Experience John R. Rhorer, Jr.

Experience

Urban Development

Assisted owner of 17 acre urban site with negotiations on long-term general lease to a national commercial developer which will construct multi-use facilities on the site.

Assisted same client with long-term lease of 9 acre site to non-profit organization which will construct an urban park and amphitheater on the site.

Land Use Resolution

Client: Patchen Wilkes Farm

Assisted the owners of Patchen Wilkes Farm with the approval of a single-family residential development of a portion of the farm; with the townhouse development adjoining Patchen Lake; with the leasing of the majority of the remainder of the farm to tenants involved in the breeding and boarding of thoroughbreds; and with day-to-day issues arising from the owners’ oversight of the residential and townhouse development and the tenant’s farm operations.

Purchase and Sale of Sport Horse and Thoroughbred Farms

The Firm routinely represents buyers and sellers in the purchase and sale of sport horse and thoroughbred horse farms in Central Kentucky, including Split Rock Farm; a 150 acre farm adjoining Claiborne Farm in Bourbon County; a 385 acre farm in Woodford County; Maplecrest Farm, Take The High Road, Oasis Stables North and a carriage horse training and boarding farm located in Scott County.

Counsel to Private Equity Firm in $150 Million Dollar Financing of Kentucky Downs

Client: Private Equity Firm

Kentucky lender’s counsel and specialty (gaming and regulatory) counsel to private equity firm in $150 Million Dollar financing of purchase and redevelopment of Kentucky Downs racetrack and gaming operation. Review of corporate operating documents, term sheet, commitment letter, deposit account control agreements, credit agreements, guarantees, Kentucky mortgages and title work. Representation before the Kentucky Horse Racing Commission for regulatory approval of financing and securitization of gaming assets. Advised on the content and interpretation of Kentucky horse racing, pari-mutuel wagering, historical horse racing laws, and gaming changes, with regard to statutes and regulations.

Negotiated Lease Between Municipal Convention Center and Men’s Division 1 College Basketball Team (including media rights and naming rights)

We represented the owner of a municipal arena/convention center complex in negotiations for a 15-year lease of the arena to a major college men’s basketball team.

Represented a Lessor in Commercial Lease Transactions

Client: Rosenstein Development

We represented Rosenstein Development (as Owner/Lessor) in several commercial lease transactions, including those with Walgreen’s, Rally’s, Jason’s Deli and Sears.

Counseled a Rehabilitation Service During Lease Negotiations

Client: Southeast Kentucky Rehabilitation Industries, Inc.

We represented Southeast Kentucky Rehabilitation Industries, Inc. (as Lessee) in the negotiations of a lease to a warehouse/manufacturing facility in Pineville, Kentucky.

Represented the Lessee/Purchaser In Negotiations Over a Manufacturing Site

We represented the lessee in the negotiations of the lease of a 15-acre manufacturing site in Kentucky, and then represented that client through the closing when it exercised its option to purchase the property.

Purchase Agreement and Financing for Jewelry Manufacturing Facility

When one of the world’s best known jewelry companies was looking for a location to house their new manufacturing plant, they enlisted Dinsmore to guide them through the process. Working with counsel for and representatives of the local Chamber of Commerce, who owned the land, we negotiated and drafted the purchase agreements and closed the purchase of the property. As part of the purchase, we also worked with state officials to secure significant tax incentives for our client. Our client was able to open their new facility to meet their operating and production goals, and the new facility has also provided new jobs to boost the surrounding economy.

Sale of Family-Owned Coal Company

When Pine Branch Coal Sales was presented with the opportunity to sell their operating assets, they turned to Dinsmore for counsel. A family-operated coal company, Pine Branch was approached by Blackhawk Mining, LLC about the potential transaction, which would allow Blackhawk to more than double its production. We worked with Pine Branch to facilitate the deal, including conducting due diligence analysis and preparing and drafting the appropriate documentation. We also assisted the client with the complex financial aspects of the deal, which included a component of seller financing and a multi party intercreditor arrangement with a consortium of lenders headed by Deutsche Bank. We then counseled the client through the closing and execution of the sale, which was completed efficiently and to the satisfaction of the client.