Professionals

PARTNER

OF COUNSEL

PARALEGAL

SENIOR COUNSEL

LITIGATION PARALEGAL

ASSOCIATE

REAL ESTATE SENIOR PARALEGAL

CO-CHAIRMAN

HEAD OF INTERNATIONAL BUSINESS DEVELOPMENT

REAL ESTATE SPECIALIST

CORPORATE PARALEGAL

Serineh Baghdasarian is a Partner at Sklar Kirsh LLP in the Real Estate Department. Her practice experience includes extensive representation of real estate private equity funds, developers, and institutional and non-institutional investors in all areas of transactional real estate and real estate finance, including: construction, permanent, securitized, and mezzanine financing; the acquisition and disposition of vacant land, office buildings, apartment complexes, and other commercial, residential and mixed-use properties; the formation and representation of limited liability companies, general partnerships, and other joint ventures; the syndication of real estate investments; and the representation of commercial tenants and landlords in connection with office, retail, and other commercial leasing transactions.
Prior to joining Sklar Kirsh, Serineh was an associate in the Real Estate Practice Group of Gibson, Dunn &amp; Crutcher, LLP, where she represented real estate private equity funds, lenders, and other institutional clients in cutting-edge real estate and real estate finance transactions. Serineh also has an entrepreneurial background, as she was the founder and director of ScoreMax, a test preparation company providing at-home and classroom style test preparation services prior to joining Sklar Kirsh LLP.
Serineh received her Juris Doctorate in 2006 from Columbia University, graduating with honors as a Kent Scholar. While in law school, Serineh was a member of the Business Law Review and received an award for Best Oral Argument in her Moot Court program. Serineh received a dual Bachelor of Arts degree in Economics and Political Science and a minor in Business from the University of Southern California. Serineh received the Emma Josephine Bradley Bovard Award for having the highest GPA in her graduating class.
Serineh is licensed as a broker with the California Department of Real Estate and is an active real estate investor.
Serineh was recognized as a Super Lawyers Southern California Rising Star from 2017-2021. Serineh was recognized as a 2022 Women&#8217;s Leadership Award Nominee by the Los Angeles Business Journal.

Real Estate

Acquisitions & Dispositions

Financings

Joint Ventures

Represented ACORE Capital, as lender, in connection with a mortgage loan in the principal amount of $43,340,000, which loan was secured by a two-building office complex in Contra Costa County, California.

Represented CollegePlace Partners, LLC in the purchase of a student housing portfolio at Brigham Young University for a total purchase price of approximately $33,000,000.

Represented Jamison Properties, Inc. in connection with a $77,600,000 CMBS Loan. The loan was secured by real property located in Hollywood, California; Dallas, Texas; and Plano, Texas.

Represented Mosaic Real Estate Investors, LLC in connection with a $20,000,000 preferred equity investment in an entity acquiring the Weyerhaeuser Corporate Campus in Federal Way, Washington, which is comprised of approximately 425 contiguous acres, for $70,000,000.

Represented the Abbey Companies in a portfolio wide refinancing of 35 properties across all asset classes in the amount of $309,000,000.

Represented Planet Blue, a high‐end women’s clothing and fashion retailer, in their leasing of retail space in several shopping developments throughout the country.

Represented CRP MB Studios Equipment Holdings LLC (a subsidiary of The Carlyle Group) in connection with their acquisition (through a capital lease) of grip lighting an electrical equipment from Hollywood Rentals.

Represented Vista Investment Group in connection with financing to fund the acquisition of the leasehold interest in Media Park – an office complex located in Santa Monica, California.  The property consists of three office buildings totaling 101,369 square feet and land totaling 227,886 square feet.  Our client obtained a $30,800,000 loan.

Represented The Mareau Group in its acquisition of The Ivy Apartments at BYU Idaho for $28,600.000. The acquisition was partly financed by a $20,444,000 loan in the amount of $7,200,000.00.

Represented GPI in connection with the acquisition of an office building at 4343 Lankershim for approximately $11.5 million and concurrently we negotiated two leases with UCLA.

Represented Miramar Capital in connection with their purchase of a $40,000,000 office building in Mountain View, CA. The purchase was partly financed by an equity investment from a public Korean company and partly by a mortgage loan.

Represented a subsidiary of Vista Investment Group, LLC in its refinance of real property located at 3100 N. 1st Street, San Jose, California in the amount of $25,000,000.

Represented Mosaic Real Estate Investors, LLC (“Mosaic”) in connection with a $29,000,000 hybrid preferred equity investment in Mosaic Aetna Springs Resorts JV, LLC, a joint venture between Mosaic and Alchemy Resorts, LLC, for the purpose of a 3,520 acre luxury resort property in Napa County, California, which is comprised of an 80 key resort village, 44 residential properties, multiple vineyards and a 9-hole golf course.

Represented CollegePlace Partners, LLC in connection with their refinance of an 8 property portfolio near Florida State University in Tallahassee, Florida. The refinance involved paying off three separate lenders and securing two new loans in the amounts of $11,945,000 and $5,775,000.

Represented an affiliate of the Panda Family Office in its equity investment for the acquisition of a 7-property select service hotel portfolio located across 5 states for a total purchase price of $92,000,000.

Represented Miramar Capital Advisors in their acquisition of a $21,000,000 multi-family building in Long Beach, California. Borrower intends to undergo a major renovation of the building and re-tenant the building following renovation.

Represented Miramar Capital Advisors in its purchase (through a TIC structure) of a multi-family project consisting of 2 buildings located in Long Beach, California for a purchase amount of $14,950,000.

Represented 222 West Sixth Street, LLC, an affiliate of Harbor Associates, LLC, in their acquisition of an office building located in San Pedro, California for a purchase price of $36,000,000, as well as in connection with a $33,670,000 loan.

Represented The Carlyle Group, as co-counsel with Simpson Thacher &amp; Bartlett LLP, in their sale of the MBS Media Campus, a 22-acre complex in Manhattan Beach, California and their simultaneous sale of the MBS Equipment Company and the related asset management company to Hackman Capital Partners for approximately $700 million.

Represented Miramar Property Group, LLC in its acquisition of a commercial office building located in Santa Clara, California for a total purchase price of $48,250,000.  In order to acquire the property with the use of 1031 exchange funds, we assisted our client in forming four separate TIC entities.  We also represented our client in obtaining a loan in the amount of $31,945,000.

Represented Miramar Industrial GP Partners, LLC in its acquisition, using a TIC structure, of an industrial warehouse in Danbury, Connecticut for a purchase price of $62,500,000.

Represented John Wilcox in his acquisition of an industrial building in Houston, Texas for a purchase price of approximately $57,000,000 which was financed partly by a loan assumption of a $53,000,000 loan.

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SERINEH BAGHDASARIAN

Mark Barshop is Of Counsel in Sklar Kirsh’s Real Estate Department.  He has been practicing real estate law for over 40 years and specializes in all aspects of commercial real estate including, construction, leasing, acquisitions and dispositions, and financings.
In the construction field, Mark represents owners in both ground-up construction projects and remodeling projects.  His construction clients over the years have included national insurance companies with real estate portfolios, international hoteliers, pension funds, REITs, professional sports teams, universities, hospitals, as well as Los Angeles county museums.
Mark began his career with Loeb and Loeb before he transitioned to Paul Hastings and later to Glaser Weil.  He also spent a short time in his family construction business and obtained his own California general construction license, which experience he has continued to utilize for clients with construction projects.
Mark was born and raised in Los Angeles, California.  He received his Bachelor of Arts degree in History from UCLA in 1975, with election to Phi Beta Kappa.  He received his J.D. degree from USC in 1978.
Mark has strong community ties in Los Angeles and has served on the boards of, and as a member of, several charitable and civic institutions.

Construction

Represented LW MSU, LLC, an affiliate of AMW QOZ Fund LLC, in obtaining construction financing in the amount of $31,500,000 in order to develop a student housing project adjacent to Missouri State University in Springfield, Missouri.

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MARK BARSHOP

Amy Bender is a paralegal in the Litigation Department at Sklar Kirsh, LLP. With 20 years of experience in litigation, Amy handles all phases of litigation support including drafting court documents, discovery and discovery responses; factual investigation and legal research; case management for document-intensive cases; and trial preparation and support.
Amy earned her BA in Political Science and French from California State University, Fullerton and a Certificate in Litigation from UCLA Extension’s Paralegal Training Program.  She is president of her Toastmasters Group and enjoys practicing her French language skills with other French speakers in informal groups and social settings.

