Negotiating Sports Franchise Acquisition: Tim Browne, Sports Law for Barnes and Thornberg

Artwork for podcast Sports Business Conversations

Episode 96 • 14th April 2026 • Sports Business Conversations • ADC Partners

00:02

Tim Browne

Hey, this is Tim Brown, a sports and entertainment lawyer at Barnes and Thornburg. And this is the Sports Business Conversations podcast from ADC Partners.

00:25

Dave Almy

Hey, this is Dave Almy of ADC Partners and I've got an unexpected piece of sports business trivia for you today. According to Arctos, which is one of the major players in sports private equity, professional sports franchise values have compounded at a rate of 13% per year for the last 60 years. So it turns out that whole sports ownership thing can actually be pretty lucrative, which is why it's currently boom times for teams looking for investors and for the folks who help put together these kinds of deals. It's also why Tim Brown's phone rang two or three times during our podcast recording. After a decade as an in house counsel for the NBA, Tim is now a sports and entertainment lawyer for Barnes and Thornburg in Nashville, Tennessee.

01:18

Dave Almy

While there, he's helped ownership groups purchase teams, helped land expansion franchises, and pulled apart contracts having to do with every aspect of team operations and revenue. In our conversation, we dive into Tim's sports law career, which began with legendary NBA commissioner David Stern sitting in on his first interview with the league. We look at the increasingly complex issues surrounding mammoth sports transactions, the advice he gives to prospective ownership groups, the legal turmoil surrounding nil contracts in college sports, and much more. And as a parting gift, he'll even give you the best piece of negotiating advice he ever received. So thanks for checking out my conversation with Tim Brown, sport and entertainment counsel for Barnes and Thornburg. Hope you enjoy. Tim, you spent about 10 years as an in house lawyer at the NBA. So as we get rolling, let's get started there.

02:18

Dave Almy

And can you talk a little bit about how that role came about? Had you been looking for a role in sports the entire time or was it more along? Hey, well, this is a great opportunity. Let's give it a shot.

02:29

Tim Browne

Well, Dave, I started as a corporate lawyer in New York. Even in law school, I was thinking about entertainment and sports, but I got pretty good advice that no one in sports or entertainment really wanted you right out of law school.

02:41

Dave Almy

So I went a little seasoning first.

02:44

Tim Browne

Yes, yes. I took a really good job at a big firm in New York. I started literally three weeks after 9-11.

02:51

Dave Almy

Oh my gosh.

02:52

Tim Browne

Yeah. So all my M and A dreams at the big law firm kind of went away for a little bit. And it's funny, I got into corporate finance and structured finance and next thing you know, I'm actually working on an NFL related deal.

03:05

Dave Almy

So it just kind of came Organically, that way, Yes.

03:08

Tim Browne

I mean, I knew that the firm I was at, Scatton Arps in New York and I knew they had lots of great clients. I knew I didn't want to be a litigator. I wanted to be a corporate or transactional lawyer. And I got a little lucky right away. So I started as a corporate lawyer, not a litigator. But I knew eventually I wanted to get into sports and entertainment. It took a few years for me to figure out the right path. Yeah. Luckily when I was about a fourth or I think almost fifth year, I started looking around for real and I was in midtown Manhattan where all the sports leagues are. Oh yeah, literally, you know, Ark Avenue, baby. That's right. Stones throw away from each other. And was lucky that the NBA was hiring and they were looking for someone junior.

03:50

Tim Browne

In fact, was this a networking thing?

03:52

Dave Almy

You would look at our classified ad in the paper, Tim, like, how did it go?

03:55

Tim Browne

That's fine. Sad to say LinkedIn was not around then.

03:59

Dave Almy

Oh gosh. People are like right now listening and going, what?

04:02

Tim Browne

I know, I remember using email, so I'm not that old. But the. But no, I mean, I think it was actual posting. I forget how I even found out about it. And I had talked to the NHL. I talked to even a hedge fund that was looking to start a sports focused hedge fund. This tells you what era it was. This was like 05 06. Right. And so luckily the NBA was hiring someone junior. I didn't have a lot of confidence just because I didn't do a lot in sports other than this banking deal I had worked on. It turned out that they had hired lawyers to be transactional lawyers at the NBA in previous years and they were coming from a similar background as me. So that gave me a little confidence once I knew that.

04:49

Dave Almy

So you were able to talk to some of the other lawyers that were in there and build that or did you have an understanding just from their. From their backgrounds and things like that?

04:56

Tim Browne

I think from their background, from the interview process. I mean it was quite a process. Right. I started. Yeah, I think they have you interview with the junior folks first just so you can make it past them.

05:06

Dave Almy

I mean, it's got to be competitive, right? I mean, just from the standpoint of it's the NBA.

05:10

Tim Browne

Absolutely. And, and thinking back even to when I was at Georgetown, always interested in sports entertainment. I flirted with moving to LA after law school. I had a job out there that I didn't take during law school. So I knew that eventually I would get into sports entertainment. I just didn't know the right path. And luckily they took a shot on me and I started there on that.

05:34

Dave Almy

Fresh scrubbed lawyer coming out of Harvard Law or Georgetown Law.

