Barry Herzog

Represented VICI Properties Inc., an NYSE-listed REIT, in its acquisition of the real estate assets associated with Fitz Casino & Hotel and WaterView Casino & Hotel for approximately $293.4 million, and the simultaneous leaseback to subsidiaries of Foundation Gaming and Entertainment, LLC.

Advised Sentinel Capital Partners in its acquisition of Controlled Products, a manufacturer and distributor of premium synthetic turf products.

Advising VICI Properties Inc. in its pending $17.2 billion strategic acquisition of MGM Growth Properties LLC (NYSE: MGP).

Advised Alliant Insurance Services, a leading distributor of diversified insurance products and services in the U.S., in its acquisition of Confie, the largest personal lines insurance distributor in the U.S.

Represented Paine Schwartz Partners in its acquisition of Kynetec, an agricultural and market research company.

Advised Stone Point Capital LLC in the sale of its portfolio company Finxera Holdings Inc. to Priority Technology Holdings Inc., a leading payments technology company.

Advising VICI in its acquisition of the Venetian Resort’s real estate in Las Vegas from Las Vegas Sands Corp.

Represented Stone Point Capital LLC in a strategic investment by funds managed by Stone Point Capital in Allied Benefit Systems LLC, a leading independent third-party administrator of group health benefits to self-insured employers.

Represented SitusAMC Holdings Corp. in the acquisition of all the outstanding equity interests of Assimilate Solutions LLC, a provider of mortgage and title knowledge process outsourcing and information technology outsourcing solutions.

Advising Sentinel Capital Partners in the sale of Pet Supplies to Franchise Group Inc., an all cash transaction valued at approximately $700 million.

Advising Stanhope Capital in its definitive merger agreement with FWM Holdings – owner of Forbes Family Trust, LGL Partners and Optima Fund Management (collectively FWM)- to create one of the world’s largest independent wealth management and advisory firms, overseeing  $24.2 billion in client assets.

Advising BlackRock, Inc. in its definitive agreement to acquire Aperio Group LLC, a pioneer in customizing tax-optimized index equity separately managed accounts, from Golden Gate Capital for $1.05 billion.

Represented Stone Point Capital LLC in its acquisition, along with GreyLion Capital, of Hyphen Solutions, the leading provider of cloud-based residential construction management software.

Represented SitusAMC Holdings Corp. in the acquisition of real estate technology provider rSquared CRE, LLC.

Represented SitusAMC Holdings Corp. in the acquisition of LogicEase Solutions Inc., the parent company of leading residential regulatory compliance technology provider ComplianceEase®.

Advised SitusAMC, the leading provider of services and technology supporting the real estate finance industry, in a strategic investment by The Public Sector Pension Investment Board.

Advised BlackRock in a strategic investment in iCapital Network, a financial technology platform focused on driving access and efficiency in alternative investing. 

Represented Argand Partners LP in in its acquisition of Midwest Can Company LLC and Container Specialties Inc., a leading manufacturer of portal fuel containers, from GenNx360.

Advised Stone Point Capital and its Trident funds in the acquisition of PrismHR, a leading HR technology platform.

Represented Paine Schwartz Partners in establishing an animal health & nutrition investment platform, Axiota Animal Health, Inc., with a strategic acquisition in Warburton Technology Limited, a leading producer of trace-mineral injections for cattle.

Advised Bluespring Wealth Partners LLC, a wholly owned subsidiary of Kestra Financial Inc., in the acquisition of Vector Wealth Management, a provider of comprehensive financial planning and investment management services. 

Advising Bluespring Wealth Partners LLC, a wholly owned subsidiary of Kestra Financial in the acquisition of Believeland LLC. 

Advised National General Holding Corp. in the acquisition of National Farmers Union Property and Casualty Company from QBE North America. The deal is valued at $52.8 million.

Advised Stone Point Capital LLC in the acquisition of the majority interest in First Associates Loan Servicing LLC. 

Represented VICI Properties Inc. in its entry into a definitive agreement with Eldorado Resorts Inc. in connection with Eldorado’s $17.3 billion merger with Caesars Entertainment Corp.

