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Costa N. Kensington

Shareholder
ckensington@andersonkill.com

New York

T. 212-278-1814
F. 212-278-1733

Stamford
T. 203-388-7950
F. 203-388-0750

Practice Areas


Corporate Finance
Corporate Governance
Corporate and Securities
Business Restructuring
Insurance Recovery
Mergers, Acquisitions and Restructurings
Real Estate Finance
Venture and Private Equity

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Costa N. Kensington is a shareholder in the New York and Stamford offices of Anderson Kill and is chair of the Corporate and Securities Department.   Mr. Kensington's experience extends to a wide variety of business affairs, from working with private and publicly held companies, to limited liability companies and venture and master limited partnerships.  The variety of businesses has allowed for representation of many foreign corporations and government entities with respect to their U.S. and international business interests, including South America, Asia and Europe.

Costa N. Kensington's area of practice include corporate finance and commercial transactions, corporate governance, and venture securities, including 
mergers, acquisitions and financial and business restructuring, and venture and private equity investments.  Many of these transactions are international/cross border and involve foreign jurisdictions and taxes.

Mr. Kensington is a member of Anderson Kill's Financial Services Industry Group.

Mr. Kensington is rated "AV® Preeminent™ Peer Review Rated," the top rating, by his peers as listed in Martindale Hubbell.1

Representative Clients and Engagements

Quadrant Capital, Aguila Ltd., Prudential Financial, Kraft Foods, Navios Maritime Holdings, Pyrander Capital, Chiquita Brands, The Republic of Cyprus, Deltec Holdings, General Bank, Thames Pharmacal Company, Inc., InterLeukin-2, Ultrafem, Inc. and various private equity funds and smaller broker/dealers in many securities or commercial transactions.  Costa recently served as lead counsel to a hedge fund management company being sold to a large public asset management firm, a dry bulk shipping company in its sale to a publicly traded maritime company, co-counsel to a Swedish public corporation selling its animal health U.S. subsidiary, special counsel in connection with acquisitions by HCA (Hospital Corporation of America) and as primary corporate counsel to several manufacturing, publishing, clothing, maritime and generic pharmaceutical corporations.  Costa has also served on various Boards of Directors and as a member of the Audit Committee of a New York Stock Exchange listed Company.  Costa has successfully represented stockholders in "contests" for corporate control of both private and public corporations and advised boards of directors and executive officers on corporate governance and indemnification matters and their fiduciary duties.

While attending Rutgers University, Costa was elected a "Henry Rutgers Scholar" and participated as Business Editor of the "Rutgers Journal of Computers and Law."  Prior to joining Anderson Kill, Costa was a founding member of Kensington & Ressler LLC, a business law firm operating in New York City for over 20 years, and was an associate attorney with Sullivan & Cromwell and with Skadden Arps in New York City.

Mr. Kensington’s representative engagements include:

  • Representation of private equity investor in due diligence and potential acquisition of $23.5mm of interests in international duty free business based in Central America.

  • Represented privately held investment manager and advisor with approximately $1.8 billion in fund assets under management acquired by a leading NYSE listed global investment management firm.

  • Ongoing representation of Family Office investor in numerous cross border private equity and minority public equity investments (between $10 million and $100 Million) including international  investment funds, US OTC pharmaceutical and vitamin companies, film and music producer and distributor, African dairy products company,  South American wind and bio-fuel companies, and Hong Kong based fashion retailer during the last 15 years. 

  • Successfully negotiated complex settlement agreement resolving more than ten years of litigation proceedings involving Brazilian real estate holding company.

  • Represented a nationally recognized construction company in connection with its acquisition of a regional construction company for an aggregate purchase price of approximately $50 million.

  • Represented secured party in foreclosure and bidding in public auction of 25% ownership interest of stock in $100 million international holding company with assets in Brazil. 

  • Represented shareholders and Company in privately held international dry bulk shipping company in $600 million all cash sale to “blank check” public company.

  • Represented full-service accounting and tax firm in its $25 million sale to one of the top 15 accounting firms, and negotiated employment arrangements for the transitioning partners.

  • Successfully represented 2 major stockholders and former directors in contest for control of NYSE company, leading to the replacement of the Board of Directors and election of new management.

  • Represented various private equity funds and smaller broker/dealers in formation and securities transactions, and related matters, including securities filings.

  • Advised Board of Directors of privately held Delaware company regarding Revlon duties in connection with “roll-up” into publicly traded company.

  • Represented a health supplement company and stockholders in a merger, valued at $22 million, with a publicly-traded company.

  • Represented family office company in $50 million investment in Brazil real estate development company.

  • Served as co-counsel to Swedish public corporation selling its U.S. animal health subsidiary for approximately $60 million in cash.

  • Represented management sellers in connection with the cash merger of a specialty financial software company into a financial institution buyer.

  • Represented multi-family office in connection with initial formation and structuring and restructuring to accommodate issuance of equity incentives to new asset managers and partners in original firm.

  • Represented lead-financing source in a convertible loan to a newly formed Panama corporation for the $33 million acquisition of real property interests in Brazil.

Publications

"A Guide To Avoid Becoming An Accidental Activist Investor" (May 2013) (with Andrew M. Walsh)

"Update: Delaware Amendment in Response to Schoon v. Troy," The John Liner Review, Vol. 23 No. 2 (Summer 2009) (with Wendy J. Williamson)

"Corporate Responses to D&O Indemnification Following Schoon v. Troy," The John Liner Review, Vol. 23, No. 1 (Spring 2009) (with Wendy J. Williamson)

"Retaining Financial Advisors and Investment Bankers," AKO Corporate & Securities (Winter 2006/2007) (with Wendy J. Williamson)

Bar Admissions

New York, Connecticut, United States District Court for the Southern District of New York, United States Court of Appeals for the Second Circuit and the United States Supreme Court

Professional Memberships

British American Business (BAB); Member of the Year, Cyprus – U.S. Chamber of Commerce

Association Memberships

The Association of the Bar of the City of New York, New York State and American Bar Associations

Education

Rutgers University, J.D.
Rutgers University, B.A.

  
 

1AV® Preeminent™ and BV® Distinguished™ are certification marks of Reed Elsevier Properties, Inc., used in accordance with the Martindale-Hubbell certification procedures, standards and policies.



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