Negotiated execution of $60 million initial cost-plus GMP agreement for construction and renovation of casino.

Represented hotels and resorts in defense of copyright infringement allegations based on BitTorrent downloads.

Represented Full House Resorts, Inc. in the issuance of $100 million in senior secured notes, proceeds of which were used to pay in full existing first-lien and second-lien credit facilities.

Served as Nevada real estate counsel in connection with the restructuring of Caesars Entertainment Operating Company Inc. and its debtor subsidiaries, including the sale and leaseback of various real estate assets and related financings.

Representation of subsidiaries of Caesars Entertainment Corporation in connection with use permits, design reviews, temporary commercial permits, and other land use entitlement applications for various development projects for their casino, restaurant and entertainment properties.

Represented hospitality company in defense of California based class action wage and hour case related to alleged failure to properly provide meal breaks and rest breaks.

Represented ClubCorp Holdings, Inc. in its acquisition of Oakhurst Golf & Country Club in Clarkston, Michigan.

Represented hospitality company in litigation suit alleging fraud and other common law claims regarding the location of the certain utility lines. Negotiated a walk-away settlement for client.

Represented ClubCorp Holdings, Inc. in its acquisition of Eagle’s Nest Country Club in Phoenix, Maryland.

Developed and conducted a consumer protection audit for public hospitality company in the time-share market. The audit entailed reviewing every consumer-facing aspect of the company’s business including its compliance with state and federal consumer protection laws. Following the audit, conducted multiple training sessions for all of the company’s consumer-facing employees and management.

Represented KSL Capital Partners in the sale of the Miraval Group, the owner and operator of the Miraval Brand, the Miraval Resort and Spa in Tucson Arizona, and the Travaasa Resort and Spa in Austin, Texas.

Represented hotel borrower in obtaining construction financing, consisting of a senior construction loan, mezzanine loan, and preferred equity investment.

Represented KSL Capital Partners in the acquisition by the Miraval Group of the Travaasa Hotel and Spa in Austin, Texas.

Represented Vail Resorts in connection with the disposition and subsequent management of the Inn at Keystone, located in Summit County, Colorado.

Represents Vail Resorts in all landlord resort focused retail leasing at Keystone, Northstar, Beaver Creek, Breckenridge and Vail.

Represented Grand Targhee Resort, LLC in obtaining equipment financing from Landmark Financial for the construction of a new chairlift.

Represented The Bay Club Company, a California-based active lifestyle corporation, in acquiring The Golf Club at Boulder Ridge in San Jose, CA.

Representing major, publically traded hospitality company in complex commercial litigation involving property management, fiduciary duties, and life-safety engineering.

Represented Gaiam Travel, Inc. in the sale of its 51% interest in Natural Habitat, Inc. for $12.85 million.

Represented MGM in the sale of Circus Circus Reno's assets and MGM's 50% equity interest in the Silver Legacy Resort Casino Reno.

Represented DeSimone Gaming Inc. and its principal Joseph DeSimone in connection with nonrestricted gaming applications for licensure to operate the Railroad Pass Hotel & Casino. Shepherded the applications through the investigations and appeared with the applicants before the Nevada Gaming Control Board and Nevada Gaming Commission. Prepared the lease for the establishment and prepared and filed the business license applications with the City of Henderson.

Represented MGM in connection with the sale of the Gold Strike Hotel & Casino and related assets.

Represented Grand Targhee Resort, LLC in restructuring of indebtedness with PSB Credit Services, Inc.

Represented Riviera Holdings Corporation in its sale of the real estate assets associated with the Riviera Hotel and Casino in Las Vegas to the Las Vegas Convention and Visitors Authority.

Served as gaming and Nevada counsel in connection with the purchase of prominent Las Vegas hotel casino and related acquisition financing.

Represented hotel casino company in connection with the purchase of several acres of real property located in Southern Nevada.

In August 2014, Scientific Games Corporation and Bally Technologies, Inc. entered into a merger agreement under which Scientific Games would acquire Bally Technologies. Scientific Games acquired Bally's equity for $3.3 billion and assumed Bally's $1.8 billion of debt. Brownstein assisted Scientific Games in coordinating the regulatory approvals (both state and tribal) required across the United States for this transaction to close less than four months after it was announced.