05:39

Tim Browne

Georgetown Law, but. But what's funny is I was a fifth year associate and I very much felt like a first year all over again because I was learning things basically from scratch. Right. All about the NBA business.

05:50

Dave Almy

Right.

05:50

Tim Browne

How they do things as lawyers there. And in retrospect, it was the best move I could ever have made.

05:56

Dave Almy

Well, somewhat famously, David Stern, of course, the longtime commissioner of the NBA was a lawyer himself. So I'm wondering, like, his approach to law and being in and around an organization run by, I mean, I think probably it's fair to say one of the most consequential commissioners that has ever existed. How did that guide your experience being in an organization that's kind of structured along those kinds of lines? Sure.

06:23

Tim Browne

Well, going back to the interview process, I had made it to, I guess close to the final round and I was due to talk with Joel Litfin, who was the head of legal at the time, and Adam Silver, who was not yet deputy commissioner but obviously very high up in the NBA and probably was going to be commissioner. Just wasn't official at that point.

06:44

Dave Almy

Obviously the ascension was sort of planned out.

06:47

Tim Browne

Yes. And I spoke with him, by the way, for an hour, literally of fourth year lawyer. He interviewed me for an hour and we talked about everything. It was amazing. But listen to this one. So I'm going to meet with Joel and I'm going into his office where all the lawyers sit. I believe it was the 15th floor back then at 6:45 5th and I walk in, the assistant walks me in and I realized someone was in there. So I was like, okay, well that's fine, I can meet this person too. And they were wrapping up and I look over in the visiting chair and it's David Stern.

07:20

Dave Almy

Not intimidating at all.

07:22

Tim Browne

No. And so I thought he was going to get up and leave after we said hello, but he kind of had this evil looking smile on his face and he just sat down and turned his chair towards me. And so then Joel and David actually interviewed me.

07:39

Dave Almy

Being at the focal point of that interview had to be, I guess it's kind of designed for its own level of stress, isn't it, during the interview process?

07:48

Tim Browne

Well, I realized, and I was lucky having worked at Scatten. Another story, my father used to work at the NFL in the communications department for a long time.

07:59

Dave Almy

So you come by the sports thing A little. Honestly, this is a family process.

08:02

Tim Browne

Exactly. And I was a paralegal at Scadden before law school. I worked on an NFL trial and got to meet Paul Tagliabu and a bunch of Skadden and Covington lawyers. So I had some idea of what that world was like. But it wasn't until David Stern, sitting there and asking you what you got on your LSATs 5 years prior or 7 years prior to that, and kind of just ribbing you and seeing what you had come up with, that there's no preparation for that. But thankfully, I did okay when David actually left before me. And then Joel said I did a good job, and thankfully, I got an offer a couple weeks later. But going back to what I was saying, I really was starting from scratch. And so I was a sponge soaking everything up.

08:47

Tim Browne

And you soon realize that everything flowed down from David, not just how the business was run, but how the legal department was run.

08:54

Dave Almy

He had a very clear. I mean, David Stern, I think it's fair to say. And you're going to know this better than anybody. I mean, his fingerprints were pretty much on everything that was going on inside the league at the. I mean, at that level, from. From the top to the bottom.

09:09

Tim Browne

True.

09:09

Dave Almy

I'm assuming that was very true of any of the legal and transactional issues that you were working on. What kind of things did you learn from him? Like, what was his st and what maybe did you say? I need to adopt that in my own personal approach.

09:25

Tim Browne

Sure. I learned a few things, Dave. I mean, first, no detail was too small to recall, to harp on. I learned to be concise in my thinking and analysis. I think when you're junior lawyer or business person, you think by just speaking and writing, you can come up with the answer. He wasn't interested in all the wishy washiness. In fact, I remember he said this in other contexts, but he said it to me once when I was sitting in a meeting and I was supposed to have some opinion. He said, words have meaning, Tim. I still can remember that. Right.

10:04

Dave Almy

Be economical.

10:06

Tim Browne

Yeah. Make your argument or recommendation explain your rationale, and then he and others will make a decision based on that. So it's okay to. I mean, obviously, you don't want to be wrong entirely, but try to come up with something concise that has meaning. And that was true even in negotiations, contract negotiations. That was the way the legal department was run. And I really appreciated that because it was hard. And I recall kind of learning and getting better and better at it, but it still sticks with Me today.

10:38

Dave Almy

Now you're with the MBA for about 10 years like we talked about, but then you went to private practice again, eventually ending up at your current position in sports and entertainment law at Barnes and Thornburg.

10:49

Tim Browne

Sure.

10:50

Dave Almy

So can talk a little bit about that transition. So now you had been at a firm before the NBA. You went to the NBA. So in house counseling to go back to a firm, was that an adjustment period for you?

11:02

Tim Browne

Absolutely.

11:03

Dave Almy

Well, maybe that was a sub that's called a softball.

11:06

Tim Browne

No, but I mean it's an open ended question. I like it. The big adjustment really was moving to Nashville. So.

11:12

Dave Almy

Okay, yeah, you're in New York City going to Nashville.

