RB&R - News

2008

June - Represented RAI Radiotelevisione Italiana S.p.A. in obtaining a settlement from the Academy of Motion Pictures Arts and Sciences in a trademark infringement lawsuit brought in the United States District Court for the Central District of California.

April - Gary Emmanuel served as drafting group chair of the American Bar Association’s State Regulation of Securities Committee in its comment letter to the Department of Financial Institutions, Securities Division of the State of Washington on electronic Form D.

February - Gary Emmanuel presented a Continuing Legal Education segment on Conducting Private Placements on the Internet, sponsored by the New York State Bar Association.

February - Represented Power Play Energy, LLC in connection with its follow-on investment in the $55 million Series B Preferred Stock financing of Infinia Corporation, a leading developer of solar power technologies. Co-investors in the round included GLG Partners, Wexford Capital LLC, Khosla Ventures, Vulcan Capital, EQUUS, and Idealab.

Infinia Corporation Announces $50 million Financing

2007

December - Represented SJF Ventures, Calvert Social Funds, and Allco Financial Group, in connection with their investment in the Series B financing of groSolar, a national solar energy firm headquartered in Vermont. The financing was led by NGP Energy Technology Partners, L.P. (www.sjfund.com/grosolar)

October - RB&R hosted a panel discussion on Executive Compensation for Venture-Backed Companies for the New York area community of business technology executives, leaders, and investors. The event was co-sponsored by the Technology Executive Network (TEN).

September - Gary Emmanuel served as drafting group chair of the American Bar Association’s State Regulation of Securities Committee and Federal Regulation of Securities Committee in its comment letter to the Securities and Exchange Commission on Electronic Filing and Simplification of Form D.

April - RB&R hosted an M&A panel discussion on Tech Buyer, Entrepreneur and Banker Perspectives for the New York area community of business technology executives, leaders, and investors. The event was co-sponsored by the Technology Executive Network (TEN).

March – RB&R hosted its annual ski weekend and venture capital conference in Killington, Vermont. Events included a panel discussion on issues and best practices in preparing a portfolio company for acquisition. Panel members included Michael Frankel of Information Resources Inc. (representing the public and private acquirer perspectives), Todd Pietri of Milestone Venture Partners (representing the venture capital investor perspective), and Ed Reitler of RB&R (representing the perspectives of legal counsel to acquiring and selling companies).

March - Represented Churchill Ventures Ltd.
(AMEX: CHV.U), a company focusing on the acquisition of businesses in the communications, media, and technology industries, in its initial public offering of 12.5 million units for aggregate gross proceeds of $100 million. The offering was underwritten by Banc of America Securities LLC.

Former Media Executives Give New Life to 'Blank Check' Corporations

February - Represented Cunningham, Escott, Slevin & Doherty, a modeling agency, in successfully dismissing claims of breach of contract, fraud, breach of fiduciary duty and unjust enrichment brought against it by four male models relating to a public service ad campaign that the models had appeared in. We obtained a summary judgment in favor of our client dismissing all of the Plaintiffs’ causes of action and awarding our client judgment on its counterclaim.

February - Represented Sunrise Coffee Company in successfully dismissing a breach of contract claim brought by a former employee of the company. We obtained a judgment in favor of our client dismissing all of Plaintiff's causes of action.

2006

July - The New York Post on July 21, 2006 reported a dismissal of claim RB&R obtained for its client, The Plaza Hotel.

May - Ed Reitler gave a presentation on venture capital finance to entrepreneurs chosen by the Inner City Economic Forum as part of the "Getting Ready for Equity Conference," held at Columbia Business School. RB&R client, SJF Advisory Services, sponsored the conference.

May - Ed Reitler served as a panel member in a forum addressing the "Convergence of Hedge Funds and Private Equity: Overcoming Operational Challenges as part of the Effectively Administering Private Equity Funds," held at the Roosevelt Hotel in New York City. Other panel members included Ed Colloton, COO of Bessemer Ventures, and Wray Thorn, Managing Director of Marathon Asset Management. Maureen Brille, Managing Director and co-Founder of the Gerson Group, moderated the panel.

