HIGHLIGHTS Lemons into Lemonade Dan Bronson and Jason LaBella represented a newly formed venture in the acquisition of a non-performing Note secured by a mortgage on an upscale, 250 room Wyndham hotel. At the time of the acquisition, the principal balance of the Note was approximately $25,000,000 and the Note was purchased at a deep discount. Subsequent to the acquisition of the Note, Bronson & Kahn represented the Note holder in the foreclosure of the mortgage. At the Sheriff's Sale, the Note holder was the successful bidder and secured title to the property. Simultaneous with the acquisition of the property, Dan Bronson assisted the purchaser in the negotiation of a new hotel franchise agreement with the Wyndham and a new management agreement with a national hotel operator. The hotel is now being operated at a profit. Rockin in Chicago Harlan Kahn represented a private investor and guitar enthusiast in the acquisition of all of the assets of a nationally acclaimed music and guitar store located in Chicago. The store's inventory boasts hundreds of vintage collector pieces, including a 1968 Fender Stratocaster specially made for Jimi Hendrix and having a value of approximately $400,000. Going Going Gone Bronson & Kahn, as part of a work-out with a South Loop condominium developer client negotiated an agreement with the senior lender, mezzanine lender and marketing firm to conduct an auction of 40 of the unsold condominium units. The auction was a huge success with over 300 individuals attending the auction and with all of the units offered sold at prices that far exceeded the lenders' minimum release price requirements. Bronson & Kahn helped organize and staff the auction, oversaw the process of converting the high bidders to binding contracts, and then closed all of the unit sales. B&K Successfully Defends Construction Company from Subcontractor's Insurance Company Marc O'Brien won a no liability verdict in a case involving an insurance company's attempt to recover $1 million it had contributed to settle a personal injury case against Bronson & Kahn's construction company client. The insurance company's claim was based on a letter agreement with the construction company in which the insurance company reserved its right to recover the money if its policy defenses were successful. While the insurance company obtained favorable rulings from the trial court on its policy defenses, Bronson & Kahn developed and presented evidence that the letter agreement was signed by an attorney (not from Bronson & Kahn) for the construction company without the knowledge or approval of the client and therefore was not enforceable. The trial court's written opinion entering judgment in the client's favor -- which relied heavily on Bronson & Kahn's post trial briefs -- was so bullet-proof that the insurance company declined to appeal. Skilled Care Over the past number of years, Bronson & Kahn has represented a privately held REIT, which invests in skilled nursing facilities throughout the United States, in numerous sale and leaseback transactions with a total value of more than $20 million. Typically, the transactions involve the purchase of the real estate and operating equipment and leasing it back to the seller under a long term lease. In one instance, with Bronson & Kahn's assistance, the client provided the financial backing for the successful bidder in a bankruptcy auction of a skilled nursing facility in Tennessee. Bronson & Kahn's assistance included preparation of the presentation to the bankruptcy trustee necessary to qualify the bidder in a situation where the "stalking horse" bidder was questioning whether the "sale and leaseback" financing complied with the bankruptcy court order setting the terms of the auction. Marc O'Brien and Jason LaBella represented the client in the transaction. Chicago's Dining Scene In addition to long time representation of various well established Chicago restaurants, Bronson & Kahn has assisted several highly acclaimed Chicago restaurateurs in the private placement of funds to capitalize and launch new restaurants and negotiate long term leases for their businesses. Jason LaBella represented DMK Burger Bar in securing a long term lease with a sizeable landlord construction allowance and a favorable non-disturbance agreement from a trustee in possession following a foreclosure of the original property owner. A ‘Spirited’ Venture Bronson & Kahn assisted a group of entrepreneurs in raising capital through a private offering of securities in order to launch a super-premium vodka named "Effen". After a successful equity raise, Bronson & Kahn represented the young and promising company in formation of a joint venture with a wholly-owned subsidiary of one of the world's largest spirits companies. Ultimately, a year later, Bronson & Kahn represented the company in a final disposition, whereby the company sold all its assets to the joint venture partner, realizing a handsome return to the investors. Bronson & Kahn represented a faction of this same group in the organization, development, growth and financing of another spirits company - this time a spiced rum product called Kilo Kai. Bronson & Kahn Takes The Chicago Sky To The Hoop Bronson & Kahn represented a group of investors led by Michael Alter, president of The Alter Group, in the acquisition of the rights to the Chicago Sky, the newest franchise in the 14-team Women's National Basketball Association. Bronson & Kahn represented the Sky in its private equity offering and the negotiation and closing of the transaction with the WNBA. Bronson & Kahn was appointed general counsel to the team and assisted the team with many other aspects of its business, including a lease at the UIC Pavilion and several sponsorship agreements with marketing partners of the team. Dealing With Disaster In Indiana The largest magnesium recycling facility in the United States exploded and Bronson and Kahn was on the scene to help manage the legal fall out. The west warehouse building of the plant, operated by Advanced Magnesium Alloys Corporation (AMACOR), located just outside of Indianapolis, burned to the ground, forcing the evacuation of approximately 5,000 residents from the area surrounding the plant. Fortunately, no lives were lost. In the following months, AMACOR rebuilt its plant and recommenced its business operations. In the aftermath of the fire (which federal investigators determined was caused by arson), Bronson & Kahn assisted AMACOR in working through "force majeure" issues with vendors and customers, settled a class action lawsuit brought by nearby residents, resolved issues raised by AMACOR's landlord, settled disputes and lawsuits with vendors, negotiated with AMACOR's insurers regarding coverage and related insurance matters, and interfaced with governmental authorities regarding environmental concerns raised by the fire. Just before year-end, AMACOR reached a final settlement with its insurer regarding its claim. Today AMACOR is back in business with a new plant and a renewed spirit. Bronson & Kahn Puts Its Mark On Chicago’s South Loop For over 25 years, Dan Bronson has been helping residential condominium developers leave their marks on Chicago's skyline. The firm has represented a number of developers in all stages of their developments, including the structuring of the transactions, the formation of the entities, the acquisition of the properties, the raising of private equity, the closing of construction and mezzanine financing, and the ultimate sale of the units. Bronson & Kahn, led by Dan Bronson, completed the closing of 221 units at 1250 S. Michigan Avenue, a 29-story luxury condominium building developed by Russland Capital Group. The firm then worked with Russland Capital Group on the completion of its second project, a 28-story condominium building located at 1400 S. Michigan Avenue and the sale of the 257 units. Simultaneously, Dan Bronson was working with Frankel & Giles, Kargil Development and Warman Development on the conversion of an older 19-story office building at 36 S. State Street into a 168-unit work/live condominium building, along with 3 floors of commercial space and parking. B & K POLICIES 150 NORTH WACKER DRIVE, SUITE 1400 | CHICAGO, ILLINOIS 60606 | P: (312) 553-1700 | F: (312) 553-1733