Biography

Carol Osborne

- listening since 1989

Partner
Los Angeles
London

carol.osborne@hro.com
Tel: 213-572-4336
Fax: 213-572-4400

v-card V-Card 


Experience

Carol Osborne is a partner in Holme Roberts & Owens' Los Angeles office. She also works regularly in our London office. Her corporate practice focuses on complex transactional and business counseling matters, such as entity formation; commercial transactions, including mergers and acquisitions, reorganizations and divestitures; commercial real estate development and leasing; financing and securities matters; and corporate governance for public and private companies. Although her practice covers a range of industries, including professional services, media and telecommunications, Ms. Osborne has been working with manufacturers, retailers and investors in the consumer products industry for nearly 20 years.
 
Ms. Osborne joined the Folger Levin & Kahn (FLK) office in San Francisco as an associate in 1991 after beginning her career with Pettit & Martin. In 1996, she relocated to Guam and practiced with Blair Sterling Johnson Martinez & Leon Guerrero PLC for three years. She rejoined FLK in 1999 with a mandate to build a corporate practice in Los Angeles and became a partner in 2001. In 2006, she became General Counsel to LECG Corporation, a publicly-traded expert services and consulting firm, and later served in a business role as Managing Director of FAS Operations. Ms. Osborne returned to FLK as a partner in February 2009 and served as chair of the firm's business development committee before joining HRO in November 2009.

Representative Matters

CONSUMER PRODUCTS
Site development, ground leasing, management agreements, franchise and licensing agreements in connection with retail entertainment project featuring tunnel aquarium attraction, retail and restaurant venues, and a Gameworks® entertainment facility.
 
Trademark and brand protection for Los Angeles manufacturer of snack foods for the Hispanic market.
 
Promotions, sweepstakes, customer loyalty programs for cosmetics retailer.
 
Franchise and licensing agreements for luxury retailer.
 
Software licensing for key operational functions (point of sale, warehouse operations) for cosmetics and luxury goods retailers.
 
Vendor agreements and disputes for cosmetics retailer.
 
Joint ventures and strategic alliances for cosmetics and duty-free retailers.
 
Store operations and compliance for cosmetics, luxury goods and duty-free retailers.
 
MERGERS & ACQUISITIONS
Representation of principals of LECG in management buyout from Navigant Consulting, Inc., including associated debt and equity financing. Further representation of LECG in 13 strategic stock and asset acquisitions in U.S. and Canada over three-year period.
 
Representation of waste collection and processing company in acquisition of assets of U.S. Liquids, Inc. Further representation of company in five stock and asset acquisitions throughout the United States as part of its expansion plan.
 
Representation of purchaser in acquisition of radio broadcasting assets in Southern California from Catholic Radio Networks, including associated debt and equity financing. Further representation of the purchaser in corporate matters and in final sale three years later.
 
PRIVATE EQUITY
Represented lead investor in three syndicated preferred investments in wireless telecom company in Puerto Rico. Subsequent representation of syndicate in debt workout negotiations, Chapter 7 liquidation, and negotiation of waterfall rights.
 
Represented lead investor in common and preferred investment in Los Angeles manufacturer of snack foods for the Hispanic market. Further representation in subsequent reorganization activities, including financing for successful Chapter 11 restructuring.
 
Represented lead investor in multiple syndicated investments in preferred and convertible debt investment in Florida wireless telecom company. Continued representation in subsequent financing activities, including mezzanine debt and financing to support successful Chapter 11 restructuring.
 
Represented waste collection and disposal company in $20M preferred stock financing.
 
FILM FINANCING
Represented New Mexico-based film studio in private placement to finance production of six films.
 
Represented individual in private placement to finance acquisition of distribution rights to foreign films.
 
Represented Los Angeles based independent film studio in private placement to finance production of seven films.

Publications

"Practical Restraints in Applying the General Solicitation or Advertising Prohibition to Limited Offerings in California," California Business Law Practitioner Vol VI, No. 1, Winter 1991.
 
"Liabilities of General Partners of Venture Capital Funds: Old Legal Theories Create New Business Realities," California Business Law Reporter (July 2002) (Part 1) and California Business Law Reporter (August 2002) (Part 2).

 

 

 

 

 

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Education

Georgetown University Law Center (J.D., cum laude, 1989)

Carleton College (B.A., cum laude, 1986)

Bar Admissions

Admitted in California since 1989