March - RB&R hosted a ski weekend and venture capital conference in Killington, Vermont. Panel members discussed topics such as the relative benefits and drawbacks of debt versus equity investments and the venture capital environment generally.

Panel members included Ed Reitler of Reitler Brown & Rosenblatt LLC, Greg Frank of Ovation Capital, & Ramana Jampala of SAS Investors. Our guest speaker for the weekend, Leecia Eve, is the former counsel of Senator Hillary Clinton and most recently a candidate for Lieutenant Governor of New York.

March - The Kilo Moana, an advanced hull design surface ship developed by Lockheed Martin for national security and commercial purposes was featured on Discovery Channels, “Superships” on March 30th. RB&R performed extensive legal work for Lockheed in connection with the construction and launching of this vessel.

February - An article describing NY venture capitalists' fund-raising efforts in the February 2006 issue of Crain's New York Business quotes RB&R partner Ed Reitler.

VC Firms Seek Big Bucks by Amanda Fung

2005

December - RB&R hosted a breakfast panel concerning the "black box" of early stage company valuation, as part of its Accelerator series co-hosted with Deloitte & Touche LLP and Silicon Valley Bank. This series of breakfast panels address topics of interest to the private equity community. For more information, please contact Ed Reitler at ereitler@reitlerbrown.com.

October - Represented Friskit, Inc., an online entertainment media search company, in its private placement of common stock and conversion of a portion of its outstanding debt.

September - RB&R partners Leo Kailas and Craig Albert obtained a $1.7 million judgment against Koch Oil on behalf of Vitol S.A., Inc. in an important decision to the oil trading industry.

September - Represented FMS Investment Corp., a collector of defaulted federal student loans, in raising $4 million in a private offering of Series A Preferred stock. Click here to view press release (Adobe Acrobat required).

September - Represented Kenneth Cole Productions, Inc. (www.kennethcole.com), an international fashion brand, in connection with a secured debt facility from Bank of America, N.A.

September - Represented Pi Capital Inc., an investment manager, in connection with the formation of Pi Cap U.S. Equity Long/Short Growth Fund, Ltd., an exempted company incorporated in the Cayman Islands, investing primarily in the United States of America in a diversified portfolio of equity securities of well-established, medium to large companies, as well as in equity securities of relatively small new companies believed to have above-average market appreciation potential.

August -Represented Scrittura, Inc., a provider of document automation technology and straight-through-processing for the non-exchange based trading operations of financial services institutions, in connection with its acquisition by merger with a subsidiary of Interwoven, Inc. (Nasdaq: IWOV), provider of Enterprise Content Management (ECM) solutions, for consideration consisting of approximately $16.3 million in cash at closing and up to $2.0 million in subsequent performance-based cash payments.

June - Represented Elite Pharmaceuticals, Inc. (AMEX:ELI), a pharmaceutical company principally engaged in the development of oral, controlled release products, in a generic drug development arrangement with Pliva, Inc.

June - RB&R advised eFashion Solutions LLC, a provider of technology, call center and fulfillment services to leading fashion brands in a mezzanine financing by Seacoast Capital Partners.

June - RB&R advised the stockholders of iSpace Software Technologies in the sale of US, Indian and Mauritius companies providing information technology and claims processing services to Amisys Synertech, Inc., a provider of information technology and claims processing services to the healthcare industry.

June - RB&R advised Elite Pharmaceuticals, Inc. (AMEX:ELI), a pharmaceutical company principally engaged in the development of oral, controlled release products, in a generic drug development arrangement with IntelliPharmaCeutics Corp.

June - RB&R obtain the dismissal of a fraud and defamation action in federal court in Pennsylvania brought against the television and radio divisions of RAI Radiotelevione Italiana SpA.

