Summer Honors Law Program, U.S. Securities and Exchange Commission in Denver

While rooted in Colorado’s community and business sector, Avi Loewenstein’s corporate transactional work has a national reach. He has broad experience counseling clients through mergers and acquisitions, debt and equity financings, leveraged and management buy-out transactions, crafting complex joint ventures and advising companies through the startup process. Avi’s joint venture work includes the successful, high profile redevelopment of Denver’s Union Station as well as work in the emerging online gaming industry, including a number of high profile deals starting from the early days of the industry’s growth. 

Prior to joining the firm, Avi served as an intern in the Summer Honors Law Program for the U.S. Securities and Exchange Commission in Denver. He was also an extern for the Honorable Allison H. Eid of the Colorado Supreme Court.

Before law school, Avi worked as an analyst at a large bank in Chicago specializing in condominium construction and conversion financings.

Previous Experience

Summer Honors Law Program, U.S. Securities and Exchange Commission in Denver

Practices & Industries
Corporate transactions

Avi represents public and private companies, including private equity funds and strategic investors, in connection with mergers and acquisitions, joint ventures, reorganizations and other general corporate matters.  In addition, Avi provides strategic counsel to corporations and their boards of directors, special committees and senior management on corporate governance, fiduciary duties and a variety of other corporate matters.

Online gaming

With the emergence of the online gaming industry, Avi draws on his corporate transactions background to represent operators of U.S.-based brick and mortar casinos in high profile joint venture agreements in the highly regulated and rapidly growing U.S. online gaming industry.  In addition to real money offerings, Avi’s familiarity with the highly regulated gambling industry has also translated into structuring a number of social gaming transactions.

Emerging growth companies

Avi represents entrepreneurs in a wide range of transactions, from pre-incorporation counseling to general corporate representation, through angel and venture capital financings, to M&A and IPO liquidity events.

Representative Matters
  • Represented Global Employment Solutions, a portfolio company of TZP Group, in its acquisition of Information Technology Engineering Corporation, a premier IT staffing firm.

  • Represented Freeport LNG Investments, LLLP in connection with a loan in excess of $1 billion from IFM Global Infrastructure Fund and Highbridge Principal Strategies, secured by Freeport LNG Investments, LLLP's direct and indirect interests in Freeport LNG Development, L.P., an LNG import/export facility in Freeport, Texas.

  • Brownstein acted as outside general counsel for Freeport LNG Development, L.P. (Freeport LNG) and its subsidiaries in the funding of a multi-train natural gas liquefaction and export facility being constructed at Freeport LNG’s existing LNG regasification facility at Quintana Island near Freeport, Texas ("the Freeport Facility"). The funding took the form of a separate debt facility and joint venture for each of Train 1 and Train 2 of the Freeport Facility. The total committed debt and equity (including for contingencies and cost overruns) is in excess of US$11 billion. The financing was the largest fully non-recourse construction project financing in history.

  • Represented ClubCorp Inc. in its acquisition of Atlanta-based Sequoia Golf in a deal valued at roughly $265 million. The deal for the additional 50 clubs was negotiated and concluded in only two months.

  • Represented an affiliate of Lion Equity Partners, a Denver-based private equity firm, in its acquisition of Homes & Land, an integrated real estate media platform, providing local real estate information throughout the U.S. and parts of Canada.

  • Represented RGS Energy, a nationwide leader of turnkey solar energy solutions for residential, commercial, and utility customers, in its acquisition of Elemental Energy, LLC, a full-service solar energy firm operating under the Sunetric brand, based in Oahu, Hawaii.

  • Represented Apollo Investment Corporation in the negotiation and documentation of a 2nd Lien Loan Agreement and Intercreditor Agreement.

  • Represented Victory Park Capital Advisors in the sale of its portfolio company, Global Employment Holdings, Inc., to TZP Group.

  • Advised hotel casino client in a restructuring of a restaurant joint venture which involved negotiating new leases, licenses, and intellectual property agreements.

  • Represented RGS Energy in its acquisition of Mercury Energy, an east coast solar integrator.

  • Brownstein was lead counsel for KeyBank National Association, as administrative agent for a bank syndicate group, in amending and restating the credit agreement of Denver-based Air Methods Corporation, a global leading provider of air medical transportation. The credit agreement provides for a $100 million revolving credit facility and $347.5 million in term loans. Proceeds of the loans were used for the acquisition of Blue Hawaiian Helicopters and its affiliates, a helicopter tour operator based in Hawaii.

  • Represented Gaiam TV Canada, Inc., a wholly-owned subsidiary of Gaiam, Inc., in its acquisition of My Yoga Online ULC, a provider of streaming digital yoga media, from Fresh Eye Productions Inc.

  • Represented Fahrenheit IT Staffing and Consulting, a division of Global Employment Solutions, in its acquisition of Indecon Solutions, a premier IT staffing firm.

  • Represented an affiliate of Lion Equity Partners, a Denver-based private equity firm, in its acquisition of the international mail services division of Pitney Bowes, a leading provider of customer communication technologies.

  • Lead counsel for KeyBank National Association, as administrative agent for a bank syndicate group, in providing $100 million incremental term loan financing to Denver-based Air Methods Corporation, a global leading provider of air ambulance service. Proceeds of the loan were used for a special cash dividend and, separately, for the acquisition of Sundance Helicopters, Inc., a Las Vegas-based helicopter tourism business.

  • Represented Lion Equity Partners, through its affiliate, in its acquisition of certain assets from Network Communications, Inc. (NCI). The acquisition included all print, digital assets and trademarks of the long standing real estate brands The Real Estate Book, Mature Living Choices, Senior Living Choices, New Home Finder, New Homes & Ideas and New Homes Journal, along with NCI's publication printing division and facilities. The business, which has been renamed NewPoint Media Group, is the largest publisher of local printed and online home-related magazines in the United States.

  • Assisted Miller Global Properties, LLC in the formation of Miller Global Fund VII, LLC, their seventh US-based real estate fund. The fund is a value-added real estate investment fund organized principally to acquire and develop a high-quality portfolio of real estate assets, comprised primarily of office buildings and hotels, as well as other real estate.

  • Represented Global Employment Holdings, Inc., a temporary staffing and professional employment organization, in its acquisition of an information technology staffing business located in Virginia.

  • Represented digital entertainment plc, a publicly-traded online gaming company, in its joint ventures with Boyd Gaming Corporation and MGM Resorts International to offer online poker to U.S.-based players upon the passage of enabling legislation.

  • Represented a NASDAQ-traded public company in a $40 million management-led going private merger transaction.

  • Handled the negotiation and documentation of a senior credit facility, senior subordinated notes and the sale of equity interests to subordinated noteholders for a private equity investment firm working in the aerospace industry.

News & Events

Board of Directors, Trips for Kids Denver/Boulder

Board Member, Water for Waslala

Member, Business Entities Drafting Committee of the Colorado Bar Association

Roots & Branches Foundation Member, Rose Community Foundation

Publications & Presentations
  • Ticket Sniping
    Journal on Telecommunications & High Technology Law, Volume 8, Issue 1, 2010

  • J.D., 2010, University of Colorado Law School, Order of the Coif
  • B.S., 2005, Indiana University
  • Colorado

Managing Editor, Journal on Telecommunications & High Technology Law, University of Colorado Law School

Colorado Super Lawyers, Rising Stars, 2015