Banking and Commercial Lending

Our Banking and Commercial Lending Practice Group demonstrates our interdisciplinary practice of law. The group consists of lawyers from the Corporate, Real Estate, Creditors’ Rights and Bankruptcy, and Distressed Debt Practice Groups, and regularly represents lenders, borrowers, creditors and issuers in all aspects of corporate finance.

Lending Transactions

As lender’s counsel our lawyers have represented banks, insurance companies and pension funds in asset-based loans, acquisition financing, operating loans, construction loans and project financing, convertible and equity participation transactions and joint venture financing. We are experienced in creating security interests in all types of collateral, including inventory and equipment, accounts receivable, securities and partnership interests, intellectual property, cable franchises, works of art and government contracts, as well as real property, rents, hotel receivables and other collateral. In addition, we handle guarantees, letters of credit and other credit enhancements, patent, trademark and copyright security agreements and sales of loans and loan portfolios. Lastly, our attorneys have extensive experience in real estate financings secured by mortgages of office buildings, industrial facilities, hotels and residential properties and shopping center development projects.

We have represented KeyBank, N.A. and KeyBank Government Finance in several loans to the Navajo Nation, including a $60 million term loan refinancing, a $2.3 million emergency loan financing for water infrastructure and a $6.8 million term loan financing for MIS equipment, all of which were governed by Navajo Nation Law and called for dispute resolution in the Navajo Nation courts.

We acted as Native American Law counsel to the financial institutions involved in Mohegan Sun’s 2015 $85 million offering of Senior Notes, $95 million amendment to its Senior Secured Credit Facility and partial redemption of $175 million of its 11% Senior Subordinated Notes.

We represented a lender in loan transactions secured by credit card portfolios.

We represented several cash advance companies in connection with cash advance purchases of merchant credit card receivables.

We represented the agent in a $23.5 million senior secured syndicated loan to a food company in connection with the acquisition of the company by a private equity firm. The facility consisted of a Tranche A term loan, a Tranche B term loan and a revolving loan. We subsequently worked on the appointment of a successor agent and represented the successor agent in connection with sales of interests in the loan.

Borrower Transactions

We represent commercial borrowers in secured and unsecured commercial loan and credit arrangements, both privately placed and widely syndicated, including security agreements, guarantees, pledge agreements, custodial agreements, account control agreements, servicing agreements, interest rate swaps and other ancillary arrangements.

We represented the Shingle Springs Tribal Gaming Authority in its $190 million refinancing of its existing bank loan for its Red Hawk Casino located in Northern California. The refinancing significantly reduced the Authority’s interest costs and allowed for future expansion of its very successful casino. Our attorneys had previously represented the Authority in its combined $505 million Rule 144A bond offering and bank credit agreement in 2013.

We represented a private manufacturing company in amending and restating a $14 million revolving loan, a $2 million term loan and an $11.5 million second lien loan for a recapitalization transaction.

We represented Seaco SRL in a series of secured syndicated loans and secured notes offerings that, in the aggregate, raised approximately $3.0 billion.

We represented Beth Abraham Health Services in a offering of $14.5 million of tax-exempt notes issued through Build NYC Resource Corporation.

We represented a tax-exempt corporation in obtaining $102.5 million mortgage loan secured by Manhattan real estate.

We represented a tax-exempt corporation in obtaining revolving loans in the amount of $85 million and $75 million from separate bank lenders, secured by liquid portfolio assets.

We represented the owner of a Manhattan office building in obtaining mortgage financing in the amount of $70 million.

We assisted Orient-Express Hotels in closing $65 million in loans from Credit Lyonnais and Aareal Bank secured by a mortgage on the Charleston Place Hotel in Charleston, South Carolina.

We represented the owners of luxury hotels in San Francisco and New Orleans in financings secured by those properties.

We represented the borrower in a financing secured by one of the leading restaurant properties in New York City.

New York Law Enforceability Opinions

Loan agreements often are governed by the law of New York even though the parties and principal collateral are located elsewhere. Our firm regularly acts as New York counsel for borrowers in loan agreements of this type, frequently in conjunction with other firms in our Meritas and LegaLink Networks. We deliver the necessary New York enforceability opinions and New York and Delaware security interest opinions and advise on the steps to support those opinions.

Debt Capital Markets

Our Capital Markets attorneys regularly handle the issuance of private placements and publicly traded bonds, debentures and hybrid securities.

Workouts and Bankruptcy; Enforcement of Creditors' Rights

Our Creditors’ Rights and Bankruptcy Practice Group regularly assists clients in the negotiation of loan restructurings, document arrangements, collection litigation and execution, as well as representing lenders, debtors and creditors in bankruptcy proceedings.

Distressed Debt & Secondary Trading

Our Distressed Debt Practice Group has extensive experience with the purchase and sale of domestic and foreign par/near and distressed bank loans, financial claims and privately-held equity in the secondary trading market on behalf of hedge funds, trading desks, special purpose vehicles and other financial institutions. We help our clients achieve success in the U.S., European, Latin American and Asian Pacific markets by negotiating and documenting confidentiality agreements, big boy letters, trade confirmations, purchase and sale agreements, assignment of claim agreements, participation agreements, sub-participation agreements, netting letters and proceeds letters. We are also routinely called on to perform diligence and analysis on the underlying credit documentation.

Loan Syndications & Trading Association

We are a member of the Loan Syndications & Trading Association (LSTA). Through the LSTA and its Trade Practices and Forms Committee, our attorneys are actively involved in establishing market practice and developing standards.

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