Paulsen, Elizabeth D.

If a transaction is large, complex and challenging, you’re likely to find Elizabeth Paulsen in the thick of it. Becoming a valuable part of her client’s team and understanding all aspects of their business is her passion. Particularly in the emerging online gaming industry, Elizabeth is considered one of the top attorneys in the U.S. after handling a number of high profile deals and involvement in this sector starting from the early days of the industry’s growth.

Elizabeth’s practice concentrates on joint ventures and mergers and acquisitions as well as general corporate matters. She has extensive experience representing companies, private equity funds, sponsors and entrepreneurs in a wide range of transactions. Elizabeth represents or has represented such notable clients as Wynn Resorts, Caesars Entertainment, bwin.party digital entertainment, Vail Resorts and Dividend Capital/Black Creek. Recently, she structured the joint venture responsible for the redevelopment and operation of the historic Denver Union Station. She has represented foreign operators of online gaming platforms, as well as operators of U.S.-based brick and mortar casinos in high profile joint venture agreements. She is also responsible for the ongoing corporate oversight of legal issues related to the development and financing for a liquefied natural gas export facility on the Gulf Coast of Texas.

A respected leader dedicated to professional development, Elizabeth serves on the firm's Executive Committee and previously served as a co-chair of the firm’s Corporate & Business Department. She also serves on the steering committee for the Brownstein Women’s Leadership Initiative. She provides guidance on the development and implementation of recruitment, retention and advancement of women attorneys at the firm.

Practices & Industries
iGaming

Elizabeth counsels both U.S. brick-and-mortar casinos and foreign online gaming platforms on the various ways to gain access to the emerging online gaming market, obtain B2B services and provide consumer facing products. She was the architect behind creative business solutions that have been utilized in New Jersey for online gaming services offered in conjunction with another’s license.  In addition, Elizabeth has negotiated online gaming access agreements in a number of other jurisdictions, which will become effective upon passage of enabling legislation. In addition to real money offerings, Elizabeth’s familiarity with the highly regulated gambling industry has also translated into structuring a number of social gaming transactions, including white label arrangements for brick-and-mortar casinos.

Joint Ventures

When jointly undertaking a transaction that involves individual assets and shared risks, it’s important to have an experienced advisor guiding you through the process. In high-stakes joint ventures, Elizabeth helps clients develop innovative solutions for complex arrangements. Her notable joint venture experience includes structuring the historic Union Station redevelopment in downtown Denver. She also represented bwin.party digital entertainment plc, a publicly traded, UK-based online gaming company, in its joint venture with Boyd Gaming Corporation and MGM Resorts International to offer online poker to U.S.-based players upon the passage of enabling legislation.

Outside General Counsel

As outside general counsel, Elizabeth is a strategic partner who can identify opportunities, understand a client’s top priorities and provide legal assistance grounded in business realities. Elizabeth strives to learn a client’s business, future goals and opportunities and become a valuable member of the team. With that knowledge, she is a trusted resource in guiding clients in a wide range of issues. She has advised clients in a variety of industries, with significant experience in the gaming, energy and real estate development. Elizabeth served as lead counsel for Freeport LNG Development, L.P. in the 2002 structuring, strategy and development of a liquefied natural gas (LNG) receiving and regasification facility in Texas and has continued to play a significant role in the subsequent funding for the conversion to a multi-train natural gas liquefaction and export facility in 2014.

Representative Matters
  • Represented SC Venture Acquisition LLC, the manager of PA-SC Venture I LLC, in acquiring a majority/controlling interest in PA-SC West Palm Beach Project LLC, a distribution facility subject to a triple net lease, which is one of many add-on acquisitions for portfolio companies with similar purpose, by SC Venture Acquisition LLC.

  • Represented SC Venture Acquisition LLC, the manager of PA-SC Venture I LLC, in acquiring a majority/controlling interest in PA-SC Atlanta Project LLC, a distribution facility subject to a triple net lease, which is one of many add-on acquisitions for portfolio companies with similar purpose, by SC Venture Acquisition LLC.

  • Represented SC Venture Acquisition LLC, the manager of PA-SC Venture I LLC, in acquiring a majority/controlling interest in PA-SC Boulder Project LLC, a distribution facility subject to a triple net lease, which is one of many add-on acquisitions for portfolio companies with similar purpose, by SC Venture Acquisition LLC.

  • Brownstein recently assisted 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 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 bwin party digital entertainment plc in the California online poker services agreement with United Auburn Indian Community.

  • Represented the investor group in its joint venture to redevelop the historic Union Station train station in Downtown Denver, which is being transformed into a mixed-issued project with a hotel, transit station and restaurant and retails uses.

  • Represented bwin.party 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.

  • Starting in 2002, Brownstein served as lead counsel for Freeport LNG Development, L.P. (Freeport LNG) in the structuring, strategy and development of a liquefied natural gas (LNG) receiving and regasification facility in Texas. The firm acted as lead counsel in the structuring, negotiating and documenting of financing for the construction of the facility, development of a 7.5 billion cubic foot underground salt cavern gas storage facility, which included approximately $750 million in financing from ConocoPhillips Company and a $450 million private placement note issuance.

News & Events
Community
  • Board of Directors, Girls Inc.
  • Former Board of Directors, Denver Scores
  • 50 for Colorado Class 2005
  • Pro bono counsel, Gunnison/Hinsdale Confidential Center, Inc.
  • 2010 Women’s Foundation of Colorado’s Empowerment Council Steering Committee
  • Former Board of Directors, Lowry Master Community Association
Publications & Presentations
Education
  • J.D., 1998, with highest honors, University of Denver Sturm College of Law, Order of St. Ives
  • B.A., 1995, University of Colorado
Admissions
  • Colorado
Recognition

Chambers USA, Up & Coming, 2016

Membership

American Bar Association

Colorado Bar Association

Colorado Women's Bar Association

Denver Bar Association

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