Obtained the final regulatory approvals for Aristocrat Leisure Limited to purchase Video Gaming Technologies, Inc.

Represented Columbia Properties Laughlin and CP Laughlin Realty, LLC in connection with the sale of the real property and substantially all of the assets associated with the River Palms Resort Casino and a short-term leaseback of such real property and assets. Nevada Restaurant Services, Inc. and Laughlin Hotel, LLC purchased the River Palms Resort Casino for a purchase price of $6,750,000.

Secured state and local gaming and other business licenses and permits for LVGV, LLC dba The M Resort Spa and Casino, following a multi-jurisdictional REIT transaction involving its parent company, Penn National Gaming, Inc.

Represented client in negotiation of hotel management agreements for a portfolio sale to a global investment fund of 13 premium-branded, select-service hotels.

Spearheaded legislation on behalf of the American Resort Development Association to expose and prevent fraudulent practices in the timeshare resale market. Worked with key industry stakeholders, legislators, the Governor's office, the Division of Real Estate, and the Consumer Protection Division of the Attorney General's Office to pass sweeping reforms for the fractional ownership industry.

Intellectual Property counsel to Wynn Resorts and Palms Casino Resort, coordinating international and domestic branding and intellectual property enforcement in more than 20 countries.

Advised hotel casino client in a restructuring of a restaurant joint venture which involved negotiating new leases, licenses, and intellectual property agreements.

Intellectual Property counsel to Caesars Entertainment, licensing Jimmy Buffett's Margaritaville brand in connection with new casino, restaurant, hotel and nightlife venues in Las Vegas.

Assist client in the nearly $8 million acquisition of a distressed property for future development into a luxury hotel. Advise client regarding all aspects of the transaction, including assignment of the purchase and sale agreement, structuring of workout with previous developer and new market and federal historic tax credits.

Primary outside intellectual property counsel for restaurant and world famous chef regarding intellectual property and employment issues. Recently litigated potential TTAB opposition for one of the registered marks.

Successful defense of multiple OSHA citations, including contesting OSHA citations to full dismissal by OSHA that had been lodged against both a major casino and resort in Las Vegas and a national performing artist.

Represented Natural Habitat Adventures, Inc., a Colorado-based travel and ecotourism company, in its acquisition of East Africa Safari Ventures Limited, a Kenya-based safari company, and Leleshwa Safari Company Limited, a Kenya-based provider of luxury safari accommodations.

Represented equity owner in its sale of a 170 room full service historic Dallas hotel property including transfer of historic tax credit financing. Representation included sale negotiations and closing, tax credit financing transfers and releases and windup of management and license agreements.

Served as counsel to health club owner in the leasing and development of a 54,000-square-foot health club facility in Boulder, Colorado, and a 38,000-square-foot health club facility in Denver, Colorado, each including substantial landlord performed tenant improvements.

Served as real estate and corporate counsel to Wynn Las Vegas, LLC in connection with the termination of its credit facility, the related release of liens on its assets and the distribution to its parent company all of the equity interests in Wynn Golf, LLC.

Restructured the equity ownership of Viking River Cruise Lines, the largest river cruise line company in the world.

Water rights counsel for the acquisition and development of two major ski resorts.

Represented Riviera Holdings Corporation, a Las Vegas casino operator, in negotiating the terms of the $76 million sale of its Riviera Black Hawk casino in Colorado to an affiliate of Monarch Casino & Resort, Inc. The transaction was structured as a sale of 100 percent of the common stock of the Riviera subsidiary operating the Black Hawk casino.

Assisted Landry's, Inc. and certain of its subsidiaries as Nevada corporate and gaming counsel, and issued opinions to the agents and lenders, in connection with a new $1,200,000,000 term and revolving loan facility. Brownstein also assisted with the issue and sale of $425,000,000 of Landry's 9.375% Senior Notes due 2020.

Served as Nevada corporate, real estate and gaming counsel to Wynn Las Vegas, LLC and its subsidiaries, in connection with the issuance and sale of $900,000,000 aggregate principal amount of the 5.375% first mortgage notes due 2022 by Wynn Las Vegas, LLC and Wynn Las Vegas Capital Corp. and the concurrent amendment of the Wynn Las Vegas credit facility to permit such issuance and sale.

