Primary Office
Real Estate Disputes
- Represented the seller of a multi-million-dollar, luxury, high-rise residential building on the Lower East Side of Manhattan and the parcel of land upon which it sits in connection with an action seeking specific performance by the purchaser to fund the earnest money deposit pursuant to an asset purchase agreement upon the purchaser’s alleged default in escrowing the deposit in a timely manner, time being of the essence.
Construction and Design Defect Disputes
- Represented a Fortune 500 company in a delay damage and payment and performance bond dispute in a multi-million-dollar state court trial that resulted in a verdict in favor of the client and against each of the design professionals and trades that caused defective conditions to occur, causing delays in substantial completion of the project beyond the agreed upon completion date.
- Represented the initial board of managers of a luxury condominium on the Upper West Side of Manhattan in connection with a multi-million-dollar lawsuit against the condominium sponsor, the construction manager and certain design professionals (as well as certain third-party contractors that were impleaded into the case) in connection with a stop-work order issued by the New York City Department of Buildings, which, among other things, determined that the newly completed renovation of the residential building at the site was in violation of certain New York City zoning ordinances and was required to be demolished and reconstructed ten feet from the lot line. The case was successfully settled on the eve of trial and a multi-million-dollar recovery in favor of the client was apportioned among each of the defendants according to their negotiated pro rata share of the settlement proceeds.
Business Divorces and Partnership Disputes
- Represented a New York general partnership, consisting of four family members of a renowned family of real estate developers, having multi-billion dollars of assets under ownership and control, and one non-family member partner who refused to grant his consent to a multi-million-dollar refinancing of a “wrap-around” mortgage secured by four commercial properties in the downtown financial district of New York City, including one that exclusively houses the corporate headquarters of a preeminent global financial institution, the rent roll of which was sufficient to service the entire proposed refinancing debt instrument for all four of the properties. Aware that the relevant partnership agreement required the unanimous consent of each of the partners, including the non-family member for any such refinancing, the non-family member refused to consent. Instead, he attempted to hold-up the refinancing unless the other partners paid him a fee of $8 million dollars. The family members who were partners engaged Peter to obtain a mandatory injunction, compelling the unwilling partner to grant his consent consistent with his fiduciary duties to them, as his partners, and the partnership. After a bench trial, the lower court entered a judgment in favor of the clients and against the recalcitrant partner, compelling him to grant his consent, time being of the essence, or, if he did not consent in the prescribed manner and within the prescribed time, the court held that he would be deemed to have granted his consent. A five-judge panel of the Appellate Division of the First Department of the New York State Supreme Court unanimously affirmed the trial court’s ruling and, after an appeal by the non-family member partner to the New York State Court of Appeals, his appeal was dismissed and the refinancing was consummated consistent with the orders of the trial court.
- Represented one branch of a prominent New York real estate and banking family against their first cousins in connection with an effort by the cousins to take over control of the family’s holding company and certain of its portfolio companies. Multiple legal proceedings were commenced by the cousins in various venues, but after numerous hostile depositions were taken of both sides of the family, the parties entered into a global settlement that resulted in the clients retaining control of the assets in dispute.
Financial, Accounting and Business Tort Disputes
- Represented a New York State not-for-profit-managed long-term care plan (MLTCP) in connection with a multi-million-dollar action for, among other things, common law fraud, breach of fiduciary duty, waste and misappropriation of assets against the MLTCP’s former parent company and certain of its former directors, officers and corporate affiliates in connection with an alleged Medicaid, financial statement and cost-reporting fraudulent scheme. After engaging in an extensive internal investigation into the fraudulent scheme and then conducting an evidentiary hearing in the New York State Supreme Court, Orange County, seeking a pre-judgment order of attachment, the trial court entered an attachment order, freezing just under $20 million in cash proceeds, which Peter and his team of litigators and forensic accountants uncovered during their investigation (the “attachment proceeds”). The attachment proceeds subsequently became the source of a stipulated settlement and order approved and entered by the court in favor of the client and against each of the defendants.
Valuation Disputes
- Represented the majority owner of an electronic payment processing corporation in connection with a special proceeding brought by the minority shareholder for an appraisal and judicial dissolution of one of the nation’s largest credit and debit card processing companies, which was started by the two shareholders when they both attended the same college. While an appraisal and valuation hearing were pending, but prior to a final judicial dissolution order, the shareholders agreed to resolve their dispute amicably, resulting in the client agreeing to buy the minority shareholder’s stake in the company at competitively advantageous terms.
