The Hospitality, Leisure & Gaming sectors play an integral role in the global economy and face changing regulations and an increasing number of disruptive forces and challenges across the globe. Hotel owners, operators, developers, lenders and investors rely on the experience of industry-focused advisors to provide counsel on their hospitality-related transactions across borders.

Hospitality & Leisure

The current economic, political and regulatory landscape is bringing volatility to the market. The industry is contending with potential cash-flow shortfalls and financing challenges along with the unknown consequences of Brexit and other global changes.

Industry “disrupters” like the alternative accommodations market and other technologies continue to impact the sector, becoming a new competitive driver forcing traditional hospitality to re-examine existing business models. Similarly, new types of licenses and other management agreements that provide flexibility to hotel owners are evolving alongside the contracts that have been the standard for many years in the hotel industry.

Consolidation in the industry is expected to continue with lodging REITs, corporations and timeshare companies adding to the mix. Now more than ever, industry leaders need insightful, business-minded counsel that can keep up with the changing market. Collaborating side-by-side with you, we know the hospitality business from every angle. We represent owners, investors, joint ventures, investments funds, lenders and hotel operators in a broad range of domestic and international industry-related transactions. Our work includes development projects, acquisitions and dispositions of hotel and resort properties, mergers and acquisitions of hotel and resort companies, secured financings and workouts. Our lawyers provide tailored, cutting-edge solutions as your needs change over time across a wide range of areas, including Real Estate, Mergers & Acquisitions, Project Development & Finance, Intellectual Property, Tax and Financial Restructuring and Insolvency.

Gaming

The gaming industry faces unique challenges that require a cross-disciplinary approach. Boards and regulatory commissions demand internal control standards and practices, cost-effective tax structures and ongoing analysis of legislative and economic impacts on the industry. Owners, operators and lenders must interact with organizations in both the public and private sectors — investment banks, commercial lending institutions, governmental bodies and the licensing agencies that regulate their operations.

Entering new markets requires a partner who can help you navigate every step of the way. We will help you analyze the economic consequences — from introducing legalized gaming into a new market to evaluating the financial suitability and overall viability of potential licensees in newly developed gaming jurisdictions.

In such a global industry, economic and regulatory challenges can have far-reaching impact. Relying on a team of lawyers with offices in gaming hubs around the world will help you navigate complicated international issues, such as the implications of the emergence of major casinos in the Asia-Pacific region operated by US-based companies.

With our long-standing commitment to the industry, Shearman & Sterling can help you achieve your business goals. Our global platform provides the geographic reach required for the 21st century economy, and our cross-disciplinary and responsive team takes a practical approach, providing effective strategies and solutions.

