Kene Obi is an associate in the Houston office of Gibson, Dunn & Crutcher LLP. He currently practices in the firm’s Oil and Gas, Energy, Private Equity and Mergers and Acquisitions practice groups.

Kene also advises and represents private equity clients and their portfolio companies and management teams in connection with a variety of transactions, including drillcos, mergers and acquisitions (including upstream and midstream transactions), joint venture arrangements, dispositions and other general corporate matters.

He received his J.D. from Harvard Law School. He also received a B.A., with Honors, in Physics, from Grinnell College, Iowa and an MSc., in Electrical and Systems Engineering, from Washington University in St. Louis.

Kene is admitted to practice law in the State of Texas.

Representative Transactions*

  • Diversified Energy Company in its acquisition of certain oil and gas assets located in Texas for $106 million.
  • Coterra Energy Inc. in its acquisition of the equity interests of Franklin Mountain Energy Holdings, L.P. and certain of its affiliates for a total consideration of approximately $2.5 billion.
  • Coterra Energy Inc. in its acquisition of certain oil and gas assets located in New Mexico for a total consideration of approximately $1.45 billion.
  • VTX Energy Partners, LLC in its sale of 46,000 surface acres in the Southern Delaware Basin for approximately $245 million.
  • Abacus Resources Development, LLC, a portfolio company of Selenite Energy Partners II, LLC, in connection with its strategic investment in the development of oil and gas assets in the Powder River Basin in Wyoming.
  • Warwick-Helios, LLC, a portfolio company of Warwick Investment Group, in connection with its strategic investment of $150 million in the development of oil and gas assets in the Delaware Basin in Texas.
  • HEQ Deepwater II, LLC in its acquisition of certain oil and gas assets in the Gulf of Mexico for a total consideration of $182 million.
  • VTX Energy Partners, LLC in its acquisition of the equity interests of Delaware Basin Investment Group, LLC for a total consideration of $1.775 billion.
  • Talos Energy Inc. in its the purchase of the equity interests of EnVen Energy Corporation for $1.1 billion.
  • Vital Energy, Inc., LLC in its acquisition of the Delaware Basin assets of Tall City Property Holdings III, LLC for $425 million.
  • EnCap Investments L.P. in its $4.275 billion sale of substantially all leasehold interest and related assets of Black Swan Oil & Gas, PetroLegacy Energy and Piedra Resources to Ovintiv Inc.
  • Enbridge Inc. in its acquisition of the equity interests of a company group that owned renewable natural gas projects worth approximately $1.2 billion.
  • Moda Midstream, LLC in its $3 billion sale of the equity interests of a subsidiary of Moda Midstream, LLC.
  • Targa Resources Corp. in its $3.55 billion acquisition of Lucid Energy, a company that provides natural gas gathering, treating and processing services in the Delaware Basin, from Riverstone Holdings and Goldman Sachs Asset Management.
  • Momentum Minerals Operating, LP in its sale of over 12,200 NRAs in the Permian Basin for approximately $224 million.

* Includes matters handled prior to joining Gibson, Dunn & Crutcher

Brendan Ramsaran Krimsky is an associate in the Washington, D.C. office of Gibson, Dunn & Crutcher. He is an associate in the firm’s litigation department and specializes on issues affecting high-tech clients including artificial intelligence, cybersecurity, data use and privacy, and aerospace technology.

Brendan received his Juris Doctor from Columbia Law School in 2020. At Columbia, he served as an editor of the Science and Technology Law Review. Additionally, Brendan was honored as a Harlan Fiske Stone Scholar each of his three years at Columbia.

Prior to law school, he graduated cum laude from Dartmouth College in 2017 where he received his Bachelor of the Arts degree in Computer Science with a Government minor.

Brendan is admitted to practice law in the state of California and in the District of Columbia.

Andrew A. Lance is a partner in Gibson Dunn’s Real Estate Practice Group. He is resident in the New York office, where he is a member of Gibson Dunn’s Compensation Committee and Head of the Real Estate Practice Group’s Hotel and Hospitality Practice. Andy also served as co-partner in charge of the New York office from 2017 to 2023. His clients include private real estate equity funds, hedge funds, sovereign wealth funds, corporate and individual developers and owners, mortgage and mezzanine lenders, REITs and other public and privately held companies investing in or using real estate. Andy also represents many not-for-profit organizations, particularly those building charter schools and involved in the performing arts. His practice includes acquisitions, sales, leasing and financing of office, retail, hotel, industrial, recreational, professional sports and entertainment real estate, origination of mortgage and mezzanine loans and construction loans, real estate joint ventures and other ownership structures, master leases, sale-leasebacks and ground leases, and private and public-private ground leased and fee-owned development projects, as well as restructuring of complex debt structures and of equity interests in development ventures, and enforcement of remedies and realization on collateral by lenders in such projects.

Andy is a member of the American College of Real Estate Lawyers and a fellow of the American College of Mortgage Attorneys. He is ranked as a leading Real Estate lawyer by Chambers USA: America’s Leading Lawyers for Business. Chambers USA described him as “extremely knowledgeable,” “an incredibly intelligent practitioner who is particularly good in negotiations” and “he just knows everything and everyone in the industry, and has a very calming demeanor about him that people on both sides like to work with.” He is “very experienced in complex real estate transactions and very plugged in to the New York market” with his “vast transactional experience.” In addition, Andy is recognized by Law360 as an “MVP” in the Hospitality category, is listed in The Best Lawyers in America®, New York Magazine’s “New York Area’s Best Lawyers” edition, Lawdragon‘s 500 Leading Global Real Estate Lawyers, and The International Who’s Who of Business Lawyers. He is recommended by Who’s Who Legal Hospitality and Who’s Who Legal Real Estate recognizes him as a “Global Elite Thought Leader” on behalf of “international equity and hedge funds on an array of major developments in New York and beyond.” Andy was recognized by Legal 500 as a “big player in the complex field of mezzanine and preferred equity financing techniques.” Andy was the lead attorney for the transactions that won the Real Estate Board of New York’s Most Creative Retail Deal of the Year Award twice: the lease by Hard Rock Café of the former World Wrestling Entertainment site at Times Square (2004), and the lease by Walgreens of the entire building at One Times Square (2007).

Andy joined Gibson Dunn in March 1999. He previously practiced law as special counsel with Sullivan & Cromwell in New York from 1984 to 1993. Andy was a consultant to McKinsey & Company on their facilities leasing worldwide. Andy is an adjunct professor at New York Law School, and has been a visiting lecturer at Yale Law School and a lecturer at the New York University Schack Institute of Real Estate. Andy also is a frequent lecturer. He has been co-chair of the annual Hotel Law and Practice program of the Practising Law Institute, and his speaking engagements include a Council on Foreign Relations teleconference on “Investing Capital in Real Estate in the Current Economic Climate,” at the Real Estate Investment World Latin American Conference on “Evolution of Private Equity Transactions in Latin America,” and as a plenary speaker at the 2019 meeting of the American College of Real Estate Lawyers on “Workouts in the Age of Capital Stacks.”

Andy earned his Juris Doctor in 1983 from Yale Law School, where he was a member of the Yale Law Journal. He earned a Bachelor of Arts cum laude in 1980 from Princeton University and attended the University of Paris. Andy was a Fellow of the Coro Foundation Leadership New York Program.

Andy has been honored twice, in 2004 and 2009, by the Alliance of Resident Theatres/New York, the service organization for not-for-profit performing arts organizations in New York City, for his support for A.R.T./New York and its member organizations. He joined the Board of A.R.T./New York in 2004, and is the former head of their Audit Committee, which he formed in 2005.

Andy’s practice focuses on the following areas:

Real estate capital markets, transactional and finance matters, including rated commercial real estate structured financings, multistate mortgage financings, mezzanine financing, management and finance.

