Dow Lohnes attorneys have extensive experience assisting clients in the creation of new strategic alliances and other complex joint ventures and partnerships among leading companies from all areas of the media, communications, entertainment, Internet and information technology industries. These matters often involve multiple facets of corporate law and often require expert tax analysis and industry-specific legal knowledge. Our experience and expertise has enabled our attorneys to handle large-scale joint ventures among media, communications and entertainment companies, which involve all aspects of traditional M&A and finance transactions.
Recent examples of our Joint Ventures, Strategic Alliances & Partnership practice include the following:
- We represented Cox Enterprises and its AutoTrader.com subsidiary in connection with a redemption of shares by AutoTrader.com, a $525 million credit facility for AutoTrader.com and Providence Equity Partner’s acquisition of a 25-percent equity interest in AutoTrader.com.
- We represented Insight Communications, a major cable operator, in connection with the purchase of a significant equity position in the company by an investor group led by Crestview Partners and MidOcean Partners and in connection with the company’s offer to purchase certain shares from its existing stockholders.
- We represented Cox Communications in connection with the creation and financing of a leveraged joint venture partnership between Cox and Scripps Networks Interactive Inc. to operate the Travel Channel. Cox contributed the Travel Channel to the partnership, and Scripps Network Interactive contributed cash to the partnership. We previously represented Cox Communications in connection with the exchange of Cox’s 25% interest in Discovery Communications for the stock of Travel Media, Inc., the company that owns Travel Channel and TravelChannel.com.
- We represented The National Labor College, a regionally accredited higher learning institution founded in 1969 by the AFL-CIO, in connection with a joint venture with The Princeton Review to establish the College for Working Families, an online education service that will bring high-quality degree programs to the AFL-CIO’s 11.5 million members and their families.
- We are representing INTO University Partnership, a U.K.-based company that operates a network of international student recruiters, in connection with its venture with the University of South Florida to provide “pathway” and English language training programs to enable international students to matriculate to USF undergraduate and graduate programs.
- We represented Hasbro, Inc. in connection with its formation of a 50/50 joint venture with Discovery Communications to form a children’s and family cable television network in the U.S. and on related agreements.
- We represented Harpo, Inc. and Oprah Winfrey in connection with the formation of a 50/50 joint venture with Discovery Communications to form a cable television network, OWN: The Oprah Winfrey Network, and on related agreements.
- We represented CAEL (the Council on Adult and Experiential Learning) in connection with the recent formation of EdLink, LLC – a new 50/50 joint venture between CAEL and ACT (the non-profit organization that administers the ACT college admissions exam). Combining business and operational assets contributed by CAEL with equity capital from ACT, EdLink will be the nation’s leading provider of employer tuition assistance program management services.
- We represented Manheim, Inc. in its joint venture with Akinvest-XPT Inc., establishing WES ExportTrader Corporation.
- We represented Cox in the redemption of its equity interest in the SpectrumCo, LLC joint venture with Comcast, TimeWarner and BrightHouse. In consideration of its interest in SpectrumCo, Cox received cash and FCC wireless communications licenses covering portions of Cox’s markets in Georgia, Florida, Louisiana, Arizona, Nevada and California.
- We represented Cox in the redemption of its equity interest in the TVWorks, LLC joint venture with Comcast. Cox received cash and a perpetual license to intellectual property of TVWorks in exchange for its equity interest.
- We represented the members of the Newspaper Consortium, a group of major newspaper publishers, in developing a governance agreement for the Newspaper Consortium, and we advise the consortium on ongoing governance matters.