Mitchell Law Offices

Notable Matters

 

Business and Corporate Matters

Mergers & Acquisitions

    • $80M acquisition of a commercial lender
    • $40M divestiture of a high technology equipment distributor
    • $30M divestiture of an Amazon-focused retailer
    • Representation of diverse stockholder group in a $35M software developer divestiture
    • $30M enterprise software business combination
    • Representation of acquirer in $30M acquisition and related financing
    • Representation of sellers in $10M earn-out negotiation
    • Many $1-20 M transactions

  •  

Corporate Matters

    • Representation of world-class commodities firm in $20M of unique secured financings
    • Various $1-25M private equity placements
    • Representation of licensor in $10M licensing transaction
    • Various $4M brokerage firm subordinated debt financings
    • Settlement of many inter-shareholder and co-owner disagreements exceeding $1M
    • Employment contract and severance negotiations, exceeding $1M
    • Food product development and commercialization venture

  •  

High Technology Ventures

    • AI cloud-based venture

    • Advanced nuclear energy venture with MIT and Stanford input

    • Third generation consumer database venture

    • All digital video camera venture (US DARPA funded)

    • Super-browser venture

    • Advice on various other high technology ventures

 

Software and E-Commerce Ventures

    • Acquisitions and divestitures

    • Creation and initial funding ($1 – 10M) of various e-commerce and software ventures

    • Various $1-5M e-commerce deals, including strategic alliances

    • Representation of systems integrators and web site developers

    • Various software licenses, web site development and maintenance agreements

    • Advice concerning the DoubleClick trade secret litigation

    • Settlement of various disputes exceeding $1M

 

Financings

    • Many financings in excess of $100 M

    • A rated by Citicorp on the above financings

    • Representation of world-class commodities firm in $20 M of secured financings

    • $5 M secured financing of textile importer

    • Food product development and commercialization venture

 

International

    • Legal adviser to the largest bank in the UK on $25 M-plus hedge fund investments

    • Representation of world-class commodities firm in $20 M of secured financings

    • Advice to German nanotechnology venture

    • Represntation of German global recycling business

    • Expansion of UK information technology firm to the USA

    • Advice to foreign acquirors

 

Ventures

    • Development of cold fusion venture with wealthy investors, MIT and Stanford

    • Development of national rideshare venture

    • Carbon nanotube venture

    • Spinal cord restoration venture

    • International organic waste conversion venture

    • Taxi venture

    • Restaurant group venture

    • Legal services ventures

 

Hedge Fund Matters

    • Director of value-oriented hedge fund with Goldman as prime broker

    • $500 M hedge fund planning and development

    • $250 M private placement for hedge fund

    • Legal adviser to the largest bank in the UK on $25 M-plus hedge fund investments

    • $20 M investment in Warburg Pincus private equity fund

    • $15 M investment in Globespan equity fund

    • $15 M investment in Kelso equity fund

    • $10 M investment in Resolute equity fund

    • Creation of various hedge funds

    • Legal adviser to the largest bank in the UK on $25 M-plus hedge fund investments

 

Restructurings and Reorganizations

    • Representation of non-US debtor group in $35M international debt restructuring

    • Representation of debtors in various $1-20M debt restructurings

    • Advice on many Chapter 11 reorganizations and Chapter 7 bankruptcies

    • Representation of creditors and asset purchasers in restructuring and reorgs

    • Review of Chapter 11 plans of reorganization

    • Drexel Burnham, Maxicare, AH Robins (Dalkon Shield) and US Lines reorganizations

 

Litigation Matters

Offense

    • $100 M action for commissions against a foreign software development firm

    • $45 M action against a Robinhood-type mutual fund for breach of fiduciary duty by one of the founders

    • Review of $300 M of claims against an African oil producing nation

    • $10 M trade secret litigation for an artificial intelligence, cloud-based venture

    • Discovered fraud in a divestiture and successfully prosecuted the matter to a favorable settlement, in favor of the acquirer, which was approved by a trial judge in the NY Supreme Court Commercial Division

    • $10 M patent royalties arbitration

    • Action to enforce payments owing on an asset sale agreement

    • $2 M plus action for breach of fiduciary duty against an LLC member

    • $1.3 M contract action against a US tour arranging firm

    • $547 M summary judgment obtained on defaulted promissory note

    • Analysis of $12 M of claims on behalf of potential plaintiff
    • Analysis and settlement of $15 M international web site piracy

    • Obtained a favorable settlement against major women’s apparel brand for copyright infringement

    • Enforcement of substantial claims and judgments, including foreign judgments

    • Substantial motion practice in NY Supreme Court and federal court

 

Prompt Relief Obtained – Orders to Show Cause (OSC); Motions for Summary Judgment

    • Successfully brought Order to Show Cause (OSC) to prohibit the expulsion of a managing member from an LLC

    • Successfully conducted an evidentiary hearing far in advance of trial, resulting in a prompt cash settlement within eight months after starting the action

    • Successfully brought a motion for summary judgment to obtain liability against business sellers for fraud and breach of contract, thus reducing the ongoing case to just a determination of damages

    • $547 M summary judgment obtained on promissory note

 

Defense

    • Defense of $10 M action based on alleged novel private right of action under the Securities Exchange Act

    • Defense of large Indian global desalination business

    • Successfully defended an employee against a non-compete covenant TRO, which enabled the employee to start-up a new multi-million dollary conference business

    • Defense of debtor against banks with $4 M of claims

    • Defense of e-commerce firm against $2 M of privacy and counterfeit claims

    • Defended and successfully settled a Fair Labor Standard Act and NY Labor Law employment action brought by employees, for only 20% of the asserted claim

    • Successfully defended and settled numerous “merchant cash advance” transactions as usurious loans, some being violative of RICO statues

    • Assertion of substantial counterclaims

    • Defense against foreign judgments being enforced in New York

    • Substantial successful motions to dismiss and motions for summary judgment