Litigation

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AMY BENDER

Lisa Berden is Senior Counsel in the Real Estate Department at Sklar Kirsh.  An accomplished real estate and business lawyer, Lisa has nearly 20 years of experience in a wide range of areas including tax-based real estate finance, commercial transactions, and corporate law.  She negotiates commercial leases throughout the country for office, industrial, retail and flex space uses for multi-national companies, and has closed over $115 million in state and federal NMTC allocations across multiple states. She’s been involved in multiple public-private partnerships between private entities and state, county and local participants and closes complex commercial real estate transactions and structures tax credit financing.  Lisa advises tax exempt organizations and counsels businesses with a practical perspective. She advises clients regarding national and local economic development incentives in commercial transactions and counsels small and mid-sized clients on organizational and compliance matters to support their growth and development.
Lisa graduated from Michigan State University with a B.A. in English and earned her J.D., cum laude, at Wayne State University Law School where she was Assistant Editor of the Wayne Law Review.  After law school, Lisa served as a Law Clerk to the Honorable Justice Marilyn Kelly and then moved to Miller Canfield Paddock &amp; Stone where she spent two years in the tax department and nine years in the commercial real estate department. Since 2016, Lisa has operated her own law firm, Linchpin Legal PLLC.
Active in the community, Lisa serves as a Board member and Finance committee member of Advantage Health Center, a federally qualified health center.  Lisa is also an avid volunteer, working with Michigan Community Resources as a Pro Bono Volunteer Counsel &#8211; COVID Clinic advising small businesses and tax-exempt organizations affected by COVID.  Lisa is a current Board Member with CCIM and is actively participating in the Education Committee.

Commercial Leasing

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LISA BERDEN

Sarah Blasco is a paralegal in the Litigation Department at Sklar Kirsh LLP.  She is involved in every step of the litigation process, including providing trial support, preparing discovery, and drafting pleadings.
Sarah received her Bachelor’s degree in Community Studies from the University of California, Santa Cruz.  After joining Sklar Kirsh LLP, Sarah obtained her Paralegal certificate from the University of California, Los Angeles, where she graduated with distinction.
Sarah enjoys traveling, reading, hiking, and spending time with her family, friends, and dogs.

Business & Commercial

Energy Litigation

Entertainment & Media Litigation

Intellectual Property

Marketing Communications

Real Estate Litigation

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SARAH BLASCO

Elan Bloch represents clients in a variety of matters, with a particular emphasis on complex commercial litigation. Elan has extensive experience handling disputes involving real estate, partnerships, breach of fiduciary duty, breach of contract, corporate governance, and unfair competition, among others, in both state and federal courts. He also assists clients with performing internal investigations, resolving partnership issues, forming limited liability companies, and providing general business guidance. Elan has garnered a reputation for being a zealous advocate and adeptly navigating difficult legal issues.
In addition to his litigation practice, Elan also routinely acts as outside general counsel for corporate and individual clients, providing advice and best practices in areas including, but not limited to, employment, real estate, corporate governance, and trade secret protection, as well as assisting in the preparation and negotiation of loan agreements, purchase and sale agreements, and various other agreements.
Before practicing law, Elan gained invaluable hands-on experience in the real estate industry, working for several years as a licensed commercial real estate agent and handling acquisitions for a large commercial real estate developer.
While attending law school, Elan served as an extern for a Federal Judge in the U.S. District Court for the Central District of California, during which time he developed a strong desire to be in the Courtroom.
Prior to joining Sklar Kirsh, LLP, Elan was a partner at a litigation boutique in Los Angeles, and prior to that, was part of a team handling complex commercial litigation at an Am Law 200 firm.
A Los Angeles native, Elan graduated with honors from the University of Southern California in 2005, with a B.S. in Business Administration, and subsequently received his J.D. from Loyola Law School, Los Angeles.  While in law school, Elan served as an Editor on the Loyola Entertainment Law Review.
Representative Matters
<ul>
<li>Obtained full dismissal of action brought in Federal Court against water cooler products seller by its competitor for Lanham Act claims, including false advertising, violation of unfair competition law, and breach of contract.</li>
<li>Represented client against a former board of directors advisor in prosecuting claims for intentional interference with prospective economic advantage, diversion of corporate opportunities, and unfair business practices, involving complex issues of international law, and resulting in favorable client settlement.</li>
<li>Represented founder and owner of a nightclub against his institutional partner, resulting in advantageous buy-out that restored full ownership to the client.</li>
<li>Obtained dismissal of action brought against a national franchisor by a franchisee association, resulting in the validation of numerous business practices and preventing future litigation by successfully challenging associational standing.</li>
<li>Represented lender in a UCC Foreclosure action and subsequent adversary proceeding in Bankruptcy Court to facilitate client collection of multi-million dollar disbursement from Debtor&#8217;s Bankruptcy Estate.</li>
<li>Represented founding partners of a professional sports event against their institutional partners, resulting in advantageous buy-out of the clients&#8217; interests.</li>
<li>Represented wrongfully terminated executive of a professional sports team and obtained sizeable severance on behalf of client.</li>
<li>Represented talent before the California Labor Commissioner in asserting claims under the Talent Agency Act against manager resulting in favorable client settlement.</li>
<li>Obtained sizeable settlement on behalf of a group of medical professionals against their institutional landlord, associated with claims for fraud in the procurement of leases and lease extensions.</li>
<li>Prosecuted claims on behalf of the minority owner of an aviation overhauler against its majority shareholder resulting in a favorable buy out of the client&#8217;s interest in the corporation.</li>
<li>Served as outside General Counsel, negotiating millions of dollars in secured loans, real estate acquisitions, and assisting clients in the sale of their businesses to institutional investors.</li>
</ul>
Recognitions
<ul>
<li>Super Lawyers – &#8220;Southern California Rising Star&#8221; (2017 &#8211; 2022)</li>
</ul>

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ELAN BLOCH

Jennifer L. Borow is a partner in the corporate department of Sklar Kirsh LLP with more than 30 years of broad transactional law experience. Jennifer has represented a wide range of businesses and business owners, including those involved in financial services, media, entertainment and telecommunications, restaurants and hospitality, retail, industrial manufacturing and supply chain, agriculture, and commercial and residential real estate.  She has extensive expertise in the structuring and negotiation of complex strategic transactions, including the acquisition and disposition of business assets and the formation, capitalization and governance of joint ventures, partnerships, limited liability companies and other business entities. Jennifer has particular expertise in counseling high net worth individuals and family offices in connection with their closely held operating businesses, real estate holdings and other investment assets, including transitioning businesses between generations and sales to third parties, equity recapitalizations and financings. She has also advised her clients with respect to a wide range of business contracts including management, marketing, distribution and licensing agreements as wells as executive employment agreements and equity and phantom equity incentive plans.
Prior to joining Sklar Kirsh LLP, Jennifer was a partner at Loeb &amp; Loeb LLP in Los Angeles. She began her career at O’Melveny &amp; Myers LLP, where she was a partner in their Century City, Los Angeles office.
Raised in Sherman Oaks, CA, Jennifer received her Bachelor of Arts degree in Psychology, cum laude, from Smith College in 1985 and earned her Juris Doctor from Yale Law School in 1988. She lives in the Westwood area of Los Angeles.
Recognitions
<ul>
<li>Los Angeles Times B2B Publishing &#8211; Inspirational Women Forum and Awards Nominee (2021)</li>
<li>Southern California Super Lawyers &#8211; Business &amp; Corporate Law (2017-2021)</li>
<li>Super Lawyer&#8217;s Women Edition (2006, 2017, and 2018)</li>
</ul>

Corporate

Mergers & Acquisitions

Partnerships, Equity Financings & Joint Ventures

Executive Compensation

Family Offices

Emerging Growth Matters

Debt Financing

Commercial Disputes

Entertainment & Media

Film Finance

Represented siblings in creating ownership and governance structures for the development and exploitation of multi-generational family assets, including intellectual property rights in television and film properties.