Represented VICI Properties Inc. in its agreement to acquire the real estate assets of JACK Cincinnati Casino, located in downtown Cincinnati, for approximately $558 million in cash and lease it to Hard Rock International.

Advised Quad Partners in the sale of Rubicon, the provider of Atlas curriculum management, to Faria Education Group Limited, a leading international education systems company.

Advised Stone Point Capital LLC in an agreement by which funds managed by Stone Point acquired Sabal Capital Partners LLC.

Represented Brown (RI) Investment Company LLC and MyOfficeProducts Holdings Inc. in the sale of their subsidiaries, HiTouch Business Services LLC and MyOfficeProducts LLC, to Staples Inc.

Advised Stone Point Capital LLC and its Trident funds in an investment in Gordon Brothers Group LLC, a global advisory, restructuring and investment firm specializing in the industrial, consumer products and retail sectors. 

Advised NXT Capital Inc., a provider of structured financing solutions, in its acquisition by Orix Corp. USA.

Advises VICI Properties Inc. in connection with its agreement to acquire the land and real estate assets of Margaritaville Resort Casino for approximately $261 million cash, and lease the operating assets of Margaritaville Resort Casino to Penn National Gaming Inc.

Represented Stone Point Capital LLC in an agreement by which funds managed by Stone Point Capital made an investment in Mitchell International Inc. and acquired KKR and Elliott Management’s equity position in the company.

Advised Stone Point Capital LLC and its Trident funds in the acquisition of the majority interest in Genex Services from funds advised by Apax Partners.

Represented Stone Point Capital LLC in its acquisition of LegalShield, a subscription-based provider of legal plans and a provider of identity theft solutions, from funds controlled by MidOcean Partners.

Advises VICI Properties, a gaming REIT, on ongoing matters.

Advised Ten-X, a leading online real estate marketplace, in a recapitalization transaction led by private equity firm Thomas H. Lee Partners.

Advised Stone Point Capital and its Trident Funds in its acquisition of a majority stake in Focus Financial Partners.

Advised Stone Point Capital and its Trident Funds in its sale of its interest in SCS Capital.

Advised NXT in connection with a recapitalization.

Advised Calamos Partners in its going-private transaction.

Advises Renovate America in connection with its securitization of PACE bonds.

Advised Preston Hollow in connection with capital raises.

Advised Stone Point Capital and its Trident Funds in its acquisition of NFP ’s advisor services business called Kestra.

Advises Kestra Financial in connection with its acquisitions of H. Beck.

Advised Greenspoint Capital in its securitization of insurance commissions.

Advised Lancaster Pollard in its sale to Orix.

Advised Access Point in its sale to Wafra.

Advised Situs Group in its acquisitions of Hatfield Philips and Collingwood Group.

Advising National General Holdings Corp. on tax issues in connection with its pending acquisition of Elara Holdings Inc., the parent company of Direct General Corp., a Tennessee-based auto and life insurance company.

Advises private equity funds, including Stone Point Capital, Quad Investors, Shamrock Capital and Fortress in portfolio acquisitions and dispositions.

Advised Blackrock in connection with a tax-advantaged “up-C” IPO of PennyMac.

Advised Capmark Financial Group Inc. in an agreement with affiliates of Centerbridge Partners LP for a strategic investment in Capmark by Centerbridge.

Advised Spectrum Corporation in its tax-free spin-off of its A-Mark Precious Metals subsidiary.

Advised Capmark Financial Group Inc. in its acquisition of Bluestem Brands Inc.

Advised General Maritime Corp. in its merger with Navig8 Crude Tankers Inc. to create Gener8 Maritime Inc., a world-class provider of international seaborne oil transportation services.

Advised on the merger of Genco Shipping & Trading Ltd. and Baltic Trading Ltd.

Advised Uniroyal Technology Corp. in its tax-free combination with EPAL and Invisa, two privately held companies, in a modified tax-advantaged “up-C” structure.

Advised NorthStar Realty Finance Corp., a publicly traded REIT, in its tax-free spinoff of NorthStar Asset Management Group Inc., its real estate management business.

