DEBT/EQUITY RESTRUCTURINGS - BORROWER REPRESENTATION

• Negotiated $107 million revolving, term credit and surety bond facilities to facilitate the acquisition of an offshore oil cleaning and disposal business (non-hazardous); negotiate subsequent forbearance agreements and workout of the credit facilities due to artificial liquidity crisis created by bank notice of non-renewal of letters of credit to surety bond providers despite continued low leverage and effective liquidity management by management following decline in the commodity price of oil.
• Negotiated a $145 million term, revolving and acquisition credit facility for an owner/operator of urgent care clinics.

PRIVATE EQUITY BACKED ACQUISITION FINANCE - FUND/PORTFOLIO COMPANY REPRESENTATION

• Senior revolving and term loan facility, mezzanine revolving facility utilized to reduce senior revolving exposure during seasonal periods, and various vendor financing agreements in connection with its acquisition of the world’s largest motorcycle tourism company ($160 million enterprise value).
• $100 million senior secured term and revolving credit facility, $15 million unsecured mezzanine loan and related inter-creditor arrangements for acquisition of a developer, manufacturer and supplier of branded products to mass market internet retailers; Sungard commitment as part of an auction process; closing completed within two weeks after signing purchase agreement and two business days after HSR approval.
• US and CAD revolving and term credit facilities for the acquisition of a leading appliance parts supplier in the United States and Canada.
• $125 million term loan, acquisition, and revolving facility (eight lenders) for a physician practice management company in the pain care management industry.
• $179 million term loan, acquisition, and revolving facility (six lenders) for a physician practice management company in the urgent care industry.
• CAD revolving credit facility, term loan and mezzanine term loan for the acquisition of a leading Canadian manufacturer and distributor of food service equipment and supplies.
• Represented a private equity fund in its $35 million acquisition of a portfolio of distressed investments from large private equity fund.
• Acted for a private equity firm and a commercial finance company in the acquisition and restructuring of debt and warrants of various radio broadcast companies, including warrants to acquire a controlling economic interest.

PRIVATE EQUITY BACKED ACQUISITION FINANCE - REPRESENTING LENDER PARTICIPANTS IN LARGE SYNDICATED CREDITS

• $20 million commitment to a $300 million secured term and revolving credit facility led by Credit Suisse (twelve lenders) for a non-hazardous solid waste manager services provider to commercial, industrial, and residential collection customers in twelve states.
• $20 million commitment to a $355 million first lien and $90 million second lien credit facility led by Barclays Bank (fifteen lenders) for a provider of quality measurement and performance improvement services to healthcare organizations.
• $20 million commitment to a $3.0 billion secured credit facility led by Morgan Stanley and SunTrust Bank (multiple lenders) for a national provider of fiber-based bandwidth infrastructure and network-neutral collocation and interconnection services.
• $20 million commitment to a $425 million first lien credit facility led by Royal Bank of Canada (multiple lenders) for a major customs broker providing critical customs clearance and trade compliance services to over 35,000 clients from over 125 locations in North America, Europe, and Asia.

REAL ESTATE FINANCE

In 2017 we have assisted in originating the following real estate loans:

• $16,500,000 term loan secured by 174-unit multifamily project located in Winchester, California
• $29,500,000 term loan secured by 221-unit garden-style apartment project located in Henderson, Nevada
• $57,100,000 term loan secured by 197-unit garden-style apartment project located in Cerritos, California

REPRESENTATIVE ASSET BASED LENDING EXPERIENCE

• Advised the lender in a $25 million asset-based financing for an aggregator and lessor of broadcast towers.
• Represented the borrower in a $55 million asset-based revolving and term loan facility and a $15 million asset-based mezzanine revolver utilized to reduce senior revolving exposure during seasonal periods, and various vendor financing agreements in connection with its acquisition of the world’s largest motorcycle tourism company ($160 million enterprise value transaction).
• Closed a $40 million asset-based redemption financing for a manufacturer of recreational boats.
• Represented a joint venture between a publicly traded producer of phosphate fertilizer and a privately held logistics company in a $55 million asset-based financing transaction to acquire the sulfur terminal and delivery business of an oil and gas exploration company, including the negotiation of take-or-pay contracts with four large energy companies, requirements contracts with end users of the sulfur, transport contracts with shipowners and financing for various maritime assets, including a 25,000-ton capacity ocean-going barge.
• Represented the Administrative Agent in an $80 million secured asset-based revolving credit facility (four lenders) for an international provider of consulting services, including unique inter-creditor arrangements relating to the company’s guaranty of capital loans separately provided by one of the lenders to enable shareholders to buy-in to the company upon becoming principals in the company.
• Represented a regional bank in a $50 million asset-based financing for a major metropolitan taxicab operator, secured by taxi medallions and vehicles.
• Assisted a bank in structuring and closing a $25 million asset-based credit facility for a manufacturer of dosimetry badges.
• Structured and closed a $25 million asset-based credit facility secured by dealer finance paper.
• Advised the buyer of an appliance parts provider as borrower in a $68 million Canadian and U.S. dollar asset-based acquisition credit facility.
• Represented a regional bank in an asset-based credit facility to a manufacturer of outdoor barbeque grills.
• Represented a regional bank in a $35 million asset-based term and revolving credit facility to a manufacturer of consumer food products with widely-known trademarks.
• Closed an $85 million asset-based credit facility for a private equity fund to support its portfolio company’s $175 million acquisition of a provider of cleaning services for offshore oil rights and disposal of resulting normally occurring radioactive material and other nonhazardous wastes.
• Represented middle market bank in a $10 million revolving asset-based credit facility secured by auto dealer loan paper and auto loan finance contracts.
• Represented a commercial finance company in a $22 million asset-based revolving and term credit facilities for a bourbon distillery headquartered in North Carolina, secured by all of the company’s assets and real property.
• Closed numerous term and asset-based revolving facilities for various lender clients secured by nursing home and home healthcare businesses throughout the United States.
• Represented an ambulance service provider in asset based credit facility secured by accounts receivable and ambulances.
• Represented regional bank in a $40 million asset based credit facility secured by 115 cell phone towers across 30 states.
• Represented a local bank in an asset based facility provide to an asphalt manufacturer and contractor secured by inventory, equipment, and accounts receivable.
• Represented a private equity firm and a commercial finance company in a $22 million asset-based revolving and term credit facilities for a bourbon distillery headquartered in North Carolina, secured by all of the company’s assets and real property.
• Represented a private equity fund in asset based credit facility for the acquisition of data centers secured by long term take or pay contracts.