Represented Innovative Dining Group in restructuring and capital raising transactions for expansion of branded upscale dining brands.

Represented Michael Mina, the founder and award-winning chef of Mina Group, a restaurant management company specializing in creating and operating innovative restaurant concepts around the world, in connection with an investment by Paxion Capital Partners, a private equity firm.

Represented Hybrid Promotions, LLC, a leading supplier of branded, licensed and private label apparel, in connection with a strategic investment by Altamont Capital Partners.

Represented a private investor in an equity purchase of an international medical device company. The transaction was structured as an as-is, where-is acquisition and completed on an accelerated time-table.

Represented a founder/sponsor in a joint venture with a major movie studio for the purpose of developing digital gaming applications that incorporate the studio’s intellectual property.

Represented Byron Allen’s Entertainment Studios in its purchase of the Weather Group, LLC, parent company of The Weather Channel  television network and Local Now streaming service.

Represented Bandai Namco Holdings USA Inc. in its $26.1 million acquisition of an 80% controlling stake in the business of Nippon Imports, LLC, a collectible toy sales company.  The new joint venture will operate as Bandai Namco Collectibles LLC d/b/a Bluefin.

Represented a lighting fixture manufacturer in connection with the sale of its assets to a private equity buyer for a purchase price of $15,000,000.

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JENNIFER L. BOROW

Kathryn M. Carmichael is an associate of Sklar Kirsh LLP in the Real Estate Department.  An accomplished business transactional attorney, Katie has over 15 years of experience in a wide range of areas in real estate including real estate acquisition, development and finance.  Her clients include financial institutions, international companies, hospitals, entertainers, wineries, and real estate developers. Katie has represented buyers and sellers in all areas of real estate transactions including land use, zoning, financing, and development. She also has worked with numerous business clients on mergers and acquisitions, entity formation and maintenance, intellectual property protection, immigration issues, and various contract negotiations.
Katie graduated from the University of Georgia with a Bachelor of Business Administration and then attended the University of Tennessee College of Law where she was a student materials editor on the Tennessee Law Review and the managing editor of the Tennessee Journal of Business Law. After law school, Katie joined Williams Mullen’s real estate group and represented a wide range of clients from individuals, start-up ventures, to Fortune 500 companies in all aspects of real estate and business matters. She later went to work as an in-house attorney and handled corporate governance, licensing agreements, corporate merger and acquisition transactional documents, supplier and vendor contracts, human resource issues and insurance matters.

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KATHRYN M. CARMICHAEL

Loren N. Cohen is Senior Counsel in the Litigation Department at Sklar Kirsh LLP.  In practice for more than 25 years, Loren is experienced in business and real property disputes. He provides clients with sound legal advice and works with them to achieve their desired legal and business outcomes efficiently and effectively.
Cohen’s experience includes representing real estate brokers, developers, high-net-worth families with legacy commercial and residential income property holdings, business owners and large corporations. Loren has defended and prosecuted actions that include partnership and entity disputes, contract and fraud matters, lease disputes, unlawful detainers, and complex easement and subdivision map act claims. He also represents clients in insurance coverage matters, including bad faith actions.
A Los Angeles native, Loren earned, with honors, his B.A. in Economics from California State University at Northridge and his J.D. from Southwestern University School of Law. Loren was an associate editor on the Southwestern University Law Review.
Loren and his family are very engaged in their community and are avid supporters of the American Technion Society and L.A. Family Housing. He is an active member of the American Bar Association and the Los Angeles County Bar Association.
Loren lives in Santa Monica with his wife Pamela and his son Ryan.
Recent representative matters include:
<ul>
<li>Successfully obtained Summary Adjudication against a national title insurer for failure to defend</li>
<li>Successfully obtained Summary Judgment in defense of a real estate broker for professional negligence and breach of fiduciary duty</li>
<li>Mediated a substantial settlement on behalf of a luxury home buyer against a seller for failure to disclose impending neighborhood construction</li>
<li>Defeated quiet title and easement action of two national banks involving issues concerning the sub-division map act, grantor reservation of implied easement, slander of title, and fraud</li>
<li>Advised clients of high-end luxury homes concerning the COVID-19 eviction moratorium</li>
<li>Assisted in the closing and leasing of the largest high-end real estate deals in Los Angeles during COVID and advised brokers and clients in the benefits and pitfalls of real estate auctions</li>
</ul>

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LOREN N. COHEN

Jennifer Cohen is a Corporate Partner at Sklar Kirsh LLP. Jennifer’s experience as in-house corporate counsel, and as an Associate representing corporate clients, brings diverse business-world experience and strong insights into the needs and challenges clients face. This includes advising on M&amp;A, equity investments, capital markets, commercial transactions, and corporate governance matters.  She advises clients in a wide range of industries, including media and entertainment, sports, and consumer products.
Prior to joining the firm, Jennifer was corporate counsel to two sports and entertainment firms — Elevate Sports Ventures and VenueNext, an Associate at Gibson, Dunn &amp; Crutcher LLP for more than five years, and an investment analyst at Citibank.
Cohen earned her Juris Doctorate from the University of Southern California Gould School of Law and a Bachelor of Science in Economics, cum laude, from Wharton at the University of Pennsylvania where she concentrated in finance and business and public policy. The Nashville native also served as a judicial extern for the Bankruptcy Court for the Central District of California.

Represented leading podcaster Roman Mars in his sale of 99% Invisible to SiriusXM. Read about the deal <a href="https://www.prnewswire.com/news-releases/sklar-kirsh-represents-leading-podcaster-roman-mars-in-sale-to-siriusxm-301290096.html?tc=eml_cleartime">here</a>.

Represented Pixelogic in its investment in MetaMedia, an entertainment technology company, to accelerate its global expansion. Read about the deal <a href="https://www.prnewswire.com/news-releases/metamedia-announces-major-investment-from-pixelogic-301333530.html">here</a>.

Represented Green Hasson &amp; Janks, an LA-based accounting, tax and advisory firm, in its acquisition of Orlando, Mitts, Moore &amp; Company, a San Jose-based accounting firm. Read more about the deal <a href="https://www.ghjadvisors.com/marketplace/news/ghj-merges-in-northern-california-accounting-firm-orlando-mitts-moore-and-company">here</a>.

Represented Bandwagon Brokerage, a specialty produce company, in its sale to Wholesale Produce Supply, a leading fresh produce logistics and inventory management solutions provider and a Cross Rapids Capital portfolio company. Read more about the deal <a href="https://www.prnewswire.com/news-releases/wholesale-produce-supply-has-acquired-bandwagon-brokerage-301713281.html">here</a>.

Represented 8020 Consulting, LLC, a provider of financial consulting services, in an investment from ShoreView Industries, a Minneapolis-based private equity firm. Read more about the deal <a href="https://www.shoreview.com/news_events/shoreview-completes-latest-business-services-investment/">here</a>.

Represented Criminal Productions, LLC, one of the top narrative audio storytelling studios, founded by former public radio journalists Phoebe Judge and Lauren Spohrer, in its sale to Vox Media. Criminal has launched three successful podcast franchises that garner millions of downloads a month, highlighted by its breakout narrative series Criminal, one of the first and biggest true crime podcasts, and followed by the hopeful series This Is Love and the daily program Phoebe Reads a Mystery. Read about the deal <a href="https://www.prnewswire.com/news-releases/sklar-kirsh-guides-criminal-productions-to-new-home-at-vox-media-301431005.html?tc=eml_cleartime">here</a>.