Represented Bachelor Gulf Properties LLC and its affiliates in connection with the recapitalization, condo and hotel loan modifications and Ritz Carlton agreements modifications for the Ritz Carlton Bachelor Gulch in Beaver Creek, Colorado.

Assisted Vail Resorts subsidiary Mountain News Corporation to acquire Skiinfo.com, Europe's leading snow-sports web site. Mountain News intends to combine the operations of Skiinfo.com with the operations of OnTheSnow.com, the industry leading snow-sports website currently operated by Mountain News. The combined digital operation will reach 23 million annual unique visitors, operating in 14 languages and 20 nations, the company said. In addition to operating its own websites, the operation will supply snow reports to some 1,500 other websites and media companies.

Represented a subsidiary of Caesars Entertainment in its sale of 10.89 acres of vacant land in Hammond, Indiana.

Represented Evolution Hospitality in the management of the historic Queen Mary located in Long Beach, California.

Assisted Caesars Entertainment with the transfer of various land parcels to a new subsidiary and addition of the property as collateral for a $450 million construction loan for Project Linq.

Represented Sage Receivership Services in connection with the receivership for the Hotel Ivy in Minneapolis, MN.

Assisted Vail Resorts, Inc. and its subsidiary Specialty Sports Ventures, LLC with employment and ERISA issues associated with the acquisition of Outdoor Outlet, LLC, a Wisconsin-based company that owns and operates O2GearShop.com, an online retailer of outdoor/snowsports goods and equipment.

Represented a subsidiary of Caesars Entertainment in its sale of 1.3 acres of vacant land in Bossier City, Louisiana.

Represented Sage Hospitality in connection with the management of the Il Lugano Suite Hotel in Fort Lauderdale, Florida.

Served as Nevada corporate, real estate and gaming counsel to Caesars Entertainment Operating Company, Inc. and its subsidiaries in connection with the amendment to its senior secured credit agreements and extension of the maturity date of approximately $800 million in loans from 2015 to 2018.

Acted as special Nevada counsel to Vail Resorts, Inc. in its $390 million offering of senior subordinated notes due 2019.

Represented and advised the special transaction committee of the Board of Directors of Ameristar Casinos, Inc., in connection with the repurchase of shares from the company's largest shareholder.

Represented RockResorts International in connection with the management of the Bimini Bay Resort in the Bahamas.

Served as counsel to the Flamingo Las Vegas Hotel and Casino in negotiation of the intellectual property and other rights necessary to develop a Margaritaville-themed gaming area at the Flamingo. This area is approximately 15,000 square feet and includes 22 table games and 220 slot machines.

Represent RockResorts in their management of the Alma del Pacifico Hotel, a beachfront Costa Rican property previously named Xandari by the Pacific, a destination that is consistently ranked by Conde Nast Traveler as one of the best in Latin America.

On behalf of several different casino and hotel owners for a variety of large projects throughout Las Vegas, performed transactional risk assessment and mitigation recommendations; handled all aspects of permitting; advised regarding environmental issues; made recommendations regarding on-site and off-site renewable and alternative energy facilities and power purchases; handled regulatory and all matters related to LEED Certification.

Represented Steven Holtze Corporation in connection with the management of the Juniper Hotel in Philadelphia, Pennsylvania.

Provided ERISA and employment advice in connection with Vail Resorts, Inc.'s $63 million acquisition of Northstar-at-Tahoe Resort in California.

Represented casino hotels and resorts in various disputes with lessees and in eviction proceedings.

Represent Tropicana Entertainment Inc. in all Nevada gaming licensure and regulatory matters. Brownstein handles amendments to Tropicana's order of registration and the preparing and filing of gaming license applications, as well as assists gaming compliance personnel with ongoing regulatory issues.

Represent DLJ Real Estate Capital Partners in connection with the management of a hotel in Nashville, Tennessee.

Represented DLJ Real Estate Capital Partners in the sale of the Renaissance Charleston Hotel, a full service, 166-room Marriott managed hotel located in Charleston, South Carolina, to Diamond Rock Hospitality Co.