Noble Corp. plc – Representation of a bondholder group with over $695 million of bond debt in negotiations with Noble Corp plc to restructure its balance sheet. Noble, a leading owner and operator in the offshore drilling industry, filed for bankruptcy on July 31, 2020, in the Southern District of Texas with roughly $4 billion of financial debt, including approximately $3.5 billion in bond debt and an approximately $545 million drawn revolver. The bondholder group negotiated and agreed with Noble prior to the bankruptcy filing on a Restructuring Support Agreement providing for the conversion of all Noble’s debt to equity pursuant to a Chapter 11 plan of reorganization, in a deal supported by all of Noble’s key creditor constituencies. The Restructuring Support Agreement also contemplates a rights offering for the issuance of $200 million of new second lien notes upon Noble’s emergence from bankruptcy, a portion of which will be backstopped by the bondholder group. 

Valaris plc -- Representation of a bondholder group with over $3.7 billion of bond debt in negotiations with Valaris plc to restructure its balance sheet. Valaris (one of the largest oil rig owning companies in the world) filed for bankruptcy on Aug. 19, 2020, in the Southern District of Texas with over $7 billion of financial debt, including approximately $6.5 billion in bond debt and an approximately $600 million drawn revolver.  The bondholder group negotiated and agreed with Valaris prior to the bankruptcy filing on a Restructuring Support Agreement providing for the conversion of all Valaris’ debt to equity pursuant to a chapter 11 plan of reorganization, in a deal supported by over 70% of Valaris’ bond debt.  The bondholder group also agreed to provide $500 million in DIP Financing, which was approved by the Bankruptcy Court following a contested two-day trial.

Represented the Official Committee of Unsecured Creditors in the Toys R Us bankruptcy.

Represents the Official Committee of Unsecured Creditors in the Seadrill Limited bankruptcy.

Represents the first-lien noteholders in the Caesars Entertainment Operating Co. bankruptcy.

Represents the ad hoc group of holders of second-lien notes issued by Energy Future Intermediate Holding Co. LLC (EFIH), a subsidiary of Energy Future Holdings Corp.

Represented an ad hoc group of creditors in the Peabody Energy bankruptcy.

Represented Luxor Capital Partners in the RCS bankruptcy.

Represent the RCS Creditor Trust.

Represented the Official Committee of Unsecured Creditors of the NII Holdings bankruptcy.

Represented the holders of Detroit Certificates of Participation.

Represented the Creditors’ Committee in the bankruptcy of Residential Capital LLC.

Represents the ResCap Liquidating Trust.

Advised the holders of first-tier bonds in the Las Vegas Monorail Company Chapter 11 bankruptcy case.

Advised noteholders in the restructuring of Patriot Coal Corp.

Advised JPMorgan Chase Bank NA, as agent for more than $260 million in secured debt, in the Chapter 11 proceeding of Dewey & LeBoeuf LLP.

Advised the Official Committee of Unsecured Creditors of General Motors Corporation.

Advised the Official Committee of Unsecured Creditors of Chrysler LLC.

Represented the Official Committee of Unsecured Creditors of Capmark Financial Group, Inc. in Capmark’s Chapter 11 restructuring.

Represented the bankruptcy trustees appointed in the insolvency proceedings of Lehman Brothers Treasury Co. B.V. and Lehman Brothers Securities N.V.

Advised General Maritime Corp. in its bankruptcy restructuring.

Advised Genco Shipping & Trading Ltd. in its bankruptcy.

Represented a large insurance company in negotiating purchase and sale agreements for the acquisition of an approximately 180,000 square foot premier office/retail building in Charlotte, North Carolina.

Represented a large insurance company in negotiating purchase and sale agreements for the acquisition of an approximately 735,362 square foot warehouse facility in South Brunswick, New Jersey, which was the second largest acquisition of industrial property in New Jersey of 2018.

Represented Quilvest Group in its acquisition of a majority of the equity in the partnerships that own the 30-story office building located at 123 S. Broad St. in Philadelphia, PA, and the related joint venture, mortgage refinancing and sale of the adjacent Witherspoon Building.