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    Finance (Structured Finance)

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  • Representation for large-cap, middle-market and small-cap investment grade and leveraged borrowers

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  • Representation for banks, equity sponsors, finance companies, mortgage originators, non-bank direct lenders

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  • Drafting and negotiating agreements and collateral documents for various domestic and international funding instruments and purposes, such as: acquisition finance; asset-based loans; bilateral facilities; buyer credit guarantee agreements; cash-flow loans; club facilities; closing checklists; commercial and consumer asset-backed securities (ABS); collateral trust agreements; credit derivatives; collateral security documents (such as agreements for: aircraft; credit; intellectual property; pledge; real property; security; vessels); collateralized debt obligations (CDOs); collateralized loan obligations (CLOs); collateralized mortgage obligations (CMOs); commercial mortgage-backed securities (CMBS); commercial real estate collateralized loan obligations (CRECLOs); constant proportion portfolio insurance (CPPI) transactions; covenant-lite loans; covered bonds; credit-linked notes; finance contracts; impact finance and investment; governmental approvals; landlord waivers; litigation finance; managed transactions; master trust securitizations; mezzanine loans; movie syndication revenue securitizations; mortgage-backed securities (MBS); offshore security deeds; offtake agreements (such as: contract-for-differences; gas supply; hedging; long-term-sales; power purchase agreements (PPAs); take-and-pay; take-or-pay; throughput); operating lease portfolio securitizations; project finance; property-assessed clean energy (PACE); receivables financings; residential mortgage-backed securities (RMBS); second-lien loans; secured loans; senior secured and unsecured loans; solar energy financings; special purpose vehicles (SPVs); static transactions; structured deposits; subordination agreements; syndicated loans; synthetic leases; : term sheets; unitranche facilities; venture finance; warehouse line facilities repurchase (“repo”) facilities; working-capital loans

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  • Drafting and negotiating agreements and collateral documents for various domestic and international financings, including: agent confirmations; assignments; assurances; binding and non-binding comfort letters; board minutes; board resolutions; bonds (such as: bid; fidelity; payment; performance; surety); by-laws; charges (over bank accounts, certificates, securities, shares); commitment letters (such as for: arranging mandate; joint arranging and underwriting; joint arranging and underwriting; underwriting mandate); confidentiality; consents; demands; drawdowns; escrow instructions and letters; facility agreements (such as for: director loans; intra-group loans; management buyouts; on-demand loans; overdraft loans; revolving; shareholder loans; short-term loans); fee letters; forbearance; International Swaps and Derivatives Association, Inc. (ISDA) notices (such as default, early termination, failure to deliver, failure to pay); letters of credit; loan notes; mortgages (for chattels, patents, real properties, securities, shares); non-compete; non-disclosure; non-interference; non-solicitation; novations; officers’ certificates; promissory notes; releases; reservations of rights; restructurings; standby letters of credit; solvency certificates; subordinations; term sheets (such as for: bilateral; bilateral acquisition finance; syndicated; syndicated acquisition finance; syndicated pre-export finance; syndicated term loan); waivers

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  • Drafting and negotiating corporate collateral documents for various domestic and international project financings, including: common terms; corporate amendments; declarations of interest; directors’ certificates; export credit agency (ECA) guarantees; reinsurance agreements; project support agreements; senior debt term sheets; share charge agreements; share retention agreements; shareholders’ agreements; sponsor guarantees; sponsor undertaking; subordinated debt term sheets; subordinated deeds

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  • Drafting and negotiating typical problematic language (such as avoiding ambiguities in language, including: affirmative covenants; anti-corruption; builder basket flexibilities; capital expenditure restrictions; capitalized interest; co-borrowers; conditions precedent; cross-stream guaranties; avoiding describing collateral as “all property” and guarantors collectively as “all subsidiaries”; de-linking credit risk; downstream guaranties; equity cure rights; events of default; financial covenants; fraudulent transfer avoidance; guarantee rules; identifying closing conditions that require third-party consent; inclusion of joinder provisions for the accommodation of future additional guarantors, future parties, and the like; LIBOR transition; limitations of liability; material adverse changes; material adverse effects; negative covenants; pooling assets; profit-sharing; representations; specifying the perfected security interests and priorities in detail; SunGuard provisions; tranching bonds; upstream guaranties; warranties)

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  • Familiarity with the recommendations, ratings and products of domestic and international credit rating agencies, such as: Fitch Ratings; Moody’s Investors; Standard & Poor’s (S&P)

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  • Compliance with various conventions, laws, statutes and treaties including the: 1984 Semiconductor Chip Protection Act; Copyright Act of 1976; Coronavirus Aid, Relief, and Economic Security Act of 2020 (CARES Act); Federal Aviation Act of 1958; Foreign Account Tax Compliance Act (FATCA); Lanham Trademark Act; Patent Act; Ship Mortgage Act; Tax Cuts and Jobs Act of 2017; The Cape Town Convention on International Interests in Mobile Equipment; Uniform Commercial Code (UCC)

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    Progress Page Last Updated 220719_1644

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