Manufacturing and Distribution

Represented various aviation-related companies in acquisition and sell side transactions, private financings, and joint ventures, including Gulfstream Air, Inc. and Fine Air, Inc., both Miami-based commercial airlines, and FlyHouse Management LLC and subsidiaries, a large provider of chartering and MRO services to private aircraft, including three strategic acquisitions.

Has served as negotiator in collective bargaining for museums and other cultural institutions, manufacturers, art auctioneers, and hospitals.

Defended alleged co-conspirator financier and agent for main defendant in an ongoing securities and wire fraud investigation/prosecution concerning investment pools and securities for commercial industrial vehicle components.

Defense of potential litigant in an ongoing Texas State court litigation alleging securities fraud in the sale of shares of mining equipment.

Represented Cork Industries, a national sustainable chemical manufacturer, in a 3-week jury trial involving the theft of corporate trade secrets and unlawful competition by the company’s former head of lab. The case required technical comparative analysis, expert testimony, the handling of multiple national clients, discovery from third parties, and highly technical motion practice. Won 5 out of 6 counts in the trial, along with permanent injunction against the defendant for working in certain industries and with certain clients.

Represented the buyer in the acquisition of a business that manufactures and distributes laboratory test equipment used in genomic research. The business had been acquired some years before by a publicly traded entity. After full integration, the owner elected to sell the business. To complete the transaction, we advised on the unraveling of several arrangements between the target and its owner and other affiliated businesses. We also advised with respect to an asset-based financing several months after the acquisition had been completed and, thereafter, on its refinancing as well.

Represented a major European designer and manufacturer of winter sports equipment in the restructuring of the bank debt and equity ownership of its U.S. subsidiary. We worked with the client to locate new debt financing for the business and advised with respect to the transition from one lender to a successor. We also were able to recommend certain management additions which led to improvements in the business. As the business improved, we also advised with respect to certain marketing joint ventures in the United States and Canada.

Represented a publicly-traded manufacturer and distributor of laser technology-based medical devices. We advised the company on a series of straight debt financings, convertible debt financings, and PIPE and other capital raising transactions and in connection with its SEC filings. We also advised on a transaction in which the client sold all of its assets to a competitor. In the course of our work, we counseled the client’s board of directors on matters relating to governance and share listings.

Represented Rosenthal Sambonet USA Ltd., a U.S. subsidiary of an Italian manufacturer of high-quality, luxury items for the tabletop and kitchen (for both the catering industry and the home). Advised and assisted with filing L-1A petitions and extensions.

Represented a Taiwanese manufacturer of athletic track and court surfacing materials who was sued in a multi-party product liability lawsuit. Won summary judgment dismissing the client from the case before trial.

Represented a furniture designer and manufacturer whose facility was destroyed by flooding, in a lawsuit against its landlord for failing to disclose that the leased premises were located in a designated flood zone. Obtained a favorable settlement during trial after presenting the client’s case.

Represented an Italian housewares distributor in multiple intellectual property matters. Successfully shut down widespread distribution of counterfeit products via online marketplace websites, resolved multiple infringement claims against the client with minimal exposures, and counseled the client with regard to ongoing trademark and copyright issues.

Provided FDA remediation training required by audit findings at biotech corporations with regard to record-keeping and manufacturing practices.

Led investigation into and provided counsel and coordination for response to theft of trade secrets from a multi-national oil equipment manufacturing corporation, where theft originated in eleven countries.

Won Federal Court trial enforcing settlement agreement and dismissing $75 million underlying claim against OEM automotive parts manufacturer; won appeal in Ninth Circuit Court of Appeals affirming judgment; recovered attorneys’ fees at trial and on appeal.

Won judgment for defendant clothing manufacturer in UCC-9 assignment of commercial paper case after removal to federal court and successful motion for summary judgment. Matter settled while on appeal to 9th Circuit.

Successfully resolved claim by fashion designer against clothing manufacturer who wrongfully trademarked and misappropriated the designer’s last name without the designer’s consent.

Obtained emergency (ex parte) seizure order in federal court trademark infringement action on behalf of a leading food manufacturer.

Represented the creditors’ committee in the Chapter 11 case of a leading designer and manufacturer in the plastics industry with annual revenues in excess of $100 million.

Represented a worldwide supplier of military batteries, in a wide range of matters including the acquisition and the sale of various subsidiaries and affiliated entities, drafting various benefit plans for key and other employees.

Represented lenders, investors, and/or other creditors and interested parties in the Chapter 11 cases of: Calpine Corporation (utilities), WorldCom (telecommunications), Exide Technologies (manufacturing), Dana Corp (automotive), Bally Total Fitness (health clubs), Refco (financial services), Pliant Corp (packaging), Nellson Nutraceutical (health foods), Advanced Marketing/Publishers Group (book distributing/publishing), Earth Biofuels Inc. (alternative fuels), American Home Mortgage (financial services), KB Toys (retail), Marcel Paper Mills (paper manufacturing), Bayonne Medical Center (healthcare), Barnert Hospital (healthcare), DOBI Medical (healthcare), Kara Homes (real estate), Solomon Dwek (real estate), New Jersey Affordable Homes (real estate), Rockaway Bedding (retail), Levitz Furniture (retail), Jazz Photo Group (retail), Kiwi and UAL Airlines (airline industry).

Represented several other official and ad hoc trade creditor, bondholder, and equity security holder Chapter 11 committees, including in the cases of Oskar Huber Fine Furniture (retail), HPG International (manufacturing), Lakeview Subacute Care (healthcare), Southmark Corporation (real estate), Circle K Corporation (retail), Merry-Go-Round Enterprises, Inc. (retail), and Zale Corporation (retail).

Represented a manufacturer of component parts in connection with a products liability action arising from a crane collapse in New York City.

Represented Lehman Brothers in an IPO of H-Power, Inc., a fuel cell development and manufacturing company.

Has represented various companies in acquisition transactions, private financings, and joint ventures, including: Pride Media, Inc., a publication dedicated to the LGBT community; DN Partners, LLC, a Chicago-based private equity fund; Scion Capital LLC, an Atlanta-based private merchant bank; NSG Capital LLC, a Connecticut-based private merchant bank and family office; Boxlight Corporation (NASDAQ: BOXL), a leading provider of products and services to the educational industry; and Gleason Corporation and its affiliate Technibilt Inc., one of the largest manufacturers of shopping carts.

Represented Paxar Corporation in its US$1.34bn sale to Avery Dennison Corporation.

Represented The Carlyle Group in its US$4bn sale of Signode Industrial Group to Crown Holdings.

Represented Cerberus Capital Management in its C$277m sale of a majority stake in ABC Technologies Holdings Inc. to affiliates of Apollo Global Management.

Represented Koch Equity Development in the acquisition of Truck-Lite Co., alongside BDT Capital Partners.

Represented Axiall Corporation in its US$3.8bn sale to Westlake Chemical Corporation.

Represented Pfizer in its: US$635m acquisition of the marketed vaccines portfolio of Baxter International; Collaboration agreement with Mylan for the manufacture and distribution of generic drugs in Japan.