Dealmakers: Keith Blum and Michael Kosnitzky at Boies Schiller & Flexner
The Deal: A $15 million private equity investment by casino owner and operator Steve Wynn in a new retail company planning to roll-out its brand in the United States.
Details: Pie Face Holdings Pty Ltd, an Australian holding company with 75 stores in its eastern Australia bakery chain, was looking for an investor to help it launch in the U.S.
Pie Face sells handmade gourmet meat pies, sweet pies, other baked goods and espresso and coffee.
Pie Face USA was incorporated in April 2011 as a subsidiary of Pie Face Holdings. It consists today of a 6,000-square-foot central commissary in Brooklyn, New York and two stores in Manhattan.
Wynn Resorts Ltd. CEO Steve Wynn owns numerous casino properties around the world and is based in Las Vegas. He has been a client of the Boies Schiller & Flexner firm for many years.
Once he expressed his interest in the Pie Face venture, Kosnitzky and Blum came to represent him. Blum, based in the Miami office, provided expertise in private equity transactions. Kosnitzky’s background is tax and dealing with high net worth individuals.
Negotiations were with Thomas Leffler, a Holland & Knight attorney in Washington who represented Pie Face Holdings. Negotiations, described as smooth, took about a month before Pie Face announced on June 12 that Wynn had made an investment in the company equal to 43 percent of its total shares in common stock.
“The transaction negotiations occurred over a four to six week period, maybe less,” said Blum. “Mr. Wynn did a review of the company. He determined that he wanted to make an investment and he made a private investment into the company.
“Negotiations went fairly smoothly. There were no complications or hiccups. It was a straight private equity investment by a large private equity investor.”
Wynn will appoint two directors to the board, increasing the board from its original four members.
Pie Face now plans to acquire more leases and expand throughout the New York City area.
Background: Blum is a partner in the corporate/tax group in Miami. Kosnitzky is partner in charge of Boies Schiller & Flexner’s tax and middle market practice group and a resident in the New York City and Miami offices.