Banking and Finance
The firm is well known for its finance practice. We structure, negotiate and document a wide range of financing transactions for banks, asset-based lenders, finance companies, insurance companies and hedge funds. Our expertise includes secured and unsecured financings and second lien, subordinated, single lender and syndicated loans, as well as other financing arrangements such as trade finance, receivables purchases and structured finance. We assist clients in domestic financings throughout the United States, as well as cross-border transactions for varied purposes including working capital, acquisitions and other transactions for businesses of all sizes across a wide range of industries.
We work closely with our lending clients to develop relationships that enable us to better understand their approach. We know how issues are handled across different types of debt products and markets, and apply our understanding to tailor solutions that meet the challenges of each transaction. Our objectives are to help our clients understand the legal issues affecting each financing, and work with the other parties in the transaction to facilitate the prompt resolution of issues in the most efficient and effective way.
While we understand that lenders want to limit and manage their risk, we also know that they need to develop a positive working relationship with borrowers. We approach the loan process with these goals in mind.
The firm’s expertise in workouts and bankruptcies gives us the ability to provide real-world advice concerning the ways in which issues would be addressed in such circumstances. We work to develop deal structures that achieve our clients’ goals while minimizing legal risks should the borrower become involved in a workout or bankruptcy.
Our finance practice encompasses a broad range of transactions.
We advise banks and other institutional lenders in acquisition financings and recapitalizations, representing agents or members of lending syndicates, and including senior secured debt facilities, leverage loans, second lien loans, mezzanine and other subordinated debt and debt products. Whether an acquisition is structured as an asset purchase, a stock purchase, a merger or a tender offer, we help lenders navigate the legal issues that arise in the context of funding the acquisition and create a structure that will best meet its requirements. We have represented lenders in the financing of acquisitions by leading private equity groups and other sponsors.
Asset Based Lending
Whether as a stand-alone facility or as part of a multi-tiered capital structure of a borrower, we have a unique depth of understanding of the issues faced by asset-based lenders. Our experience enables us to provide clients with a wide range of alternatives for the structuring and documentation of an asset-based facility. We have worked on financings with borrowers in a broad spectrum of businesses, and understand the issues that arise for the lender in creating and perfecting security interests in different types of collateral, as well as matters that may affect the priority of the lender’s liens.
As a result of our role as co-general counsel to the Commercial Finance Association, the national trade association for lenders engaged in asset-based lending, we are in the forefront of addressing issues that affect not only the industry as a whole, but our clients in particular.
Receivables Purchase Finance and Structured Finance
We represent banks and finance companies in the structuring of receivables purchase facilities with or without the use of special purpose vehicles, as well as loan facilities for use in structured finance transactions. Our lawyers work with sponsors and conduits in the documentation and review of securitizations involving trade receivables, commercial loans, home equity lines, mortgages and other assets, as well as workouts and litigation arising from such arrangements. As part of the structuring of such arrangements, we understand the intercreditor issues that arise when the originator has inventory lenders or other secured debt.
We represent banks, as well as insurance companies and other private purchasers of debt instruments, in secured and unsecured general corporate and working capital facilities of varying size and complexity. Our lawyers have broad experience in multiple borrower financings, syndicated credit facilities, and international and cross-border transactions, as well as intercreditor issues arising in these financings.
Our lawyers have worked on transactions in a diverse array of industries, including healthcare, government contractors, telecommunications, manufacturers of steel, automotive parts, chemicals and consumer products, nationally-known branded apparel manufacturers and distributors, record, book and video distributors, retail and wholesale grocery distributors, national, regional and local retailers, agricultural suppliers, airlines, logistics companies and others. We also represent lenders in loans to high net worth individuals and their businesses.
