Essence McGill Arzu has a highly varied business law practice advising public and private company clients on numerous transactional and organizational issues. Her transactional work involves corporate finance (such as secured and unsecured debt financings and venture capital financings), business combinations (including domestic and cross-border mergers, acquisitions, asset purchases and joint ventures), banking transactions (including federal/state level bank mergers and regulatory compliance) and nonprofit governance matters (including formation and general operational issues, mergers and acquisitions, and maintaining tax-exempt status).
Essence has extensive experience with debt financing transactions (both lender- and borrower-side), including multi-million dollar bank and syndicated credit facilities, mezzanine financings, convertible debt transactions, corporate restructurings, public and private debt offerings and secured and unsecured loans (both term and revolving credit facilities) for public and private companies, non-profit micro-lenders, investment companies and banks.
In 2011, Essence was selected to participate in the Women's Leadership Initiative. This program, established by the Women's Bar Association, brings together senior women attorneys and up-and-coming stars of the legal profession for mentoring and leadership development.
Before joining Foley Hoag in 2004, Essence worked in the corporate practice of an international law firm's New York, N.Y. and Moscow, Russia offices. While there she concentrated on domestic and international mergers & acquisitions, banking and bank regulatory matters, and securities regulation and compliance. She also advised on the formation of investment funds (including off-shore entities), and advised both offshore entities and not-for-profit organizations on transactional and general corporate matters.
During law school, she worked as a summer associate and law clerk at several firms, and as a volunteer intern and research fellow at the Columbia Law School Public Interest Law Initiative in Transitional Societies. Prior to graduate school, she spent one year as a legal assistant working on various commercial litigation matters.
Representative Experience
The following is a brief summary of Essence's experience and accomplishments:
· Represented Alere Inc. (formerly Inverness Medical Innovations, Inc.) in syndicated $1.3 billion first lien and second lien senior credit facilities
· Represented Alere Inc. in a variety of public and private debt offerings including a public offering of $400 million of senior subordinated notes, a public offering of $150 million of senior notes, a Rule 144A offering of $400 million of senior subordinated notes (including related exchange offer for registered notes) and a Rule 144A offering of $150 million of senior notes (including related exchange offer for registered notes)
· Represented RBS Citizens, N.A. in a variety of secured term and revolving loan credit facilities ranging in size from $5 million to $15 million for companies in industries ranging from renewable energies to security alarm services
· Represented an aerospace manufacturer in the acquisition of an aerospace supplier financed by a private equity-sponsored leveraged recapitalization involving new equity investments, a $36 million senior syndicated loan facility funded by major bank lenders and a $25 million subordinated debt facility provided by several mezzanine funds
· Represented a buyer of an airline service business in a leveraged acquisition involving seller debt, mezzanine financing from three private equity funds, a senior bank revolver, an accounts receivable financing line and an equipment financing line
· Represented major defense contractor in syndicated $550 million revolver and term loan senior credit facilities
· Represented global media company in $100 million senior revolving credit facility
· Represented private equity firm in $46 million credit facilities to finance in part a going private acquisition of a public restaurant chain company
· Represented bank holding company in multi-phase bank acquisition
· Represented bank in issuance of trust preferred securities to finance acquisition
· Represented nonprofit National Historic Landmark in debt restructuring (through combination of debt forgiveness and restructuring of pricing and repayment terms)
· Represented nonprofit social investment fund/micro loan lender in connection with various loans from corporate foundations and government entities
· Represented nonprofit adoption agency licensed in Massachusetts in a merger with state funded youth and family services organization
· Represented nonprofit 501(c)(4) membership and advocacy organization for state domestic violence coalitions in a merger into its affiliate 501(c)(3) organization
Professional / Civic Involvement
· Boston Bar Foundation Board of Trustees, Member
· Boston Bar Association, Member; International Law Steering Committee; Public Interest Leadership Program (2005-2006)
· Massachusetts Black Women Attorneys, Vice President
· American Bar Association, Member; Business Law Section, Member
· Big Sister Association of Greater Boston Board of Directors, Clerk; Diversity Council
· Boston Dance Alliance Board of Directors, Co-President
· Celebrity Series Board of Overseers, Vice President
· Arts and Business Council of Greater Boston, Business on Board Program (2005-2006)
· Harvard Club of Boston Board of Governors, Member; Activities Committee, Chair; Women of the Harvard Club, Vice Chair; Alumni Interviewer
· Harvard Club of New York, Member; Program Committee (2003-2004); Alumni Interviewer (1999-2004)
· The Partnership Inc., Board of Directors, Clerk; Boston Fellows Program (2007)
· Cambridge Democratic Party - Ward 11 Committee Member
Speeches and Conferences
· Speaker, Massachusetts Continuing Legal Education: Corporate Practice - Credit Facilities and Loan Documentation (October 2009, 2010)
Publications
· Note, The Legal Profession: Comparing Russia and Belarus, VOL. 6 COLUMBIA JOURNAL OF EAST EUROPEAN LAW
· Master's Thesis, AFROSLAVS: Tracing the Role and Influence of African-Americans in the Communist Party Movement - Encounters in the United States and Russia
Industries
Banking
Nonprofit
Venture Capital & Emerging Companies
Honors/Awards
Selected as a "40 Under 40" honoree (class of 2010) by The Boston Business Journal
Recipient of a "Big Picture Award" from The City School (2010)
Listed as a 'Rising Star' in Banking, NEW ENGLAND SUPER LAWYERS' NEW ENGLAND RISING STARS (November 2008, 2009 & 2010)
Certificate from the Parker School of Foreign and Comparative Law, 2000, Columbia University School of Law
Graduate Prize Fellowship, 1995-1997, Harvard University Graduate School of Arts & Sciences
Dean's List, 1993-1994, Harvard-Radcliffe Colleges