Loewenstein, Avi

Extern for the Honorable Allison H. Eid, Colorado Supreme Court

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

Avi Loewenstein represents private equity funds, entrepreneurs, family offices and private companies in a variety of complex transactions including mergers and acquisitions, leveraged buyouts, growth equity and minority investments, corporate reorganizations and general corporate matters. Additionally, he has crafted complex joint ventures and has helped to form, finance and advise emerging businesses in a variety of industries.

Avi’s joint venture work includes the successful, high-profile redevelopment of Denver’s Union Station, a family office’s investment in oil and gas assets in the Permian Basin as well as work in the emerging online gaming industry, including a number of prominent deals starting from the early days of the industry’s growth.

Avi also has extensive experience in various matters involving Colorado and Delaware limited liability companies, partnerships and corporations, including rendering advice as to matters of state law with respect to the formation, operation and dissolution of limited liability companies, partnerships and corporations.

 

Previous Experience

Extern for the Honorable Allison H. Eid, Colorado Supreme Court

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

Deals
Practices & Industries
Corporate transactions

Avi represents private equity funds, strategic investors and entrepreneurs 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 liquidity events.

Representative Matters
  • Represented Double Helix Optics, a precision 3D nano-scale imaging start-up out of Boulder, Colorado, in its Series A financing and corporate reorganization.

  • Counsel to an affiliate of bet365 Group Limited, the world’s largest online sports bookmaker, in its acquisition of $50M of Empire Resorts common stock, making it Empire’s second largest stockholder. This strategic partnership provides bet365 with access to the New York State sports wagering market and allows it to offer retail betting, an online sportsbook and online gaming at Resorts World Catskills when permitted by applicable law.

  • Counsel to Kindred Group, the parent of the online gaming site and app Unibet, in its agreement with Hard Rock Atlantic City to offer online sports betting in New Jersey. The deal marks the entry of the Unibet brand into the U.S. market.

  • Counsel to bet365, the leading UK online betting operator, in its sports betting partnership with the Hard Rock Atlantic City casino. The deal marks the entry of Bet365 into the U.S. market. casinos.

  • Represented Confident Financial Solutions, a financial technology company providing point-of-sale automotive repair financing solutions to consumers, in its partnership with WebBank, a leader in alternative payment products including private-label installment and revolving credit.

  • Represented Lion Equity Partners in its acquisition of the motor service division of Siemens Canada Limited.

  • Represented Lion Equity Partners in the sale of its portfolio company IMEX Solutions to Landmark Global-MSI, a bpost company.

  • Represented Madison Logic in its sale of its Internal Results division based in Ireland.

  • Represented Joy Drive Midland, LLC in connection with a $360 million equity investment by HPS Investment partners to pursue oil and gas investments in the Midland Basin.

  • Represented Lion Equity Partners in its acquisition of the Vivabox USA division, a specialty curator of retail product samplers, from Sodexo Group.

  • Represented Clarion Capital Partners, LLC in its acquisition of and acquisition financing for AML RightSource, LLC, a Gabriel Partners company.

  • Represented Global Employment Solutions, a portfolio company of TZP Group and leading provider of professional staffing services, in its acquisition of the Halo Group, an IT staffing company.

  • Represented BMG Rentals Property Management, a full service property management family of companies in Utah and Idaho, in its sale to an affiliate of Home River Group, a portfolio company of TZP Group.

  • Represented Volio Vino, a Colorado wine distributor, in its sale to Baroness Small Estates, an affiliate of Kahn Ventures and Berkshire Hathaway.

  • Represented PAS Technologies, a portfolio company of KRG Capital Partners, in its sale to StandardAero Aviation, a portfolio company of Veritas Capital.

  • Represented Mercent Capital Group in its acquisition of Wine Legacy, an online and retail wine distributor in New York.

  • Represented Bow River Capital Partners in its acquisition of and acquisition financing for Midstate Energy, L.L.C. Midstate Energy is an independent provider of comprehensive development, design and engineering services relating to infrastructure upgrades and energy efficient, asset sustainability solutions.

  • Represented KSL Capital Partners in the acquisition by the Miraval Group of the Travaasa Hotel and Spa in Austin, Texas.

  • Represented Marana Aerospace Solutions, an aviation MRO service provider and a portfolio company of Monroe Capital, in its purchase of Ascent Aviation Services, another aviation MRO service provider, from LongueVue Capital Partners.

  • Represented Residential Property Management of Idaho and Allied Maintenance Plus, a full service property management family of companies, in its sale to park Place Property Management, a portfolio company of TZP Group LLC.

  • Represented Home Encounter, LLC, a full service property management company, in its sale to HRG Management, LLC, a portfolio company of TZP Group LLC.

  • Represented Park Place Property Management, LLC, a full service property management company, in its sale to HRG Management, LLC, a portfolio company of TZP Group LLC.

  • Represented Breckenridge Holding Company and Breckridge-Wynkoop in the sale of Breckenridge Brewery to Anheuser-Busch. Breckenridge joined The High End, AB InBev's stable of craft-beer brands acquired in recent years, including Goose Island Beer Co., Blue Point Beer Co. and Elysian Brewing Co. Breckenridge sells its beers in 35 states and produced approximately 70,000 barrels of beer in 2015.

  • 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.

  • Counsel to ClubCorp in its acquisition of Atlanta-based Sequoia Golf in a deal valued at roughly $265M. 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 Apollo Investment Corporation in the negotiation and documentation of a 2nd Lien Loan Agreement and Intercreditor Agreement.

  • 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.

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

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

  • Counsel to 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.

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

  • 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 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.

  • 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
Community

Board Member, Trips for Kids Denver/Boulder

Board Member, Water for Waslala

Board Member, Young Americans Center for Financial Education

Member, Roots & Branches Foundation, Rose Community Foundation

 

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

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

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

Colorado Super Lawyers, Rising Stars, 2016-2019

Membership

Member, Business Entities Drafting Committee of the Colorado Bar Association

Member, Committee on LLCs, Partnerships and Unincorporated Business Organizations of the Business Law Section of the American Bar Association

 

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