June - RB&R advised Silicon Alley Seed Investors and Rho Ventures in the restructuring and recapitalization of Multispectral Imaging, Inc. and the subsequent purchase of its Series B Preferred Stock.

June - RB&R advised EdgeTrade.com, Inc., a New York provider of direct market access and algorithmic securities technologies to hedgefunds, institutions and individuals, in its Series A Preferred Stock financing by Edison Venture Fund.

April - RB&R advised Tarpan Therapeutics, Inc., an early stage drug development company, in its merger with Manhattan Pharmaceuticals, Inc. (MHTT.OB).

April - RB&R advised sellers of North American Airlines, a passenger charter airline, to World Air Holdings, Inc., a passenger and cargo airline.

April - RB&R advised Hudson Ventures Partners II, L.P. in a venture preferred investment in Scanbuy, Inc., a New York-based developer of proprietary software turning optical devices into secure, wireless barcode scanners.

March - RB&R advised Wexford Capital LLC in its Series A Convertible Preferred Stock investment in Dianet Communications, Inc., a neutral host provider of distributed antenna systems that expands wireless telephone coverage and capacity in areas with non-existent or problematic wireless coverage.

March - RB&R advised Maxim Advisory LLC as collateral manager in $989 million collateralized debt obligation note and preferred stock issuance in a 144A placement in which Merrill Lynch was the initial purchaser.

March - RB&R advised Represented NJTC Venture Fund SBIC L.P., Silicon Alley Seed Investors, L.P. and Big Bend XXI Investments, L.P. in $4,500,000 Series B financing of Cebatech Inc.

March - RB&R advised certain shareholders of Nycomed, a European pharmaceuticals company with a value of €1,800,000,000 and offices in 18 European markets, in connection with the acquisition by Nordic Capital of a controlling interest in Nycomed from a group of investors led by DLJ Merchant Banking and The Blackstone Group. Click here to view the press release. (Adobe Acrobat required)

February - RB&R advised the shareholders of Symphony Data Corporation, a business process outsourcing company, in the sale of the company and its Indian sister company, to STI Knowledge.

February - RB&R advised Majestic Research Corp., an independent research firm, in connection with the sale of its Series A Preferred Stock in a venture capital financing of approximately $7 million, led by BV-Cornerstone Ventures.

January - RB&R advises Power Play Energy in a $3.5 million venture investment in Stirling Technology, a company that develops and exploits Stirling's engine technology.

2004

December - RB&R advises Edison Venture Fund and Ovation Capital Partners, in their investment of $6 million in the Series B Preferred Stock of Pinnacle Taxx Advisors, Inc., a tax preparation and financial services firm with offices in 10 states.

December - RB&R advises Milestone Venture Partners, an early stage venture investment fund, in the purchase of debt and equity securities of Ecosystems Design, Inc., a New York based software company that specializes in tailored products that allow end users to interact seamlessly with disparate data sources and incompatible applications.

November - Leo Kailas and Jocelyn Jacobson successfully represent The Mouawad Group in persuading the Southern District of New York that Mouawad’s late filed claims to share in the settlement of the Christie’s and Sotheby’s Auction Houses Antitrust Litigation, should be treated the same as timely filed claims so that Mouawad will receive its full share of the settlement.

November - RB&R advises Advaxis, Inc., a biotech company developing cancer vaccines, in a share exchange and reorganization with Great Expectations and Associates, Inc. and advised the combined company in a private placement and bridge note conversion.

November - RB&R advises Zephyr Sciences, Inc. in the negotiation of an exclusive worldwide licensing agreement with Xoma Ltd. (Nasdaq: XOMA) for the research, development and commercialization of products related to Xoma's bactericidal/permeability-increasing protein (BPI), including its NEUPREX® product.

November - RB&R client SAS Investors, a venture fund focused on early stage technology companies in the northeastern U.S., announces a $10 million second closing of its fund, bringing its total capital to $40 million.

