Asset Sale of Pray Automobile Corporation to New Country Motors - - In 1999 we acted as seller’s counsel for Pray Automobile Corporation, which was the largest private employer in Greenwich, CT (approx. 250 employees) in the sale of substantially all of its assets to New Country Motors. Pray was the world’s largest Audi dealer and one of the oldest and largest Volkswagen and Porsche dealers in the country. This was an extremely complex transaction and required FTC approval under the Hart-Scott-Rodino Act. There were also sophisticated environmental issues involved, as Pray operated a very active automobile repair facility. The underlying real estate sold for $21,000,000 exclusive of the business assets, which figure is confidential. Prior to the sale, we provided Pray with day to day legal advice concerning all aspects of its business operations and continue to do so.
Asset Sale of Greenwich Health Club to New York Sports Clubs - - In 1999 we acted as seller’s counsel for Greenwich’s premier heath club in the sale of substantially all of its assets to New York Sport Clubs. This was an extremely complex transaction as it involved two facilities under lease, both full time and part time employees, and the economics of health club accounting, where revenues are derived from a number of different sources, including one time membership fees, recurring monthly memberships and stand alone pro shop sales.
Merger of Gourmet Galley, Inc. and Katzenberg’s - - In 2000 we represented Gourmet Galley, which was one of Greenwich’s largest providers of day-time delivered catering, in its merger with Katzenberg’s Restaurant, which was one of Greenwich’s largest providers of on-site dinning. Our advice included negotiating the extremely favorable buy out of Gourmet Galley’s lease on Greenwich Avenue, and all aspects of the merger with Katzenberg’s, including the formation of a new (merged) company and negotiating that company’s purchase of Gourmet Galley’s assets. We presently act as general counsel for the new company, which also operates two off site cafes.