Malcolm Henderson's practice focuses on corporate finance and bank lending. He also advises clients on general corporate and transactional matters, including mergers & acquisitions and private equity & venture capital investments. Malcolm has extensive experience representing lenders and borrowers in secured and unsecured debt financings, including syndicated senior bank credit facilities, first and second lien financings, mezzanine and other subordinated debt financings, debtor-in-possession financings, public and Rule 144A debt offerings, and convertible debt transactions. He routinely handles debt and equity financings for acquisitions and leveraged recapitalizations. He also advises lessees in leveraged equipment lease transactions. Malcolm also advises clients on swaps and other hedging and derivatives transactions. On the corporate side, Malcolm represents buyers and sellers in mergers and in stock and asset acquisitions, and advises private equity and venture capital clients on their investments. He also counsels emerging technology companies on formation, capitalization and general corporate matters. Before joining Foley Hoag, Malcolm was associated with Winthrop Stimson (now Pillsbury Winthrop Shaw Pittman) in New York City. Representative Experience The following is a brief summary of Malcolm's experience and accomplishments: · Represented Alere Inc. in syndicated $2.1 billion senior secured credit facilities · Represented Alere Inc. in syndicated $1.3 billion first lien and second lien senior credit facilities to finance tender offer acquisition and provide working capital · Represented major defense contractor in syndicated $590 million revolver and term loan senior credit facilities to finance acquisition and provide working capital · Represented Alere Inc. in a public offering of $400 million of senior subordinated notes · Represented private equity firm in $46 million credit facilities to finance in part a going private acquisition of a public restaurant chain company · Represented major car manufacturer in $130 million leveraged lease of railcars · Represented Alere Inc. in a public offering of $150 million of senior notes to finance acquisition of a public company in the United Kingdom · Represented Alere Inc. in a Rule 144A offering of $100 million of senior notes and related public exchange offer for registered notes · Represented major defense contractor in a Rule 144A offering of $300 million of convertible senior notes · Represented Brown Brothers Harriman as agent and lead lender in syndicated $30 million revolver and term loan senior credit facilities · Represented investment management firm in leveraged recapitalization transaction with a leading private equity firm, involving $46.5 million senior syndicated bank credit facility and $30 million senior subordinated debt and $81 million junior debentures provided by the private equity firm · Represented global media company in $100 million senior revolving credit facility · Represented software company in a $50 million senior revolving credit facility · Represented Citizens Capital, Inc. (a subsidary of RBS Citizens, N.A.) in a variety of mezzanine debt and equity investments, including $15 million mezzanine debt investment in printing company · Represented Organogenesis, Inc. in Chapter 11 debtor-in-possession financing · Represented bank in issuance of trust preferred securities to finance acquisition Professional / Civic Involvement · American Bar Association, Member Speeches And Conferences · "Negotiating Credit Agreements," Law School for the CFO, CFO Roundtable (September 2010) · "Raising Debt in the Current Market" and "Financing Acquisitions with Debt," Panel Presentation on "Raising Capital in Troubled Times," Association of Corporate Counsel, New England (September 2010) Industries Venture Capital & Emerging Companies Honors/Awards Ranked by CHAMBERS USA: AMERICA'S LEADING LAWYERS FOR BUSINESS (BANKING & FINANCE) (2010, 2008) Listed as a 'Rising Star' in Corporate Finance, SUPER LAWYERS' MASSACHUSETTS RISING STARS: A COMPREHENSIVE LISTING OF THE BEST YOUNG LAWYERS IN MASSACHUSETTS (May 2005) |