It's About Results

Pedersen attorneys have a fierce resolve when it comes to representing our clients.  Our firm consistently delivers exceptional representation to a diverse spectrum of clients ranging from large publicly-held entities and middle-market companies to small businesses, start-up companies, and individuals.

Our firm's history reflects more than a half century of legal excellence and superior client service.  We earned our reputation as a market-leading law firm by delivering the highest standards of legal services that our clients demand.  With our respectable repertoire of first, biggest, high-profile, and landmark legal matters, our legal know-how, strategic vision and results-driven determination help us to effectively serve the best interests of our clients.  Please see below for some of the unique successes we have achieved on behalf of our clients.

Corporate and Business Counseling

• Represented a national value-added sea food processor and distributor in a complex leveraged recapitalization and partial redemption of approximately $30 million of equity through the issuance of new preferred equity and subordinated debt along with a complicated warrant kicker.
• Represented a national propane cylinder exchange provider as it grew from start-up to publicly traded industry leader on the restructuring of a $5 million preferred equity placement, a $17 million senior subordinated note and warrant placement, as well as leasing and bank credit facilities.
• Represented a $102 million SBA-licensed private equity fund in connection with investments of capital for management buyouts, recapitalizations, strategic acquisitions, industry consolidations, or internal expansions for a diversified portfolio of middle market privately held companies.
• Represented a Chicago-based private equity fund in connection with its formation of multiple funds and in connection with their capital investments and divestitures.
• Represented a specialty food and gift distributor and retailer in a $25 million placement of convertible preferred stock with a venture capital firm. Formulated conversion and anti-dilution rights, allocation of management control, an equity claw back to the business owners following a liquidity event, and drag-along rights.
• Served as outside general counsel for a U.S.-based manufacturer and supplier of an international nozzles and spraying equipment entity, advising on acquisitions and divestitures, international distributor arrangements, employment contracts, real estate and leasing, financing, tax matters, and litigation.  Coordinated representation for the client's operations throughout Europe, Asia, Africa, and Central and South America.
• Represented a fund formed to raise $150 million for the acquisition of office property, structuring the fund to accommodate both substantial U.S. tax-exempt investors and foreign investors. Subsequently structured the fund's conversion to a real estate investment trust (REIT) and advised fund investors on various management and liquidity issues.
• Represented the largest franchisee of a video retail chain in a sale to its publicly traded franchisor valued at $250 million.
• Represented a developer, producer and distributor of personalized gifts in its approximately $35 million merger with a publicly traded company, advising our client on the structure and closing of the transaction, including various intellectual property, employment and tax matters.

Creditors' Rights, Restructuring and Bankruptcy

• Represented the agent for a $25 million loan secured by 20,000 acres of undeveloped real estate in Colorado in the Delaware chapter 11 of the borrower.  Successfully steered the case toward a 363 auction sale at which competitive bidding led to a greater than anticipated recovery for the client.
• Defended a CLEC providing telecommunications services to an ISP debtor in an injunction proceeding brought before the bankruptcy court, wherein debtor sought to force our client to "port" certain telephone numbers to the debtor's new service providers. Obtained reversal from 7th Circuit in expedited appeal of the bankruptcy court's injunction order forcing porting of the numbers.
• Lead counsel for the Liquidating Trustee of Vineyard National Bancorp in Director and Officer litigation. Facets of this case took place in the Federal Circuit and Bankruptcy Courts in Los Angeles, the Ninth Circuit Court of Appeals, and in mediation in California and New York. The client praised the aggressive handling of the case as the reason the matter was settled far faster and on terms that exceeded client's expectations.
• Lead counsel to the Official Committee of Retirees in the Dana Bankruptcy. The case was settled on the morning trial was to begin for approximately $93 million. The initial offer made by the debtor's counsel was zero.
• Represented second-tier automobile industry supplier in its out-of-court workout.  Successfully defended an involuntary bankruptcy case filed by unsecured creditors – after trial, the bankruptcy court abstained in favor of the out-of-court workout.
• Represented a national bank as defendant in a multi-million dollar Ponzi scheme and related fraudulent transfer clawback action.
• Represented the senior, debtor in possession lender in the chapter 11 liquidation of a large, "value-added" cattle breeding and selling operation.

Employment Law

• Counseled a global labeling manufacturer on the reorganization of its U.S. operation, drafted and negotiated the separation agreements of several key U.S. executives, and assisted in the development of compensation plans and policies for the revamped U.S. organization.
• Counseled the Board of Directors of a natural food processing company on the termination of its CEO, supervised a forensic accounting investigation, helped litigate claims involving the CEO's termination to a favorable settlement that included an appraisal of the CEO's long-term incentive compensation, and assisted the company in transitioning to a new management team.
• Successfully litigated three federal lawsuits against a large financial institution that involved claims of discrimination based on pregnancy and national origin and the wrongful denial of severance benefits.  After defeating motions to compel and resolving extensive e-discovery issues, the cases settled on favorable terms for the client.
• Obtained summary judgment that was affirmed by the Seventh Circuit in favor of a large telecommunications company client in a case involving federal and state law claims of disability discrimination, failure to accommodate, and retaliatory discharge.
• Settled a complex seven-figure class action claim under the FLSA and the Illinois Wage Payment and Collections Act against a publicly traded corporation.

