Asset-Based Debt Finance, Leveraged Finance and Structured Finance
Sidley lawyers provide a full range of legal services to the regional and international financial services industry, including:
- acquisition finance
- asset based lending
- leveraged finance
- privately placed lending facilities
- commercial property finance
- structured finance
- construction and development loans
- secured and unsecured financings
Our lawyers are fully familiar with market loan documentation evidencing the aforementioned transactions, including secured and unsecured credit facilities, warehouse and repurchase lines, mezzanine loans, and intercreditor, participation, collateral agency, collateral trust and debt subordination agreements as well as equity enhancements of debt financings (such as warrants) and the regulatory and compliance hurdles imposed by new legislation and related regulations.
From the inception of the securitization industry in the 1970s, Sidley lawyers have played a leading role in the development of structured finance transactions involving numerous asset classes and transactional structures. We regularly advise originators, issuers, arrangers, trustees and agents from mainland China, Hong Kong, Korea, Singapore, Japan and Taiwan as well as multinational clients from around the world. We have extensive experience with real estate financing structures representing both users of real estate finance as well as providers and arrangers. An area of focus has been structured real estate finance transactions involving limited recourse financing. We have also actively participated in organizing, advising and financing REITs.
Sidley also represents borrowers in a variety of financings throughout a wide range of industries, including agribusiness, automotive, consumer products, energy, financial services, healthcare, insurance, master limited partnerships, mining, manufacturing, oil and gas, pipelines, pharmaceuticals, real estate, retail, regulated utilities, technology and telecommunications. Working in tandem with other practice groups, we guide our company clients through the structuring and negotiation of a variety of financing facilities including working capital facilities, pre-IPO facilities, high yield debt issuances, private equity financings, leveraged acquisition and recapitalization facilities, spinoff financings, workouts and post-insolvency lending.
Project and Infrastructure Finance
Our lawyers have been involved in structuring and documenting a broad variety of project finance transactions, including mining, electric power, petrochemical and LNG facilities, oil refineries, alternative energy, pipelines, manufacturing, toll roads, rail terminal facilities, and telecommunications, including satellites. We represent all types of project participants, including developers, construction contractors, subordinated lenders, equity investors, senior lenders and service providers. We understand the needs of different project participants and are adept at crafting solutions that balance conflicting interests. We are also familiar with construction contracts, offtake contracts, fuel supply agreements, fuel transportation agreements, operating and maintenance agreements and other projects-related agreements.
Workouts and Restructurings
Sidley lawyers have significant workout and restructuring experience, on behalf of both lending and debtor clients, with respect to a variety of financing transactions. Our experience includes representing debtors and lenders in liquidity facilities, debt-to-equity exchange transactions, out-of-court sale processes, distressed asset purchases, insolvency financings, plan of reorganization exit financings, bankruptcy sales and the interpretation, negotiation and resolution of complex intercreditor and subordination issues attendant to these situations.
Financing of Esoteric Assets
We assist clients in the structuring and documentation of financing transactions involving not only traditional baskets of collateral such as trade receivables, credit cards, leases, inventory, property, plant and equipment, but also more esoteric, and often illiquid, specialty finance assets, such as satellites, coal export receivables, cell towers, servicer advances, royalty payment streams, film revenues, future flows, utility receivables, whole business securitizations and life contingent contractual cash flows. The financing of these assets is often facilitated by creative structures that we have developed such as reliance on bilateral investment treaties to reduce sovereign risk.
Structured Trade Finance
Our lawyers have represented financial institutions and other lenders on a range of structured trade finance transactions over the years, especially with respect to the financing of commodities. These secured, tailored structures are typically cross-border with multi-jurisdictional collateral issues to address, arising in both developed and emerging economies. The format might be one among several, including pre-export finance, the financing of receivables or payables, extensions of credit linked to repurchase obligations, warehouse finance, borrowing base facilities, and the financing of production facilities. Our experience with these forms of global supply chain financing has covered an array of natural resources: energy, metals, gold, agriculture, livestock, and recently even aquaculture. Given the competitive nature of this sector, we have also negotiated intercreditor and subordination agreements particular to structured trade financings.