News
Firm advises Industrial Realty Group LLC in its acquisition of Hall of Fame Resort & Entertainment Company
May 21, 2025International law firm BCLP has advised Industrial Realty Group LLC (IRG) in a Rule 13e-3 insider-initiated going private transaction to acquire Hall of Fame Resort & Entertainment Company (HOFV). This is the only resort, entertainment and media company centered around the power of professional football and the Pro Football Hall of Fame.
The deal drew on support from across BCLP’s Sports, Media & Entertainment Growth Sector; public M&A/SPAC Practice; and Corporate & Finance Transactions.
Under the terms of the merger agreement, an entity affiliated with IRG will acquire all outstanding shares of HOFV’s common stock not currently owned by IRG and its affiliates for 90 cents per share in cash. The transaction is subject to customary closing conditions and approvals, including approval of holders of a majority of the company's common stock. In addition, the transaction is also conditioned on (i) consummation of certain lease restructuring transactions to enable HOFV to restart construction of the waterpark and on-site hotel, (ii) acquisition of transaction financing of $20 million and additional project level financing of $125 million, and (iii) obtaining certain third-party consents.
The transaction is expected to be completed during the third quarter of 2025. More information can be found on HOFV’s deal press release.
The cross-practice BCLP deal team was led by Partners Rick Miller and Amy Taylor Wilson, with significant assistance from Brandon Gershowitz, Olivia Weber, Lauren Beeman, Alex Richman and Andréa Legette (Corporate Transactions); Eliot Robinson, Ofir Klein and Todd Kaye (Securities); Braden Shaw and Caroline Jones (Lending & Finance); Tim Glasgow and Cathryn Benedict (Tax); William Campbell, Eugene Balshem, Tim Cline, Varuna Bhattacharyya, Meredith Barrow (Real Estate Finance); Steve Evans, Meredith Silliman and Mckenna Gossrau (ERISA/Benefits); Jarret Hitchings (Bankruptcy); Meryl Macklin (Litigation); Jason Haislmaier (Intellectual Property); Amy de La Lama and Gabrielle Harwell (Data Security/Privacy); Anthony George and Patrick DePoy (Labor & Employment); Erin Brooks and Brittainy Cavender (Environmental); Becky Nelson (Antitrust); Rob Crea (Fund Formation); Megan Barnhill (Trade); and Ken Achenbach and Aaron Lapniewski (Insurance).