The firm has extensive experience in representing both secured and unsecured creditors in bankruptcy proceedings. Where bankruptcy is involved, whether a Chapter 11 financing, the financing of a 363 sale or the financing of a plan of reorganization, the attorneys in our finance group work closely with those in our bankruptcy group to address the bankruptcy process in the most advantageous way for our clients. We have represented lenders in bankruptcy courts throughout the country in connection with:
- Debtor-in-Possession (DIP) Financings. We handle the preparation and negotiation of the financing order and financing documents, as well as court appearances for the approval of the financing for companies that have begun proceedings under Chapter 11 of the U.S. Bankruptcy Code. Our firm is known for its ability to manage the process of obtaining approval of the financing on the best available terms for the lender.
- Exit Financings. When a lender is providing financing to a company as part of its plan of reorganization, we have the expertise required to deal with the bankruptcy process and documentation.
- 363 Purchases. We assist lenders who finance the purchase of assets being sold by a Chapter 11 debtor-in-possession pursuant to Section 363 of the U.S. Bankruptcy Code. As with all aspects of a lender’s involvement in the Chapter 11 process, the terms of the order approving the sale can be critical. We know what the lender needs in order to be protected.
Supply Chain and Trade Finance
Our finance lawyers are involved in trade finance transactions, using techniques ranging from factoring and invoice discounting to commercial and standby letters of credit, bankers’ acceptances, purchase order financing and receivables purchases. We understand the intricacies and risks for lenders in the financing of goods-in-transit, and are expert at import financing.
As a result of our work in financings of companies with subsidiaries or assets outside the United States, we have developed an expertise in cross-border legal issues, including secured transactions laws and insolvency laws that affect how a multi-jurisdictional financing is structured. We work closely with a network of law firms throughout the world to address issues that U.S.-based lenders confront in multi-jurisdictional financings. As a result, we are able to choose the best counsel for each transaction without being limited by formal affiliations.
Our involvement in projects on international finance with the United Nations Commission on International Trade Law (UNCITRAL) has given us a unique understanding of the issues that a lender will confront as it moves beyond the United States. We also regularly represent lenders located outside of the United States in matters involving U.S. companies or assets located in this country.
We represent arrangers, agents, and lenders in syndicated loan facilities whether domestic or international, secured or unsecured. We know the issues that a lender will confront, not only in dealing with its borrower, but also with other agents and lenders in the facility. Our experience in such facilities enables us to devise a practical balance of rights and responsibilities among the agents and lenders that will satisfy the needs of our clients and allow transactions to close smoothly.Top of Page
- $800 Million Fraudulent Transfer Action Against Bank of America Dismissed
- 11 Otterbourg Attorneys Included in the 2013 Super Lawyers Business Edition
- 2014 Global Law Experts Awards Selects Otterbourg P.C.
- 2014 Tribute Reception for ORT America Honors Otterbourg's Richard Stehl
- 5th Annual NYIC/CFA Joint Event:
- 6th Annual International Lending Conference: Otterbourg Attorneys Lead Panels
- 7th Annual International Lending Conference Held in London
- Acquisition Financing Issues Program at Commercial Finance Asssociation Annual Convention
- Commercial Finance Association Files an Amicus Brief on Appeal to the Ninth Circuit
- Corp INTL Names Otterbourg Banking and Finance Law Firm of the Year
- Global Economic Disruption—Impact on International Secured Lending
- Is There Anything New in Asset Based Lending?
- Issues for Commitment Letters in Acquisition Financing: Be Careful What You Wish For!
