Recent Client Developments - October 2016
SHIBOLETH LLP’s Corporate Group advises on global financial and commercial transactions, and specializes in corporate and securities laws, regulatory matters, transactional structuring and execution and legal issues on behalf of private equity funds, global companies, and investors. The group has extensive experience in mergers and acquisitions, private equity transactions, securities offerings and SEC reporting, commercial and corporate finance transactions, hi-tech and venture capital investments, joint ventures, formation of private investment funds and general corporate representation.

Alon Harnoy, Daniel Faizakoff, Sabari Bagchi and Daniel J. Friedman are representing an investment management company which manages frontier markets investment funds. Representation includes legal work relating to existing funds, as well as formation of new funds.

Alon Harnoy, Sabari Bagchi and Daniel J. Friedman are representing a Blackstone portfolio company that will invest in greenfield and operating global water infrastructure opportunities. Representation includes work on a project in Mexico, as well as exploring other investments in Latin America, Europe, and the United States.

Alon Harnoy, Sabari Bagchi and Daniel J. Friedman represented a maker of lawn and garden products in a secured loan transaction involving payoff of an existing facility and subordination of existing debt.
Alon Harnoy, Sabari Bagchi and Daniel J. Friedman are representing a maker of video games with respect to initial fundraising as well as governance among the members.
Alon Harnoy and Daniel J. Friedman represented an augmented reality platform in a recent fundraising round.

Sasha Bau and Danielle Comanducci are advising a client engaged in a food industry franchise. Representation includes advising the client in connection with U.S. franchise law compliance (including state registrations and compliance), real estate, corporate, and tax matters.

SHIBOLETH LLP’s Litigation Group represents clients in almost every type of commercial litigation and is involved in various litigation and arbitration procedures. Members of the litigation team have extensive experience in class actions; civil and business disputes of all types, such as contractual, misrepresentation and fraud claims; various corporate and banking disputes; technology-related disputes, including intellectual property litigation and confidentiality disputes; contentious wills and inheritance matters; property and construction disputes; employment disputes; and white collar crime investigations and prosecutions. Shiboleth LLP views mediation and alternative dispute resolutions (ADR) as an integral part of its litigation practice. The group advises clients on strategic options with respect to court action and when applicable recommends pragmatic alternative solutions.   

Amnon Shiboleth, Sasha Bau, Joshua Levin-Epstein, and Daniel Goldstein are representing a client in a breach of contract and fraud dispute regarding a series of loan transactions with a bank based in Israel.

Daniel Goldstein is representing the owners of shares of a proprietary lease to an apartment in a Manhattan co-op in litigation against the co-op’s board of directors for restricting the sale or rental of the owners’ unit. Recent representation includes preparation of a motion for summary judgment.
Sasha Bau and Daniel J. Friedman represented a group of investors in connection with various claims resulting from an investment in multiple buildings in the New York metropolitan area. Representation included negotiation of a favorable settlement of claims with the promoter of the investment, including a return of the group’s investment.
Amnon Shiboleth, Charles B. Manuel, Jr., Daniel Goldstein, and Daniel J. Friedman are representing shareholders of a clean technology water company in a dispute involving its Chief Executive officer.

SHIBOLETH LLP’s Intellectual Property Group offers a wide range of legal services in connection with the intellectual property (IP) management of our clients, including commercial structuring of IP rights, copyright protection, and trademark registration. We counsel our corporate and commercial clients on intellectual property planning and strategic development of IP rights. Our Group provides ongoing support to the firm’s Corporate Group in connection with global intellectual property matters, including licensing, due diligence of IP rights, and related transactional matters, such as digital media and electronic distribution, protection and enforcement of intellectual property and related rights, internet law and entertainment and media.
Sasha Bau and Danielle Comanducci are representing an international web-based educational company in connection with the prosecution and maintenance of its 100+ trademark portfolio in the US and with the prosecution and registration of its international trademark portfolio in 17 countries around the world. Representation also includes advising the client on a wide variety of privacy issues, including compliance with the Children's Online Privacy Protection Act (COPPA) and the Family Educational Rights and Privacy Act (FERPA).

Sasha Bau and Danielle Comanducci are advising a start-up client engaged in creating an innovative media sourcing platform. Representation includes advising the client on all aspects of financing, trademark law, copyright law, and employment (with focus on 1099 and w2 classifications and reclassifications).
SHIBOLETH LLP’s Real Estate Group is engaged in all areas of real estate, including with regard to entrepreneurship, design, development, construction and marketing of projects of all types. The group advises real estate entrepreneurs and development companies, industrial companies, franchisees of national infrastructure projects, local and international private clients, Israeli companies or entrepreneurs investing in real estate in New York, high-tech companies and various other companies requiring legal advice on real estate issues.