11:14

Tim Browne

It's a different name. So the reason I wound up in private practice was because my Nashville born wife and I were looking around in the suburbs of New York and the farther we got away from New York City, the more she said, why are we not considering Nashville? And I said, well, I have a job, pretty good job. I have my family, my friends here. And of course, next thing you know we're looking at houses and schools here in Nashville. So I figured I would have to maybe start networking and find a job. I really thought when I came down here that I would maybe work for the Titans or the Predators or go.

11:49

Dave Almy

In house to a team.

11:50

Tim Browne

Yeah, exactly. Or some agency, maybe business affairs for a music agency or a sports agency. And it turned out that those in house jobs there weren't that many.

12:00

Dave Almy

Right. It wasn't pretty insular in those organizations.

12:04

Tim Browne

Yeah. It wasn't like New York City. I was at the time 15 years out of law school. So I couldn't necessarily take a really junior job and provide for my family. I had two kids at the time. Yeah. And someone turned me on to the biggest firm here in town, Bassbury and Sims, which by the way, the managing partner of his brothers with Brian Rolap, who at the time was the president at the NFL and he ran all the media business. And so the managing partner, Todd, he knew the world I was coming from, whereas some of the firms here had, knew, didn't know what to do with me. I had no clients. I was moving from New York and had been in House for 10 years.

12:42

Dave Almy

And Nashville still, I mean, Nashville is so widely recognized as being a sports oriented city now, obviously the Titans and the Predators and you know, Vanderbilt and everything going on. But, but when you got there, it still was sort of on the ascent to being understood that.

12:59

Tim Browne

Absolutely.

13:00

Dave Almy

And did that play a role for, I mean, did people see this coming. Was that one of the reasons why your. Your skill set was attractive? Them?

13:07

Tim Browne

Eventually, I think so. I think. I think. I think Todd saw it coming, and I give him a lot of credit because he made me come up with a business plan. And by the way, when I was at the NBA, I didn't really have to network. I didn't have to look for work. Right.

13:21

Dave Almy

The NBA people come to you.

13:22

Tim Browne

Yeah. It was all flowing downhill.

13:24

Dave Almy

Right.

13:26

Tim Browne

And coming down here forced me to network, to try to find a job. Then I realized once I got the job, I had to find business. And so coming up with this business plan was essential. And I knew going to this firm, they had connections here in town. I really wanted to be part of the business community here. Some people had said, well, why don't you just stay with the NBA and work remotely or find a New York job and live here? I really didn't want to do that. So I was glad that I landed there. And it's funny, because I knew a couple of people in town just from meeting and doing coffee, but I can imagine Todd looking at my business plan when one of the things I mentioned was this possibility of Nashville soccer being a real thing. Right.

14:10

Dave Almy

Yep.

14:11

Tim Browne

I didn't realize at the time that they were already talking to Will Alexander and Bill Haggerty and others. And literally the first week that I was there, Todd comes in with a big binder, and he says, hey, I think we need your help. This is an application for expansion into mls, and we have a group that is trying to make this a reality. So that was the first thing I did. And it. And going to your question. Back to your question. This was when the momentum of Nashville was starting to pick up for real. I don't know if you remember, but this was the spring where the Predators made the Stanley Cup.

14:48

Dave Almy

Right.

14:48

Tim Browne

And now you're looking on TV and you're seeing on Broadway, 100,000 people. Yeah.

14:54

Dave Almy

The optics of it were unbelievable.

14:56

Tim Browne

Yeah. So I got to ride that wave, because the more popular Nashville got, the more attractive the expansion bid became for Nashville to get one of the two MLS teams. And at the time where we started, I think There was an SI article that said were 10th out of 12 cities to be considered. So next thing you know, we're negotiating in earnest. About nine months later, I was lucky that Nashville Soccer Club didn't choose a Covington or someone else to represent them. They chose us. And for me, that was a really big first deal, and that kind of set the tone for a lot of What I did from there.

15:34

Dave Almy

Can you talk a little bit about. What's interesting to me is that move from SI saying there's not a chance soccer's going to Nashville. They're 10th out of 12. As you look back and as you think about the market today, what are some of the attributes of an expansion bid that helped, what helped elevate Nashville from near last to getting a franchise? And what qualities do you think played a huge role in that?

16:06

Tim Browne

There are several, Dave. Yeah, the big one, I would say besides the momentum, which I think is real, I mean we heard that MLS was seeing these watch parties on Broadway where there were a hundred thousand people.

16:19

Dave Almy

Right.

16:20

Tim Browne

For a hockey Stanley Cup. I mean, think about, I don't know, 20 years earlier, Nashville didn't even have a hockey team. And you would think, why would you put a hockey team in Nashville?

16:29

Dave Almy

Well, I mean, I'm old enough to remember when there wasn't an NFL team Right. In Nashville.

16:33

Tim Browne

Exactly. And so I think just seeing how the city embraced those two sports was very helpful. And especially that year when this was all heating up. I would say the other thing, besides John Ingram getting involved, which is huge, just from having the right ownership, obviously deep pockets, the right person to lead the charge, that's essential in any of these expansion or ownership types of deals. The other thing is the city itself because as you know, MLS wants a soccer specific stadium. They want a state of the art facility and they want it soon. How many cities do you know that can put this together in a matter of months? Yeah, have the governor come in and meet with the mayor and the commissioner and talk about how they're going to work this out, how to build it. Where is the right spot?