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JENNIFER L. COHEN

Katy Conroy is Senior Counsel of Sklar Kirsh LLP in the Corporate and Real Estate Departments. She has a broad corporate practice, advising clients across a variety of industries in various corporate and transactional matters, including mergers and acquisitions, and equity and debt financing transactions.  She counsels clients through all phases of the transaction process, including structuring, negotiation, implementation, and ongoing post-transaction advice.  In addition, her real estate practice involves all aspects of the real estate industry, with a particular focus on equity investments, syndications, fund formations, and joint ventures.  Katy routinely works on transactions involving multi-family, development, industrial, and office, as well as mobile homes and build-to-rent.
Prior to joining Sklar Kirsh LLP, Katy was an associate in the Global Corporate Group of Milbank, Tweed, Hadley &amp; McCloy LLP in Los Angeles.  At Milbank, her practice focused on mergers and acquisitions, restructurings, and equity and debt financing transactions and general corporate representation for both public and private companies.  From 2009 to 2013, she was an associate in the Corporate Department of Proskauer Rose LLP, also in Los Angeles.
Born and raised in Los Angeles, Katy received her Bachelor of Arts in Government and Art History from Dartmouth College in Hanover, New Hampshire, where she served as an intern with the Hood Museum of Art and as a mentor in the college’s Big Brothers Big Sisters program.  She received her Juris Doctor from UCLA School of Law, where she was a member of the UCLA Entertainment Law Review, and her Masters of Business Administration from the Anderson School of Management at UCLA, where she concentrated on finance and entrepreneurship.
At Milbank, Katy helped lead the firm’s involvement with Public Counsel’s dependency adoption program, a program in which she also participated during her tenure at Proskauer.
Katy enjoys travel, cooking, yoga, and tennis.

Represented Shopoff Advisors in its acquisition of Westkin Properties, LTD. for $23,000,000.

Represented Datassential, the leading provider of data, intelligence and market research to the food service industry, in its significant growth investment from Spectrum Equity, a leading growth equity firm investing in the information economy. The investment represents the first institutional capital into Datassential and positions the company to continue its rapid growth while supporting the expansion of its client services team, staff of analysts and experts, sales and marketing capabilities and new product innovation. Read about the deal <a href="https://www.businesswire.com/news/home/20190924005110/en/Sklar-Kirsh-Guides-Datassential-Transformational-Investment-Spectrum">here</a>.

Represented Ohmega Technologies, a leading manufacturer of advanced embedded thin-film resistive materials, in connection with its sale to Arcline Investment Management, a growth-oriented private equity firm with $1.5 billion of committed capital. Read about the deal <a href="http://pcb.iconnect007.com/index.php/article/125918/arcline-investment-management-acquires-ohmega-technologies/125921/?skin=pcb#125918.">here</a>.

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KATY CONROY

Bill Dance is Senior Counsel in the firm’s Litigation Department.  Bill primarily represents clients in business litigation, including real property ownership, development, and rights, commercial and residential leasing, entertainment, and intellectual property.  He also represents clients in product liability actions and regulatory actions related to food and supplement labeling, pharmaceuticals, and medical devices, and over-the-counter personal health products.  Bill represents his clients not only as a litigator, but as a counselor in risk avoidance and mitigation.
Bill represents clients in federal and state courts, arbitrations, and mediations.  He has tried, arbitrated, or mediated a wide range of disputes in his practice areas.  Bill has also served as a volunteer city attorney and county deputy district attorney, serving as lead prosecutor in a number of misdemeanor criminal jury and bench trials as well as evidentiary hearings.  Bill also has a strong interest, and has developed a special expertise, in the area of electronic discovery.
Bill regularly represents pro bono clients in association with Bet Tzedek and Alliance for Children’s Rights, representing unaccompanied minors who have immigrated and are seeking to obtain permanent residency and families seeking to adopt their foster children.
Prior to joining Sklar Kirsh, Bill practiced at O’Melveny &amp; Myers and Tucker Ellis.  Bill received his B.A. from University of California at Berkeley, graduating with Highest Honors.  He went to USC’s School of Cinematic Arts where he graduated with an M.F.A. in film production.  He worked in the film and television industry as a screenwriter, director, producer, and editor for fifteen years before deciding he would rather practice law, whereupon he attended Harvard Law School and was awarded his J.D. in 2003.
When he is not working, Bill spends his time with his family, including a son and two daughters.
&nbsp;
Speaking Engagements
&#8220;Ending the Endless Litigation Hold,&#8221; Women in eDiscovery, Los Angeles Chapter Meeting, Tucker Ellis LLP, Los Angeles, California (November 2017)
&#8220;Artificial Intelligence – Facial Expression Analytics as a Competitive Advantage in Risk Mitigation,&#8221; 2017 SoCal Information Governance Retreat, Newport Beach, California (October 2017)
&#8220;The Art of the Litigation Hold,&#8221; eDiscovery Speaker Series, Los Angeles, California (December 2016)
&#8220;Litigation Information Management,&#8221; 2016 Social EDiscovery &amp; IG Retreat, Newport Coast, California (November 2016)
&nbsp;
Publications
&#8220;Experts Liberally Construed,&#8221; Los Angeles Lawyer (October 2018)
&#8220;California&#8217;s Evolving Standard on Expert Opinion Evidence,&#8221; Law360 (February 2018)
“Federal Courts in California Split Over Standing to Sue for ‘Unlawful’ Food Labeling,” Legal Opinion Letter, Washington Legal Foundation (March 2014)
Preserving Electronically Stored Information: A Practical Approach, Bloomberg BNA Books, co-authored with Jeffrey Fowler  (2013)
&#8220;Federal Rule of Evidence 502: Lessons from the First Year,” ABA Section of Litigation, Pretrial Practice &amp; Discovery Newsletter, co-authored with Amy Longo (Winter 2010)
&#8220;Federal Court Rejects Use of ‘Quick Peek’ Agreements under Federal Rule of Evidence 502,&#8221; available online to subscriber of Practical Law Company, co-authored with Amy Longo (January 2010)
“Ninth Circuit Opinion Evaluates Privacy Protection for Text Messages” (July 2008)
“Made in China Safety: Tips for Preventing and Managing Controversies,” In-House Defense Quarterly, co-authored with Brian Anderson (Spring 2008)
“National Conference on Uniform Laws Approves Electronic Discovery Rules” (September 2007)
“Two Courts Require Production of Electronically Stored Information in Native Format” (May 2007)

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WILLIAM H. DANCE

Scott R. Ehrlich is a partner in the Firm’s Corporate Department and the Department Head of the Firm’s Mergers and Acquisitions Practice.  Scott’s practice focuses on corporate M&amp;A and finance transactions, with an emphasis in the entertainment and media industry.
Scott has more than 20 years’ experience representing diverse public and private clients in corporate transactions including mergers and acquisitions, joint ventures, strategic alliances, IPOs, equity and 144A debt offerings, PIPE transactions, and general corporate and business matters.  Scott has also represented start-up entities and investors in seed capital and venture capital financing rounds.
Scott joined Sklar Kirsh after serving nearly nine years as the General Counsel of Deluxe Entertainment Services Group where he was the chief legal officer handling dozens of high-stakes, post-production and new distribution technology deals, mergers and acquisitions, corporate finance and joint venture activity along with providing day to day legal and commercial advice to business units around the world.  Scott’s in-house experience gives him strong familiarity with the major entertainment companies and the many different sectors of the entertainment business, including new media.  Having been a law firm client, Scott has a deep appreciation of what clients expect and how to provide services in a cost-effective manner.
Prior to joining Deluxe, Scott was a Counsel in the corporate finance department of Skadden Arps in New York, having spent almost seven years practicing corporate finance and M&amp;A in that office.  Scott started his legal career as a corporate associate with Tucker Flyer (since merged with Venable) in Washington, DC for five years.
Scott received his B.S. in Commerce from the University of Virginia in 1989 and then worked as an accountant for Deloitte &amp; Touche prior to attending law school.  He earned his J.D. from the George Washington University Law School in 1994.
Scott is admitted to the California, New York, DC and Maryland (inactive status) bars and is a Certified Public Accountant in New York (inactive status).  Scott is a member of the American Bar Association, the State Bar of California, the Beverly Hills Bar Association and the District of Columbia Bar.  He serves as an Adjunct Professor of Law at Loyola Law School, Los Angeles, teaching Business Planning: Financing the Start-Up Business &amp; Venture Capital Financing.

Film, Television & Digital Media Development & Production

Distribution

Represented Bespoken Holdings, Inc. in its corporate formation and acquisition of seed IP.

Represented Angeleno Investors III, L.P. in its follow on investment in Series E Preferred Stock of Renew Financial Holdings Inc. which specializes in affordable financing for renewable energy and energy efficiency projects.

Represented JMJD Ventures LLC in connection with its purchase of the Junkfood Clothing Company business, a vintage-inspired, licensed-graphics tee business, from Delta Apparel, Inc. (NYSE MKT:DLA) for approximately $28M.

