We pride ourselves on the fact that over time and through collaboration we develop close relationships with many of our clients. We often become involved with all facets of their emerging businesses and legal landscape. We understand how our clients think and operate, and we work with them as business partners. Whatever is needed, our clients know we are there for them. Through helping our clients develop their business, avoid missteps, keep moving forward in good times and bad, and preventing emergent problems from eroding their businesses, we truly know we have done our job well.
Perhaps the best way to illustrate this would be to describe the development of a few of our close relationships with our clients and the value added services we provide.
The Art of Shaving, LLC
In the aftermath of 9/11, the founder of a startup retail concept called The Art of Shaving was referred to us to attempt to negotiate with the landlord of his Wall Street store located in the shadow of the former World Trade Center. The area had been in virtual lockdown for several months and all of the surrounding retail businesses were understandably suffering. The landlord was none too sympathetic and the tenant was faced with the prospect of an expensive, long-term lease and police barriers keeping away its customers. After some hardball negotiations, we were able to convince the landlord to release the company from its lease on favorable terms. It was the end of a bitter experience for the company’s founder, but having come to know each other while working together in the trenches, we began to collaborate on many aspects of the company’s development and its phenomenal growth from that point forward. In effect, we became the company’s general counsel, working hand-in-hand with senior management to orchestrate growth.
Many projects followed in rapid succession, including:
- Developing a template for the company to license stores to operators in specific locations.
- Developing a template to sign up international distributors of the company’s products.
- Negotiating the terms for agreements relating to the formulation of the company’s products and protect its trade secrets.
- Negotiating employment relationships with its growing executive ranks.
- Pursuing a national retail expansion in the finest shopping centers in the country and negotiate the terms of all store leases.
- Reorganizing the company to a holding company structure which separated its wholesale and retail operations.
- Negotiating the terms of the sale of equity in a friends and family round of financing and subsequently the sale of preferred stock and mezzanine debt in a later round to an institutional investor.
We also worked hand-in-hand with the company in developing an unprecedented joint venture between the company and Gillette for the co-branding of a line of shaving products that took the industry by storm. That partnership was so successful that Gillette ultimately purchased the company. As with all of the matters leading to that point, we were intimately involved in every step of the sale transaction and its aftermath including representing the founder in his next business incarnation.
The Cartoon Bank
Some time ago, Bob Mankoff was referred to our firm. To those familiar with the gold standard of cartooning, The New Yorker magazine, Mr. Mankoff needs no introduction as he has been one of the featured cartoonists for more than 30 years and has an international reputation and cult-like following. Over the years, he befriended the other contributing cartoonists, all of whom are legend in the field. They used to meet over weekly lunch sessions and commiserate about how few of the cartoons they each submitted could be accepted for publication by The New Yorker. Clearly, the rejected cartoons were no different in quality than the ones that were published in the magazine, but due to space limitations, The New Yorker could only use a set number each week. One day the proverbial light bulb clicked on over Bob’s head. Having stayed up to the minute with the latest in technology and as an early computer aficionado, Bob realized that if he could scan and create an indexed database of all of the rejected cartoons, there might be a good market to license them for a variety of uses and to pay royalties that would add to the incomes of the cartoonists. Hence, The Cartoon Bank was born and in a few years, a steady customer base developed, licensing cartoons for T-shirts, coffee mugs, books, and all kinds of professional publications and convention literature.
Bob came to our firm after The New Yorker had awoken to the fact that a promising company had been created based on what they had considered to be essentially a worthless asset, their rejected cartoons. Upon seeing the value being created, they wanted to buy the company and run it themselves. As a stranger to the world of corporate buyouts, company valuations, earn-outs, etc., Bob turned to us to help position the company to be sold on attractive terms and to spearhead the structuring and negotiation of the transaction. After some intense negotiations and creative solutions, Bob agreed to sell The Cartoon Bank to The New Yorker and become the president of this new division. In fact, The New Yorker was so taken with the negotiation process and the professionalism and savvy that Bob was able to convey throughout the negotiations, they also offered him the position of Cartoon Editor for The New Yorker, which he has enjoyed ever since. In addition to representing Bob and The Cartoon Bank in connection with the sale to The New Yorker, we continue to represent Bob in negotiating his periodic employment contracts and novel bonus structures as well as in his various literary and licensing pursuits and intellectual property.
Algodon Wines & Luxury Development Group, Inc
Our firm was introduced to a young stockbroker who, while very successful as a producer, clearly had more in mind than spending his career working at a traditional brokerage firm. We worked together on a few matters, and a few years later he became a senior partner at a young and growing investment banking and brokerage firm. We helped him build a business from the ground floor. We helped him form a new company, register with the National Association of Security Dealers (now known as Financial Industry Regulatory Authority, Inc.) and the Securities and Exchange Commission (SEC) to conduct a securities brokerage business, conduct private placement offerings to raise capital for his new ventures, locate and negotiate several leases on prime Manhattan real estate, obtain trademark protection for his branded concepts, craft and implement stock option plans for employees and others, and much more.
We have helped him continue to retool and restructure the company over time, and it has now emerged as a company specializing in niche areas that have commanded great attention and investor interest. This company’s reach extends across numerous industries, and beyond our country’s borders including luxury hotel and real estate development, wine and specialty food production and distribution and a related international fast food concept. We continue to work together on all of the legal issues that must be addressed to keep an emerging company moving ahead, growing, and progressing. When this client needs something, they know we will be there for them, coming up with innovative, cost-efficient solutions that let them focus on what matters to them – the business at hand.