Representative Transactions

  • Caerus Group: Representation of Caerus Group in connection with a $30.5 million fixed-rate loan from Argentic to finance a portfolio of two repositioned office properties totaling 65,000 square feet, located at 74 Kent Street in Greenpoint, Brooklyn and 11-20 46th Road in Long Island City, Queens.
  • Wells Fargo Bank, N.A.: Representation of Wells Fargo Bank in connection with $1.5 billion of construction financing to SL Green Realty Trust for its proposed One Vanderbilt office tower, a 67-story, 1.73 million-square-foot, state-of-the-art office tower on a one-acre full city block bordered by Madison and Vanderbilt Avenues and 42nd and 43rd Streets, adjacent to Grand Central Terminal in Midtown Manhattan.
  • Wells Fargo Bank, N.A.: Representation of Wells Fargo Bank in connection with $750 million in financing to Brookfield Property Partners LP for 1 Water Street, also known as One New York Plaza, a 50 story office and retail tower with 2.5 million square feet of office space and 38,000 square feet of retail, located in New York City’s Financial District.
  • Virgin: Representation of Virgin in connection with $222 million of construction financing from Shanghai Commercial Bank Ltd. for the development of Virgin’s first New York hotel, a 463-room hotel in the North of Madison Square Park area of Manhattan.
  • Fortress Credit Co. LLC: Representation of Fortress Investment Group affiliate, Fortress Credit Co., in connection with the origination of a $115 million floating-rate mortgage loan providing acquisition financing for a pair of adjacent properties that will be home to a retail and office development which will be Brooklyn’s tallest skyscraper (340 Flatbush Avenue Extension and 9 DeKalb Avenue, Brooklyn, New York).
  • Wells Fargo Bank, N.A.: Representation of Wells Fargo Bank in connection with the origination of a $300 million floating-rate loan to Blackstone backed by River North Point, which encompasses two buildings with 1.3 million square feet of office space and 437,000 square feet leased to a hotel in Chicago’s River North neighborhood (350 North Orleans Street, Chicago, Illinois).
  • Wells Fargo Bank, N.A.: Representation of Wells Fargo Bank in connection with a $500 million loan to finance the acquisition of 55 West 46th Street in New York City.
  • Wells Fargo Bank, N.A.: Representation of Wells Fargo Bank (and syndicate banks) in the origination and administration of a $1.25 billion construction loan for the One Manhattan West project located at 401 9th Avenue on the West Side of Manhattan, entailing a 69-story, 2.1-million square-foot office tower, anchored by a long term lease with the Skadden Arps law firm. The transaction included arranging, originating and syndicating the loan to a group of 20 of the market’s preeminent commercial real estate lenders, as well as navigating complex master lease and IDA/PILOT structures.
  • Wells Fargo Bank, N.A.: Representation of Wells Fargo Bank in connection with the construction and renovation financing of Brookfield Asset Management’s 5.4 million square foot multi-building office-hotel-retail-residential development to be known as “5 Manhattan West” in Hudson Yards District of New York City.
  • Marriott International, Inc.: Representation of Marriott in connection with Brookfield Asset Management’s refinancing of the Atlantis Resort, Nassau, Bahamas, and a franchise agreement for the resort to join Marriott’s Autograph Collection. Marriott provided a $100 million junior loan to Brookfield as part of the $1.9 billion recapitalization of the hotel and gambling destination.
  • Marriott International, Inc.: Represented Marriott in connection with the approximate $1 billion refinancing of financing on three resorts with 2,530 rooms: the JW Marriott Desert Ridge Resort in Phoenix, AZ; the Ritz-Carlton Orlando in Orlando, FL; and the JW Marriott Orlando at the Grande Lakes, Orlando, FL.
  • Marriott International Inc.: Representation of Marriott in a structured subordinate cash flow guarantee of six different luxury hotel, retail and condominium mixed-use developments in New York, Boston and Washington, D.C. as Ritz-Carlton properties.
  • Confidential equity investor: Representation of the largest equity investor in a joint venture with Related Companies, JPMorgan Chase and Oxford Property Group, to provide $1.4 billion in equity investments and debt financing to the Hudson Yards retail, office and residential redevelopment project on Manhattan’s West Side.
  • Wells Fargo Bank, N.A.: Representation of Wells Fargo Bank in the origination of a large mortgage loan with future advance components secured by the former New York Times building in Times Square (229 West 43rd Street, New York, New York).
  • Deutsche Bank and PCCP, LLC: Representation of Deutsche Bank and PCCP in connection with a participating loan secured by a portfolio of 17 properties in California and Arizona.
  • Deutsche Bank: Representation of Deutsche Bank in the purchase of a defaulted mortgage loan on 3 Columbus Circle, a retail and residential development site in New York City, and in amending the loan to facilitate future development.
  • Gulf Capital: Representation of Gulf Capital, an Abu Dhabi private equity firm, in forming a joint venture with Related Companies, based in New York, to build mixed-use property developments in the MENA region. The new venture, Gulf Related, has its headquarters in Abu Dhabi.
  • Wachovia: Representation of Wachovia in providing preferred equity financing for the $160 million acquisition of the ground lease on, and redevelopment of, the retail areas within Union Station in Washington, D.C., by Ashkenazy Acquisition Corporation.
  • CTF: Representation of this international hotel company as owner and sponsor in its $400 million, multistate, 15 hotel, cross-collateralized rated portfolio debt securitization.
  • Prudential Insurance Company Mortgage: Representation of Prudential in the origination of a multistate mortgage financing of 68 retail shopping center anchor stores.

Sales and purchase transactions and development acquisition and finance, including hotel development, condominium construction and joint venture agreements among development partners.

