Bio

STEVEN G. GLADSTONE

ATTORNEY & ADVISOR                  

Career Highlights

                                                                                                                                  January 1, 2013

Areas of Practice:

Broad legal advisory services for entrepreneurs and growth-stage companies. Also represents high net worth individuals who have invested in or desire to fund an entertainment venture.

Counsel as to best practices in owner/entrepreneur-funding source matters; interface and contracting, relationship maintenance and reporting.

Entity formation, extensively in intellectual property business context; all entity forms (corporations, flow-through entities), with concentration on the limited liability company (LLC) entity form, multiple jurisdictions.  Legal journal article being published regarding formation and use of Series LLCs in multiple states including Tennessee and Delaware.

Drafting of business plans and consulting on all aspects of business formation and expansion, funding and structure of financing models, purchase, sale of companies and transfer of assets, financial management and team building.

Transaction Practice extensive experience in all aspects of matters focusing on creation, recognition and exploitation of intellectual properties, general business; designed, drafted, negotiated and closed recording, music publishing, artist management, sub-publishing and master licensing agreements and acquisitions of copyrights in musical compositions, sound recordings and audio visual and literary properties globally; licensing of all configurations of intellectual property (copyrights, trademarks and service marks, literary rights for books and motion pictures, concepts for television and/or film); intellectual property transfers, trademark and copyright protection measures and registration; options and pre-organization agreements as capital investment events and precursor to entity formation; trademark and copyright registration; purchase and sale of intellectual properties in M&A context, including detailed due diligence in multi-million dollar transactions, both selling and buying. Recent work in television and motion picture matters, partnership formation, acquisition of intellectual property rights, planning and structuring film production company.

Entrepreneur since starting his own office from which he has continued to practice as senior partner in his firms.  Business endeavors in addition to law practice include investing in entertainment companies and projects; organizer and President of small holding company owning entertainment and business services entities; formation and operation of a venture that, using secret formula, manufactured and sold to national sporting goods company a state-of-the-art product; managing shareholder in restaurant in Branson which spawned a syndicated radio program, “Radio Café Hour,” featuring live music and artist interviews, initially broadcast to local FM country station then syndicated to over 160 stations in the U.S.; own and operated resort rental properties in Rocky Mountains and Florida coast; purchased and acted as Managing Member in new business model real estate brokerage for three territories.

Recent Activity in directing the formation of a feature film production company with veteran film industry prospective partners including iconic actor James Caan; acted as counsel in option acquisition and lead organizer; structured management team, negotiated and drafted acquisition documents, business-planned and designed for capital acquisition.  Sole manager and presenter in funding effort (as a principal).

Employment law practice in representation of major company music industry and other executives as well as numerous entrepreneur-employees in negotiating employment and termination/settlement agreements.  Required knowledge and utilization of non-competition, non-disparagement and related legal issues, EBITDA-based compensation plans for C-level executives, vesting in bonus systems and ownership in entity, related matters.

Litigation Management utilizing the knowledge and skills gained during his 10 years as a trial attorney, manages entertainment clients’ litigation matters, advising as to causes of action, identification of witnesses, directing third party counsel, liaison between trial counsel and legal issues in entertainment industry context.

International Experience:

Practice of law with firm of Rycken & deCallatay, Brussels, Belgium, French language. Former Vice-Chairman, ABA International Legal Exchange (AILEX@) program.  Experienced in import-export law, employment statute analysis and translation (French to English), copyright and trademark issues; membership in International Association of Entertainment Attorneys.

Multiple-year participant at MIDEM international music publishing and master licensing conference in Cannes, France.

South American music and commercial industry matters (music publishing catalog acquisition analysis, consulting on formation of US entity with Brazilian LLC Member/funding source); multiple business trips to Brazil and to Argentina, Uruguay; involved in establishment of tax-free trade zone for trading company based in Mercosul; extensive experience in establishing import/export commodity trading company based in Rio de Janiero.

Extensive music business touring as management, owned record labels, launched recorded music releases in Western Europe, U.K., Scandanavia.  One release garnered a Top 5 position on UK chart.

“Dollywood in Japan” effort, acted as organizer of Dollywood’s (Dolly Parton and  Silver Dollar City partnership) association with Japanese theme park developers working toward Dollywood –type amusement park in Ishioka, Japan; drafted intellectual property documents for business relationship; traveled to Japan where negotiated theme park legal issues, especially trademark licensing and use by developing entity.

