Our transactional finance lawyers represent lenders, borrowers, and debt investors in debt transactions. We handle syndicated, club, and bilateral facilities; leveraged and investment-grade financings; cash flow and asset-based transactions; first- and second-lien deals; senior secured and unsecured mezzanine financings; and front-end transactions. We guide clients through bankruptcies, workouts, restructurings, and debtor-in-possession (DIP) financings. Our clients are banks, hedge funds, business development corporations, and other investment vehicles; private equity funds and their portfolio companies; and corporate borrowers and investors.
With teams in New York, Boston, Philadelphia, Los Angeles, San Francisco, Hartford, London, Moscow, Frankfurt, Almaty, Beijing, Tokyo, and Dubai, we represent clients in debt financings around the globe. Our commercial work includes syndicated lending, leveraged and investment-grade financings, cash flow and asset-based financings, private note placements, and multicurrency and cross-border financings. In addition, our middle-market acquisition and leveraged finance practice represents major lenders and arrangers in first- and second-lien financings, senior secured and unsecured mezzanine financings, and first-out/last-out financings.
Consistently recognized by Chambers, Who’s Who Legal, Legal 500, Best Lawyers in America, Euromoney’s Guide to the World’s Leading Insolvency and Restructuring Lawyers, and other trade publications, our lawyers are industry thought leaders. Many are active in the Loan Syndications and Trading Association. They frequently speak before the American Bar Association, the Association of Commercial Finance Attorneys, the Commercial Finance Association, the Practising Law Institute, the American Bankruptcy Institute, and the International Insolvency Institute.
Our team represents equity sponsors and senior, first-lien, mezzanine, and second-lien lenders in acquisition and recapitalization financings involving a range of US domestic and international industries. We work efficiently and in a market-sensitive way to assess and mitigate risks, clearly document transactions, and effectively negotiate terms. We are particularly strong in the middle market, where our corporate practitioners represent both lenders and equity sponsors. Additionally, our experience includes financing provided directly to private equity and venture funds.
Our asset-based lending practitioners possess a deep understanding of the industry’s products and practices, in the United States and around the world. Our experience includes structuring and executing transactions, working out and restructuring problem credits, and enforcing creditors’ rights.
Since an increasing number of asset-based lending transactions involve cross-border guarantee and collateral issues, we also guide clients through creating and refining security interests in collateral located in the United States and other parts of the world. Our international presence and established relationships with counsel in other countries enable us to provide quality cross-border legal advice.
We have also played a key role in the development of laws governing secured transactions. For example, our lawyers served on the drafting committee that produced Revised Article 9 of the Uniform Commercial Code (UCC).
Institutional investors, mezzanine funds, hedge funds, and business development companies regularly turn to us for guidance with second-lien loans and mezzanine investments, including warrants, preferred stock, and other equity instruments. We know the market and are recognized for our experience in structuring and documenting subordination provisions, covenants, remedies, liquidity rights, and antidilution protections.
Our work with high-profile US restructurings and Chapter 11 cases gives us significant insight in assisting lenders that provide DIP financing. Our background encompasses flexible loan arrangements secured by a wide variety of assets, and we advise DIP lenders regarding priority, exposure, collateral, cash monitoring, and asset valuation. Informed by our bankruptcy and asset-based lending experience, our lawyers can assess and implement DIP strategies that are more likely to succeed, and avoid those that could fail.
Morgan Lewis represents some of the world’s leading financial institutions and institutional investors across the United States and around the globe. This experience, combined with our top-tier project finance capabilities, allows us to advance our clients’ business interests in a broad array of energy and infrastructure matters in virtually every industry sector. With a confidence grounded in years of representing parties on every side of the table, our lawyers provide lender clients with strategic, actionable advice based on business-focused approaches.