Representative Transactions

  • MSD Partners: Representation of MSD Partners in connection with the acquisition of Boca Raton Resort & Spa. The property is comprised of 1,047 hotel rooms across 337 acres and includes a full-service spa, three fitness centers, 18 tennis courts, 13 food and beverage outlets, an 18-hole golf course, seven swimming pools, a 32-slip marina and about 116,000 square feet of indoor meeting space.
  • FREO Group: Representation of FREO Group in connection with the acquisition and financing of 11 industrial properties across Georgia and Texas, and the related drafting and negotiation of multiple complex joint venture agreements.
  • Safanad, Inc.: Representation of Safanad, Inc. in connection with ground-up development of, and purchase of existing facilities for, student housing across multiple projects and states, including financing and platform joint ventures.
  • MGM Resorts and MGM Growth Properties LLC: Representation of MGM Resorts and MGM Growth Properties LLC in connection with agreements for the $850 million acquisition of the real property and operations associated with Empire City Casino’s race track and casino, a 97-acre property located off the New York State Thruway in southern Westchester County.
  • CTF Holdings Inc.: Representation of CTF Holdings in its joint venture with Suncity Group Holdings Limited to develop a $4 billion, 2,400-acre integrated casino resort in Hoi An, Vietnam, and in connection with its related negotiation of technical services and casino management agreements.
  • Caerus Group: Representation of Caerus Group in connection with its $51.7 million acquisition of a retail and office property located at 10 East 34th Street in New York City from Brause Realty.
  • Rockpoint Group: Representation of Rockpoint in the $120 million acquisition, in partnership with The Feil Organization, of a majority stake in 200 West 57th Street, a retail and office building in Manhattan, from RCG Longview.
  • Pearson Partners, Inc.: Representation of Pearson Partners, Inc. in connection with the acquisition of the 288-room DoubleTree by Hilton Hotel in Little Rock, Arkansas by a partnership between Fifth Avenue Capital, a private investment firm led by principals of Pearson Partners, and Waterford Hotel Group.
  • New York City Mission Society: Representation of New York City Mission Society in connection with $128 million sale of the historic, 110,000-square-foot Renaissance Revival-style United Charities Building, located at 287 Park Ave. South, in the Gramercy Park neighborhood in New York City.
  • Virgin Hotels: Representation of Virgin in connection with the 38-story Virgin Hotel development at 1205-1227 Broadway between East 29th and 30th Streets in New York City. The 440,000-square-foot hotel will have 463 rooms, three restaurants, banquet space and 100,000 square feet of retail space, including 12,000 square feet of outdoor space for a restaurant tenant.
  • CTF Holdings Inc.: Representation of CTF in connection with the acquisition of a 35% interest in Cidade Matarazzo, a mixed-use super luxury retail, conference center, hotel and residential development project in São Paulo, Brazil.
  • Marriott International, Inc.: Representation of Marriott in connection with the development of the Times Square EDITION hotel at 701 Seventh Avenue, a mixed use hotel development consisting of 452 guest rooms, in conjunction with 100,000 square feet of flagship retail, dining, entertainment and event space, as well an 18,000 sq. ft. high definition LED sign—one of the largest in the world.
  • Rockpoint Group: Representation of Rockpoint in the acquisition of an approximately 50% interest in 1345 Avenue of the Americas and 605 Third Avenue, New York, from National Bulk Carriers, Inc. The buildings contain approximately 3,000,000 square feet of retail and office space, and in the subsequent sale of those interests to an affiliate of JPMorgan Chase.
  • Madison Capital: Representation of Madison Capital in connection with the $26 million purchase, followed by ground-up development, of a 6,190-square foot lot located at 19 East Houston Street in the SoHo area of Manhattan from the Metropolitan Transportation Authority and under the management of the New York City Economic Development Corporation.
  • Deutsche Bank: Representation of Deutsche Bank in connection with the sale of 856,000 square feet of office space, the retail concourse, the landmark observatory and antennae, and a 700-space parking deck that are part of the John Hancock Center in Chicago for over $400 million in the aggregate in a series of separate interest sales.
  • Rockpoint Group: Representation of Rockpoint in connection with the $250 million sale of The Flatotel, a 47-story, 700,000 square foot tower on West 52nd street in Manhattan.
  • Rockpoint Group: Representation of Rockpoint in the acquisition of an 80% interest in 1440 Broadway, a 734,000-square-foot building in Manhattan, from Prudential Real Estate Investors and in the subsequent sale of that interest to American Realty Capital’s New York Recovery REIT.
  • Rockpoint Group: Representation of Rockpoint in connection with Atlas Capital Group’s $69 million, or $368,984 per room acquisition of the Eastgate Tower Hotel, a 187-key property located in Manhattan, from a Rhode Island-based hospitality company.
  • Rockpoint Group: Representation of Rockpoint in connection with the acquisition of four Poconos resorts and related financing.
  • Rockpoint Group: Representation of Rockpoint in the $275 million acquisition, in partnership with Goldman Sachs’s real estate principal investment operation and Highgate Holdings, of the 665-room Manhattan at Times Square Hotel in New York City from Starwood Hotels & Resorts Worldwide, Inc., and in the $530 million sale of the hotel to Qatar’s Al Rayyan Tourism and Investment Company.
  • FelCor Lodging Trust Inc.: Representation as co-counsel to FelCor Lodging in connection with its acquisition of a majority stake in Manhattan’s Knickerbocker Hotel from an affiliate of Highgate Holdings LLC, and its acquisition and public bond financing of the Morgans and Royalton hotels in Manhattan.
  • FelCor: Representation of FelCor in negotiation of a management agreement with Fairmont in connection with FelCor’s purchase of the Copley Plaza Hotel in Boston.
  • Rockpoint Group: Representation of Rockpoint in the acquisition, in partnership with Highgate Holdings, of the 1,300-key Milford Plaza Hotel, occupying an entire blockfront at 700 Eighth Avenue in Manhattan’s Theatre District.
  • Rockpoint Real Estate Funds: Representation of Rockpoint Real Estate Funds in the purchase of partial interests in Class A office buildings at 299 Park Avenue and at Park Avenue Plaza, in New York City under management by, and in partnership with, Fisher Brothers, and in the subsequent sale of those interests to affiliates of, respectively, Soho House (China) and the State of Alaska Trust Fund.
  • Tatweer: Representation of Tatweer in connection with the development in Dubai of the Tiger Woods Dubai golf course and academy, clubhouse and luxury residences.
  • Sol Melia: Sale and license back by Sol Melia to Wyndham of the TRYP Hotel chain, composed of approximately 14,000 keys, and related hotel assets.
  • Capital partners and the development venture: Representation of the capital partners and the development venture in the 99-year ground lease of 330 Hudson from Trinity Church for construction of a LEED-certified hotel, office and retail tower.
  • Buyer: Representation of the buyer of Independence Plaza, a more than 1,300 unit residential and retail Mitchell-Lama development in the Tribeca section of Manhattan, in the purchase of the development, withdrawal of the development from the Mitchell-Lama program, the initial mortgage financing and serial senior mortgage and mezzanine loan refinancings, including interest rate cap agreements.
  • Buyer: Representation of the buyer of the 12-building, 1,232-unit Riverton residential community in upper Manhattan, including both bridge financing and permanent mortgage financing.
  • Square Mile Capital: Formation of a joint venture with Taconic Partners to acquire the Knickerbocker regulated residential apartment complex in Manhattan.
  • Square Mile Capital: Formation of the joint venture to acquire, renovate and finance a 1 million square foot commercial condominium at 375 Pearl Street in lower Manhattan.
  • National RE/Sources: Acquisition and redevelopment of the 68-acre former Unilever research campus in Edgewater, New Jersey, for mixed commercial and residential uses.
  • Lehman Brothers: Representation of a private equity fund in the acquisition of an interest in Tishman Hotels & Resorts, including hotels in Times Square, New York City, Chicago and Orlando, Florida.
  • Rockpoint Group: Representation of the seller of a portfolio of five office buildings in Massachusetts for a price in excess of $140 million, and defeasance of bonds secured by the portfolio upon sale.
  • Apollo Real Estate Fund IV: Representation of Apollo Real Estate Fund IV in the acquisition, through a joint venture, and redevelopment and leasing of iPark Lake Success, a 1.4 million square foot mixed-use facility in Lake Success, New York.
  • ENK International, Inc.: Redevelopment for the country’s leading high-end fashion trade show operator as developer of a City-owned pier on the Hudson River as a more than 200,000 square foot public and trade show facility, including obtaining a designation from the City of New York and negotiation of leasehold site acquisition terms and public incentives.

Public-private development projects, including lease and purchase of real estate from municipalities, tax-advantaged bond financing, economic development and job retention incentives, affordable housing acquisition and development, franchise and licensing rights, responses to RFPs and other transactions between municipal government and private parties.

Representative Transactions

  • Rockpoint Group: Representation of Rockpoint Group in a joint venture with Brooksville Company, a residential real estate firm, in the purchase of Spring Creek Towers, formerly known as Starrett City, the largest affordable housing community in the United States. The complex, which includes 5,881 apartments and a shopping center, sits on a 153-acre site near Jamaica Bay in Brooklyn, New York, and includes 46 buildings for 15,000 residents. Built in the 1970s, Spring Creek Towers has its own power plant, schools, recreation center and ZIP code.
  • New York Arena Partners: Representation of New York Arena Partners in the development of a new arena for the New York Islanders professional ice hockey team, on land to be leased from Empire State Development, together with development of a fashion retail center, an event retail complex, extensive infrastructure and decked parking.
  • Manhattan Country School: Represented Manhattan Country School in senior secured construction loan facility comprised of a hybrid tax-exempt bond issuance and multi-draw term loan to refinance an existing bridge loan and finance the expansion and renovation of the school’s campus.
  • Saint Ann’s School: Representation Saint Ann’s School in the credit facility comprised of a hybrid tax-exempt bond issuance and multi-draw term loan provided by Build NYC Resource Corporation to finance the expansion and renovation of its campus located in Brooklyn, New York.
  • New York Wheel: Representation of the New York Wheel in a dispute with Mammoet-Starneth LLC, the design-build contractor, over construction of one of the largest observation wheels in the world, in St George, Staten Island.
  • Green Ivy Holdings, LLC: Representation of Green Ivy Holdings, LLC in an 85,000 square foot lease for a school on five floors of 40 Wall Street in New York City.
  • Harlem RBI and Dream Charter School: Representation of Harlem RBI and Dream Charter School in connection with construction of The East Harlem Center for Living and Learning. The $78.5 million development located on East 104th Street will be comprised of the DREAM Charter School, 89 units of mixed-income housing and a nonprofit office and community facility space.
  • California Science Center Foundation: Representation of California Science Center Foundation in connection with drafting and negotiating agreements with NASA, the City of Los Angeles, United Airlines and the City of Inglewood, and a CEQA lawsuit settlement agreement with various neighborhood councils, among others, to secure the space shuttle’s title transfer, flight from Kennedy Space Center, temporary storage at LAX and parade through Los Angeles and Inglewood in mid-October 2012 to its final destination, the California Science Center in Exposition Park.
  • Madison Square Garden: Representation of Madison Square Garden in pursuing the acquisition and development of the MTA’s West Side Rail Yard, including litigation and advice concerning legislation before the New York City Council and the New York State Legislature and the actions of numerous public authorities.
  • Forest City Ratner: Representation of a major private developer in the more than $600 million tax exempt serial note issuance financing of the new Kings County (Brooklyn) Family Courthouse at 330 Jay Street in Brooklyn, which includes an additional five-story commercial office space as a separate condominium interest.
  • Roundabout Theatre Company: Representation of Roundabout Theatre in the acquisition, tax-exempt bond financing and redevelopment of the former Studio 54 site in Manhattan for use as a legitimate theater.
  • Signature Theatre Company: Representation of the Signature Theatre Company in complex negotiations with multiple private and municipals funding parties regarding the design, purchase and construction financing, including a City of New York capital grant, of an approximately 70,000 square foot full floor commercial condominium premises, including three theaters, rehearsal space, lobby and office space in the mixed-use MiMA development by Related Companies on West 42nd Street.
  • Condominium associations: Representation of the condominium associations in Battery Park City in negotiating concessions under their leases with Battery Park City Authority necessitated by the events of September 11, 2001.
  • Alliance of Resident Theatres/New York: Funding and construction by Alliance of Resident Theatres/New York of a full floor shared space for performing arts organizations, which was one of the first leased premises to receive a New York City capital grant, and of two new theaters in the Chelsea section of Manhattan.
  • New charter schools: Acquisition, development and financing of new charter schools in Manhattan, Brooklyn, Bedford-Stuyvesant, Crown Heights, New York, Troy, New York, and Newark, New Jersey, including use of New Markets Tax Credits, on behalf of the Robin Hood Foundation, Excellence Academies, Achievement First, Uncommon Schools, PAVE, Harlem Village Academies, Harlem RBI, Civic Builders, KIPP, Success Academies and others.
  • Coney Island Museum USA and Ringside, Inc.: Representation of Coney Island Museum USA and Ringside, Inc. (home to Elizabeth Streb’s dance company, STREB Laboratory for Action Mechanics) in the acquisition and financing of their respective facilities in Brooklyn, New York.
  • Manhattan Neighborhood Network and Guttmacher Institute: Representation of Manhattan Neighborhood Network and Guttmacher Institute in the tax-exempt bond financing of acquisition of their headquarters facilities.