- Law 360 Deal Makers Q&A
- Mergers and Acquisitions 2013: Trends and Developments
- New York Court of Appeals Rules on Rights of Lender to Rely on Representations about Financial Statements
- Otterbourg Attorney Moderates Panel for the Women's Division of the New York Institute of Credit
- Otterbourg Attorney Moderates Panel on Developments in Lending Market for CFA/NYIC Event
- Otterbourg Attorney Panelist at Annual Thomson Reuters LPC Loan Conference
- Otterbourg Attorney Participates in Panel on "The Trump Effect"
- Otterbourg Attorney Selected as a "Woman of Influence" by Best Lawyers
- Otterbourg Attorney Selected for 40 Under 40 Award
- Otterbourg Attorney Speaks at Panel on Current Trends in Loan Documentation
- Otterbourg Attorney Speaks at PLI Mergers & Acquisitions 2012
- Otterbourg Attorney Speaks on Cross-Border Lending Panel
- Otterbourg Attorneys Are Instructors in Advanced Legal Issues Workshop
- Otterbourg Attorneys Give Program on Intercreditor Agreements for Loan Syndication and Trading Association
- Otterbourg Attorneys Named 2015 Super Lawyers
- Otterbourg Attorneys Present on "What's in Your Intercreditor Agreement?"
- Otterbourg Attorneys Present Webinar on Intercreditor Agreements
- Otterbourg Attorneys Provide Program on Supply Chain Finance
- Otterbourg Comments on International Asset-Based Lending Market
- Otterbourg Establishes Women in Finance Luncheon Series
- Otterbourg Expands Its Bankruptcy and Finance Practices with the Hiring of Keith Costa and Michael Wenger
- Otterbourg Faculty for Asset-Based Lending Advanced Legal Issues Workshop
- Otterbourg Named Banking & Finance Law Firm of the Year by Corporate INTL
- Otterbourg Named Financial Services Law Firm and Restructuring Law Firm of the Year
- Otterbourg Named Global Awards Winner in Banking and Finance by Corporate LiveWire
- Otterbourg Named New York Financial Services Law Firm of the Year
- Otterbourg P.C. Named as the Banking and Finance Law Firm of the Year in New York
- Otterbourg P.C. Named New York Banking & Finance Law Firm of the Year by Global Law Experts
- Otterbourg Participates in 10th Annual International Lending Conference
- Otterbourg Participates in Cross-Border Lending Summit
- Otterbourg Participates in International Lending Conference
- Otterbourg Participates in International Lending Conference
- Otterbourg Partner Featured in Women in Commercial Finance
- Otterbourg Partner Receives New York State Assembly Women of Distinction Award
- Otterbourg Partners Participate in London International Lending Conference
- Otterbourg Presents at 5th Annual International Lending Conference
- Otterbourg Presents at International Factoring Association Annual Conference
- Otterbourg Presents at International Lending Conference
- Otterbourg Presents Award at 5th Annual Women in Achievement Awards
- Otterbourg Prevails in Action on Capital Call Agreement
- Otterbourg Promotes Ikhwan Rafeek to Member of the Firm
- Otterbourg Promotes Nneoma Maduike to Member of the Firm and Three to Counsel
- Otterbourg Ranks Third in Representing Lenders in Chapter 11 Financings
- Otterbourg Receives Five Tier 1 Rankings from U.S. News & World Report and Best Lawyers
- Otterbourg Receives Tier 1 Rankings from US News & World Report and Best Lawyers
- Otterbourg Wins 2014 ACQ Global Award for Banking & Finance Law Firm of the Year
- Otterbourg's Thomas Duignan and John Hanley Honored as Members of the Irish Legal 100
- Predictions for a Mature Market
- Private Equity and Venture Capital Conference
- Program on ABI Recommendations for Reform of Bankruptcy Code
- Selection by Global Law Experts for Banking and Finance Expert in New York
- Six Otterbourg Attorneys Listed in the Best Lawyers in America
- Take the Pulse of Private Debt
- The Changing Landscape of Debtor-in-Possession Financing
- The Latest Developments in Finance Law: Otterbourg Attorney Participates in Industry Discussion
- The Latest Developments in International Secured Transactions Law
- Two Partners at Otterbourg Selected as Top Women Lawyers in New York
- Webinar on Syndicated Asset-Based Lending
- Where is the ABL Market Trending? 3rd Annual NYIC/CFA Joint Event