Represent DLJ Real Estate Capital Partners in connection with the management of a portfolio of hotels in New Jersey, North Carolina and Virginia.

Represented Vail Resorts, Inc. (NYSE: MTN) in its acquisition of Mountain News Corporation (MNC), which operates the world's most visited online snow sports portal, OnTheSnow.com. Mountain News Corporation is the top provider of snow reports to more than 1,200 web sites throughout the world, including approximately 400 news media websites.

Served as local gaming, corporate and real estate counsel to Harrah's Entertainment, Inc. in connection with a $750 million second lien notes tack-on and issued Nevada counsel opinions.

Represented Harrah's Entertainment, Inc. in the sale of Bill's Lake Tahoe Resort in Nevada.

Served as local counsel to Landry's Restaurants, Inc. in connection with Golden Nugget, Inc.'s amendments to its 1st and 2nd lien credit agreements, including certain covenants and restrictions. The Firm issued corporate and gaming opinions to the administrative agent for the lender, as to Golden Nugget, Inc. and its Nevada subsidiaries.

Represented certain subsidiaries of Western Athletic Clubs, Inc., as the borrowers, in negotiating and closing a $9 million credit facility with the U.S. Bank National Association.

Assisted Western Athletic Clubs reorganize its corporate structure through internal corporate mergers.

Representing DLJ Capital Partners in connection with its $120 million financing of a 565 key multi-state hotel portfolio.

Brownstein represents AREA Property Advisors, a hotel portfolio owner, in all aspects of hotel ownership and various operations issues. For more than 11 years, Brownstein has handled AREA Property Advisor's real estate acquisition and disposition, multiple financings as a portfolio or individual property, franchise/license agreements, hotel management agreements, leasing, partnership restructuring and formation, tax credit financing of historic property, and foreclosure and bankruptcy-related advice as well as loan workouts.

Represented the borrower, a subsidiary of Western Athletic Clubs, Inc., in negotiating and closing a $27 million credit facility with the U.S. Bank National Association.

Represented Vail Resorts, Inc. in its $40.5 million acquisition of Colorado Mountain Express, a resort ground transportation business. Brownstein also handled the related real estate, tax, environmental, ERISA and employment aspects of the transaction.

Represented Treasure Island, LLC in connection with refinancing its acquisition financing for the Treasure Island Hotel and Casino.

Represented DLJ Real Estate Capital Partners in regards to a portfolio of nine hotel management agreements.

Served as local Nevada counsel for Harrah's Entertainment in connection with an exchange offer related to the existing notes issued by Harrah's Operating Company, Inc. in order to reduce its total debt burden.

Represented Hard Rock Holdings, LLC in the negotiation of a warehouse lease for temporary storage in Las Vegas.

Represented World Leisure Partners in connection with the acquisition, redevelopment and management of Cap Juluca, a world-renowned luxury resort in the British West Indies on the island of Anguilla.

Served as Nevada counsel with respect to Station Casinos, Inc.'s $8 billion going private transaction, including the various related layers of financing: CMBS financing, revolver financing and mezzanine financings.

Represented CIM Group in the acquisition of Lady Luck Casino, a $150 million casino and hotel business in Las Vegas.

Served as local counsel to Hard Rock Holdings, LLC and its subsidiaries in the acquisition of and construction loan financing for the Hard Rock Hotel and Casino in Las Vegas.

Negotiation of purchase, sale and development agreements for sale and development of 300,000 square foot hotel complex in Aurora, Colorado at High Point Office Park adjacent to Denver International Airport with use of public/private financing. 

Represented the seller of numerous Fatburger restaurants and the buyer of the Rubio's restaurant chain in Clark County, Nevada.

Represented a major hotel developer in pursing permits before the Coastal Commission.

Represented a major hotel developer in inverse condemnation and CEQA actions related to the Sacramento County Airport expansion.

Represented ClubCorp in the acquisition of Heritage Golf Club in Hilliard, Ohio.

Counsel to PCL Construction Services in contract formation, design and construction claims and disputes related to the Black Hawk Casino by Hyatt Project.