17:25

Tim Browne

Nashville is a can do city and I think the sports world really saw it there and I know MLS appreciated that.

17:33

Dave Almy

I'm hearing you talk about it in terms of months, for the political groups to get together for the motivation to get the kind of infrastructure requirements and you know, supporting the bids and the finance associated with it. I mean, usually those things are phrase in terms of years.

17:47

Tim Browne

Right.

17:48

Dave Almy

So is that something you feel like is unique to Nashville or are other cities becoming aware that's a critical part of making sure that sports teams and leagues see them as expansion ready?

18:01

Tim Browne

I think they, I think they all know it's important. But as, I mean I, I moved from New York City. Right. Nothing goes quickly there. I mean, I, and I think about what the jets trot on the west side of Manhattan, right. Great idea. It would have been excellent. It just didn't work out for a lot of reasons. I think other cities know this. I would say it's probably a little easier in a smaller city just thinking of. Of politics and space. Right. So it was probably a little easier here. I worked on a USL expansion bid for Oklahoma City, and they're building a new stadium, and that's. That's the crown jewel of the whole bid right there. So I think people realize that it's still a struggle. I mean, we. We.

18:44

Tim Browne

We've talked to groups, and we've helped groups here in Nashville who are trying to bring women's soccer or women's volleyball. And the first question that most leagues have it, where are you going to play?

18:55

Dave Almy

Yeah.

18:55

Tim Browne

Right. And so that could be that answer. Right. That could be some shared arrangement with. With a first tenant, so you're coming in as second tenant or maybe third tenant. That's not ideal. You don't want to be too far from the metropolitan area. You want to have a good audience. But turns out that a lot of the good real estate's already taken up or it's super expensive. So I think the real estate, the politics, those are so essential to these bids that as a lawyer, it's hard for me to kind of advise people other than to say, you got to get it together.

19:29

Dave Almy

You got to show the consortium ready to roll.

19:32

Tim Browne

Right, Right. And what was cool about Nashville? Just one more thing on that. When there was a MLS to Nashville committee, and that sounds kind of hokey, but I was talking about this yesterday. They would have meetings in conference rooms, they would have events, and you would see people from the business community, not just banks, but you would see people from the Titans and the Predators, and they were all coming together to build this momentum and to talk about how they could be helpful. I think that's pretty cool, too. And I don't know. I don't know that every city has that boy.

20:02

Dave Almy

To have the other major professional teams buy into the process to help move that needle along.

20:10

Tim Browne

That's pretty unique because you think about they're maybe competing for the same customer. Right.

20:15

Dave Almy

But yeah, there's only so many discretionary dollars to go around.

20:18

Tim Browne

Sure. And at the time, Nashville wasn't. This was before COVID before even more people like me had moved in. But it turns out there isn't a separate. Not totally separate, but there is an audience for soccer as well. And maybe those soccer fans aren't necessarily going to Titans games or Predators games, or maybe they can do both. So that was pretty cool in retrospect. And I think that's pretty unique to Nashville too.

20:40

Dave Almy

So you work on sports and entertainment and we talk about, certainly expansion bids have been a part of that, all the acquisitions and sales and new sport property evaluations. Let's elevate a little bit because I want to. I mean, I think it's clear that, you know, the stakes of these transactions have gone way the heck up over the last 10 to 15 years. So can you provide a high level review of the state of these kinds of transactions and like how that market, because the costs have gone up so dramatically, how is that impacting the need for the legal support? The groups that are thinking about these transactions approach it like what are they most concerned about now as they, as you think about the land of transactions.

21:28

Tim Browne

iddle of it in New York City.: 070809

21:56

Dave Almy

It was brutal.

21:57

Tim Browne

And I remember, by the way, not giving away state secrets, but if you go back and look at some of the values of franchise sales or what people were trying to acquire an NBA team or NFL team for, you would laugh at the numbers now, right? So it wasn't always this case where every year every franchise value would go up significantly or 10% or whatever it is. So I think it's important to remember that. And, and by the way, I, I love that there are more sales, more stakes being sold off. It's, it's good for business for me, it's good for everyone.

22:32

Dave Almy

Yeah.

22:32

Tim Browne

But, but I just, you know, I don't want to be a doomsayer, but I would just be cautious. And I tell clients this sometimes because there's, if you're in another business, you're in banking, you're in healthcare, and you want to get into sports, you have to pay a premium for that franchise. And that could be NFL, obviously mlb, that could be the new volleyball league that started up. And these leagues are not interested in selling off teams or having valuations go down. Right. So I think people kind of assume that it's always going to get better and the media rights are always going to get higher and higher. I hope that's the Case. But I would say that's one of the first conversations that I have with a new client that's looking to buy a stake in a team or do an expansion bid.

23:20

Tim Browne

Do they come to you for that.

23:21

Dave Almy

Front end evaluation, like, hey, I'm thinking about doing this. What advice do you have? Is that a role that you've played?