October - RB&R advises Elite Pharmaceuticals, Inc. (AMEX:ELI), a pharmaceutical company principally engaged in the development of oral, controlled release products, in a private placement of $6.6 million of Series A Preferred Stock.

October - RB&R represented the sponsor of a $17.5 million leveraged buy-out of a national provider of automotive repair services with $70 million in revenues, including the negotiation of debt and equity financing and the related acquisition.

September - RB&R advises Majestic Research LLC, an independent research company, in a private offering of convertible promissory notes and membership units to raise bridge financing.

September - RB&R advises Fountainhead Development, LLC in the sale and restructuring of Chateau Elan Winery & Resort, located outside Atlanta, Georgia, and the St. Andrews Bay Golf Resort & Spa, located in St. Andrews Bay, Scotland, and the related hotels and inns, four golf courses, a winery, a spa, an equestrian center, thousands of acres of both developed and undeveloped commercial and real property, and all the related hospitality businesses.

June - RB&R advises Kali Laboratories, a developer and manufacturer of generic drugs, in the acquisition of Kali by Par Pharmaceuticals (NYSE:PRX) for $140,000,000 in cash.

March - RB&R advises B&P International Insurance Brokerage LLC, an international marine insurance brokerage firm with its principal place of business in New York, in the sale of substantially all its assets to Arthur J. Gallagher & Co., an international insurance brokerage and risk management services firm, whose principal place of business in Illinois and its stock is publicly traded.

January - RB&R advises Silicon Alley Seed Investors and Rho Ventures, both New York City based early stage technology investment funds, in their investment in the Series A round of Multispectral Imaging, Inc., a New Jersey based company that specializes in breakthrough technology for night vision, infra red, and multispectral (both compromising visible and infrared) cameras and imaging systems.

2003

October - Gary A. Schonwald joins the firm as a member in its Corporate practice group.

October - RB&R alumnus Daniel Hinkle wins the Joshua Montgomery Sears, Jr. prize at Harvard Law School. Click here to view the article. (Adobe Acrobat required)

September - Leo Kailas presented at the BIMCO sponsored seminar entitled, "The Late Show: Who Loses When a Ship Arrives/Loads Late?" and participated as an attorney in a mock arbitration which followed.

September - Henry Conley made a presentation on the new rules governing attorney conduct at the Fall meeting of the New York State Bar Association's Business Law Section. Mr. Conley is an active member of the Business Law Section and its Committee on Securities Regulation.

April - RB&R clients Lodewijk J. R. de Vink, Aleksandar Erdeljan and Douglas Rogers create Blackstone Healthcare Partners with The Blackstone Group. This new group will be the focal point of Blackstone's investments in pharmaceuticals and medical products on a global basis. Mr. de Vink was the President and CEO of Warner-Lambert Company prior to its merger with Pfizer Inc. Mr. Erdeljan was the Chairman, President and CEO of R.P. Scherer. Mr. Rogers was a managing director with Donaldson Lufkin & Jenrette's healthcare merchant banking group and a member of the board of Charles River Laboratories. Click here to view the press release. (Adobe Acrobat required)

April - Gary M. Lyman joins as a member to head the firm's Real Estate practice group. Gary's clients include many of the prominent hotels in New York City.

March - Judge Omansky of the State Supreme Court in New York issued an order vacating a $12.6 million dollar judgment against a RB&R client, a major real estate management firm in New York.

January - Ray Mantle served as co-chair of the intellectual property seminar held at the annual meeting of the New York State Bar Association's Intellectual Property Law Section. This is the third consecutive year that Mr. Mantle has co-chaired this annual seminar.

January - Leo Kailas successfully represents Lockheed Martin Corporation in the resolution of a $20 million dispute with a shipyard concerning the construction of a research vessel for the United States Navy Sea Systems Command which donated the vessel to the University of Hawaii for oceanographic research missions. The settlement, which is confidential, came after five days of arbitration.

View RB&R News prior to 2003