Represented Catalent, Inc., the New Jersey-based leading global provider of advanced delivery technologies and development solutions for drugs, biologics and consumer health products, in its acquisition of Pharmatek Laboratories, Inc., a San Diego-based specialist in drug development and clinical manufacturing.

Represented Deluxe Entertainment Services Group Inc. in more than 35 domestic and international acquisition, disposition, strategic alliance, and joint venture transactions, including: $68 million acquisition of Ascent Media, disposition of fulfillment services business to Vision Media Management, and EchoStar digital cinema satellite delivery joint venture, in equity investments, including preferred and common equity and warrants, and in multiple refinancings of its first and second lien credit facilities.

Represented the owners of leading frozen food innovator The Perfect Bite Co. in a growth capital investment made by an affiliate of New Water Capital L.P., a Boca Raton-based private equity firm.

Represented the owners of a cosmetics company in their sale of the company to a private equity firm.

Represented a private debt fund, as lender’s counsel, in connection with a $22,000,000 loan to refinance an existing loan on a high street retail property adjacent to West Hollywood.

Represented HHS Construction, LLC and HHS Communications, LLC, a leading provider of infrastructure services to major telecommunications and cable providers primarily in Southern California and adjacent geographies, in its sale to Congruex LLC, a national end-to-end provider of design, engineering, construction, construction management and maintenance services to broadband service providers.  Read about the deal <a href="https://www.sklarkirsh.com/wp-content/uploads/2019/08/EQUINOX-DJ-8-13-191.pdf">here</a>.

Represented CineVizion in its sale to Platinum Equity, as part of Platinum’s larger acquisition of Deluxe Entertainment’s distribution business.  The transaction reunites CineVizion’s founders Cyril Drabinsky and Warren Stein, the former long-time CEO and COO of Deluxe, back in those roles. Read about the deal <a href="https://www.prnewswire.com/news-releases/platinum-equity-expands-entertainment-portfolio-with-acquisition-of-deluxe-entertainments-distribution-business-301087068.html">here</a>.

Represented media executive, Sam Bergen, in connection with the negotiation of his employment agreement for his new position as Chief Marketing Officer at Illumination Entertainment. Read about the deal <a href="https://variety.com/2021/film/news/illumination-appoints-sam-bergen-as-chief-marketing-officer-1234891357/">here</a>.

Represented Roku, Inc., a company that has pioneered streaming to the TV, in its acquisition of the branded content division of Funny or Die, Inc., the comedy video website and film/television production company.  Read about the deal <a href="https://newsroom.roku.com/news/2021/03/roku-launches-advertising-brand-studio-ahead-of-tv-upfronts-/hxjafysk-1616480761">here</a>.

Represented leading colorist, Yvan Lucas, in connection with the negotiation of his employment arrangements for his new position as Senior Colorist at Company 3. Read about the deal <a href="https://www.shootonline.com/node/87435">here</a>.

Represented InnovateMR, LLC, a global online sampling technology firm, in its significant growth investment from CIVC Partners, a Chicago-based private equity firm. The investment will provide Innovate with additional capital and resources to support its growth. Read more about the deal <a href="https://www.civc.com/civc-partners-announces-investment-in-innovatemr-to-support-continued-growth/">here</a>.

Served as California counsel for Fried Frank, assisting its client Becton, Dickinson and Company (NYSE: BDX), a leading global medical technology company, in its acquisition of ZebraSci, a pharmaceutical services company.

SEhrich2

SCOTT R. EHRLICH

Peter R. Fischer is a partner with Sklar Kirsh LLP and a member of the Firm&#8217;s Real Estate and Corporate Departments.  He is an experienced commercial real estate transactional attorney, whose clients include developers, operators, syndicators, private equity providers, restaurateurs, investors and lenders.
Peter&#8217;s practice involves all aspects of the real estate industry, including acquisitions, dispositions, equity investments, syndications, fund formation, development, joint ventures, leasing, and financing (including Fannie Mae, Freddie Mac and EB-5 transactions), and he routinely works on transactions involving multi-family, assisted living, restaurants, hotels &amp; hospitality, construction, industrial, office, and raw land, as well as mobile homes and self-storage facilities.
In the corporate realm, Peter focuses on private, mid-market M&amp;A matters, stock and asset transactions, fund formation, syndication, and private placements.  Peter represents a broad range of companies, funds, investors, and entrepreneurs, and he also counsels his clients on crisis management, pre-litigation workouts, and investor, partnership, and shareholder disputes.
Peter began his career in New York City as a project and bank finance attorney with Sherman &amp; Sterling, and then moved to Latham &amp; Watkins representing financial institutions and private equity funds.  After relocating to Los Angeles, Peter joined Sheppard, Mullin, Richter &amp; Hampton LLP where he represented borrowers/sponsors and later practiced with Loeb &amp; Loeb LLP in that firm’s entertainment finance department.  Peter helped launch the transactional practice at Enenstein, Pham &amp; Glass, APC in 2010, where he practiced for over seven years before joining Sklar Kirsh LLP.
Peter lives in Venice, California with his wife and young son, and in his free time enjoys taking pictures, sailing, surfing, and traveling with his family.

PRF SL Badge

Opportunity Zone Transactions

Fund Formation

Represented New Standard Equities in the acquisition (via a joint venture with Kairos Investment Management Company) of a 143-unit apartment complex located in San Jose, California for $61,500,000 and the $29,907,330  acquisition loan with respect to such purchase.

Represented New Standard Equities in the acquisition (via a joint venture with Kairos Investment Management Company) of a 120-unit garden-style apartment complex located in Concord, California for $36,000,000 and the $28,730,000 acquisition loan with respect to such purchase.

Represented 600 E. 1st Street, LLC and 600 E 1st Street Property LLC, affiliates of BLVD Partners LLC (“BLVD”), in their acquisition as tenants-in-common of three parcels of real property in the Little Tokyo/Arts District area of downtown Los Angeles.  The total purchase price was $12,650,000.  We also represented BLVD in the formation of 600 E 1st Street Partners LLC, the investment fund used to purchase 600 E 1st Street Property LLC’s interest in the property and the vehicle for BLVD’s planned redevelopment of the property into a mixed-use multifamily residential and retail center.

Represented Arrowroot Real Estate Fund I, LP (“Arrowroot”) in connection with the $11,000,000 acquisition of Edgewood Park Apartments – a 64 unit apartment complex located in Cottonwood Heights, Utah.  Arrowroot entered into a loan to fund the acquisition.

Represented Vista Pointe Grand Apartments, LLC, an affiliate of the Redfern Family Trust dated June 22, 1995, in its acquisition of a 216-unit apartment complex located in Covina, California for a purchase price of $61,500,000.

Represented Reliant Real Estate Management, LLC in connection with a $12 million private placement for the acquisition (and subsequent renovation and expansion) of a Class A self-storage facility consisting of 505 climate controlled units in Key West, Florida.

Represented B.H. 1601 Lind Avenue, LLC, an affiliate of B.H. Properties, LLC, in obtaining a $22,750,000 bridge loan secured by an approximately 200,000 square foot office building in Renton, WA.

Represented Harbor Associates in connection with the $29,250,000 joint venture acquisition of the Capitol Center, a 156,293 square foot mixed use property located in Denver, Colorado.

Represented Harbor Associates in connection with the $28,000,000 joint venture acquisition of 700 N. Central, a 136,015 square foot Class-B office building located in Glendale, California.

Represented an affiliate of Lion Real Estate Group in connection with the refinancing of the “Brownstone Lofts” located at 1168 Bellevue Avenue in Los Angeles, with a $15,000,000 loan that also included a loan defeasance.

Represented Kazi Property Group in its acquisition of an apartment complex located in College Park, Georgia known as Alexandria Landing Apartments for a purchase price of $19,650,480.  The acquisition was a joint venture with Eightfold Capital.  The transaction also included the formation of a syndication for our client’s member entity in the joint venture, and an acquisition loan in the amount of $20,750,000.

Represented Kazi Property Group in its acquisition of the Desert Peaks Apartments located in El Paso, Texas for a purchase price of $6,250,000.  The acquisition was a joint venture with Realty Mogul.  The transaction also included the formation of a syndication for our client’s member entity in the joint venture, and an acquisition loan in the amount of $6,212,500.