Restructuring of the debt and equity positions in real estate development projects, resort hotels and other real estate investments, including both for the owner/developer and for the lender. Such engagements include loan extensions, forbearance agreements, deeds in lieu, UCC and real property foreclosure, modification of ground leases, bankruptcy advice and the purchase and sale of distressed debt, as well as disputes among members in owner entities including activation of buy-sell provisions.

Representative Transactions

  • Representation of dozens of borrowers in seeking and obtaining loan forbearance or modification agreements from portfolio lenders and CMBS servicers in response to the new coronavirus crisis, including deferral of interest payments, access to reserves and relief from reserve funding obligations, modification of financial covenants and cash trap triggers, and consent to SBA loans.
  • Representing Deutsche Bank’s Special Situations Group in the successful contested acquisition of the fulcrum position in the capital stack for the John Hancock Tower in Chicago, followed by division of the building into separate components by use (retail, office, observatory, antenna, etc.) and eventual sale of each of the individual components to different buyers, all pursuant to a forbearance and cooperation agreement with the original sponsor.
  • Representing Deutsche Bank’s Special Situations Group in acquisition of the defaulted mortgage debt on Three Columbus Circle, a retail and residential development in Manhattan, and initiation of a repositioning plan with The Related Companies, resulting in a payoff of the debt in full.
  • Soros Fund Management and Och-Ziff Capital Management: Representation of Soros Fund Management and Och-Ziff Capital Management in connection with the acquisition of a syndicated $320 million interest as lenders in a $1.2 billion senior construction facility for the American Dream project in New Jersey, a massive retail/entertainment complex in East Rutherford, NJ (project formerly known as Xanadu).
  • Grossman Cos.: Representation of Grossman in connection with retiring $190 million of CMBS debt against its 640-unit Arizona Grand Resort & Spa in Phoenix with proceeds from $88 million of financing provided by Prime Finance Inc. and Marathon Asset Management.
  • Wells Fargo Bank, N.A.: Representation of Wells Fargo Bank, as senior mortgage lender, in restructuring substantial debt stack secured by property located at 450 West 33rd Street in Manhattan.
  • Goldman Sachs: Representation of Goldman Sachs as lender to a private equity fund in the acquisition of a junior mezzanine loan, resolution of the senior mezzanine and mortgage loan, and acquisition of title to two commercial properties in Manhattan, one on Fifth Avenue and one on lower Broadway.
  • Purchase and sale of performing, subperforming and nonperforming real estate mortgage and mezzanine loans, both individually and in portfolios, including representation of the purchaser from Citibank of the mortgage secured by the Wigwam Resort and Biltmore golf courses in Phoenix, Arizona, through an auction sale under Section 363 of the Bankruptcy Code; of the purchaser from Anglo-Irish Bank of defaulted mortgages secured by the Alex Hotel and the Flatotel Hotel in New York City; and of the owners of the Arizona Grand Resort in Phoenix, Arizona, in an A/B Note restructuring with CW Capital.
  • Debt and equity investor: Restructuring of the financing of a luxury residential development, in the Northwest United States, capitalized at over $100 million in which our client was a debt and equity investor.
  • Debt and equity investor: Restructuring of the financing of a luxury residential development in the Southeast United States, capitalized at over $120 million in which our client was a debt and equity investor.
  • Restructuring of the terms and development programming for several development projects, each budgeted in the hundreds of millions of dollars, in Manhattan underground leases with both public agencies and private ground lessors.

Leasing, including high-rise office leases, large format and other retail leases (including restaurant leases and national brand locations), industrial and warehouse leases, ground leases, sale-leasebacks and credit-lease financings.

Representative Transactions

  • Alexandria Real Estate Equities, Inc.: Represented Alexandria Real Estate Equities, Inc., an urban office REIT, in connection with the pre- development and ground lease of the North Tower at the Alexandria Center® for Life Science in New York City. The project located along the East Side Medical Corridor will add 550,000 square feet to the development’s already existing 728,000 square foot East and West Towers which upon completion of the North Tower, will result in a nearly 1.3 million square foot life sciences campus.
  • New York Quarterly Meeting of the Religious Society of Friends: Representation of the New York Quarterly Meeting of the Religious Society of Friends in the independence establishment of the Friends Seminary in Manhattan, including ground leases and sharing agreements with respect to allocation of use of their landmark campus.
  • Macmillan Publishers: Representation of Macmillan Publishers in connection with the 261,000-square-foot lease located at 120 Broadway in Lower Manhattan.
  • Steinway Musical Instruments, Inc.: Representation of Steinway Musical Instruments, Inc. in connection with the 15-year, 40,501-square-foot deal for a new ground floor showroom and retail space and 33rd floor offices at 1133 Avenue of the Americas.
  • Alexandria Real Estate Equities: Representation of Alexandria Real Estate Equities in dozens of laboratory, research and office space leases to numerous life science, bio-technology and pharmaceutical tenants in two towers at the Alexandria Center for Life Science on Manhattan’s East Side.
  • Jamestown Equities: Representation of the lessor of the entire building of One Times Square, where the New Year’s Eve ball drops in New York City, to Walgreens, with significant illuminated signage rights. The Real Estate Board of New York gave this transaction its award for “Most Creative Retail Deal of 2007.”
  • Jamestown Equities: Representation of the owner of Chelsea Market in numerous retail leases for apparel, restaurant and home furnishings leases in this landmarked, iconic destination location, as well as in leases to Google, Oxygen Media, Food Network and others for office and studio space.
  • Hard Rock Café: Representation of Hard Rock Café in their acquisition of World Wrestling’s leasehold in Times Square as a new flagship location in New York and surrender of their long-standing lease on West 57th Street. The Real Estate Board of New York gave this transaction its award for “Most Creative Retail Deal of 2004.” Also handled a separate representation for an exterior illuminated signage license in Times Square.
  • Macmillan Inc.: Representation of Macmillan Inc., its predecessor Holtzbrinck Publishers, the U.S. subsidiary of German media giant Verlagsgruppe Georg von Holtzbrinck and parent of St. Martin’s Press and other publishers, and many of its affiliates, in connection with numerous office leases including the lease of 157,500 square feet of space in the 180,000 square foot historic Flatiron Building, a multi-floor headquarters location in One New York Plaza, and numerous other leases in the Flatiron and Hudson Square districts of Manhattan.
  • Developers Diversified Realty Corporation: Representations in connection with various shopping center acquisitions, joint ventures, financings and leasing issues.
  • The Garment Center Synagogue: Representation of The Garment Center Synagogue in connection with the relocation to the northwest corner of Seventh Avenue and 40th Street.
  • CVC Capital Partners: Representation of CVC Capital Partners in connection with the renewal and expansion of office leases at 712 Fifth Avenue in Manhattan and with new leases in San Francisco..
  • Weight Watchers International: Representation of Weight Watchers International in their New York headquarters lease of 125,000 square feet of office space at 675 Avenue of the Americas in Manhattan.
  • 505 LaGuardia Place: Representation of the 505 LaGuardia Place Mitchell-Lama residential cooperative in connection with the renegotiation and perpetual extension of its ground lease with New York University (NYU) and the settlement of land use disputes related to NYU’s 2031 expansion plan.
  • Gibson, Dunn & Crutcher: Representation of Gibson Dunn in the renewal for a 20-year term of their lease from Tishman Speyer Properties of multiple floors at 200 Park Avenue, New York, New York, the expansion to additional floors in that building, and in connection with office leases in San Francisco, Washington, D.C. and Singapore.
  • DO Something!: Representation of DO Something! in their lease of the eighth floor at 19 West 21st Street in Manhattan.
  • Infor: Representation of Infor in the negotiation of their multi-floor headquarters lease, and build out of their space, at 635 and 641 Avenue of the Americas in Manhattan.
  • 330 Hudson Street: Ground lease of premises at 330 Hudson Street in lower Manhattan from Trinity Church for development of a several hundred thousand square foot mixed-use retail, office and boutique hotel.
  • WCL Academy: Representation of WCL Academy in the lease of two full buildings for development as a for-profit elementary school in lower Manhattan.
  • Kingdon Capital: Office and trading area lease for a hedge fund of 150,000 square feet over several floors in Carnegie Hall Tower, Manhattan.
  • Grace Church: Representation of the landmark Grace Church in the City of New York in a ground lease and space lease to the Grace Church School in formation.
  • Apollo Real Estate: Representation of the landlord in leasing space at iPark Lake Success for The New York Times’ 164,000 square foot regional distribution center; the New York Mercantile Exchange’s 40,000 square foot back up trading facility; Aetna Insurance Company’s 82,000 square foot regional claims center; and LA Fitness’ 100,000 square foot flagship New York sports club location.
  • Atlantic Theater Company: Representation of Atlantic Theater Company in the surrender of their leased office, studio and performance space and the long-term lease and construction of replacement office, studio and performance space at 111 Eighth Avenue in Manhattan’s Chelsea district.
  • Undisclosed development partner: Representation of one of the development partners in connection with a 150-year ground lease of the landmark Stanhope Hotel in Manhattan for redevelopment into a luxury leasehold cooperative.
  • Lincoln Center for the Performing Arts: Representation of Lincoln Center for the Performing Arts in the lease of the David Rubenstein Atrium to a first-class restaurant operator.
  • Undisclosed landlord: Representation of the landlord of 1250 Broadway in a lease of the top floor in a midtown Manhattan office building to a first-class restaurant operator.