Litigation and Dispute Resolution

• Represented shareholders of a closely-held internet company valued at $10 million in claims against a rogue shareholder who transferred and secreted company funds offshore, obtaining a $3 million judgment in shares and sanctions for the clients.
• Successfully obtained local government siting approval for a 455-acre landfill on behalf of one of the world's largest waste collection and disposal companies.
• Obtained a binding and non-appealable judgment on behalf of the beneficial owner of an ethnic grocery store who had disputes with company trustees that terminated the trustee and dismissed his entire claim for more than $1 million in fees.
• Represented a group of citizens challenging a municipal ordinance banning the possession of handguns in the landmark case of Kalodimos v. Village of Morton Grove, litigating case through to the United States Supreme Court.
• Obtained a $2.5 million verdict against a financial advising firm for violating Rule 10(b) and other securities acts related to the sale of Auction Rates Securities (ARS) that were represented to be cash equivalents. As one of the first significant ARS cases, the verdict was covered by The Wall Street Journal.
• Successfully argued before the Illinois Supreme Court on behalf of a pork producer in a landmark decision regarding land use regulations applicable to confinement farming operations.
• Successfully defended a major brokerage firm charged with churning in one of the first arbitration matters held before the National Futures Association.
• Represented a manufacturer and its employees against a competitor who claimed eight figures in compensatory and punitive damages for misappropriation of trade secrets and breach of contract relating to confidentiality. After a five-week trial involving 24 witnesses and thousands of designated exhibits, the jury returned a verdict in favor of our clients on all counts.

Real Estate

• Represented JRTC Holdings, LLC in its acquisition of the Thompson Center and its entering into a build to suit agreement with Google to rebuild the Thompson Center to its specifications for future occupancy
• Completed a major transaction and refinancings involving a redevelopment of a 1,200,000 square foot downtown Chicago office building into a vertically subdivided, five-star luxury hotel and Class A office and retail space.  This involved a joint venture, multiple agreements with the hotel operator, $92 million of new equity, a $218 million first mortgage and $29.5 million of junior mortgages on the hotel portion, a $50 million first mortgage on the office portion, a $35 million mezzanine loan, a façade preservation easement, historic tax credits, a buy-out of a partner, and a complex recapitalization.
• Represented a fund, made up of institutional investors (foreign and domestic) and wealthy individuals, that was established to purchase office buildings in Florida, which ultimately purchased office properties with an aggregate purchase price in excess of $400 million and was converted to a private REIT. Advised the client in connection with the investment of the equity and the debt (including traditional and portfolio debt as well as seller financing), governance of the REIT and the disposition of the office buildings properties, which involved the defeasance of securitized fixed-rate mortgages.
• Negotiated all aspects of the $225 million purchase of the IDS Tower – the tallest building in Minneapolis – completing the complex transaction in six weeks.
• Represented an S&P traded, international higher education organization regarding the lease of its headquarters comprised of approximately 220,000 square feet.  Also represented this organization regarding the lease of classroom and administrative space ranging from 5,000 to 70,000 square feet in Class A office buildings in major metropolitan areas throughout the United States.
• Advised the opportunity fund of a prominent real estate developer in its acquisition and financing of $168 million office park in Deerfield, Illinois, consisting of 6 Class A office buildings containing approximately 800,000 rentable square feet of office space.
• Represented a well-known developer in a major mixed use development, located in the Streeterville area of Chicago, comprised of multi-million dollar condominiums, more than 300,000 square feet of retail space, a hotel, a multiplex movie theater and office space, valued in excess of $500 million.
• Represented a national shopping center developer with respect to a tax increment financing transaction for the expansion of an existing Illinois shopping center as well as the disposition of a parcel of real estate and up to 17 build-to-site leasing transactions with national tenants at a new Missouri shopping center.
• Represented the developer in a major mixed use redevelopment located in downtown Dallas, Texas, comprised of a number of components, including a farmers market, restaurants and other retail uses, athletic fields and gardens, rental apartments and a public and private parking structure. The development will be financed with private equity and debt, as well TIF financing and municipal bonds.

Wealth Preservation

• Successfully represented an appellant co-executor's challenge of an Illinois Court of Appeals decision affirming a trial court's decision stating that a religious restriction trust provision was unenforceable. In a hotly contested trusts and estates matter, the Illinois Supreme Court unanimously reversed the ruling, affirming that the public policy of Illinois valued freedom of testation.
• Represented an estate administrator in the cross-appeal of a complex case involving a caretaker's claim to recover funds from joint convenience accounts. The appellate court reversed the monetary award for services performed and remanded the case to the trial court for a recalculation of the award for services rendered.
• Represented the CEO of a Chicago area company in gifting and selling stock options to an intentionally defective grantor trust. By recommending the amendment of the company's option agreement, our client was able to enter into the transaction, which transferred several millions of dollars of wealth to his children when the company was subsequently sold.
• Represented the major shareholders of a $90 million Chicago area company in the recapitalization of its stock into voting and non-voting stock, which allowed senior generation shareholders to gift or devise voting shares to dynasty trusts and sell nonvoting shares to intentionally defective grantor trusts. These transactions locked in valuation discounts, froze the senior generation shareholder's interests, maintained voting parity between family groups on death, and provided for flexible ownership succession.
• Represented the majority shareholder and chief executive officer of a technology company in the reorganization of the company's equity interests and then freezing the value of a portion of his shares by use of an installment sale to an intentionally defective grantee trust.  Subsequently, represented party in the sale of his and trust-owned shares to an ESOP for in excess of $150 million.  The client was able to shift over $30 million of wealth to a trust for descendents for an approximately $900,000 gift to the trust.
• Represented a group of trust beneficiaries when a European financial institution sued the trustee and trust estate. Additionally represented the same beneficiaries in a suit against the trustee for misappropriation of funds. Successful litigation restored diverted funds, settled with the European bank, and replaced the trustee.