Represented an affiliate of Lion Real Estate Group in connection with the acquisition of “Glengarry Heights,” a multi-family property located in Nashville, Tennessee for a purchase price of $13,120,000, as well as in connection with a $10,360,000 acquisition loan.

Represented Glencrest Realty Capital in its acquisition of a 180 unit multi-family property in Santa Rosa, California for $49,400,000.

Represented CS 910 LP, an affiliate of Turnstone Acquisitions LP, in its acquisition of a multi-family property located in Houston, Texas known as Portofino Landing Apartments for a purchase price of $28,072,000.  We also assisted our client in the formation of their limited partnership with their joint venture partner and assisted in their acquisition of a loan in the amount of $23,350,000.

Represented Live Nation Entertainment in connection with its acquisition of Los Angeles-based concert promoter Spaceland Presents, including its local music venues Echoplex, the Echo and the Regent.

Represented Corbel Structured Equity Partners, L.P. (“Corbel”) in connection with (i) the formation of Corbel Opportunity Zone Fund I, LLC, (the “Fund”), a Qualified Opportunity Zone Fund structured as a joint venture between Corbel and Jill Elia, (ii) the $3 million acquisition of the Normont Apartments in Los Angeles, California, (iii) an $8.9 million construction loan from an affiliate of Arixa Capital Advisers, LLC, and (iv) a capital raise of $4.6 million of capital gains for placement into the Fund.

Represented an affiliate of Arrowroot Real Estate in connection with the acquisition of the “Tempo West” apartments in Portland, Oregon for $10,900,000, as well as in connection with a $10,590,000 acquisition and renovation loan.

Represented GFO Echo, LLC, an affiliate of Gupta Family Office (formerly Redbridge Capital, LLC) in connection with a joint venture with Arden Qualified Opportunity Zone, L.P.  (an affiliate of the Arden Group) formed for the construction of a $66,000,000 student housing project near UNLV in Las Vegas, Nevada.

Represented Arrowroot Real Estate Fund in the acquisition of an apartment complex in Austin, Texas for a purchase price of $28,800,000.00.  The transactions included a loan in an amount of $23,749,373.00.

Represented Pembrook Capital Management in connection with a $6,187,786 loan to Roscoe 25 LLC to finance the acquisition of an apartment building in Panorama City, CA.

Represented Pembrook Capital Management in connection with a preferred equity investment in a joint venture with GZ Portfolio V, LLC.  The joint venture formed a limited liability company to acquire a portfolio of four apartment buildings located in Los Angeles, CA and Panorama City, CA. CIT provided the senior loan for the acquisition of each of the properties, with the loan totaling $4,480,000.

Represented BLVD Partners LLC in a recapitalization transaction in the amount of $15,644,190.  This transaction was the recapitalization of last year’s Real Estate “Deal of the Year”, which closed in August 2018.  In order to take advantage of the project’s Opportunity Zone-based tax benefits, BLVD recapitalized this project by selling the property to a newly-formed joint venture with Bridge Investment Group.  In doing so, our client was able to pay off its original acquisition loan, acquire the interests of the other TIC member who had previously invested in the property, and also pay off the investors of the original syndication that was formed to acquire the Property.  Moreover, through the assistance of our team and Bowen Tax Group, our client successfully structured the transaction to hold the asset in a Qualified Opportunity Fund, so he is better positioned to reap the benefits of the project’s advantageous location in a Qualified Opportunity Zone.

Represented BCH 3001 LP, an affiliate of Turnstone Capital Management Group, in its acquisition of a multi-family residential project know as Bellum Manor Apartments located in Phoenix, Arizona for a total purchase price of $19,800,000.  In order to fund the acquisition, we assisted our client in forming a joint venture and in obtaining a loan in the amount of $18,896,655. Our client’s portion of the equity in the joint venture was sourced through a syndication fund that we also helped them form for this transaction.

Represented Glencrest Waterscape, LLC, an affiliate of Glencrest Realty Capital, in connection with its acquisition of The Waterscape Apartments, a 180-units multi-family property located in Fairfield, California for a total purchase price of $48,200,000.  The property was acquired by our client in a joint venture partnership with Angelo Gordon and our client also syndicated its equity contribution in connection with this acquisition.

Represented 14305 SW Sexton Mountain ARE, LLC, an affiliate of Arrowroot Real Estate, in its acquisition of a multi-family project know as Terra Murrayhill Apartments located in Beaverton, Oregon.  In order to finance this transaction, we assisted our client in obtaining a loan in an amount equal to $24,560,000.  We also assisted our client in forming a joint venture with Thrive FP, a real estate investment firm based out of Austin, Texas, and we helped our client form a syndication to fund their portion of the equity.

Represented NextGen Apartments, LLC in a large portfolio transaction consisting of 15 multi-family residential properties located in Redondo Beach and the surrounding South Bay area for a total purchase price of $92,550,000.  The portfolio was acquired by our client as a joint venture with Goldman Sachs.  In addition to representing our client in the formation and negotiation of the joint venture, we also assisted them in forming a syndication entity to serve as the general partner of the joint venture and provided our client’s GP equity. Represented our client in connection with a $70,500,000 acquisition loan obtained by the joint venture, indirectly through the multiple property level entities, in order to finance the acquisition of all 15 properties.

Concurrently with their 15 property portfolio transaction, we also assisted NextGen Apartments, LLC (indirectly through their affiliates) in its acquisition of two additional multi-family residential properties from the same Seller located in the City of Lomita for a total purchase price $13,950,000.

Represented S 300 E ARE, LLC, an affiliate of Arrowroot Real Estate, in acquiring two multi-family residential properties located in Salt Lake City, Utah for a total purchase price of  $6,700,000.  We also assisted our client in forming a joint venture with iintoo Investments LTD.  Additionally, we represented our client in their obtaining a loan in the amount of $6,500,000.

Represented Mosaic Real Estate Investors in connection with the acquisition of a hotel property called The Retreat at Vista Lake, located in Fort Myers, Florida for $96,000,000.

Represented 235 Camelback LLC, an affiliate of Vista Investment Group, in their acquisition of a large multi-family project known as the Northridge Apartments located in Pleasant Hill, California for a total purchase price $91,000,000.  In order to acquire the property we assisted our client in forming a joint venture with Tokyu Land US Corporation and obtaining a loan in the amount of $62,817,600.00.