Lloyd S. Marshall is an associate in the Houston office of Gibson, Dunn & Crutcher LLP. He practices in the Firm’s Litigation Department and has advised and represented clients in state and federal proceedings in a wide range of subject matters, including technology, energy, and white collar defense.

Prior to joining Gibson Dunn, Lloyd was an associate in the San Francisco office of Munger, Tolles & Olson LLP, where his practice focused on complex commercial litigation and government investigations. From 2018 to 2019, he served as a law clerk to Judge Paul V. Niemeyer of the U.S. Court of Appeals for the Fourth Circuit.

Lloyd earned his J.D. from Stanford Law School, where he was an Articles Editor of the Stanford Law Review. He also participated in the Stanford Supreme Court Litigation Clinic and the Stanford Religious Liberty Clinic. Before entering law school, Lloyd served as a Teach For America corps member, teaching 8th grade math and coaching football in Canton, Mississippi. He graduated summa cum laude from Texas A&M University with a B.B.A. in Finance.

Lloyd is admitted to practice law in Texas and New York.

Yi Zhang is a partner in the Hong Kong office of Gibson, Dunn & Crutcher LLP. He is a member of the firm’s Corporate, Mergers and Acquisitions and Private Equity Practice Groups. Yi has 30 years’ experience with China-related work, including investment funds, foreign direct investment, outbound investment, mergers and acquisitions, private equity and venture capital, real estate and distressed asset transactions, and large-scale project development and infrastructure work. His clients include multinational companies, regional developers, PRC companies, commercial and investment banks and international private equity funds.

Yi’s China investment experience covers the entire range of investment options, including both equity (common and preferred) and debt (senior, mezzanine, convertible and acquisition financing), and both onshore and offshore structures. He has extensive expertise with the issues encountered by foreign investors investing into China. Yi’s project experience includes power plants, liquefied natural gas receiving terminals, and greenfield developments and acquisitions in various other industries, such as petrochemicals, mining, real estate and renewable energy. In addition to his wide China-focused practice, Yi has also advised on infrastructure projects in the United States, Korea, Thailand, India, Pakistan, the Philippines, Bangladesh and Sri Lanka.

Yi has consistently been recognized as a leading individual in Corporate/M&A by various legal publications including Chambers Global, Chambers Asia Pacific and Chambers Greater China Region. A client noted that “he is a good communicator and negotiator who is able to fight strongly for our position.” He is also recommended in The Legal 500 Asia Pacific where a client was quoted saying that the team’s “legal knowledge and client service is also exceptional.”

Prior to joining Gibson Dunn, Yi was the head of another large international firm in Hong Kong. Yi received his Juris Doctor from the University of Michigan in 1993 and his Master of Arts from the University of Virginia in 1986. He obtained his Bachelor of Arts from Shanghai International Studies University in 1982 and studied at De Montfort University (1979-1981) and University of West London (1978-1979). He has native fluency in Mandarin and is admitted to practice in Hong Kong and New York.

Oleh Vretsona is a partner in the Washington, D.C. office of Gibson, Dunn & Crutcher. He currently practices in the firm’s Litigation Department, where he focuses on white collar criminal defense, internal investigations, regulatory inquiries, and corporate compliance. Oleh has represented clients in a wide variety of matters, including matters arising under the U.S. Foreign Corrupt Practices Act, and he has advised clients on structure and implementation of corporate compliance programs.

Oleh has significant experience in conducting internal investigations and advising clients on the effectiveness of their internal compliance controls. Oleh has managed numerous internal investigations for publicly held corporations involving operations in Russia, Eastern Europe, China, the Middle East, and various other countries and regions, and conducted extensive fieldwork in those countries, including numerous witness interviews. In the area of corporate compliance, Oleh’s work often includes performing compliance risk assessments, compliance program evaluations, and due diligence reviews, as well as advising on reporting mechanisms, internal payment controls, third-party controls, compliance training and messaging, and various compliance policies.

Oleh’s engagements include:

  • Currently representing a U.S. multinational in a major government and internal investigation regarding allegedly improper business practices in Europe, including Russia;
  • Currently representing a life sciences company in an internal investigation relating to distributor operations in Belarus;
  • Currently representing a foreign mining company an government investigation relating to Eastern Europe.
  • Currently representing a U.S. pharmaceutical company in a government investigation involving operations in Eastern and Central Europe and the Middle East;
  • Currently representing a multinational pharmaceutical company in several internal investigations into business practices and distributor operations in Central and Eastern Europe and the Caucasus;
  • Represent a major U.S. public research and technology manufacturing company in an internal investigation relating to a distributor in Eastern Europe;
  • Represented a leading food and beverage company in connection with internal investigations in Azerbaijan, Russia, and Ukraine;
  • Represented a European telecommunications company in connection with an anti-corruption risk assessment project relating to construction projects in Russia and the CIS;
  • Represented a U.S. multinational in connection with a compliance governance and evaluation project;
  • Represented a multinational hospitality company connection with a compliance risk assessment and evaluation project;
  • Represented a U.S. multinational in connection with a government investigation involving business activities in Russia;
  • Represented a U.S. consumer products company in an internal investigation relating customs clearance and logistics processes in Eastern Europe;
  • Represented a U.S. multinational in connection with several internal investigations in Eurasia and Africa;
  • Represented a Japanese multinational in connection with an antitrust investigation; and
  • Represented a European multinational in an internal investigation regarding allegedly improper business practices in Russia.
  • Conducted compliance risk assessment and evaluation reviews in connection with monitorships imposed by the U.S. government at Statoil ASA and Siemens AG.

Publications:

  • “Making Way For International Business Integrity And Compliance Due Diligence In Cross-Border Acquisitions,” The Metropolitan Corporate Counsel, (with Daniel Plaine and Judith Lee), May 2007;
  • “The Federal Trade Commission Reauthorization Act of 2008: Bill Would Add Authority, Procedures, Civil Penalties,” Federal Civil Enforcement Committee Newsletter, September-October 2008;
  • Contribution to ABA’s Proving Antitrust Damages: Legal and Economic Issues (2d Ed. 2010);
  • “How to Use Company Data Efficiently to Detect Fraud and Corruption,” Financier Worldwide (with F. Joseph Warin and Michael Diamant), August 2013;
  • Joseph Warin, Oleh Vretsona & Lora E. MacDonald, A Practical Guide to the Use of the Commissioned Public Report as an Effective Crisis-Management Tool, 29 Notre Dame J.L. Ethics & Pub. Pol’y 87 (2015);
  • 2012, 2013, 2014 Mid-Year and Year-End FCPA Updates (contributor); and
  • Delivered a presentation on FCPA developments to the Ukrainian Lawyers’ Association in April 2017.

