Business and Finance Law | Fennemore Craig

Business and Finance

Our business and finance attorneys represent national, regional and local clients participating in significant transactions.

Our attorneys have substantial experience in a wide variety of corporate, commercial and securities transactions, including public offerings, private placements, corporate reorganizations, mergers, acquisitions, leveraged lease financings, leveraged buyouts, syndications, venture capital financings, and the formation and registration of securities and commodities brokers and the licensing of their salespersons. The following highlights particular areas of our business and finance practice.

Good Counsel

Commercial Finance

Our attorneys structure, negotiate and document a variety of commercial and real estate financing transactions, such as asset-based lending documentation, security agreements, project financing, leveraged leases, loan restructures and workouts, letters of credit, repurchase and reverse repurchase agreements, and acquisition financing. Our finance attorneys’ financing experience spans numerous industries and types of transactions, ranging from complex national and international multilevel credit arrangements to small business and personal loans in both the real estate and commercial finance industries.

Corporate Governance

Our business attorneys advise clients on a variety of corporate governance issues, including Sarbanes-Oxley compliance, corporate compliance programs and internal investigations.

General Corporate and Commercial Law

We regularly counsel clients on a broad spectrum of general corporate and commercial matters, such as negotiating and drafting agreements, the formation of business entities, shareholder rights, and employment issues.

Our tech attorneys also serve as counsel for numerous software development companies, both local and national, with respect to corporate, securities and intellectual property issues. This work includes negotiating and drafting of acquisition agreements and licenses for software products and securing copyright and common law protection for investment in high technology.

Mergers and Acquisitions

We have a large and sophisticated mergers and acquisitions practice. We represent both purchasers and sellers in asset and stock acquisition transactions, involving public and privately-held companies. Our business attorneys also work in diverse industries, including software, technology, basic materials, utilities, and consumer products.

Our clients are often based in regions where we have offices, but not always. We represent clients involved in transactions throughout the United States and North America. As required by specific transactions, we involve our other attorneys in the areas of securities, tax law, ERISA, environmental, real property, financial institutions, antitrust, labor and employment law, and other relevant areas of federal and state law.

Nonprofit and Tax Exempt Organizations

Our nonprofit attorneys have represented many of the nonprofit and tax-exempt organizations that have shaped the Southwest for decades.

Now more than ever, tax-exempt organizations face a high level of regulation and scrutiny. Escalating oversight from the IRS, Congress, state regulators, watchdog groups, and the media require nonprofit leaders to address a gauntlet of changing nonprofit law and regulations. At the same time, tax-exempt organizations are expected to be more transparent than ever before and to adhere to evolving best practices.

Dedicated Nonprofit Attorneys

We are committed to representing non-profit and tax-exempt clients on a daily basis, not as a side practice. Our ERISA attorneys have extensive experience in advising nonprofits with respect to issues associated with the establishment and ongoing operation of 403(b), 457(b) and 457(f) plans. Our depth and collective years of experience representing nonprofit and tax-exempt organizations is unsurpassed in the Mountain West.

Large Law Firm Resources

We have a specialized niche practice; however, as part of a full-service firm with offices across the Mountain West, we are able to coordinate legal services across the full spectrum of our clients’ legal needs. In consultation with attorneys from our real property, labor and employment, estate planning, intellectual property lawemployee benefitstax, corporate, mergers and acquisitions, and other practice groups, we offer a coordinated approach to providing legal services to our tax-exempt clients. We even act as outside general counsel for a number of our clients providing a coordinated, seamless approach to solving their nonprofit legal issues.

Diverse Client Base

The nonprofit and tax-exempt sector is broad and diverse and our clients reflect that diversity. Our tax-exempt and nonprofit law clients include community and other grant-making foundations; hospitals and healthcare providers; health and human services charities; animal welfare organizations; national and international trade associations; churches and other religious institutions; arts organizations and museums; public, private and charter schools; colleges and universities; supporting organizations; social welfare organizations; organizations involved in lobbying and political activities; veterans organizations; and tribal and governmental entities.