Has been U.S. counsel for international entertainment and intellectual property companies, conducting business representation and consulting for Western Europe, United Kingdom, Scandanavia and Brazil.

Trial Experience:

Tried first jury trial and won, eight months after graduation from law school.  For ten years prepared and tried jury and bench cases (in civil controversies and criminal defense), motions, injunction hearings, contested administrative hearings, extraordinary remedies.  Appearances in State and Federal courts.  Represented clients in widely varied civil matters; outside General Counsel for rapidly growing industrial supplier for seven years, where was in charge of legal matters ranging from employment and products liability to insurance and collection.   Active in civil rights cases, represented high-profile clients, resulting in several appearances in regional and national press, including articles and photos in national magazine.

Teaching and Lecturing:

Associate Professor, Loyola University/New Orleans School of  Business (2005-2009), designed, developed and lectured course for Music Business Degree entitled, “Music Finance” in Music Business Degree Program; taught how to research and write the financial segment of a full business plan for starting an entertainment company; co-author of text for course; earlier, lecturer and teacher of law courses in 4-year paralegal program and many community adult education courses.

Professional Affiliations:

Licensed to practice law in the states of Tennessee and Missouri (inactive); admitted to bar in several state and federal courts and United States Supreme Court.  Member, Nashville Bar Association, Committee on Sports & Entertainment Law; co-chair, NBA Sports & Entertainment Committee, Ethics Sub-Committee; formerly ABA Member, Co-Chair, ABA International Legal Exchange (ILEX) Program; Member of Missouri Bar Association, Member, Sports & Entertainment Committee, Member, Copyright Society of the South; Identity Ventures Market Group; Member of music industry organizations NARAS,  Country Music Association.  Founder and Chairman, Film Music Workshop, Inc.,  Leadership Music Class of 1999; Americana Music Association Board of Directors, Chairperson, AMA Finance Committee.

Law Practice History:

Practiced as solo practitioner and in firms with two attorneys (Gladstone & Matteson, Missouri); five lawyers (Gladstone, Doherty & Associates, Nashville with satellite office in Atlanta), and in a five lawyer firm (Gladstone Baker Kelley, Nashville). Details furnished on request.

Speaking Appearances:

Panelist on Access to Investment Capital, Leadership Music and Music Row Digital Summit; numerous speaking appearances throughout career, including recent presentation of his seminar on “Series LLCs  – That Nobody Understands” for Tennessee Bar Associations and Nashville Bar Association CLE events; Bankers’ “Future of New Orleans Music” symposium, New Orleans, (organizer and served as one of 3 panelists speaking to 27 New Orleans bankers to acquaint the banking industry with the financial aspects of the music business); guest lecturer for Indie Connect presentation on business plan and funding of music venture; Best in Texas Music Conference, panelist on Artist-Management Issues; Muscle Shoals Music Songfest, panelist on new business models in music industry; presented his ARaising Money For Music@ seminar, developed and presented at music conferences in U.S. and Canada; Guest Lecturer, Vanderbilt University Blair School of Music; Univ. of Tennessee Entertainment Law Symposium; Panelist: Practising Law Institute Symposium on Nashville Entertainment Law Practice; NARAS Mentoring Program; Leadership Music Publishing Day Program; Emcee, Film Music Workshop programs; William & Mary School of Law Sports and Entertainment Law Society, panelist, “Symposium:  The Evolving Role of Lawyers In The 21st Century.”

Professional Writing/Articles:

Author, “The Series LLCs – A Little Known But Advantageous (?) Business Tool”; published in December issue, 2012 NBA Journal; author, “Copyright Owners: Can You Have Your Cake And Eat It Too?”, article on securitization of royalty income streams as alternative to sale of catalog published in Music Row magazine, (April 2002) and featured in Newsletter, International Association of Entertainment Lawyers (Winter, 2004); White Paper:  “The Importance of Private Capital to Nashville’s Music Industry” (November, 2007); featured interview in article, “The Big Uglies: Nashville’s Most Controversial Deal Points,” Music Row  magazine (October 2001); text for Music Finance course, Loyola University/New Orleans (2005).

 

Language:  English, French; working on Spanish

Education:

University of Missouri School of Law, Juris Doctor, 1972, Dean=s List; University of Missouri School of Business and Public Administration, Bachelor of Science in Business Administration, Accountancy, 1969.  Dean=s List, Accounting Honor Society.

References and Testimonials:   Furnished upon request.

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