PFischer2

PETER R. FISCHER

Kelly Frazier is in the Firm’s Bankruptcy and Financial Restructuring Group.  Kelly provides clients with sophisticated business advisory and crisis management services, as well as extensive experience, both regional and national, in restructuring and insolvency matters.  Kelly focuses on protecting and advancing the interests of financially troubled companies, parties seeking to invest in debtors or acquire distressed assets, and parties (both secured and unsecured creditors, as well as equity stakeholders) that have invested in a financially distressed company and seek legal assistance with either the transactional or litigation related aspects of the debtor/creditor relationship.
On the transaction side, Kelly has a broad range of experience, including providing business counseling on matters such as restructuring planning, distressed sales and acquisitions, corporate governance, fiduciary duties, contract interpretation and negotiation, disclosure obligations, as well as negotiating and preparing lending agreements (including debtor in possession financing) and Chapter 11 plans of reorganization and liquidation.  She has represented businesses in a variety of industries, including retail, hospitality and beverage, manufacturing, real estate, health care, energy and telecommunications.
Kelly’s litigation experience focuses on complex commercial matters, both in state and federal court, including contract disputes, claims objections and avoidance actions.  She also has litigation experience on matters in the areas of entertainment and intellectual property.
Throughout her legal career, Kelly has played key roles in many complex Chapter 11 cases and restructuring matters, including:
<ul>
<li>Represented debtor, California Independent Petroleum Association, in the successful restructuring of its business under subchapter V of title 11 of the Bankruptcy Code pending in the Eastern District of California Bankruptcy Court.  Assisted debtor in administering its chapter 11 case, and formulating and negotiating a consensual plan of reorganization with the debtor’s prepetition judgment creditors that provided for the resolution of approximately $2.3 million in liabilities from pending lawsuits and debtor’s successful emergence from bankruptcy.</li>
<li>Represented a court approved ad hoc committee of investors who were victims, along with other investors in different investment vehicles, of a Ponzi scheme perpetrated by Professional Financial Investors, Inc., and its 40 affiliated entities, all of whom became debtors in bankruptcy in the Northern District of California.  The firm received the <a href="https://www.prnewswire.com/news-releases/sklar-kirshs-robbin-itkin-honored-with-transaction-of-the-year-award-301655259.html?=prn">2022 Turnaround Transaction of the Year Award</a> from the Turnaround Management Association for the work performed in the cases, recognizing the unique and collaborative approach to resolving the various competing interests in order to reduce litigation costs and maximize value for the benefit of the victims.</li>
<li>Counsel to chapter 7 Trustee in chapter 7 case of Bikram Choudhury Yoga Inc. and its affiliated entities.  Assisted Trustee with sale of assets, substantive consolidation of the debtor entities and compromises of claims.</li>
<li>Represented a tax and accounting firm in the successful restructuring of its business under subchapter V of title 11 of the Bankruptcy Code pending in the Central District of California Bankruptcy Court.  Assisted debtor in administering its chapter 11 case and formulating a post-confirmation payment plan consistent with the new requirements of subchapter V.</li>
<li>Represented debtor, Monteverde Ranch, in its subchapter V case pending in the Central District of California Bankruptcy Court.  Assisted debtor in administering its chapter 11 case and selling substantially all of its assets, including the real property comprising the horse ranch.</li>
<li>Represented debtor-in-possession lender, stalking horse bidder and successful purchaser of substantially all of the assets of Care Level Management Group, LLC, a provider of in-home healthcare services for chronically ill and elderly patients.*</li>
<li>Counsel to the successful purchaser of substantially all of the assets of Hartmarx Corporation and certain of its affiliates, one of the largest manufacturers and marketers for men’s suits and sport coats in the United States.*</li>
<li>Represented billion-dollar power generation company in largest bankruptcy filed in 2005.  Primarily responsible for coordinating and overseeing debtor’s asset rationalization efforts.  Successfully negotiated and assisted in the consummation of the sale or restructuring of over 10 power plants and other surplus industrial assets, generating over $800 million in proceeds.*</li>
<li>Represented telecommunications company in a Chapter 11 case.  Achieved successful auction sale of the company’s assets for more than three times the stalking horse bid and resolved in excess of $6 billion in claims against the debtors.*</li>
<li>Represented manufacturer and distributor of office supplies in Chapter 11 cases.  Assisted debtors in successfully selling each of their 3 operating divisions in 3 separate sale transactions for in excess of $78 million and negotiating a $6.5 million debtor in possession financing facility.*</li>
<li>Represented television glass manufacturer in a Chapter 11 case.  Responsible for coordinating the sales of substantially all of the debtor’s assets and advising the debtor on complex issues involving environmental concerns and collective bargaining agreements.*</li>
<li>Represented retailer of bed, bath and home textile goods.  Responsible for negotiating and implementing the successful sale of the company’s assets and real property leasehold interests.*</li>
<li>Represented retailer and manufacturer of casual sportswear.  Assisted with preparation of its bankruptcy case and the sale of its assets.*</li>
</ul>
Kelly also is the principal author of one of the leading treatises on bankruptcy acquisitions, A Comparison Shopping Guide for 363 Sales, published by the American Bankruptcy Institute, 2009.
* Handled outside of Sklar Kirsh LLP.

Bankruptcy & Financial Restructuring

Creditors’ Rights

Restructuring

KFrazier

KELLY FRAZIER

Justin M. Goldstein is the Chair of the firm’s Litigation Department and a member of the Management Committee. He has extensive trial and appellate experience handling a wide range of business, entertainment, and intellectual property disputes in state and federal courts, as well as in arbitration. Repeatedly recognized by the Los Angeles Business Journal as one of the <a href="https://res.cloudinary.com/sklar-kirsh-main/images/v1656017853/JGoldstein/JGoldstein.png?_i=AA">500 Most Influential Business Leaders in Los Angeles</a>, as well one of the region’s <a href="https://www.prnewswire.com/news-releases/sklar-kirsh-litigation-chair-justin-goldstein-named-top-litigator-in-los-angeles-301589492.html?tc=eml_cleartime">Top Litigators and Trial Lawyers</a>, Justin has spent more than two decades successfully counseling and representing some of the Fortune 500’s and entertainment industry’s most prominent entities.
Justin began his career at Katten Muchin Rosenman, and then spent 10 years at O’Melveny &amp; Myers, followed by seven years at Carlsmith Ball where he served as the head of the firm’s Media &amp; Entertainment Practice. His litigation experience includes handling disputes that involve unfair competition, partnership and shareholder claims, right of publicity and privacy, First Amendment, accounting and profit participation, fiduciary duties, personal service contracts, and infringement of copyright, trademark, trade dress, and trade secret interests. He has represented clients in industries including media and entertainment, technology, marketing and communications, retail, apparel, energy, manufacturing, finance, and real estate.
Justin has long had a keen interest in trial practice. While in law school, he served as an extern for a federal district court judge during a sweeping RICO trial of a dozen organized crime members. Justin honed his skills second-chairing on matters for Daniel Petrocelli at O’Melveny &amp; Myers for a decade, while also serving as a volunteer City Attorney, handling a number of criminal jury trials as lead prosecutor. Since leaving O’Melveny in 2010, Justin has represented both institutional and individual clients on a wide range of litigated matters.
For example, Justin was lead trial counsel for Southern California Edison Company in dispute with ExxonMobil Oil Corporation. Exxon sought $32 million plus punitive damages based on alleged lost profits and  equipment damages from electrical interruptions to a California refinery. After a four-week trial in federal court (Central District of California), the jury returned a straight defense verdict for Edison on all claims. This case was profiled in <a href="https://www.sklarkirsh.com/wp-content/uploads/2018/01/Law360-Justin-Goldstein.pdf">Law360</a>.
Justin was born and raised in Los Angeles and is a product of Crossroads School, where his two children now attend. Justin received his B.A. from Brandeis University, graduating Magna Cum Laude, and his J.D. from USC’s Gould School of Law. Justin has <a href="https://www.sklarkirsh.com/wp-content/uploads/2018/01/Los-Angeles-Lawyers-JMG-Articles.pdf">published articles</a> and served as a guest lecturer at USC, UCLA, and Southwestern Law School on such topics as idea submission law, right of publicity, claims against talent agents and managers, alternative dispute resolution, and remedies for litigation misconduct.
Justin&#8217;s experience includes the following matters:
Representative Entertainment Industry Matters
<ul>
<li>Represented a motion picture studio in a copyright and trademark dispute over animated character rights.  Prevailed on a dispositive motion and obtained a US$2 million attorney fee award.</li>
<li>Represented production companies and studios in a host of disputes involving copyright and state law implied contract claims for alleged theft of ideas.  Prevailed in summary judgment and negotiated early resolutions.</li>
<li>Represented a production company in a privacy dispute concerning content of a reality television program.  Prevailed on an anti-SLAPP motion and obtained attorneys&#8217; fees award.</li>
<li>Represented television studio and production company in dispute over claimed misrepresentations about conditions of location set in Louisiana.  Obtained early dismissal through pleading motion based on application of “borrowing statute” for utilizing Louisiana limitations period.  Successfully argued before the Court of Appeal, which upheld trial court ruling.</li>
<li>Represented a television studio and production company in copyright action over a popular television series. Prevailed on Motion to Dismiss based on lack of similarity between the works.</li>
<li>Represented a production company in an action brought by a professional athlete concerning a reality television show. The asserted claims included right of privacy, right of publicity, trademark infringement and dilution, and false advertising. Secured a prompt resolution.</li>
<li>Represented New Line Cinema against accounting and breach of contract claims by writer-director-producer Peter Jackson.  Plaintiff also asserted so-called &#8220;vertical integration&#8221; claims related to distribution licenses involving affiliated companies.</li>
<li>Represented a television studio against participation claims brought by heirs of the creators of a popular soap opera.  Negotiated a favorable resolution.</li>
<li>Represented production companies in IFTA arbitrations against a foreign distribution company over minimum guarantee payments. Negotiated favorable resolutions.</li>
<li>Represented a foreign distribution company in an IFTA arbitration against a production company over the right to distribute sequels to a popular motion picture. Negotiated a favorable resolution.</li>
<li>Represented a trust controlling literary rights to science fiction works in copyright and participation accounting disputes against a production company.</li>
<li>Represented individual entertainers, athletes, models, and other celebrities in matters involving tabloid stories, personal service contracts, endorsements, and manager/agent claims.</li>
<li>Represented high-profile executive of an entertainment company in a dispute over separation and  continuing rights in intellectual property.</li>
</ul>
Representative Commercial Matters
<ul>
<li>Represented a former professional athlete in a partnership dispute over a series of businesses. Obtained arbitration award removing the adverse party as a partner from all businesses, plus a $3 million award. The full award was upheld following trial court and appellate court challenges.</li>
<li>Represented significant company stakeholder in arbitration proceeding against company CEO to block seven-figure bonus demanded by CEO. Prevailed in arbitration, including obtaining reimbursement for attorneys&#8217; fees.</li>
<li>Represented Fortune 500 professional services enterprise in defense of state court abuse of process action based on prior post-judgment enforcement efforts.  Prevailed on anti-SLAPP motion, securing dismissal of lawsuit and attorneys’ fees award.</li>
<li>Represented a Fortune 500 land development company in prosecuting an extortion and defamation lawsuit against parties who launched a highly orchestrated Internet attack on the company.</li>
<li>Represented a major coffee retail chain in a trademark, trade secret, and unfair competition suit brought by a store designer.</li>
<li>Represented an actuarial company in a dispute involving trade secrets, accounting, and restrictive covenants on competition.</li>
<li>Represented home purchasers in a dispute over fraudulent representations and concealment during the sales process. Negotiated a favorable resolution involving re-purchase of the home by the sellers.</li>
</ul>
Representative Energy Industry Matters
<ul>
<li>Lead trial counsel for Southern California Edison Company in dispute with ExxonMobil Oil Corporation.  Exxon sought $32 million plus punitive damages based on alleged lost profits and  equipment damages from electrical interruptions to a California refinery.  After a four-week trial in federal court (Central District of California), the jury returned a straight defense verdict for Edison on all claims.  This case was profiled in <a href="https://www.sklarkirsh.com/wp-content/uploads/2018/01/Law360-Justin-Goldstein.pdf">Law360</a>.</li>
<li>Represented Southern California Edison Company in action filed by major medical products manufacturer seeking millions based on alleged fraud and contract breaches concerning tariff-authorized billing programs.  Prevailed through summary judgment by arguing all claims were barred by the rarely-invoked “filed rate doctrine.”  Successfully argued before the Court of Appeal, which issued decision upholding trial court’s dismissal in all respects.</li>
<li>Represented utility company in action by owner of wind generation facilities seeking $30 million for alleged breach of interconnection agreements.  Obtained a favorable settlement following successful motions and agency decision.</li>
<li>Represented a utility company against claims brought by a power provider for enforcement of PURPA and for damages under various 42 U.S.C. § 1983 theories. Negotiated a voluntary dismissal of most claims and prevailed on summary judgment on the remaining claims.</li>
<li>Represented a utility company in a putative class action involving electric metering. Obtained the dismissal of class allegations.</li>
<li>Represented Southern California Edison Company against claims by major agricultural enterprise for losses based on significant power outage. Favorably resolved following successful pleading motion.</li>
<li>Represented a utility company in disputes with municipalities over public work fees.</li>
<li>Represented a petroleum company in individual actions resulting from an oil spill.</li>
</ul>
Representative Internet and High Tech Industry Matters
<ul>
<li>Represented Advanced Micro Devices in a worldwide monopolization suit against Intel and in November 2009, obtained US$1.25 billion settlement and wide-ranging injunctive relief. The historic settlement was one of the largest single plaintiff recoveries ever reported.</li>
<li>Represented a technology company in a design patent, copyright, and trade secret dispute concerning 3D glasses.</li>
<li>Represented and counseled various websites operators about appropriate procedures for triggering DMCA safe harbor protection.</li>
<li>Represented an online provider of conference call services in trademark enforcement and prosecution matters.</li>
</ul>
Representative Media &amp; Communications Industry Matters
<ul>
<li>Lead trial counsel for a marketing and promotions company in a two-week arbitration proceeding against world&#8217;s largest automaker.  Obtained an arbitration award for money damages and credit for creative work product.</li>
<li>Represented media client in numerous actual or threatened defamation disputes.</li>
<li>Represented advertising agency in contract and intellectual property dispute involving alleged misappropriation of a fictional character for use in an advertising campaign. Negotiated favorable resolution after filing Motion to Dismiss.</li>
<li>Represented advertising agency in contract and copyright dispute over alleged use of images beyond the scope of the license with photographer.  Negotiated favorable settlement.</li>
<li>Represented new media company in action over alleged misappropriation of name and likeness of celebrity doctor for website content and marketing campaign.  Negotiated voluntary dismissal of claims.</li>
</ul>

