INTERNATIONAL

Our clients take advantage of the globalization of business.
Since our Firm’s founding, a large portion of our work has been for foreign institutions, businesses and investors seeking to invest or do business in the United States as well as for our U.S. clients doing business or seeking acquisitions abroad. Our foreign client list includes commercial banks, investment banks, conglomerates, quasi-governmental institutions, strategic investors, entrepreneurs, buy-out and venture firms, manufacturers and service companies from Europe, Asia and South America.

We regularly handle the U.S. aspects of large international transactions and disputes. Often we work with foreign law firms seeking to meet their clients’ goals by utilizing our expertise and efficiencies. From time-to-time, these same firms ask us to represent the foreign law firm itself in its U.S. business dealings. We provide tax advice to foreign clients investing in the U.S. and domestic clients investing abroad, including investment and transaction structuring, transfer pricing and tax credit planning.

We seek to anticipate and resolve problems before they occur.
Among the larger areas of "in-bound" international work is private equity services, such as acquisitions and investment transactions, senior and sub-debt facilities, technology-sharing arrangements, joint venture agreements, and joint development agreements. Doing these deals is not just about timely, efficient processing: we seek to anticipate and resolve problems before they occur -- regarding employment arrangements, human resource issues, intellectual property assets and other legal aspects of doing business in the U.S. In many cases we serve as these clients’ U.S. general counsel.

We are pleased to have been engaged regularly as U.S. lender’s counsel on a long list of transactions, large and small, where we represent European money-center banks in their loans to U.S. borrowers. Often these credit facilities are provided to finance U.S. acquisitions by foreign-based acquirers or sponsors.

We work with an established global network of foreign counsel.
Similarly, we also represent many U.S. clients’ interests in foreign transaction opportunities and investments, including foreign acquisitions by U.S. sponsors. We have an established network of foreign counsel around the globe who work with us to provide seamless service. Our long-standing relationships are with firms we have found to be effective providers of cost-efficient services. Our general understanding of key foreign law issues and recurring practical problems help us to streamline a process that otherwise might become needlessly costly and delayed.

Our international litigation practice has a long history of success and value realization.
We have handled the disputes and international arbitrations and proceedings for many of our corporate clients. We also handle many disputes referred to us by foreign counsel.

Representative Engagements

• We have handled many international financings as bank counsel for a number of the top 20 international banks. We are also regular counsel to the U.S. private equity arm of a European bank, advising them on the U.S. LBO and MBO acquisitions.
• We recently represented a U.S. investor in connection with the establishment of a fund to make venture capital investments in privately-owned European companies. We assisted in structuring the arrangement between our client and its foreign partners, as well as the particular investments to be held by the fund. These arrangements involved the coordination of advice from tax experts in several European nations relating to local tax laws and the impact of various applicable international tax treaties. We achieved significant tax savings by making "check-the-box" tax elections to treat certain foreign entities as flow-through entities for U.S. tax purposes.
• A South American businessman who shared management and ownership interests with his wife in a number of business ventures had tried unsuccessfully for years to obtain his share of the assets through the courts in his country. We recommended a suit against the estranged wife in New York courts in order to dissolve one of the couple’s jointly owned foreign corporations, which had invested its assets in New York. In a case of first impression, the New York courts accepted jurisdiction to dissolve the foreign corporation and the dispute was then satisfactorily and quickly resolved.
• We advised a New York based private equity fund in its acquisition of one of the world’s top sports equipment brands from a European conglomerate and related senior secured financing.
• We helped our client, an EU-based conglomerate, implement a targeted acquisition strategy, handling the negotiations for the acquisition and financing, devising the tax structuring and assisting in the legal aspects related to integration of the new companies.
• A U.S. manufacturer shipped high technology equipment to a customer in Asia. The equipment was damaged during shipment, and the insurance carrier refused to pay for repairs or replacement costs on the grounds that the client’s own employees had been negligent in making the shipping arrangements. We brought a federal maritime action against the shipping defendants and our client’s own insurance carrier. The court found that our client was not at fault, and further, that under an "all risk" policy the insurance carrier was obligated to pay for all damages and the client’s full attorneys’ fees. The Second Circuit affirmed on appeal.
• For a manufacturer and importer of women’s clothing we handled the legal aspects of Asian manufacturing and agency relationships.
• A European client suffered a large loss when an employee transferred money from a U.S. brokerage account to unauthorized accounts and then stole the balance. We brought a federal suit against the brokerage firm for permitting the employee to open the new account and to transfer funds without adequate corporate documentation from our client; and another suit against the banking institutions for honoring the wire instructions for the funds. We recovered most of the loss and initiated successful federal criminal prosecution of the employee and others, which resulted in substantial prison sentences and orders of restitution.
• We represent a large Mainland Chinese developer of both retail and residential space in negotiations with U.S. co-developers and joint venture partners.
• For several clients that are re-orienting their U.S. strategies, we originally handled their acquisitions and are now working with them on divestiture of selected U.S. operations.