23:27

Tim Browne

I would say usually that's an investment banker, financial advisor. I think having worked at the NBA and now done bids, expansion bids and deals in all three soccer leagues, major soccer leagues, having done some work for the NBA in that space, having even like a startup league itself, like love volleyball, seeing how these leagues start, what the considerations are, what the rules of sale are, what the sponsorship terms are. I think, I think people look to me for some of that general perspective as well. And, and so, and by the way, if you've sold off an NFL team before, you have invaluable experience in that space. So I think maybe people are not looking for the lawyers to give them the financials and the outlook and that's. But, but just maybe some perspective.

24:18

Dave Almy

Well, I think it's also, it's a unique thing of sports ownership, right? Because as you talked about, there's like, whether they come from healthcare or whether they come from another industry, these are people who are accustomed to success and financial success in the worlds with which they come. And sports doesn't always play by the same rules as other businesses. So do you find that given the numbers involved, people like the ownership groups are more sophisticated now, or do they require more coaching because sports itself has gotten a lot more complex?

24:52

Tim Browne

That's a great question. I think it's a little of both. I think what they often find, if they've never done a deal in sports, where it's like, if I sell you my business, Dave, it's pretty clear what the terms are and what the regulatory landscape is. I think people often struggle with the terms that the leagues put into place and what the league rules are in terms of how you can sell off parts of your team, how you ultimately can move your team around, what are the rules in terms of how you can monetize your team.

25:28

Dave Almy

I mean, it's not a free market.

25:30

Tim Browne

No, I mean, and these lead roles, by the way, have been developed over decades. Right? I mean, and what you find is a lot of them have similar rules and setups in terms of the commissioner, the board of governors, you know, and it's not to say that things change every day, every week, but I think when someone is used to doing a typical M and A deal, they're not necessarily buying into this type of structure. So it takes them a little while to get comfortable with that. And sometimes you just have to tell the client, which I don't do in a lot of other spaces, is like, you have to trust them a little bit. You have to trust that the league is going to look out for your best interest.

26:07

Dave Almy

Yeah. They've been at this for a while.

26:08

Tim Browne

Yeah. And. Right. They're not looking to get rid of owners. They're not looking to make it not worth your while. They want you to succeed and they want the business to do well. But you're going to have to get comfortable with some of these rules in place.

26:22

Dave Almy

It's interesting, right, because they are franchises. I mean, the word franchise gets thrown around. It kind of gets forgotten in team sports a little bit. But just like any other franchise group, there's a lot of rules that you have to play by in order to secure the rights to that franchise. Even with all the money in the world.

26:40

Tim Browne

Yeah. Well, if you. And if you go back, I mean, and I'm a lawyer, I also was a history major. But if you go Back to the 80s, right. Like, what were the big issues that leagues were facing? It was antitrust law and violations of antitrust law. So the Al Davis and the Raiders, they tried to move their team all the time and then they would just sue the league and they wound up moving quite a bit. Right. But they would sue the league at the same time. The first, the case I mentioned before when I was a paralegal, the city of St. Louis got the Rams from.

27:10

Dave Almy

LA.

27:12

Tim Browne

So they effectively won that deal. But they said we could have gotten a better deal if not for the NFL's draconian policies on relocation. So they sued the NFL and actually lost, which was interesting now. And then you had the USFL challenge. So all these things are grounded in antitrust law. And so it's interesting to see how the rules have evolved over time. But the structure has been tested and ultimately all these leagues are in a pretty good place from that perspective.

27:42

Dave Almy

Obviously, one of the big stories over the last five years is the growing role of private equity in these transactions. I think most of the leagues prevented private equity from getting purchasing shares of teams for. For some time, and now all of them allow it. So I'm wondering from your perspective how that's changed the approach to transactions and how the role of private equity is influencing that.

28:09

Tim Browne

It's funny, I talked about, you Know someone from healthcare. I don't want to pick on healthcare. I'm here in Nashville.

28:14

Dave Almy

Yeah, let's go ahead and pick on healthcare. They're easy.

28:16

Tim Browne

Okay. But someone who's not used to doing a deal in sports, they have to get comfortable with the setup and the rules that are imposed on the deal and their operation of the franchise. I would say private equity. From what I've found, they are well prepared to take their minority stake in these teams. That's kind of the deal. They get X percent of an ownership group of a team, and they're very comfortable with the fact that they don't get much of a say. Right. They look at it like they're investing in this amazing property. They're comfortable with the setup and they'll look to get some value on their investment, of course. But they're coming in at a very low dollar amount, relatively speaking. Right.

29:08

Dave Almy

Comparatively.

29:09

Tim Browne

Yes.

29:09

Dave Almy

So 10%, 50% shares.

29:11

Tim Browne

Yeah, I know. Maybe they're. Maybe they. I would think they would want more. Right. Interesting to see if those caps change or if you could have more private equity investors in your team. But. But it's. It's interesting that they're comfortable investing, especially at this time when valuations have gone up year after year. I think that gives everyone a lot of comfort around the leagues, at the teams. People are selling off stakes at really good valuations without the private equity ownership investment. Sometimes you don't realize the value of your team. But if you can sell a 5%, 10% chunk in your team at $4 billion. Right. That gives you a lot of capital, but it also gives you some hope for kind of how valuable your team will ultimately be if you want to sell the entire chunk.