Oleh received his law degree, magna cum laude, in 2006 from the University of Minnesota Law School, where he was elected to the Order of the Coif, and served as an editor of the University of Minnesota Law School Journal of Law and Inequality. Oleh also earned a Specialist Degree in Law, with High Distinction, in 1997 from L’viv National University, L’viv, Ukraine, where he was a recipient of the I. Franko Scholarship. In Ukraine, where he practiced law for two years, Oleh substantially contributed toward receiving a Constitutional Court of Ukraine interpretation of labor law favoring recognition of the role of independent trade unions in protecting the labor rights of their members.

Oleh is fluent in Ukrainian and Russian. He is admitted to practice in New York and the District of Columbia.

Peter J. Hanlon is a corporate partner in the New York office of Gibson, Dunn & Crutcher. He is Co-Chair of Gibson Dunn’s Energy Industry Group and its Power and Renewables Practice Group. He is also a member of Gibson Dunn’s Mergers & Acquisitions and Capital Markets Practice Groups.

Mr. Hanlon’s practice focuses upon transactions in the energy industry, particularly the power sector (including generation, transmission and distribution) and the gas pipeline and storage sectors. It encompasses mergers and acquisitions, project investments and financings, public and private securities offerings, joint ventures, investments, restructurings, going-private transactions, private equity transactions, securities regulation, corporate governance, and general corporate law. He has more than 25 years of experience in the energy industry. He also has substantial corporate transactional experience in the manufacturing, transportation, water, telecommunications, packaging, financial services, real estate, healthcare and retail industries.

He has worked with clients in a large number of energy-related businesses, including electric and gas utilities, independent power companies, gas pipeline and storage companies, renewable projects (including solar, wind and geothermal power sponsors, investors and developers), electricity transmission providers, and yieldcos, as well as joint venture partners, foreign investors, private equity investors, investment funds, management teams and investment advisors.

Mr. Hanlon is regularly recognized as one of the leading Energy transaction lawyers in the U.S. His recent rankings include the following:

  • Hall of Fame: Energy Transactions (Conventional Power) by The Legal 500 (2021-2023)
  • Band 1 by Chambers USA (Nationwide) for Electricity Finance (2024)
  • Band 1 by Chambers Global (USA) for Electricity Finance (2025)
  • Leading Lawyer by The Legal 500 for Energy Transactions: Conventional Power (2024)

Chambers notes Mr. Hanlon is “a very experienced and talented attorney who clients hold in great confidence” who “provides exceptional value,” and is “an expert in his field, incredibly responsive and a good communicator.”

Mr. Hanlon received his Juris Doctor from the University of California, Los Angeles School of Law. Mr. Hanlon received his Bachelor of Arts degree from Stanford University.

Representative Engagements

  • Represented Berkshire Hathaway Energy in its $8.0 billion acquisition of substantially all of the natural gas transmission and storage business of Dominion Energy (closed November 1, 2020).
  • Represented Eastern Energy Gas Holdings (EEGH) and Eastern Gas Transmission & Storage (EGTS) in connection with the successful offering of five series of new EGTS notes totaling $1.6 billion in principal amount in exchange for the tender of $1.6 billion of comparable EEGH notes and a related consent solicitation in June 2021.
  • Represented Berkshire Hathaway Energy in two separate Rule 144A note offerings totaling $5.25 billion in 2020 and the exchange of such notes for SEC-registered notes in 2021.
  • Represented Northern Natural Gas Company in a Rule 144A offering of $550 million of notes in 2021.
  • Represented MidAmerican Energy Company in a public offering of $500 million of green bonds in 2021.
  • Represented Berkshire Hathaway Energy in its proposed $18 billion acquisition of Energy Future Holdings (merger agreement terminated by mutual agreement).
  • Represented Berkshire Hathaway Energy in its $10.5 billion acquisition of NV Energy (NYSE).
  • Represented BHE Renewables and its subsidiaries in connection with multiple acquisitions of wind and solar power projects since the formation of BHE Renewables in 2012, including the $2.5 billion 579 MW Solar Star power projects in California, the $2.4 billion 550 MW Topaz Solar power projects in California, the $1.8 billion 290 MW Agua Caliente solar power project in California, the 400 MW Grand Prairie wind project located in Nebraska, the 210 MW Walnut Ridge wind project located in Illinois, a large portfolio of Community Solar renewables projects located in Minnesota, the 300 MW Texas Jumbo Road wind project and others.
  • Represented BHE Renewables and its subsidiaries in connection with more than a dozen tax equity investments in utility scale renewable power projects in recent years.
  • Represented Evercore Partners in connection with its role as advisor to the Special Committees of the YieldCos established by Pattern Energy Group and NextEra, respectively, in connection with the acquisition by such YieldCos of more than a dozen utility scale renewable power projects.
  • Represented First Reserve in connection with its majority equity investment in a joint venture formed for the purpose of acquiring development stage renewable power projects and selling them upon completion of construction.
  • Represented Solar Star Funding in its $1.0 billion senior secured bond offering that was named “2013 Bond Deal of the Year” by Project Finance Magazine, referring to it as “the largest single renewable energy project finance bond offering executed in history.”
  • Represented Topaz Solar Farms (owner of a 550 MW solar power project then in construction) in connection with its Rule 144A offering of $1.2 billion of its notes. According to Project Finance, this was the largest renewables bond financing ever, and they named it the 2012 North American Solar Deal of the Year.
  • Represented an ESOP-owned manufacturing company in connection with significant debt restructurings and related matters in 2020 and 2021.
  • Represented a family-owned investment company in connection with private equity investment matters in 2020 and 2021.
  • Represented MidAmerican Energy Holdings in connection with (1) its $4.7 billion agreement to acquire Constellation Energy Group, which was terminated pursuant to mutual agreement, and the related successful investment of $1.0 billion in preferred stock of CEG, (2) its $9.4 billion acquisition of PacifiCorp (NYSE) from Scottish Power plc, (3) its $4.0 billion acquisition of MidAmerican Energy Company (NYSE), (4) its $1.4 billion acquisition of Northern Natural Gas Company from Dynegy, Inc., (5) its $1.0 billion acquisition of Kern River Gas Transmission Company from The Williams Companies, Inc., (6) its successful $1.2 billion tender offer for UK-based, Northern Electric plc, and (7) its successful $1.0 billion tender offer for Magma Power Company.*
  • Represented an investor group led by Berkshire Hathaway Inc. in connection with the $9.0 billion MidAmerican Energy Holdings Company going-private transaction.*
  • Represented insurance companies and other institutional investors in connection with a wide variety of debt and equity investments in the energy industry, including (1) a $900 million secured loan to Williams Production RMT Company, (2) a $1.3 billion secured loan to CenterPoint Energy Houston Electric, LLC and (3) a $275 million investment in Convertible Redeemable Preferred Stock of The Williams Companies, Inc.*
  • Represented strategic partners in connection with the formation of several large joint ventures in the power transmission and conventional power generation spaces.
  • Represented Electra Private Equity (LSE) and its affiliates, including Electra International (Brazil), in connection with the purchase or sale of a large number of portfolio investments, including the sale of Rio Trens Corporation (the Rio de Janeiro transit system) to Odebrecht Transport, and private equity investments in Planet Hollywood International (pre-IPO), Steinway Musical Properties, Act III Cinemas, DeCrane Aircraft Holdings, Leiner Healthcare, Capital Health Partners and E-Z Serve Corporation.*
  • Represented one of the country’s largest toy manufacturers in connection with its negotiated $1.3 billion acquisition of Fisher-Price in a stock-for-stock transaction.*
  • Represented founding family members in connection with the reorganization of Schein Pharmaceuticals; the spinoff of Henry Schein, Inc. (NASDAQ); stock sales; and governance matters.*
  • Represented Peter Kiewit Sons’ in connection with two separate sales involving major subsidiaries of the Continental Can Company.*
  • Represented the general partners and/or sponsors of CDK Group LLC, Patagonia Fund, Electra International (Brazil), Rio Rail Partners, Wafra Investment Advisory Group, MidAmerican Capital Company and Aqua International in connection with the establishment of on-shore and off-shore funds, fund investments, dispositions of portfolio companies and restructuring and governance matters.*

*Representations occurred prior to attorney’s affiliation with Gibson Dunn.

Brian Yeh is an associate in the New York office of Gibson, Dunn & Crutcher, where he currently practices in the firm’s Litigation Department. His practice focuses on complex commercial litigation in state and federal courts, at both the trial and appellate levels. He has represented clients across a variety of industries, including technology, labor and employment, and life sciences. 

