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SELECTED TRANSACTIONS

BLOCKCHAIN & STOs

STO for a Major Foreign Digital Exchange and Wallet Service

Represented a client in tokenizing a part of equity in a foreign digital currency exchange and digital wallet by offering tokenized preferred shares through a U.S. SPV (Delaware corporation).

STO for Developing Renewable Energy Farms + Data Centers

Represented a non-US issuer in structuring a security token offering (STO) for developing a digital currency operation in the US and abroad

STO for Digital Currency Exchange and E-commerce Platform

Represented a FinTech company developing a digital currency exchange and e-commerce platform with structuring a security token offering (STO) featuring multiple types of security tokens, with and without voting rights and dividend distributions

STO for Blockchain-based Marine Navigation Network

Represented blockchain-based marine navigation service with AI capabilities in structuring a security token offering (STO) in the US

STO for Blockchain-Based Gaming Platform

Represented a non-US issuer in connection with launching a $30M security token offering (STO) in the US for developing a blockchain-based gaming platform

Tokenized Real Estate Lending Master Feeder Fund

Represented client in connection with setting-up a tokenized real estate lending master feeder fund (US/Cayman), including all potential tax implications and assisting with the application of US securities and investment regulations

STO for B2B / B2C Blockchain Freelance Platform

Represented B2B / B2C blockchain freelance platform in the process of raising capital through Regulation D and S offerings to U.S. and non-U.S. investors, including review and analysis of the white paper and the project, preparation of the private placement memorandum (PPM), subscription agreements, guidance regarding the process of investor accreditation as well as AML/KYC checks, and filing Form D with the SEC.

STO for Digital Healthcare Platform

Represented a non-US issuer in connection with launching a security token offering (STO) for developing and operating digital healthcare platform

VENTURE CAPITAL & PRIVATE EQUITY

Share Acquisition and Swap Transaction

Structured and negotiated the terms for a complex share acquisition and swap transaction between a blockchain startup and a successful early-stage Israeli tech company, including future buy-out provisions, conversion of outstanding SAFEs and options, and distribution of tokens upon successful completion of ICO

Close-Ended Asset Based Fund

Assisted a foreign cryptocurrency fund manager with incorporating US feeder into the existing structure and provided advise on application of US regulations, including the \ Securities Act, the Investment Company Act and the Investment Adviser Act

Structuring and Launching of Crowdfunding Platform

Assisted a client with structuring and launching a health technology crowdfunding platform, including guiding the client through several rounds of capital raise

Incubator Cryptocurrency Fund

Assisted an emerging manager with the setup of an incubator cryptocurrency fund and advised the client on the future conversion of the incubator fund into a full-fledged hedge fund

US Inbound Operating Structure

Represented a fashion start-up as general counsel in connection with various legal matters – joint ventures, agency agreements, new partnerships, signing new designers, re-structuring and corporate governance, setting up incentive compensation plan for employees, intellectual property matters, including registering trademarks and handling licensing arrangements

Pre-VC Funding Restructuring and Conversion of a Successful Startup

Represented a successful tech start-up in connection with converting an existing NJ LLC into a DE corporation with super-voting stock reserved for founders and non-voting restricted stock for employees

Pre-IPO Series Preferred Bridge Financing

Advised a UK private equity fund on a complex pre-IPO $25M bridge financing of a healthcare company

Close-Ended Asset Based Color Diamond Fund

Coordinated creation of legal, marketing and private placement documentation for a fancy color diamond fund (US/Cayman master feeder structure) focused on enhancing the value of an existing collection of rare color diamonds and acquiring new diamonds

REAL ESTATE PRACTICE

US Inbound Investment in Commercial Development Project

Represented a foreign private fund in connection with the corporate and tax structuring of their investment in commercial real estate project in NYC by utilizing beneficial tax treaty provisions, and combination of debt and equity 

Commercial Property Tokenization Consulting

Advised a client regarding the process of tokenizing $40M commercial property in the Midwest, addressed applicable securities regulations and token transfer restrictions for US and non-US investors, selected appropriate legal structure and consulted regarding the underwriting process on a smart-contract, issuance of ERC-20 tokens, verification of the accreditation status of US and non-US investors, KYC/AML checks, as well as onshore/offshore banking

Acquisition of Development Lot in Miami

Represented a developer as co-counsel in the acquisition of a $21M development lot on the Indian Creek Compound, Miami, FL

Sale of Multi-Family Building and Partner Buy-Out

Successfully represented a client in the sale of a mixed-use building in Midtown, Manhattan and in the buy-out of his partner’s ownership interest in the building

Tokenized Real Estate Lending Fund

Working with a client on setting-up a $20M tokenized real estate lending master feeder fund (US/Cayman), including potential tax implications, application of US securities and investment regulations and worldwide treatment of the fund tokens

Commercial Loan Secured by a Building

Represented a borrower in a $10M commercial loan transaction secured by an office building in Florida

Acquisition and Development of EPA’s Superfund Site in Connecticut

Represented a developer as co-counsel in a $50M project that involved the acquisition of the EPA’s Superfund site in CT for developing a 100,000 SF retail store

Retail Condo Purchase and Financing

Assisted a foreign client with obtaining financing for the purchase of a $5.75M retail condominium unit in Downtown, Manhattan

Reverse 1031-Exchange

Advised a foreign client on structuring a reverse 1031-exchange for the sale of $5M mixed-use property in Midtown Manhattan

Delaware Dynasty Trust to Purchase and Hold Investment Real Estate

Represented a foreign investor as co-counsel in connection with setting-up a Delaware Dynasty Trust for asset protection purposes and for purposes of purchasing and holding investment real estate in New York

Luxury Estate Lease in Greenwich, CT

Represented a member of a royal family as co-counsel in drafting and negotiating the lease for a residential property in Greenwich, CT 

For more information, contact Dilendorf & Khurdayan by email or call 212.457.9797

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