 Billion Menswear Retailer and Subsequent Litigation
Defended clothing retailer against multiple lawsuits associated with the $2.3 billion acquisition of a publicly traded clothing retailer.
$825 Million Acquisition of Clothing Manufacturer, Retailer
Managed the $825 million acquisition of a manufacturer and retailer of men's and women's active and outdoor outerwear for publicly traded company.
$1.8 Billion Sale of International Men's Apparel Manufacturer, Retailer
Managed the $1.8 billion sale of publicly traded company specializing in the international manufacturing and sales of men's apparel.
$35 Million Sale of Bank Holding Company
Managed the $35 million sale of a bank holding company and state-chartered subsidiary bank.
Outside Counsel for International, Publicly Traded Men's Apparel Company
Serves as outside counsel for a publicly traded men's apparel company with international operations in manufacturing and retail assisting with national class actions, various corporate issues, and intellectual property matters including those relating to trade marks and patents.
Outside Counsel for Financial Institution
Serves as outside counsel for financial transactions, real estate, acquisitions, employment, and corporate governance matters while working daily with senior management and the board of directors.
Outside Counsel for Affordable Housing Developer
Serves as outside counsel for a closely held national developer and management company of affordable housing projects and related tax credit developments.
Outside Counsel for Housing, Clean Energy Developer
Served as outside counsel for a national developer of high-quality multifamily housing and clean energy.
$40 Million Financing of Apartment Community
Managed a $40 million financing of a 400-unit apartment community, which includes affordable housing aspects and a Freddie TEL.
Managed Consumer Class Action Lawsuits for Major Men's Retailer
Managed multiple consumer class action lawsuits for major men’s retailer. Obtained a dismissal of one lawsuit, and have motions to dismiss pending on two additional lawsuits.
Outside Counsel for National Real Estate Company
Served as outside counsel for a national real estate development, management and construction company.
$100 Million Restructuring of Large Real Estate Development
Managed the $100 million restructuring of a large multipurpose commercial real estate development.
Secured Voluntary Dismissal of Consumer Class Action Against Major Clothing Retailer
Secured the voluntary dismissal of a consumer class action filed against a major clothing retailer in the U.S. District Court for the District of New Jersey. The plaintiff alleged that our client’s sales promotions violated New Jersey consumer regulations governing advertisements, potentially exposing our client to liability for millions of dollars in statutory damages. After an appellate decision in another case confirmed the strength of our motion to dismiss arguments, the plaintiff chose to voluntarily dismiss the lawsuit.
Chemical Company Sold to Private Equity Group
Managed the sale of a closely held international chemical company to a private equity group.
Obtained Dismissal of Consumer Class Action for Retailer in Illinois
Obtained a dismissal of putative consumer class action alleging deceptive advertising in U.S. District Court for the Northern District of Illinois. The Court granted the client’s motion to dismiss, and when the plaintiff sought appellate review, the Seventh Circuit unanimously affirmed.
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