Brian maintains an active pro bono practice. He currently represents several individuals in an appeal before the New Jersey Superior Court, Appellate Division, in an action raising novel questions about the scope of New Jersey’s recently enacted law against strategic lawsuits against public participation (“SLAPP”). Brian successfully represented a client in an appeal of the denial of a resentencing application under New York’s Domestic Violence Survivors Justice Act (DVSJA), resulting in the client’s immediate release from incarceration. Brian was also part of a trial team that secured a unanimous federal jury verdict in the Central District of California for the firm’s pro bono client, Deon Jones, who was shot in the face with a rubber bullet during racial justice protests in May 2020. He also secured the dismissal of defamation and other claims targeting a pro bono client for exercising her First Amendment right to advocate that her ex-husband grant her a religious divorce. 

Brian clerked for the Honorable Helene N. White of the United States Court of Appeals for the Sixth Circuit and the Honorable Edward G. Smith of the United States District Court for the Eastern District of Pennsylvania. Prior to clerking, he was an associate in Gibson Dunn’s New York office.

Brian received his Juris Doctor cum laude from the University of Pennsylvania Law School in 2019, where he served as an Articles Editor for the University of Pennsylvania Journal of Constitutional Law. Prior to law school, Brian worked as a program associate at the Center for Reproductive Rights, and as a legal assistant at GLBTQ Legal Advocates & Defenders (GLAD). He received a Bachelor of Science degree summa cum laude from the Ohio State University in 2014, where he was elected to Phi Beta Kappa.

Brian is admitted to practice in the State of New York, the United States Court of Appeals for the Sixth Circuit, and the U.S. District Court for the Southern District of New York.

Publications

Alec Fisher is an associate in the New York office of Gibson, Dunn & Crutcher LLP. He is a member of the firm’s Intellectual Property group. Alec has experience litigating a wide variety of patent, trade secret, and intellectual property matters, and has previously represented technology, media, and pharmaceutical clients.

Alec received his Juris Doctor from Columbia Law School in 2021, where he served as the Editor-in-Chief for the Columbia Journal of Law & the Arts. During law school, Alec received the Andrew D. Fried Memorial Prize, awarded annually to the best student essay on a subject in the field of intellectual property.  Alec received his B.A. from Florida State University in 2012, summa cum laude and Phi Beta Kappa.

He is admitted to practice in New York, and before the United States District Court for the Southern District of New York and the United States District Court for the Eastern District of New York.

Prior to joining Gibson Dunn, Alec was an associate in the Intellectual Property Litigation department of Davis Polk & Wardwell LLP in New York.

Ritchie Vaughan is an associate in the Los Angeles office of Gibson, Dunn & Crutcher LLP. They currently practice with the firm’s litigation department, focusing on real estate-related disputes.

Ritchie received their J.D. from The University of Virginia School of Law in 2022. They graduated summa cum laude from Virginia Polytechnic and State University in 2009, receiving their Bachelor of Science in Forestry. Ritchie also received their Master of Science in Forest Resources and Environmental Conservation from Virginia Tech. They are a licensed real estate broker in the Commonwealth of Virginia, where they practiced real estate prior to law school.

Ritchie is admitted to practice law in the State of California.

Michael Murphy is a partner in Gibson, Dunn & Crutcher’s Washington, D.C. office. He is a leader of the firm’s ESG: Risk, Litigation, and Reporting practice area, and is a member of the firm’s Environmental Litigation and Mass Tort Practice Groups. Michael counsels clients on environmental and ESG issues related to corporate transactions and compliance. He also represents clients in a wide variety of investigation and litigation matters. Michael has been recognized by Chambers, by Lawdragon as one of the “Green 500: Leaders in Environmental Law,” and as a Law360 “Rising Star.”

Michael advises clients in a variety of corporate, private equity, finance and real estate transactions. He is experienced in identifying environmental risks and negotiating transactional documents for buyers, sellers and investors of manufacturing, service, technology, aerospace, petroleum, energy, and financial industry clients. His litigation experience enables him to approach each environmental transactional issue with a broad perspective that takes into account all of his clients’ concerns. He advises clients on ESG and sustainability matters, including corporate disclosures, policies, reporting and integration issues. He also helps clients manage large remediation projects, including negotiating final remedies with state and federal regulators.

Michael has handled a wide variety of litigation matters in both federal and state courts. He has served as first chair trial counsel and has argued before three federal appellate courts. As lead trial counsel, he obtained a significant CERCLA recovery for Lockheed Martin from the United States based on the government’s involvement at a Cold War-era rocket manufacturing facility in Southern California. Lockheed Martin Corp. v. United States (D.D.C). He has assisted other leading government contractors in obtaining contribution from the federal government at military production facilities across the country. He presented arguments to the U.S. Court of Appeals for the Ninth Circuit to further define the relationship between CERCLA’s cost recovery and contribution causes of action, and the court ultimately adopted the position urged by Michael during oral argument.

Michael defends clients in state and federal environmental enforcement and civil actions involving air, water and waste allegations. He also represents clients in toxic tort mass and class actions, and has experience working with a variety of leading environmental consultants and experts on technical issues regarding groundwater, sediment transport, and air dispersion modeling.

In addition, Michael represents clients in administrative litigation, rulemaking proceedings, and permit actions to obtain government approval for infrastructure projects, including airport, highway, and railroad projects, and other regulated actions. These representations involve a number of state and federal environmental statutes, including the National Environmental Policy Act, as well as state counterparts such as CEQA and NY SEQR, the Endangered Species Act, Federal Insecticide, Fungicide, and Rodenticide Act, Toxic Substances and Control Act, and Federal Land Policy and Management Act. He also has experience in a variety of government contract matters.

Michael received his JD from the University of Virginia School of Law in 1999, where he was a member of the Virginia Journal of International Law. He received his Bachelor of Science in Foreign Service from Georgetown University in 1993. He attended the University of Edinburgh in Scotland, receiving a M.Sc. in International Law. Michael is admitted to practice in the District of Columbia and the Commonwealth of Virginia.

Selected representations include:

  • Representing Chevron in climate change litigation in multiple state and federal jurisdictions across the United States.
  • Obtaining a favorable settlement for a Department of Energy contractor against a Resource Conservation and Recovery Act enforcement action and related False Claims Act allegations brought by the United States at the Paducah Gaseous Diffusion Plant in Kentucky.
  • Defending a paper company against a state statutory penalty action brought by Harris County, TX, seeking billions of dollars for past waste disposal practices, and assisting in obtaining a jury verdict clearing the company of any liability.
  • Defending an Environmental Impact Statement issued by the Federal Highway Administration against attack by local residents who sought to halt CSX’s reconstruction of the Virginia Avenue Tunnel in Washington, DC.
  • Representing CSX before the Surface Transportation Board in matters related to passenger rail regulation.

Nilofar Rahimzadeh is an associate in the New York office of Gibson, Dunn and Crutcher.

She received her Juris Doctor in 2023 from Columbia Law School, where she served as Staff Editor and Diversity Co-Chair of the Columbia Law Review

Nilofar received her Bachelor of Arts in Political Science and Economics from Fordham University’s Honors College in 2018.

Nilofar is admitted to practice in the State of New York.

Peter S. Modlin is a partner in the San Francisco office of Gibson, Dunn & Crutcher. He is a member of the Environmental Litigation and Mass Tort practice group.

Peter’s practice focuses on environmental, health & safety, toxic tort and products liability litigation and counseling. He has represented clients in a wide variety of federal and state litigation, including mass tort actions, product liability claims, cost recovery cases, citizen lawsuits, natural resource damages and enforcement actions.

Peter is ranked by Chambers USA in the California: Environment category, with clients praising his “tremendous breadth of knowledge in environmental issues.” He was recognized as San Francisco’s “Environmental Litigation Lawyer of the Year” for 2021 by Best Lawyers and has been consistently recognized by the publication as a leading lawyer in his field since 2010. Lawdragon recognizes Peter in its 500 Leading Environmental Lawyers – The Green 500 guide, and he was recognized in the 2023-2024 editions of Who’s Who Legal Thought Leaders: USA guide, and the 2022 Who’s Who Legal Environment guide.

Representative Matters

  • Defending claims arising from industrial accident, including wrongful death lawsuit, appeal of OSHA citation and criminal investigation.
  • Managing defense of 2,000+ plaintiff toxic tort claims by former workers at industrial plant in Asia.
  • Representing company in connection with multi-facility Clean Air Act enforcement action.
  • Defending Fortune 50 company in precedent-setting natural resource damage lawsuit.
  • Representing chemical company and mid-stream company in government investigations and enforcement actions arising from industrial accidents.
  • Defending criminal, civil penalty and natural resource damages claims relating to pipeline rupture.
  • Defending pharmaceutical company in product liability claims arising from adverse drug reactions.
  • Handling numerous product liability claims involving MTBE, asbestos, pigments, pharmaceuticals and medical devices, and pesticides.
  • Representing logistics company in remediation of crude oil pipeline release.
  • On behalf of special committee of Board of Directors, investigated shareholder claims arising from pipeline rupture.
  • Prosecuting and defending environmental indemnity claims on behalf of a variety of corporations.
  • Representing successful bidder in negotiation of environmental agreements in connection with 50-year concession to operate major port.
  • Representing national retailer in disabled access and employment litigation and counseling.