Our attorneys also advise individual clients regarding their charitable gifts including drafting complex gift agreements such as endowment gifts, naming rights gifts, and charitable remainder trusts and charitable lead trusts.

Recognized Excellence

Our law firm’s tax-exempt organizations and nonprofit attorneys include members of Best Lawyers in America®, Southwest Super Lawyers®, the American College of Tax Counsel and the American College of Trust and Estate Counsel. The partners in the practice are “AV” rated attorneys by Martindale Hubbell (the highest rating available), which signifies substantial experience and recognition by one’s peers for professional accomplishment.

Securities Offerings

We represent issuers, investors and underwriters in public offerings and private placements of securities. Our business attorneys also represent a number of publicly held corporations handling securities related needs, ranging from initial public offerings through follow-on equity and debt transactions.

We regularly assist clients in preparing public reports under the Securities Exchange Act of 1934 and in compliance with other aspects of the securities laws. Our finance attorneys also represent clients before federal and state administrative agencies regulating securities transactions, the securities industry and financial institutions.

Sports Law

Our sports law attorneys include a team of professionals with experience representing individual athletes, teams, and owners or operators of professional sports facilities.

Our priority is to protect our clients’ valuable assets and guide good decision-making, personally and professionally, discreetly and confidentially. Our sports attorneys represent professional athletes (NFL, MLB, NBA, PGA, NHL, UFC, Nevada Athletic Commission, equestrians and boxing), sports organizations, teams and professional sports facilities on a variety of matters.

Who We Represent

USA Basketball (USAB) - Representation of USAB in connection with its planned move to Glendale, Arizona, including the negotiation of development agreements with the City of Glendale and the real estate developer, support agreements for hotel and meal services to be provided to USAB and its athletes, and marketing agreements.

Arizona Sports and Tourism Authority (AZSTA) - Serves as general counsel to AZSTA, the owner and operator of the 70,000-seat University of Phoenix football stadium. AZSTA's activities also include the development and renovation of Cactus League spring training facilities, and the development and improvement of youth and amateur sports and recreational facilities in Maricopa County. The firm’s sports attorneys have represented or currently represents AZSTA in connection with:

  • Siting and construction of the University of Phoenix Stadium, home of the Arizona Cardinals and the Fiesta Bowl
  • Issuance of tax-exempt revenue bonds for the University of Phoenix football stadium
  • Use agreements by major tenants, including master suite licenses
  • Requests for proposal and agreements for management services and concessions
  • Facility finance for development and renovation at Cactus League facilities for the Texas Rangers, the Kansas City Royals, the Oakland A's , the Los Angeles Angels, the San Francisco Giants, the Los Angeles Dodgers, the Chicago White Sox, the Cleveland Indians and the Cincinnati Reds.

U.S. Airways Center - Representation of the Phoenix Suns in negotiating arrangements with the City of Phoenix for the development of the US Airways Arena. Fennemore Craig’s sports attorneys formed Phoenix Arena Development Limited Partnership, an affiliate of the Phoenix Suns, to develop and operate the arena for the benefit of the City (as owner) and the Phoenix Suns, including the preparation of the Phoenix Suns, Phoenix Arena Development Limited Partnership and City of Phoenix agreements and documents for the financing, constructing and operation of the Arena.

  • Represented the US Airways Center (then America West Arena) in negotiations with the Winnipeg Jets (NHL), resulting in the relocation of the franchise to Phoenix as the Phoenix Coyotes.
  • Provided counsel for the financing of approximately $100 million for the Arena, financed by the City of Phoenix and Phoenix Arena Development Limited Partnership, an affiliate of the Phoenix Suns, through the issuance of taxable bonds by the Industrial Development Authority of the City of Phoenix. Representation of Phoenix Arena Development Limited Partnership in refinancing matters, including financing for a $50 million expansion and renovation of the arena, initiated in 2001, that included the Budweiser Paseo located on the east side of the arena and the sponsorship agreement and related opportunities related thereto.