Amnon Shiboleth, Sasha Bau and Danielle Comanducci are representing a client in connection with sale of a large development site in New York City.
Sasha Bau and Danielle Comanducci are representing a group of domestic and foreign lenders, including offshore lenders, in connection with a series of mortgage refinancing transactions and construction loans made to a real estate developer for the development of several parcels of land located in New York City. Representation includes advising the clients on financing and tax matters, negotiating the terms of the agreements, and conducting various stages of due diligence and the closings.
Sasha Bau and Danielle Comanducci represented foreign lenders in connection with properly structuring loans made by foreign lenders to US borrowers thus enabling such lenders to take advantage of tax-free interest under the US portfolio interest tax-exemption rules. Representation involved advising foreign lenders on the benefits of portfolio interest tax-exempt loans and providing complete counseling and drafting services for portfolio loan documents.
SHIBOLETH LLP’s Tax, Trust and Estates Group provides advice with respect to income, gift and estate tax issues as well as trust and estate issues. With respect to income tax issues, the Group advises on a variety of local and international transactions, including cross border mergers, acquisitions and investments, real estate acquisitions and municipal laws, and financing and restructuring transactions.
Rick Wender and Matt Ormsbee of our firm negotiated the language for a revocable trust so as to secure the consent of a Manhattan coop to permit transfer of title of the coop from individual ownership to ownership by the trusts put into place for estate planning purposes.  They also coordinated with local counsel in California to effectuate a sale of the client’s property there and advise on attending income and gift tax ramifications.
Rick Wender, Danielle Comanducci, and Matt Ormsbee have researched numerous issues of law relating to probate court procedure and trust administration while representing the remainder interests of various charities.
Rick Wender and Matt Ormsbee of our firm advised clients on the topic of revising their wills and other estate planning documents to minimize estate tax exposure and best implement their wishes. 
Rick Wender and Lilach Chemtob advised an overseas investor interested in purchasing US real estate and assisted the investor in establishing an overseas corporation to acquire title to the property.  They also assisted the client in establishing banking relations for the corporation in the US. 
Rick Wender assisted a US citizen residing abroad in transferring local and foreign assets to an irrevocable trust in order to avoid multiple probate proceedings in numerous jurisdictions and to permit family control over the assets in the event that the client were to become incapacitated in later years. 
Rick Wender advised local overseas counsel with respect to US citizen living and working abroad who was eligible to receive incentive stock options so as to insure that the options qualified for advantageous US tax treatment while still qualifying for beneficial tax treatment in the client’s country of residency. 
Rick Wender facilitated the domestication of a foreign trust whose principal beneficiary relocated from abroad to the US in order to avoid otherwise applicable US tax penalties which adhere to US trust beneficiaries of a foreign trust. 
SHIBOLETH LLP’s Not For Profit Group offers a wide range of legal services for public charities and private foundations including: setting up corporate structure, obtaining the tax exempt status under 501(c)(3) of the Internal Revenue Code, registration with New York Attorney General, corporate governance and advising clients on related matters.
 Sasha Bau and Danielle Comanducci are representing a not-for-profit organization involved in promoting and supporting contemporary Jewish arts and artists around the globe by, among other, organizing and hosting artist retreats and providing grants. Representation includes advising the client with respect to obtaining 501(c)(3) tax exempt status and employment matters.
 Sasha Bau and Danielle Comanducci are representing a US based not-for-profit organization involved in supporting a major Israeli contemporary art institution located in Tel Aviv. The matter includes advising the client on New York not for profit law compliance, internal governance and art law matters.
SHIBOLETH LLP’s Creditors’ Rights and Bankruptcy Group has extensive experience in complex cases and has been involved in domestic and international corporate restructuring and bankruptcy matters in numerous industries. We represent business clients in debt restructurings, bankruptcy cases, creditors' rights matters, litigation and related finance, mergers and acquisitions, and other corporate transactions throughout the world.  Our attorneys have been engaged in representation of debtors, foreign subsidiaries, and foreign representatives, acquirers of assets of troubled companies, secured lenders, financial institutions, unsecured creditors, landlords and creditors' committees in all phases of bankruptcy proceedings.
Joshua Levin-Epstein represents one of the largest creditors in In re: Wave Systems Corp. pending in the United States Bankruptcy Court for the District of Delaware.

Joshua Levin-Epstein represents a warehouse tenant in In re: Universal Logistics Group, Inc. pending in the United States Bankruptcy Court for the District of New Jersey.

Joshua Levin-Epstein recently obtained a favorable settlement for a defendant in an adversary proceeding in In re Fine Diamonds LLC pending in the United States Bankruptcy Court for the Southern District of New York.
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