Here is a partial list of the matters we have handled.
In order to maintain client confidentiality and to comply with contractual confidentiality obligations, specific names have been omitted.
CORPORATE TRANSACTIONAL MATTERS
1. Start-Ups: Corporations, Partnerships, LLC's. Too many to list. We have the philosophy that all start-up companies will one day grow to the size of our clients' choice.
2. Private Placements -Regulation D: real estate ownership and development restaurants hotels, convenience stores, marketing partnerships hedge fund application software developer.
3. Venture Capital Investments: Investments in biotechnology developer, software developers medical devices and technology.
4. Acquisitions/Mergers: Acquisitions of restaurant chain, retail/wholesale companies manufacturing companies, fabricators, distributors, retail chain asset acquisition from bankruptcy. Stock sale of industrial products company for a nine figure purchase price.
5. Public Offerings: Technology companies, banks, restaurants, employee leasing companies, correction facilities, real estate, gas exploration, bond/debt offerings.
DISPUTE RESOLUTION LITIGATION PRACTICE
1. After a six day Federal Court trial, our client was awarded a $26 million jury verdict plus attorneys fees, for breach of contract after the other party to the contract secretly circumvented our client, and retained all of our client's compensation due under the contract. We successfully uncovered the defendant's scheme and proved to the Court and the jury that the contract was never validly terminated, and thus was breached by the defendant.
2. Our client, using another law firm, sold his majority equity interest in an operating company to the minority owner in exchange for an installment promissory note which was to be secured by all the assets of the operating company. The buyer then sold all the assets of the operating company without making payment on the note to our client, and our client was sued by another creditor for other debts of the operating company. We successfully recovered the unpaid note balance collectively from the ultimate buyer of certain of the assets of the operating company and from those responsible for causing the protective security interest to not be timely perfected.
3. Our client, a landlord of commercial property, was sued by its tenant which had filed bankruptcy. The tenant sought to have the lease judicially declared to be a disguised sale and financing agreement and thereby convert our client from the status of a landlord to the status of a seller-creditor. The tenant's strategy was to use chapter 11 bankruptcy to (i) "cram-down" the landlord and to substantially reduce the monthly amount the tenant would pay under the lease, and additionally (ii) take title to the real property - at a bargain price relative to the fair market value - from our client who had no desire to sell the property. We successfully defended the case demonstrating that the lease was a bone-fide lease and by uncovering the tenant's deception to the Court.
4. Our client funded almost $2 million and marketed another company’s FDA approved product in consideration for a commission on sales. The other company denied owing commissions on sales claiming the FDA approved product was a different product than that which it contractually owed a commission. In a state court action, we proved that the FDA product was the product to which the other company owed a commission, and we resolved the case favorably for our client.
5. Our client, a purchaser of a health care related business, was forced to close the business within months after purchase. Our client was sued for failure to pay the full purchase price consideration. We uncovered fraudulent activity by the Seller including its taking of working capital out of the business, and collecting accounts receivable of the business after the sale. We filed a cross-complaint for securities fraud and rescission.
6. Our client invested $750,000 in two related hedge funds (without using an attorney) only to learn a few months later that the hedge funds were closing with no assets. In a federal court action, we traced the client’s funds, uncovered the fraud, and obtained a default judgment against the wrongdoer.
7. Our client invested approximately $500,000 in a hedge fund (without using an attorney). The investment disappeared without a trace. In a federal court action, we uncovered the fraud and recovered 95% of his investment from persons who associated themselves with the wrongdoer during the course of the fraud.
8. Our client sold his business for millions of dollars (using a different law firm) but never received any money. We resolved the matter enabling our client to recover a significant dollar amount from the purchaser after uncovering secret dealings by the purchaser.
9. Our client lost her life savings due to the unsuitable recommendation of her stock broker. We recovered her life savings and her attorneys fees after demonstrating the poor judgment of the stock broker.
10. Our clients exercised stock options and received an income tax bill for more than a million dollars but never received any proceeds. We recovered amounts equal to our clients loss after uncovering the deceptive and misleading statements causing our clients to exercise their stock options.
11. Our client borrowed $3 million and was tricked into guaranteeing $156 million dollars of sub-prime debt in its loan pool. We extracated our client from the guarantee after demonstrating the lender made misrepresentations to our client.
12. Our client's 40% ownership interest in a company was reduced to .01% as a result of a 500-to-1 Reverse Stock Split effected by the majority owner. We recovered the value of our client's 40% ownership interest after demonstrating the majority owner breached its fiduciary duties and made false and misleading statements.
13. Our client was a corporate Officer and Director whose Officers' and Directors' Insurance claim was denied while the insurance company defended the client's fellow officers and directors. We recovered our client's loss related to the claim after demonstrating the language in the insurance policy favored our client.
14. Our clients were limited partners of a Research and Development Limited Partnership and were sued for collection of a debt purportedly owed by the Limited Partnership and which our clients purportedly guaranteed. We extracted our clients from the purported guarantee after proving that the lender had secretly modified the terms of the debt.
15. Our client loaned $3.5 Million dollars (using a different law firm) and was accused by the borrower of usury (i.e. charging an illegal rate of interest). After our client adjusted the loan terms with the borrower to settle the matter, we were engaged and proved the loan was not usurious and recovered losses incurred by our client.
16. Our client was a director of a Corporation, which was the general partner of a limited partnership. Our client was personally sued by the limited partners who were secretly being given information and assistance by the Corporation's legal counsel. We exposed the secret dealings and recovered our client's cost of defense in the lawsuit brought by the limited partners.
17. Our client's employee terminated his employment with our client in order to work for a competitor upon the advice of our client's customer. The customer then refused to pay our client's six figure invoice because the employee was no longer available to work on the customer's matter. We recovered payment due our client after uncovering the deceptive conduct of the customer.
18. Our client's software vendor failed to honor a maintenance agreement followed by the vendor closing down its operations. We recovered our client's investment in the software after uncovering the fact that the software vendor tried to hide by starting a new business under a new name but utilizing all of the old corporation's assets.
19. Our client, a stock broker, was accused by one of his customers, an individual, of making unsuitable bond investment recommendations. We exonerated our client in an NASD Arbitration matter after uncovering the fact that our client's customer, who was claiming he was duped, was a veteran bond trader with a multi-million dollar bond portfolio.
REPORTED DECISION. Our client's internet domain name was under attack by a large Wall Street investment banking house. We successfully defended our client enabling it to keep its domain name, and to maintain its business presence on the Internet without interruption.
Here is a link to the Reported Decision:
https://www.wipo.int/amc/en/domains/decisions/html/2004/d2004-0314.html