Jobing.com Hockey Arena, City of Glendale - Representation of the City of Glendale in connection with the Coyotes Arena, now the Jobing.com Arena. The arena is owned by the City of Glendale and is operated, subject to City oversight, by an affiliate of the NHL franchise. The firm represented the City in connection with a convention center and hotel in Westgate City Center.

Dodge Theatre - Representation of Phoenix Downtown Theatre LLC and Phoenix Theater Development and Management LLC in negotiating arrangements with the City of Phoenix for the development of a 5,000-seat theater (the Dodge Theatre) and shared parking with the City of Phoenix and the acquisition, construction and permanent financing for the project.

Phoenix Suns - Outside counsel to the Phoenix Suns, Phoenix Arena Sports Limited Partnership (the operator of the Phoenix Mercury, Arizona Rattlers and Phoenix Roadrunners), Phoenix Arena Development Limited Partnership (the operator of US Airways Center), Sports and Entertainment Services, Inc. (which provides security and other services for U.S. Airways Center and Chase Field), and the other Phoenix Suns affiliates. Our sports lawyers represented the prior owners of the Phoenix Suns in the sale of the Suns and its affiliates in 2004 and the firm continues to serve as outside counsel to the Phoenix Suns and its affiliates on its public/private partnership with the City of Phoenix, player matters, employment contracts, television, radio, advertising, ticket policies, charitable programs, sponsorships, promotions, licensing, financing, NBA-related matters, and related real estate matters. Fennemore Craig represented the Phoenix Suns in the approximately $1 billion NBA leaguewide credit facility and additional tranche loans thereunder and the initial financing and subsequent refunding and parity bond financings for the US Airways Center.

Joint Ventures - Representation of Team Shops LLC, a joint venture formed between the Phoenix Suns and the Arizona Diamondbacks (and previously the Phoenix Coyotes) for the retail sale of products for the Phoenix Suns, the Arizona Diamondbacks, the Phoenix Mercury, the Arizona Rattlers and the Phoenix Roadrunners at venues and other outlets in the Phoenix metropolitan area.

Sponsorship/Promotions - Representation of sponsor companies in sponsorship and promotion agreements. The firm’s sports attorneys assist Phoenix Arena Development Limited Partnership (the operator of US Airways Center) with its major sponsorship agreements, including naming rights. The firm also represented Qwest as special counsel for sponsorship rights at the Pepsi Center (Denver), the Rose Garden (Portland), the Key Arena (Seattle), the Delta Center (Salt Lake City) and the Coyotes Arena (Glendale).

Our sports law services for individual sports professionals include:

  • Due diligence in business partnerships and deals
  • Player or coach contracts and talent agreements
  • Employment agreements
  • Immigration and visas
  • Agent agreements
  • Celebrity endorsements and promotion agreements
  • Prenuptial, postnuptial agreements and estate planning
  • Charitable foundations
  • Federal and state income taxes
  • Luxury home construction and purchase contracts
  • Personal injury and insurance coverage litigation
  • Salary arbitrations
  • Collusion claims
  • Trademark and copyright counseling and protection

Our sports law services for professional teams and sports organizations include:

  • Concession and facility management agreements
  • Facility siting, development and construction
  • Support agreements
  • Tax-exempt and taxable project bond financing
  • Term loan facilities and revolving lines of credit loan facilities
  • License or use agreements by major tenants
  • Luxury suite agreements, club and special seating, advertising, and ticket policies
  • Public or private partnerships
  • Preferred provider, major sponsorship and naming rights
  • Sports franchise general representation
  • Foul ball and stadium-related litigation defense

Tax Law

A number of our business and finance attorneys also have substantial experience and qualifications related to federal, state and local tax matters. In addition, our tax attorneys who focus on matters involving income, sales, property, gift and estate taxes. Our business, finance and tax attorneys work together to structure business transactions as efficiently as possible from a tax perspective.