The Lending and Corporate Finance practice provides advice to borrowers and lenders in all aspects of a financing transaction. Our clients include bank holding companies, banks, thrifts, investment banks, institutional lenders, insurance companies and other lenders, along with corporate borrowers in a wide variety of industries. We advise these clients on financing options and structures, retention of advisors (including bankers), preparing and negotiating appropriate financing documentation, compliance with loan and security requirements, administering relationships with lenders and borrowers (including intercreditor relationships) throughout the duration of a financing, and solving problem credits. Typical transactions include commercial or working capital financings, senior and high-yield debt placements, asset-based lendings, accounts receivable and inventory financings, public and private offerings, merger and acquisition financings, mezzanine financings, export/import financings, and equipment leases and financings.
In the lending area, we represent a number of bank holding companies, banks, thrifts, investment banks, institutional lenders, insurance companies and other financial institutions on a regular basis. Among others, we represent BMO Harris Bank, FirstMerit Bank, MB Financial, Citizens, Stock Yards Bank, The Federal Home Loan Bank of Cincinnati in credit relationships with its over 700 financial institution members in Ohio, Kentucky and Tennessee, U.S. Bank, Wintrust Financial Corporation and numerous community banks. In the corporate finance area, we represent a wide variety of corporate borrowers and issuers of debt ranging from entrepreneurs to established middle-market businesses to Fortune 500 companies.
Financing transactions handled by Taft attorneys include:
Commercial, asset-based and consumer loans
Our attorneys frequently represent lending institutions and borrowers in making revolving credit and term loans and provide advice and assistance in structuring complex finance transactions, including Eurodollar and multi-currency financings, acquisition loans, multi-borrower facilities and syndicated credits. In addition to being knowledgeable about liens on working capital assets in a number of jurisdictions, our attorneys are experienced in securing loans with different types of assets, such as securities and investment property. Our attorneys document and review all aspects of consumer loan programs, including compliance with state and federal consumer credit, credit reporting, payday lending statutes and regulations, and defense of individual and class-action consumer claims.
Real estate lending
Our attorneys regularly represent clients in construction loans and permanent financings, including specialized types of real estate financing such as shared appreciation loans. Among the types of properties we have been involved in are financing office buildings, industrial facilities and shopping centers and other retail developments.
Equipment and project finance
We regularly represent clients in negotiating and structuring equipment financing transactions, including both capitalized and off-balance sheet leases and project finance transactions. The assets financed in these transactions have included refrigerated trucks, containers, railcars and vessels, as well as large industrial projects such as co-generation facilities, steel mills and office, distribution and manufacturing facilities.
Letters of credit
Our attorneys understand the need for lending institutions and borrowers to obtain a variety of financing options. We help with obtaining letter of credit facilities, including those involving commercial letters of credit for export transactions, stand-by letters of credit and letter of credit-backed bond issues.
Specialized lending
We frequently represent clients in financings involving assets with special collateral and other considerations. Among these are aircraft financings and ESOP (Employee Stock Ownership Plan) loans.
In addition to closing loans, our attorneys are often involved throughout the life of a credit relationship. With businesses that are expanding, we advise and represent our clients on obtaining additional financing options and acquisition financing. With troubled credits, we help with negotiating stand-still and forbearance agreements, structuring work-outs and advising our borrower clients on the legal issues. Our corporate finance attorneys work closely with our bankruptcy attorneys in representing clients in bankruptcy, including obtaining debtor-in-possession financing.
Additional services we provide to financial institutions include:
- Negotiate and document financing arrangements to and from REITs and venture capital funds.
- Negotiate, document, and enforce senior and junior loans (whether for residential, commercial, or industrial real estate, term, development, or construction for business/asset acquisition or leveraged buyout purposes).
- Provide advice concerning applicable federal and state lending laws and regulations and represent our lending clients in regulatory enforcement proceedings.
- Render advice as to the formation of bank holding companies and their bank and non-bank subsidiaries and ongoing regulatory issues relating to capitalization; mergers and acquisitions; opening, purchasing, selling and closing branches; regulatory enforcement actions; and bidding on failed banks.
- Structure work-outs with troubled credits and advise our lending clients on the legal issues and business opportunities involved with respect to such work-outs.
- Represent financial institutions in lender liability and class action suits.
- Work closely with our bankruptcy attorneys to represent lenders with borrowers in bankruptcy, including lenders providing debtor-in-possession financing, defending avoidance actions, and representations in stay modification/adequate protection motions and plan approval matters.
