Neil E. Horner

NEIL HORNER is a seasoned finance lawyer, with nearly two decades of experience in financing, M&A and corporate matters. Neil’s finance experience includes corporate lending, leveraged finance, acquisition financing, fund financing, project finance and warehouse lending, representing bank and non-bank financial institutions as agents and lenders, as well as corporates, investment funds and private equity sponsors and their portfolio companies, as borrowers. Neil has particular experience representing bank and insurance company lenders and investment fund and sponsor borrowers in all forms of asset-based financing facilities, secured by a broad range of assets including consumer receivables, mortgage loans, SFR, MSR and other residential real estate assets, insurance and reinsurance assets and liabilities, fund interests and loan portfolios. Neil also has experience in a broad range of complex merger, acquisition, divestiture and recapitalization transactions, practicing extensively as a member of each of the M&A and Global Finance teams at Sidley. Neil also maintains an active pro bono practice, with particular experience representing early stage companies in emerging economies, and is a member of the Board of Trustees of the Riverside Park Conservancy.

Prior to joining Sidley, Neil was a law clerk at the International Criminal Tribunal for the former Yugoslavia in The Hague, Netherlands. Neil is fluent in French.

Select Finance Representations

• Brigade, Anchorage and Beach Point Capital as ad hoc group of senior noteholders in a transaction support agreement and debt exchange offering for Finance of America, Inc.
• Various insurance companies and investment funds in arrangements for flow purchase and/or financing arrangements for consumer receivables generated by various online consumer finance platforms in excess of US$1 billion.
• Veradigm, Inc., in its syndicated term and revolving credit agreement. 
• Multiple global management consulting firms in their corporate revolving credit facilities.
• Macquarie Infrastructure and Real Assets in a committed financing of over US$2 billion for the leveraged buyout of Vocus Group limited.
• Medline Industries, Inc., as borrower, in a series of bi-lateral multi-currency revolving credit facilities, with total credit commitments in excess of US$1 billion.
• AmTrust Financial Services, Inc., as borrower, in a series of secured and unsecured financing transactions, including its US$750 million term and revolving credit facilities in connection with the company’s transaction to be taken private by its founders and a private equity sponsor.
• A prominent asset manager in its rescue acquisition and financing of a distressed portfolio of mortgage-backed securities during the market disruption caused by the COVID-19 pandemic, including a US$260 million asset-based financing facility.
• A prominent investment bank, as agent and lead arranger, in a senior warehouse financing of over US$1.6 billion for a technology-based platform purchasing single-family homes, and related mezzanine intercreditor arrangements.
• Various bulge bracket investment banks and insurance companies as lenders, lead arrangers and/or participants in dozens of bilateral and syndicated warehouse financings for residential real estate assets, including whole-loan and HELOC repurchase transactions, single-family-rental (SFR) financing, mortgage contract servicing rights (MSR) financing and “i-buyer” financing, totaling billions dollars.
• InfraBuild, as borrower, in a US$250 million multi-jurisdictional and multi-currency asset-based credit facility (ABL) and related intercreditor arrangements.
• Goldman Sachs Bank, as lender, in a series of limited recourse specialty lending transactions, including for venture stage technology-based providers of consumer finance products in emerging markets.
• A prominent family office, as borrower, in an asset-based lending transaction secured by a portfolio of museum-quality works of modern art.
• A prominent family office, as borrower, in a series of asset-based lending transactions totaling over US$2 billion in credit commitments from 7 different financial institutions.
• A prominent family office, as lender, in a US$490 million secured financing for a financial services company in the energy industry.
• CIT Bank, N.A., as agent and lead arranger, in an approximately US$330million acquisition financing facility for Osmotica Pharmaceuticals, and various , including related add-on and restructuring transactions.
• Tricida, Inc., a venture stage pharmaceutical company, as borrower, in an up to US$200 million secured credit facility and warrant issuance with Hercules Capital, as lender.
• Cincinnati Financial Corporation, as borrower, in an approximately US$240 million “funds at Lloyds” letter of credit facility in connection with its acquisition of MSP Underwriting Limited from Munich Re.
• A multinational investment bank and financial services company, as agent and lead arranger, in multiple financings for the acquisition of global data center platforms.
• Credit Suisse, as agent bank, on an approximately US$1.7 billion secured loan facility in all aspects of the bankruptcy and restructuring of Hawker Beechcraft, Inc., including US$125 million in pre-petition emergency financing and US$400 million in debtor-in-possession financing. 
• Permian Holdings, Inc., a privately held oil field equipment manufacturer owned by fund affiliates of The Carlyle Group and Riverstone Holdings, in a US$200 million high-yield notes offering and US$25 million revolving credit facility and related intercreditor arrangements. 
• Mongolian Railways and the Mongolian Ministry of Road, Transportation, Construction and Urban Development in connection with the development, construction and financing of approximately 1,800 km of new rail infrastructure, anticipated to cost US$5 billion. 
• Various asset managers as borrowers, in dozens of fund financings, including subscription/capital call financings and fund/NAV financings and 40 Act fund financings, totaling billions of dollars in credit.

Select M&A/Corporate Representations

• A non-U.S. bank in the proposed acquisition of a U.S. based mortgage servicer.
• A European banking conglomerate in the disposition of its multi-billion dollar U.S. guaranteed investment contract business and the related asset portfolio.
• Starwood Waypoint Residential Trust, one of the largest publicly traded owners of single-family homes, in its merger with Colony American Homes, expected to create a REIT with combined asset value of approximately US$7.7 billion.
• A foreign pension fund in its bid for a concession under the FAA’s Airport Investment Partnership Program.
• General Electric Capital Corporation in the sale to Massachusetts Mutual Life Insurance Company of its multi-billion dollar guaranteed investment contract business and a related asset portfolio.
• A consortium of sovereign wealth fund and pension fund investors in a bid to acquire a natural gas pipeline.
• A sovereign wealth fund in a series of co-investments with a U.S. private equity sponsor in a platform of power assets totaling over 1,600 MW in gas-fired generation capacity and the successful monetization of certain such assets. 
• An asset manager as issuer in a US$100 million preferred equity investment from a Singapore-based financial sponsor.

Neil has successfully represented asylum seekers from a number of countries in West Africa. In addition, in 2014 Neil traveled to western Nigeria to represent a number of agricultural cooperatives in negotiations with private sector investors for an investment in agricultural processing facilities supported by the World Trade Organization’s Standards and Trade Development Facility. Neil is a member of the Board of Trustees of the Riverside Park Conservancy.