Health Care Regulatory and Litigation Matters
- Represented an MLTCP in connection with a special proceeding brought under Article 78 of the New York Civil Practice Laws and Rules against the New York State Commissioner of Health and the Department of Health for, among other things, allegedly freezing the plan’s member “risk scores” in an arbitrary and capricious manner that lacked any rational basis. After a hearing on the relevant issues, the New York State, Supreme Court, Albany County, declared that the respondents had not violated Article 78. The MLTCP appealed to the New York State Supreme Court, Appellate Division, Third Department, and a five-judge panel unanimously reversed and remanded the Article 78 proceeding back to the lower court for a finding consistent with the Third Department’s decision and order. The Article 78 proceeding currently remains pending before the lower court.
Commercial and Corporate Governance Disputes
- Represented a family of Delaware limited liability companies (the “Delaware LLCs”) in connection with a books and records proceeding brought by a private equity stakeholder in a tertiary operating portfolio company that was primarily owned and controlled by the parent holding company of it and each of the other Delaware LLCs. The case was placed on the Delaware Chancery Court’s “rocket docket.” After extensive motion practice and electronic discovery, as well as numerous depositions, all done within four months of the initial filing and on the eve of trial, the case settled on terms that are confidential but favorable to the client.
- Represent an internationally acclaimed sculptor and artist with permanent exhibits in world-renowned museums in connection with a series of legal proceedings between and among the artist, who, through her company, is a shareholder in a New York commercial cooperative corporation (the “co-op”), the board of directors, and another shareholder in the co-op. The co-op’s sole assets are the land and a commercial loft building along the High Line in New York City. Until recently, the co-op had been operated as an artists’ mecca; however, the managing director of a hedge fund (the “fund manager”) bought the upper floors of the co-op and hostilely seized control of its board of directors, winning a board seat and allegedly causing the artist not to be re-elected to the board, because the artist, who was also the former president of the board, purportedly refused to approve a request by the fund manager to rescind a ZLDA “air rights development” agreement that he or one of his companies had entered into with the board and refund him an initial deposit in the magnitude of hundreds of thousands of dollars. Since then, the artist and the fund manager have been embroiled in a series of election, governance and financial disputes that have recently resulted in the commencement of a series of legal proceedings concerning the corporate governance, operation and control of the co-op by the fund manager, who has now become the president of the co-op board. As a result of this competition for governance control of the board, the dispute has grown into a conflagration. Now sides have pitted against sides. The dispute is now between the artist and other co-op shareholders allied with her, on the one side, and the fund manager and certain other co-op shareholders on the other. The artist and her contingent have recently served formal books and records demands on the board. The board partially responded but has withheld disclosure of the bulk of the books and records, which it is not lawfully entitled to do. Peter continues to represent and advise the artist in connection with these matters.
Bankruptcy Matters
- Represented an opportunistic distressed debt fund (the “fund”) in connection with a corporate bond arbitrage whereby Peter was engaged to represent the fund in connection with an adversary proceeding commenced in the U.S. Bankruptcy Court for the Southern District of New York in connection with the Chapter 11 restructuring of a “rolled up” funeral home company which had acquired billions of dollars of secured corporate debt to finance the acquisition of so called “mom and pop” funeral homes across the United States and Canada (the “debtor”). When the debtor could not service the debt, it defaulted on the notes and bonds associated with that debt (the “bonds”), which bonds were owned in part by the fund. When the fund and the remaining bond holders (with the fund, collectively, the “bondholders”) notified the indenture trustee, who served as the fiduciary entrusted to administer and service the debt (the “indenture trustee”), of their demand to enforce their rights and remedies under the bond instruments, the indenture trustee notified the bondholders that only some of the bonds had been properly secured (the “good”); other bonds had not been properly secured (the “bad”); and with respect to the remaining tranche of bond debt, questions of fact existed as to whether those bonds had been properly secured in accordance with Article 9 of the applicable Uniform Commercial Code (the “ugly”). Certain bondholders, including the fund, commenced the adversary proceeding for a declaratory judgment as to which tranche of bonds constituted the good bonds, the bad ones, and which the ugly. The fund’s original bond purchase consisted of unquestionably good bonds, but throughout the adversary proceeding, as facts became discovered, the fund invested in other tranches of bonds as well, deploying the intelligence derived from the litigation to drive financial investment decision-making. After a nearly weeklong mediation, the dispute settled and, as a result of Peter and his litigation team’s efforts, the fund had successfully hedged its bond investment strategy.