REPRESENTATIVE MEZZANINE FINANCE EXPERIENCE

• Represented the lender in a $40 million second lien mezzanine term loan for the refinancing of, and acquisition by, a construction equipment supplier of a competitor in a transaction valued at $165 million.
• Closed a $40 million second lien financing (two lenders) used in conjunction with a $135 million first lien credit facility to support the refinance and recapitalization of fifteen radio stations in New Jersey.
• Represented a special opportunities private equity fund in the restructuring of its $54 million, second lien credit facility to a radio station owner/operator, ultimately leading to a $40 million recovery and a remaining $14 million, second lien credit facility.
• Counsel to Pacific Mezzanine Fund, L.P. on multiple mezzanine finance transactions and follow-up matters from 2000 to present. 
• Investors' counsel for private equity leveraged buyout of regional plumbing company in California. Deal valuation of $5.6 million. Transaction included several tiers of ownership to accommodate sellers' need to effectuate stock sale; senior term loan with Bridge Bank; mezzanine loan with Central Valley Fund; and co-investor rights agreements among investors. 
• Investors' counsel on recapitalization of company that included conversion all mezzanine debt to equity, issuance of new series of preferred stock, and employee equity investment plan.
• Represented Fortress Credit Corp. in connection with the workout of a $130,000,000 mezzanine loan made to The Trump Organization in respect of the Trump International Hotel & Tower in Chicago. 
• Investors' counsel on original leveraged buyout that included $2.5 million mezzanine financing among three mezzanine fund investors, preferred stock, and warrants; and senior facility with LaSalle Business Credit. 
• Aggregate $194 million in mezzanine loans from JPMorgan Chase Bank, N.A. 
• Represented lenders in various financing transactions involving hotel and resort properties, including a $20 million mezzanine loan for the development of a hotel and resort in Tucson, Arizona.
• Investors' counsel on merger and recapitalization that included roll-up merger of three companies into one; senior facility with KeyBank; mezzanine financing with debt and warrants; and issuances of new series of preferred stock. 
• Represented a private equity group and its acquisition entity in the senior asset-based and mezzanine credit facilities in connection with the acquisition of a multi-national business.
• Represented KSL Capital Partners in $1.8 billion Commercial Mortgage-Backed Securities (CMBS)/mezz financing in connection with an acquisition by a KSL-sponsored acquisition of ClubCorp Inc. 
• Represented acquirer in $1.4 billion CMBS and mezzanine financings in acquisition of public company.
• Represented national private distribution company in its $35 million mezzanine facility.

Additional REPRESENTATIONS OF NOTE

• Represented the administrative agent in a secured revolving credit facility (four lenders) for an international provider of consulting services, including unique inter-creditor arrangements relating to the company’s guaranty of capital loans separately provided by one of the lenders to enable shareholders to buy-in to the company upon becoming principals in the company.
• Represented a sporting goods retailer in the acquisition in a §363 sale of one of the country’s largest suppliers of baseball equipment and supplies.
• Structured the financing for and warrants to acquire a 15% interest in the largest digital billboard and related signs in Times Square for a private equity fund, and advised the fund in the subsequent highly profitable sale of the asset.
• Represented a private equity fund as the buyer in portfolio acquisitions of distressed loans and equity investments, and the subsequent workout, restructure and disposition of the portfolios.
• Counseled a publicly traded provider of salons and hair-care services in connection with a $600 million, multicurrency, unsecured credit facility and a $170 million convertible note facility.
• Represented a family office in a secured financing for a biotechnology company and a secured financing for a buyer and lessor of single family homes, later capitalized with a $500 million investment by Blackstone and KKR.
• Represented the lender in a second lien term loan for the refinancing of, and acquisition by, a construction equipment supplier of a competitor in a transaction valued at $165 million.
• Represented the lender providing a $25 million delayed draw credit facility to finance “last mile” development of an a 2,000 mile fiber optic loop in California’s Central Valley constructed with a $66 million NTIA grant.