Represented television studio and series creator in copyright action.  Obtained complete dismissal of action through motion, and secured six-figure award of attorneys&#8217; fees against plaintiff.

Represented a motion picture studio in a copyright and trademark dispute over animated character rights.  Prevailed on a dispositive motion and obtained a $2 million attorney fee award.

Represented production companies and studios in a host of disputes involving copyright and state law implied contract claims for alleged theft of ideas. Prevailed in summary judgment and negotiated early resolutions.

Represented a production company in a privacy dispute concerning content of a reality television program. Prevailed on an anti-SLAPP motion and obtained attorneys&#8217; fees award.

Represented a production company in an action brought by a professional athlete concerning a reality television show. The asserted claims included right of privacy, right of publicity, trademark infringement and dilution, and false advertising.  Secured a prompt resolution.

Represent a trust controlling literary rights to science fiction works in copyright and participation accounting disputes against a production company.

Represented New Line Cinema against accounting and breach of contract claims by writer-director-producer Peter Jackson. Plaintiff also asserted so-called &#8220;vertical integration&#8221; claims related to distribution licenses involving affiliated companies.

Represented a television studio against participation claims brought by heirs of the creators of a popular soap opera. Negotiated a favorable resolution.

Represented a production company in an AFMA arbitration against a foreign distribution company over minimum guarantee payments. Negotiated a favorable resolution.

Represented individual entertainers, athletes, models, and other celebrities in matters involving tabloid stories, personal service contracts, endorsements, and manager/agent claims.

Represented high-profile executive of an entertainment company in a dispute over separation and continuing rights in intellectual property.

Lead trial counsel for a marketing and promotions company in a two-week arbitration proceeding against world&#8217;s largest automaker. Obtained an arbitration award for money damages and credit for creative work product based on breaches of contract.

Represented advertising agency in contract and intellectual property dispute involving alleged misappropriation of a fictional character for use in an advertising campaign. Negotiated favorable resolution after filing Motion to Dismiss.

Represented advertising agency in contract and copyright dispute over alleged use of images beyond the scope of the license with photographer. Negotiated favorable settlement.

Represented new media company in action over alleged misappropriation of name and likeness of celebrity doctor for website content and marketing campaign. Negotiated voluntary dismissal of claims.

Represented a technology company in a design patent, copyright, and trade secret dispute concerning 3D glasses.

Represented and counseled various websites operators about appropriate procedures for triggering DMCA safe harbor protection.

Represented an online provider of conference call services in trademark enforcement and prosecution matters.

Lead trial counsel for a major energy company in dispute with one of the world&#8217;s largest oil companies. The oil company sought $32 million plus punitive damages based on alleged lost profits and equipment damages from electrical interruptions to a California refinery.  After a four-week trial in federal court (Central District of California), the jury returned a straight defense verdict in our favor on all claims.  This case was profiled in <a href="https://www.sklarkirsh.com/wp-content/uploads/2018/01/http___www.law360.pdf">Law360</a>.

Represented utility company in action by owner of wind generation facilities seeking $30 million for alleged breach of interconnection agreements. Obtained a favorable settlement following successful motions and agency decision.

Represented a utility company against claims brought by a power provider for enforcement of PURPA and for damages under various 42 U.S.C. § 1983 theories. Negotiated a voluntary dismissal of most claims and prevailed on summary judgment on the remaining claims.

Represented a utility company in a putative class action involving electric metering. Obtained the dismissal of class allegations.

Represented a utility company in disputes with municipalities over public work fees.

Represented a petroleum company in individual actions resulting from an oil spill.