Joint Ventures

Robinson Bradshaw provides comprehensive legal assistance with respect to the structuring and negotiation of equity and contractual joint ventures, and our attorneys have significant experience in the formation and documentation of limited liability companies.

We have developed a Joint Venture Handbook to assist our clients in considering the major negotiating points involving equity joint ventures, including:

• Pre-formation issues
• Financial obligations and capital requirements
• Cash distribution provisions
• Allocations of profits and losses and other tax matters
• Decision-making (governance and control) and deadlock resolution
• Default remedies
• Transfer restrictions and exit mechanisms
• Venturers as vendors, customers and employees
• Securities offering matters
• Antitrust matters
• Governing law selection

Please feel free to contact us to request a complimentary copy of the Joint Venture Handbook.

A contractual joint venture may involve requirements contracts, joint product development agreements, long-term management arrangements, licensing arrangements and other contractual mechanisms pursuant to which two separate businesses forge a relationship that is stronger than an ordinary vendor/purchaser relationship. We have the capabilities and experience to help our clients in all of these areas.

Our equity and contractual joint venture clients cover a broad spectrum of industries and include energy companies, health care providers, private equity investors, sports and entertainment clients, and real estate developers. We involve lawyers with industry experience as required for any joint venture.

Health Care

• Serve as lead counsel to an international public health care company in the closing of hundreds of joint venture transactions, including dialysis clinic joint ventures, vascular access joint ventures and cardiac cath lab joint ventures.

• Formed ESRD accountable care organizations in 24 major markets throughout the United States to participate in the CMS ESRD Seamless Care Organization and Comprehensive Kidney Care Contracting models.

• Represented two large physician practices in the Carolinas in the formation of separate joint ventures to monetize proprietary technology and services to be marketed to physician practices throughout the United States.

• Represented an international public health care company in its efforts to partner with a North Carolina health care system to improve costs and quality of care for end-stage renal disease by developing and implementing a local care model, an integrated care network and a Medicare Advantage Chronic Special Needs Plan.

• Represented a large orthopedic practice in structuring a joint venture to provide management services to orthopedic practices and hospital orthopedic service lines across the country.

Real Estate

• Represent real estate developers and private equity funds, private investors, co-developers and landowners in the formation of joint ventures to develop a broad range of properties throughout the Southeast. Project types include residential developments, commercial office complexes, industrial and distribution facilities, regional malls, power centers and mixed-use sites.

• Represented owner of Piedmont Town Center, a mixed-use project in Charlotte, North Carolina, with 400,000 square feet of office space, 65,000 square feet of retail space, 178 condominium units and two 1,000-car parking decks.

• Represented owner of The Avenue Murfreesboro, an 810,000-square-feet open-air retail center outside Nashville, Tennessee.

• Represented owner of Ventana, a 62-unit, 12-story condominium in the Penn Quarter district of Washington, D.C.

• Represented owner of James Center, a mixed-use project in Richmond, Virginia, that includes three office towers with approximately 1 million square feet of rentable area, a parking garage and a surface parking lot.

• Represent developer of long term credit “build-to-suit” facilities for investment-grade corporate clientele, including headquarters office facilities and regional distribution facilities in Arizona, Colorado, Georgia, Florida, New Jersey, New York, North Carolina, South Carolina, Pennsylvania and Washington.

Sports and Entertainment

• Represented sports teams, individual athletes and investors in equity and contractual joint ventures, with a primary focus on the NASCAR racing arena.

• Reorganized Roush Racing and created the Roush Fenway Racing joint venture in a transaction with Fenway Sports Group.

• Reorganized Evernham Motorsports and created the Gillett Evernham Motorsports joint venture in a transaction with the Gillett family.

• Formed joint venture between two major competitors in NASCAR racing for the sharing of information regarding, and the joint development of, racing engines for NASCAR Nextel Cup series race cars.

• Represented several NASCAR teams in the creation of the NASCAR Teams Licensing Trust to pursue and promote joint merchandise licensing in NASCAR.

• Represented player agency in joint ventures with several other agencies to create an NFL player representation agency and a major league soccer player representation agency.

Private Equity

• Represented private equity clients, including Ares Capital Corp., CapitalSouth Partners LLC, Chapter IV Investors LLC, Copeley Capital, Fidus Partners, Pamlico Capital, Parish Capital Partners LLC and Wakefield Group in equity investments and management buyouts resulting in joint ventures between client, management and other investors.

Energy

• Represented publicly traded and privately held energy companies and private equity investors in joint ventures to develop traditional and alternative energy.

• Formed joint venture to develop, own and operate advanced waste-to-energy facilities.

• Formed and subsequently dissolved joint venture to provide Engineering, Procurement and Construction, and Operation & Maintenance contracts.

• Formed joint venture to develop, own and operate a natural gas storage facility.

General Business

• Formed joint venture for the shared ownership and use of multiple aircraft, primarily by recreational pilots.

• Formed joint venture for the content and production of a business-to-business magazine.

• Arranged teaming agreement for the solicitation of government contracts for the production of military helmets.

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