• Hospitality Investors Trust | represented Citibank, N.A., as administrative agent and collateral agent, in connection with a $310 million syndicated term loan for affiliates of Hospitality Investors Trust.
• Nassau British Colonial Hilton Hotel | represented China Construction America, Inc. (CCA) in connection with the purchase and redevelopment of the Nassau British Colonial Hilton Hotel and an adjacent property.
• Four Seasons Hotel São Paulo | advised Iron House Real Estate in a joint venture with an affiliate of Abu Dhabi Investment Authority (ADIA) to bring the first Four Seasons hotel and private residences to Brazil, in the city of São Paulo. Four Seasons Hotel São Paulo at Nações Unidas is expected to open in 2017.
• Travelodge | advised the initial purchasers Goldman Sachs and Barclays, in connection with Travelodge’s £165 million offering of its senior secured floating-rate notes due 2023 issued by TVL Finance (the “Issuer”), an affiliate of Travelodge Hotels.
• Hersha Hospitality Trust | represented Citibank, N.A., as administrative agent, and Wells Fargo Bank, N.A., as syndication agent, in connection with a $200 million senior unsecured term loan for Hersha Hospitality Trust. The new term loan, together with the company’s existing term loans and revolving line of credit, expands the company’s senior unsecured borrowing capacity from $800 million to $1 billion before taking into account any draws or pay downs.
• B&B Hotels | advised BNP Paribas, Crédit Agricole Corporate and Investment Bank, Crédit Suisse International, Natixis and Société Générale, as mandated arrangers and underwriters, on the €450 million senior financing for the acquisition of French hotel group B&B Hotels by private equity firm PAI Partners.
• Accor Hospitality | advised International Chinese hospitality group Jin Jiang in the acquisition of a large stake in Accor, the French premier hospitality group.
• Brazil Hospitality Group | represented GTIS Partners in connection with a tender offer and subsequent take private transaction of Brazil Hospitality Group (BHG) which owns and operates multiple hotels in the region.
• Hilton Homewood Suites | advised Alduwaliya with the US$167 million acquisition and financing of Hilton Homewood Suites at 312 West 37th Street in New York City; and its $68 million acquisition from a subsidiary of Magna Hospitality Group of the Hilton Homewood Suites located near the Washington Convention Center at 465 New York Avenue, NW in Washington, D.C.
• American Realty Capital Hospitality Trust (ARC) | represented Deutsche Bank AG New York Branch, as administrative agent, in connection with a $450 million unsecured term loan facility for affiliates of ARC Hospitality.
• Intercontinental Mark Hopkins Hotel | represented Deutsche Bank AG New York branch, as administrative agent in connection with a $75.5 million mortgage loan to finance the acquisition and renovation of the Mark Hopkins Hotel in San Francisco.
• Hilton Garden Inn & Hilton Fashion District Hotel | represented a private investor with the acquisition and financing of the Hilton Garden Inn at 63 West 35th Street in New York City and the Hilton Fashion District Hotel at 152 West 26th Street in New York City.
• London Marriot Hotel | represented a borrower in connection with the £42 million refinancing of London Marriott Hotel, together with an open-ended revolving facility for certain capital improvement costs, interest and other funding requirements of the borrower.
• Ritz-Carlton Hotel Boston | represented a borrower in connection with the $85 million acquisition financing for the purchase of the Ritz-Carlton Hotel in Boston, Massachusetts.
• Choice Hotels International, Inc. | represented Deutsche Bank AG New York Branch, as joint lead arranger and administrative agent, in connection with the $450 million syndicated senior unsecured revolving credit facility for Choice Hotels International, Inc.
• Fairmont Hotels (multiple locations) | represented of a lead arranger and lender in a $3.7 billion syndicated, multi-currency senior secured financing for Colony Capital and Kingdom Hotels of the Fairmont and Raffles hotel chains.
• The JW Marriot Essex House Hotel | Representation of Metropolitan Life Insurance Company Inc. in connection with a $225 million mortgage financing of The JW Marriot Essex House Hotel on Central Park South in New York City.
• Four Seasons Hotels Inc. (multiple locations) | represented the administrative agent in providing $950 million in syndicated, senior secured credit facilities to finance the $3.8 billion acquisition and privatization of Four Seasons Hotels Inc. by Bill Gates (the Microsoft Chairman), Kingdom Hotels International (controlled by Saudi Prince Alwaleed Bin Talal) and Four Seasons Chairman Isadore Sharp.
• Four Seasons Resort Hualalai | represented a lender in a $412.5 million acquisition and construction financing for the Four Seasons Resort Hualalai, a resort with a luxury hotel, golf courses, retail and residential development parcels, a world class spa, utility companies and a brokerage company.
• Four Seasons Resort Maui | represented German American Capital Corporation in the $425 million in mortgage and mezzanine financings for the luxury Four Seasons Resort Maui at Wailea in Hawaii. The representation included facilitation of the post-closing securitization of the mortgage financing and syndication of the mezzanine financing and the structuring and negotiation of related intercreditor arrangements.
• Seattle Airport Marriot | represented AllianceBernstein in connection as with the acquisition and renovation loan secured by Sea-Tac Marriot in Seattle, Washington.
• The Standard Hotels | represented owner in acquisition of multiple hotels and negotiation management agreements at the following Standard Hotel locations; Standard Miami, Standard Los Angeles, Standard Hollywood and Hotel Q New York.
• Louvre Hotels Group | advised international Chinese hotel group Jin Jiang International Holdings Co., Ltd. in connection with the signing of an agreement entered into with Starwood Capital Group regarding Starwood Capital Group’s potential sale of the French companies Groupe du Louvre and Louvre Hotels Group to Jin Jiang for an undisclosed amount.
• Taj Boston Hotel | represented Indian Hotels Company, a division of the Tata Group, in the sale of its interest in the Taj Boston Hotel to AS Holdings LLC.
• Summit Hotel Properties | represented Deutsche Bank AG New York Branch, as administrative agent, in $300 million in senior unsecured credit facilities for Summit Hotel Properties Inc. The credit facilities included a $225 million revolving credit facility and a $75 million term loan, which were syndicated to a group of bank lenders.
• Westin Copley Place Hotel | represented Citibank, N.A., as administrative agent, in a $225 million dollar term loan secured by a ground leasehold interest in the Westin Copley Place Hotel for LaSalle Hotel Properties.
• Cosmopolitan Resort and Casino | representation of one of the world’s largest banks in the workout and consummation of a mortgage foreclosure on the $3.9 billion Cosmopolitan Resort & Casino in Las Vegas. Industry sources referred to this matter as the largest commercial loan foreclosure in the U.S.
• Cosmopolitan Resort and Casino | representation of agent bank in a $415 million syndicated construction financing for a Las Vegas mixed-use hotel condominium resort and casino.
• Fairmont Hotels Acapulco | representation of lead lender in the acquisition financing of the Fairmont Acapulco Princess and Fairmont Pierre Marques.
• Schrager Hotel Portfolio | representation of lender in $100 million mezzanine loan to Ian Schrager Hotels LLC secured by pledges of equity interests in the Mondrian, Morgans, Royalton, Paramount, Delano, Sanderson and St. Martin’s Lane hotels.
• Sir Francis Drake | representation of secured lender in foreclosure/Chapter 11 proceeding, including critical cash collateral decision on room revenues constituting rents under Section 552(b).
• St. Regis Monarch Beach Resort | representation of the lender in workout negotiations and in the foreclosure of a $70 million mezzanine loan secured by equity interests in the St. Regis Monarch Beach Resort and Golf Course in Dana Point, CA.
• L'Ermitage Beverly Hills | represented a private investor in its purchase from Fairmont Raffles Hotel International of the renowned Los Angeles luxury hotel, L'Ermitage Beverly Hills. The representation also included the negotiation of a hotel management agreement between the owner and Viceroy Hotel Group, the new operator of the property.