Our lawyers guide clients through some of the world’s most complex and significant project development financings, and they have drafted, negotiated, and advised on all forms of agreements necessary to properly structure these transactions. With experience in all phases of the development, financing, acquisition, and disposition of energy and other infrastructure projects, we are fluent in the unique contractual arrangements these transactions call for, including joint venture/shareholder; engineering, procurement, and construction; technology licensing; feedstock and fuel supply and transporation; offtake (including for energy storage and solar plus storage as well as an assortment of hedging solutions); fuel supply and fuel transportation; and operating and maintenance agreements, in addition to the full complement of debt and equity financing options.
We assist lenders and institutional investors in structuring the full range of project finance transactions, including secured and unsecured credit facilities; acquisition, construction, equipment, and term financings; cash equity and tax equity investments; and securities offerings. In the private placement arena, we regularly represent institutional purchasers of US and non-US secured and unsecured debt securities, often involving complex payment and waterfall provisions, highly structured covenant packages, bespoke intercreditor arrangements, and credit support from affiliated and third-party entities.
Our lender-side experience is complemented by our sponsor representations and skilled advice to companies providing services and materials to these projects.
Morgan Lewis film and entertainment finance lawyers oversee motion picture and television industry financings. We represent financial institutions in senior bank financings for producers, distributors, and sales agents involved in a range of theatrical, television, direct-to-video, and new media products. We also counsel lenders with second-lien and mezzanine transactions and financings involving music publishing companies; radio, television, and cable entities; and newspaper and magazine publishers. Our experience includes working capital facilities, production loans, slate financings, print and advertising facilities, and acquisition financings. Our lawyers work on deals that range from straightforward, single-currency, wholly domestic financings to complex, cross-border, multicurrency transactions.
We routinely handle co-financing and co-production structures. Our team regularly works on financings of various US federal and state tax rebates and other credits. A substantial number of recent transactions include financing film funds designed to enable Disney, Paramount, Sony, Universal, FOX, and other major studios to move film production costs off their balance sheets.
Our lawyers in maritime industry financings regularly advise clients on a variety of shipping-related matters, such as lease and secured financings, reorganizations and restructurings, and capital markets transactions.
We work with clients on transactions involving different types of maritime assets, including container vessels and terminals, crude oil and product tankers, bulk carriers, barges, and tugboats. We also have experience with ship mortgage and related security registration systems at all major maritime jurisdictions, including the United States, the Marshall Islands, Liberia, Singapore, the Bahamas, Bermuda, Panama, and Cyprus.
We represent leading financial institutions and corporate borrowers in retail industry financings. We routinely represent lenders in deals that involve department, jewelry, specialty apparel, grocery, and home furnishing stores; furniture, electronics, and food retailers; and retail pharmacies and wholesalers.
Our lawyers’ deep understanding of the legal issues retail lenders and borrowers face enables us to structure innovative solutions. Our transactions involve major players in the industry across the full spectrum of goods and services.
Morgan Lewis provides guidance on Islamic finance matters, counseling financial institutions, corporations, investment banks, private equity firms, government entities, and credit agencies on a full range of Shari’a-compliant investment and financial products. We help clients structure and document products and transactions that comply with Shari’a law. Our counsel extends to private equity funds in advising on the impact of Shari’a law on every phase of the investment cycle.
Our lawyers work with clients in more than 30 jurisdictions spanning the Middle East and North Africa (MENA) region, Europe, the United States, and China. Around the world, we maintain excellent working relationships with prominent Shari’a advisors.
We help clients analyze and address legal and regulatory frameworks applicable to Shari’a-compliant finance and investment products. We advise clients on integrating Shari’a law into transactions backed by assets in non-Islamic jurisdictions, including the United States and parts of Europe. We also counsel clients in Islamic jurisdictions that have not directly adopted Islamic finance principles or regulations into their commercial laws, including Oman, Jordan, and Egypt.
To address issues inherent in Islamic financing, we have built strong capabilities in analyzing existing frameworks and assessing the extent to which they would impact Islamic banking transactions. We work directly with the relevant authorities and commercial parties such as chambers of commerce on amendments to such laws, or the need for standalone Islamic laws.