30:00

Dave Almy

Do you think that. I guess it changes, like, if the private equity firm that's made the investment starts to see the operation of the team go a direction. They are thoughtful that maybe that's not helping the valuation of the team and start to try to assert their ownership prerogative.

30:19

Tim Browne

Well, that's funny you say that, but the way that these ownership structures are set up, there always has to be a lead investor. A lead owner. A controlling owner is the term in some of these leagues. And they have X percent of the team, but they also have really a lot of control in terms of how the business is run, probably more so than you would see in a typical LLC or private company. And that is mandated by the leagues as well. They don't want a lot of.

30:49

Dave Almy

They don't want a lot of voices.

30:51

Tim Browne

Exactly. And so Going back to what I said earlier, if you were going to buy 25% of a team, you would want strong minority owner rights, you would want a board seat, you would want to have some control over day to day operations. But really if you're not the controlling owner on a lot of these franchises, you don't have a lot of say or ability to really change things up the way you typically would in a private company's situation. So it does take some but and it's not to say that they don't have a voice. And so I would think the more that private equity gets involved with all of these teams, you will see some changes just by nature of that's what private equity investors do. Right. They do make changes around the edges. They are looking long term.

31:35

Tim Browne

So I would think you would start to see this in pro and in college sports also.

31:40

Dave Almy

I'm glad you said college sports because I want to stay on private equity, but I want to pivot to college sports because as were talking about before I hit the record button, you were teaching at Vanderbilt last night on college sports. And if there's a more dynamic place in sports industry right now, I defy you to tell me what it might be. But private equity is obviously circling college sports. I mean, the University of Utah struck a deal with a private equity partner for half a billion dollars. So clearly this is not just something that's going to happen, it's happening.

32:13

Dave Almy

So as you look at it, particularly when we're looking at the University of Utah, private, I mean, a public university, what are some of the opportunities and red flags that you see associated with private equity starting to become vested in the college sports, Are there guidance or advice that you would give to those property holders that come from professional sports that you think are relevant?

32:40

Tim Browne

Well, yes. And by the way, to put it briefly.

32:45

Dave Almy

Yeah.

32:46

Tim Browne

Before, before I go further, I would say, and I see a lot of lawyers doing nil work now, I see a lot of people entering college athletics legal space. And I'm not making fun of anyone, I just would challenge anyone who says they're an expert in this space because.

33:06

Dave Almy

You know, that's laughable.

33:08

Tim Browne

Literally the law changes by the day.

33:12

Dave Almy

Right.

33:12

Tim Browne

The rulings are come out every day, whether it's eligibility, whether it's transfer portal type stuff. And so I think it's a great place for young lawyers or someone who's trying to become an agent. Right. Sometimes chaos breeds opportunity. And so I think there is a lot of opportunity there. And so it took a little bit of prodding for me to get into this space just because it seems so different a few years ago.

33:39

Dave Almy

So you were hesitant at first?

33:41

Tim Browne

I was, because it really started with nil. And to me, I had done endorsement deals, sponsorship deals, but I got asked to help a couple of collectives for some universities to help them set up their entity. And so I was dipping my toe in the water and did some NIL kind of not pay for play, but services, types of agreements. And it was good for me to kind of see what was going on there. But you know, there are some elements that I really don't want to deal in and those are the ones where like someone's just making $6 million to come to their university. I don't think those are the types of agreements that will stand up over time. And I also don't think that's really what NIL means. So I'm just kind of getting that out there in terms of private equity.

34:30

Tim Browne

And I'm by the way, happy to talk about more nil or eligibility or anything.

34:33

Dave Almy

Oh, don't you worry. I got it queued up, man.

34:35

Tim Browne

Okay. All right, good. So private equity, what I worry about is that a lot of universities might be taking this infusion of cash in the short term and sacrificing some control in the long term. And so if we go back to what we're saying about how a team is owned and what rights a minority owner might have in that organization.

34:59

Dave Almy

Yeah.

35:00

Tim Browne

Or say in the operation, I don't think the same rules are in place. And it's not like the NCAA is imposing rules on these private equity deals. So I worry that some universities are, I don't know the percentages. I don't know if it's a 50 split, if they're creating a new JV and that's a 50 ownership set up. But I guarantee you that these private equity organizations and other investors are going to have a lot of say in how these athletic departments and they're going.

35:28

Dave Almy

To protect their investments.

35:29

Tim Browne

Right. And their revenue generating businesses are going to be run. And I don't, you know, universities, higher education institutions, they're not set up to run businesses like this. So yeah, a lot of the protections.

35:43

Dave Almy

That you talked about in terms of pro sports, you know, making sure that you have the controlling owner and you know, singular singling out the voice and managing the share. A lot of that stuff is absent in college sports because I think like the, like you talked about it. Right. The law changes on a day, the daily basis. They had a Huge financial implications because of the House decision ran to get new invest or running to get new investment money. Maybe not prepared for what that really means.