Peter graduated cum laude from Harvard Law School in 1990. He is admitted to practice law in the State of California.

Katy R. Baker is an associate in the San Francisco office of Gibson, Dunn & Crutcher. She practices in the firm’s Litigation Department and is a member of the firm’s Securities Litigation Practice Group. Katy’s practice focuses on complex commercial litigation, with an emphasis on securities class actions, shareholder derivative litigation, and government enforcement matters. Katy also maintains an active pro bono practice, focusing on civil rights impact litigation and immigration related proceedings.

Katy earned her J.D. and her LL.M. in International and Comparative Law, cum laude, from Duke Law School in 2020. While in law school, she was a Fellow with the Bolch Judicial Institute and served as the Senior Executive Editor of the Duke Journal of Comparative & International Law. Prior to her legal studies, Katy earned her B.A., summa cum laude, in Political Science and Religious Studies from California State University, Bakersfield.

Katy is admitted to practice law in the State of California.

Raymond B. Ludwiszewski is a partner in the Washington, D.C. office of Gibson, Dunn & Crutcher. He joined the firm’s Environmental Litigation and Mass Tort Practice Group after spending eight years in senior legal positions in the United States government dealing with environmental regulatory issues and litigation in the Environmental Protection Agency and the Justice Department.

Under EPA Administrator William Reilly, Raymond served as General Counsel at the United States Environmental Protection Agency in Washington. Before assuming that position, he served as Assistant Administrator for Enforcement at EPA. Earlier, Raymond held a number of senior positions at the United States Department of Justice, with an emphasis in environmental litigation. First, he was Special Counsel to the Assistant Attorney General for the Environment and Natural Resources Division. Subsequently, Raymond was Associate Deputy Attorney General.

Some significant matters he has handled include the defense of complex toxic tort “contaminated community” cases, the defense of important environmental civil enforcement cases; the successful challenge of major environmental regulations; the defense of large environmental criminal matters; and the prosecution of litigation against the United States. Additionally, he has handled noteworthy Supreme Court litigation, including Nollan v. California Coastal Commission and First English Evangelical Church v. Los Angeles.

Raymond was a member of the Administrative Conference of the United States. He has written and spoken extensively on administrative law and environmental issues. Raymond was Vice Chairman of the National Environmental Enforcement Council and of the American Bar Association Committee on Environmental Crimes and Enforcement. Most recently, Raymond has been featured by Lawdragon as one of the Green 500: Leaders in Environmental Law. He has also been listed in Washingtonian magazine’s Best Environmental Lawyers List, the Washington Post magazine’s Best Lawyers in AmericaWho’s Who Legal Thought Leaders: USA, Who’s Who Legal Environment, and Chambers USA. In August 2009, he was also named as a finalist for the top Environmental lawyer in Washington by The Washington Business Journal. Raymond is a member of the Environmental Law Institute’s Board of Directors. Additionally, he served for seven years on the seventeen-person Executive Committee responsible for managing the Firm.

Before joining the Justice Department, Raymond was a judicial law clerk to Judge Henry J. Friendly of the U.S. Court of Appeals for the Second Circuit. A magna cum laude graduate of Harvard Law School in 1984, Raymond was Editor of the Harvard Law Review. He earned his Bachelor of Science degree at Northeastern University in Boston summa cum laude in 1981.

Eddie is an associate in the San Francisco office of Gibson, Dunn & Crutcher, where he practices in the firm’s Litigation Department.

He received his J.D. from UC Berkeley School of Law in 2024, where he was elected to the Order of the Coif. While in law school, Eddie interned in the Enforcement Division of the U.S. Securities and Exchange Commission. He also served as a Supervising Editor for the Berkeley Business Law Journal.

Eddie received his Bachelor of Arts in History from Middlebury College in 2009, his Master of Arts in History from Arizona State University in 2013, and his Doctor of Philosophy in History from Arizona State University in 2015. Before attending law school, Eddie taught in Virgina and Colorado.

Eddie is admitted to practice in the State of California.

Jason Ferrari is an associate in the Houston office of Gibson, Dunn & Crutcher. He currently practices across the firm’s transactional practice groups.

Jason earned his J.D. from the University of Houston Law Center, graduating magna cum laude and as a member in the Orders of the Coif and Barons. While attending law school, he served as the Senior Notes and Comments Editor for the Houston Law Review. In 2019, Jason received his Bachelor of Science in Materials Science & Engineering from the Clemson University.

Jason is admitted to practice in the State of Texas.

Alex Plaia is of counsel in the New York office of Gibson, Dunn & Crutcher where she currently practices in the firm’s Business Restructuring and Reorganization, Liability Management and Special Situations, and Finance Practice Groups. Alex’s practice focuses on liability management and distressed financing transactions, including out-of-court debt exchanges and other restructurings, distressed investments, DIP financings and exit financings. She also has experience in a wide range of leveraged finance and high yield bond transactions, representing both financing sources and private equity clients and public companies.

Representative Clients and Transactions:

  • Represented an ad hoc group of first lien term loan lenders in the prepackaged Chapter 11 cases and DIP-to-exit financing facility of Jo-Ann Stores, eliminating approximately $505 million in funded debt and keeping all retail stores open.
  • Represented an ad hoc group of first lien lenders to AMC Entertainment Holdings in a series of liability management refinancing transactions, extending the maturity of approximately $1.6 billion in debt.
  • Represented an ad hoc group of first lien lenders in the restructuring of Cano Health, converting more than $1 billion of funded debt into common stock with investors committing more than $200 million to support Cano’s business plan going forward.
  • Advised an ad hoc group of secured lenders to Mallinckrodt PLC in a prepackaged Chapter 11 restructuring with secured creditors and an opioid trust formed in its previous bankruptcy case.
  • Advised the term lenders to Monarch Alternative Capital LP, on the financing aspects in Mohari Hospitality’s acquisition of TAO Group Hospitality.
  • Represented RXR Realty in its acquisition of View Inc. following View’s Chapter 11 protection and reemergence as a privately held company by investment bank Cantor Fitzgerald and RXR Realty.
  • Advised an ad hoc group of term lenders in the negotiation of a restructuring, amendment, and financing transaction of debt facilities of Vyaire Medical, Inc. and certain of its affiliates and subsidiaries.
  • Advised Monarch Alternative Capital LP in connection with the refinancing of existing debt of Ascent Hospitality Management LLC, the parent company of Huddle House and Perkins Restaurant & Bakery, with a $75 million first lien senior secured term loan facility.
  • Represented an ad hoc group of cross-holders to Venator Materials PLC serving as DIP lenders, RSA parties, and backstop parties in the prepackaged bankruptcy cases.
  • Advised Rhône Capital on the acquisition by HBC, parent company of Saks Fifth Avenue, of Neiman Marcus Group, parent company of Neiman Marcus and Bergdorf Goodman.
  • Represented an ad hoc group of term lenders to ClubCorp Holdings in connection with an out-of-court debt restructuring deal, which involved an agreement with term lenders for an amend-and-extend transaction that provided maturity runway, liquidity enhancement, increased lender economics, and significant document tightening for the benefit of the ad hoc group and all other lenders.
  • Represented an ad hoc group of term lenders in the $1.6 billion out-of-court debt restructuring of Aventiv Technologies, which included a super-priority first lien guaranty agreement.

Alex received her Juris Doctor from the Fordham University School of Law in 2017, where she served as an associate editor on the Intellectual Property, Media & Entertainment Law Journal, and served as Business Editor for the Dispute Resolution Society. In 2014, she graduated from Georgetown University, where she received her Bachelor of Arts in Psychology.

Tristan Locke is an associate in the Washington, D.C. office of Gibson, Dunn & Crutcher. He currently practices with the firm’s Litigation Department.

Before joining Gibson Dunn, he served as a law clerk to Judge Chad A. Readler of the United States Court of Appeals for the Sixth Circuit.

Tristan received his law degree from the University of Virginia School of Law. While in law school, he served as an editor of the Virginia Law Review and a member of the Appellate Litigation Clinic.

Prior to law school, Tristan worked as a private equity analyst for a software-focused growth equity firm. He graduated summa cum laude from the University of Arkansas with degrees in Finance and Accounting.

Tristan is admitted to practice in the District of Columbia and before the United States Court of Appeals for the Sixth Circuit.