36:15

Tim Browne

Well, it's an arms race, right. And the boosters so far have been providing most of the fodder. It's not clear to me that will continue. So if you think about, well, how do we continue to compete, how do we grow our business, but also how do we generate enough money to pay the players to have a big time roster every year, you might need some of this private money. And I just worry that what does it lead to? Where does it end? I think some institutions will be more equipped to deal with this and take in these private investors, but I worry that a lot of them won't be. And so as a lawyer, that's a little worrisome. And I would be glad to help any university with this type of deal. You heard it here first.

37:02

Tim Browne

Well, right, but also like, I mean, I've talked to some conferences too, right? Conferences have thought about this type of investment. I know the Big Ten potential investment has been well documented. I think that a structure of a conference is probably more equipped to stand up a new business. Right. So if you think about they run the conference, they schedule the games, they have their media deals. So they're used to having these big for profit types of activities. I could see how they would better equipped to work with a private equity investment even standing up separate business. I don't know if the institutions are fully equipped there. And by the way, as you mentioned, a lot of them are. State institutions have other considerations that just come from their bylaws or state laws. So it's just a little more complicated at that level.

37:53

Dave Almy

Now as we're recording this, Duke University is suing their quarterback for breach of contract because he had a two year deal and he entered the transfer portal.

38:02

Tim Browne

Yeah.

38:03

Dave Almy

Can you give a quick legal assessment of that issue related to nil? Are those kinds of contracts even enforceable? And you know, what do you think needs to happen to bring some order to that? I mean, the word chaos gets thrown around so much when we're talking about college sports in a today. So how. What legal structure should be put around this to reduce some of those things? So let's start with the first part. Is that even enforceable? And what do you feel like needs to happen in order to bring some order?

38:34

Tim Browne

So the answer to your first question is it's not important what I say, it's what. It's what the local or the state judge or Federal judge says on those contracts. Right. I mean, you've seen what happens is people go to the most favorable jurisdiction and try to get a favorable ruling to give them some temporary relief. And that's not a long term solution.

38:56

Dave Almy

You see that court shopping.

38:58

Tim Browne

Yeah. Well, you see, by the way, you see it done by the athletes, but in this case, you see it being done by Duke. Right. They're, they're trying to keep the athlete at the institution, whereas, you know, it happened here in Nashville. It's happening with the Ole Miss quarterback. They're just trying to get the most favorable ruling they can to get some temporary relief. And I do feel for the ncaa, I feel that their hands are tied a little bit. I know they haven't had a ton of success in the courts in recent years in terms of being able to enforce their rules. So we go back to the pro setup. The pro leagues are pretty well established. They have, they have antitrust law rulings, they have league rules that have, you know, been developed over time.

39:44

Tim Browne

They obviously get challenged from time to time, but they also have a CBA with their players. And I think that's essential too. Too. What you have here is you have college sports becoming more and more like pro sports, but they don't have some of the fundamental foundation.

40:00

Dave Almy

Yeah. Without the structure.

40:02

Tim Browne

Right. There's no, there's no, I hate to say there's no rules, but there aren't too many rules right now and.

40:08

Dave Almy

Or certainly a number of people who are looking for loopholes and ways to get around the limited number of rules that already are.

40:16

Tim Browne

Well, think about it too. Like, and I don't. I'm happy for the players making money. I think there should be some free movement. But if you think about the NFL, mlb, NBA, there are rules on free agency. There are times of the year where you can sign a player and have him play. There's a trade deadline. Right.

40:38

Dave Almy

Rules against tampering.

40:40

Tim Browne

Right. Exactly. So now it really is the Wild West. And so how does that change? Well, I think there's a couple of potential ways for it to change. One would be Congress acting. We just saw a few weeks ago that the SCORE act was never even brought to a vote. So if you think about how ripe this issue is, everyone wants Congress to act, and I'm not even blaming them, but there's so many considerations and constituents who are interested in this. It didn't even come to a vote. So I wouldn't count on Congress acting on this anytime soon. I think it really comes down to the conferences, the power forward conferences, and the bigger institutions coming together and saying, hey, similar to what they've done, post house settlement, they set up the csc.

41:32

Tim Browne

I think they need to come together and try to set up some structure where they'll all play by the rules and you won't necessarily have one or two rogue institutions and their attorney general sue that regime. Right. Like, because that's basically what's happening now. So other than that, you know, good luck.

41:51

Dave Almy

So as we wrap up and you think about the landscape of sports, entertainment law and how quickly it's evolving and the changes that are coming to pro sports, what are you keeping your eye on in terms of changes that impact the legal standing of sports and entertainment? Are there things that you feel like people should be keeping an eye on that can impact the value of investments and things like that?

42:17

Tim Browne

What, what's.

42:17

Dave Almy

What's got your crystal ball fired?

42:19

Tim Browne

I think, I think I go. So at the end of the day, I probably the. The area of law that I'm most interested in and like, working in the most goes back to what I was doing at the NBA, where I did a lot of media deals. And that could be digital content licensing, everything from YouTube to social media to. To television. Right. I mean, all the leagues and going back to college, like the big kahuna is the television deal. And so how does that change? How does that evolve? Right. We could have a whole podcast just talking about that. I could tell you how my sons watch sports compared to how I do.

42:56

Dave Almy

It's a different animal altogether.

42:57

Tim Browne

Yeah. And so that's interesting. Of course, I think AI has to be at the top of any lawyer's mind right now. I would say, especially in sports, it doesn't get talked about quite a bit. But, you know, if I'm a content or IP lawyer at heart, I wonder where this is all going, Dave. I mean, a part of me thinks, yes, you know, we dealt with this before with the Internet and social media. We figured out a construct for how creators could have access to content, what their rights would be, what. What the league's rights would be in its own, you know, content, what the. What its ownership was. I think AI has is challenging all of these norms.

43:38

Tim Browne

And I don't know how the leagues embrace AI but I do know that from a legal perspective, they will have to be very careful in terms of protecting their ownership and the copyright in their videos, photos, even players, name, image and likeness, because AI can threaten all that pretty quickly. From what I. What I've already seen yeah, it's.

44:00

Dave Almy

It's not that hard to see AI producing games that look and feel like a real game but never took place. Yeah, I mean, I don't. I mean, five years ago I would have laughed at myself for saying something like that, but I think we're already seeing it. So how do leagues protect themselves and their fans from things that could be interpreted as real? Just their AI constructs.

44:30

Tim Browne

Right, right. And even with social media and user generated content, the leagues face this issue a little bit. Right. You want to encourage fans to participate. You want them to be active. If someone comes up with a cool video that might have some footage in it. Sure. I mean, 30 years ago you would have probably sent the copyright notice and that to tell them to take it down. Now you might amplify that and put it on your own platforms. But I think AI in terms of the speed of creation and kind of the potential, like you said, for not just fakes, but just new formats and things like that, those are some worries that I would have if I was working at a league or even a studio or something like that now.

45:15

Tim Browne

And so for me as a lawyer, it's pretty fascinating to think about, but also to kind of try to predict in my head where it's going and where this is all going to land.

45:24

Dave Almy

Tim Brown, he is the sports entertainment partner at Barnes and Thornburg. Tim, thanks so much for spending the time today. But before I let you go, I'm going to throw you in the lightning round.

45:33

Tim Browne

All right?

45:34

Dave Almy

It's kind of equanimable. We're going to ask you a series of questions. Just want you to give the first thing that comes into your head when you hear the question in the lighting round. Ready to go?

45:43

Tim Browne

Let's go.

45:43

Dave Almy

Let's do this thing. All right, first of all, lawyers are often referred to as sharks. What animal do you think actually better represents your profession?

45:54

Tim Browne

Can I use a position? I'll say hockey goalie.

45:57

Dave Almy

Yeah, okay.

45:58

Tim Browne

Yeah.

45:58

Dave Almy

We'll keep the biscuit out of the basket. All right.

46:00

Tim Browne

Yeah. I mean, look at them in warmups. Look at how many shots they're taking and what they have to do.

46:04

Dave Almy

All right, fair enough. All right. Basically a shark in goalie gear. Okay. In your opinion of Nashville, how long you've been in Nashville now?

46:13

Tim Browne

Ten years this spring.

46:14

Dave Almy

All right. Ten years this spring. In your opinion, what's the best place to catch an up and coming artist in Nashville?

46:20

Tim Browne

Great question. I used to say the Exit Inn, but I will say the Basement East. It's a club in The East Nashville. It's 250 capacity and lots of good bands will play there. And next thing you know, they're playing at the Ryman or even somewhere bigger the next time they're in town.

46:39

Dave Almy

All right, Little secret inside. Dope. Also, Nashville is famous for bridal parties. Coming and doing a bachelorette party there. Anything you would like to say to bachelorette parties? Thinking about coming to Nashville?

46:53

Tim Browne

I would say stick to Nashville proper. Don't get sucked into some. Some suburban deals or tractor rides in Brentwood or Franklin.

47:01

Dave Almy

I thought you were going to say go to Scottsdale. No.

47:05

Tim Browne

Hey, I'm from New York. I like the action, so keep on coming.

47:10

Dave Almy

All right, another Nashville question. What would the name of your country music band be.

47:17

Tim Browne

That. See, now you stump me. Dave. Mike. Good, good.

47:22

Dave Almy

That's the lighting round for you right there.

47:24

Tim Browne

All right. Yeah, sorry, I'm gonna have to email you that one.

47:26

Dave Almy

They're gonna have to email. All right, we'll give you. We'll give you an out on that one. Very, very protective of that. Maybe the IP hasn't been settled on that quite yet. Last one, a kind of a serious one for the lightning round. What's the best piece of negotiating advice you ever received?

47:42

Tim Browne

I would say trust but verify.

47:44

Dave Almy

So going back to Ronald Reagan.

47:46

Tim Browne

Yes. That goes to. And it goes to the David Stern days, too. Right. You can make friends with the other side, you can have great relationships, but at the end of. The end of the day, you have to rely on your contracts, your interpretation. So you better be damn sure you're doing it right.

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