Asset-Based Lending
With exceptional skill, market knowledge and deal experience, Benesch is a leader in advising on and representing some of the world’s best-known financial institutions, regional banks, borrowers and public and private investors in asset-based finance transactions.
Overview
Our Commercial Finance & Banking lawyers regularly handle small-business, middle-market and larger corporate loan originations, recapitalizations and workouts ranging from millions to over a $1 billion. We devise and use novel and effective structuring solutions, negotiating, modifying, documenting, closing and enforcing ABL financings and provide guidance on post-closing ongoing loan-related requirements, loan workouts and exit strategies.
Our team represents a broad-based clientele that includes traditional and nontraditional lenders, many of the best-known commercial banks and financial institutions, including JPMorgan, PNC and Wells Fargo, alternative finance companies, direct lenders, public and private company borrowers, and private equity and other funds. As a result, we possess a nuanced understanding of lender and borrower needs and every facet of ABL arrangements.
We take a big-picture view, conducting due diligence and structuring loans based on the borrower’s capital or debt structure, specific asset and collateral classes, risk profile, and intercreditor rights. Our lawyers excel in working through deal complexities, protecting our lender clients’ investments while maintaining loan flexibility.
Experience Across Asset Classes and Credit Facilities
Our lawyers negotiate financings involving everything from accounts receivables, inventory and real property, investment properties, intellectual property, equipment and various asset classes across a range of industries.
The ABL transactions we handle support borrower needs regarding:
- Working capital
- Growth and expansion
- Mergers, acquisitions and buyouts
- Turnaround financing
- Capital expenditures
- Debtor-in-possession (DIP) financing
- Import/export needs and domestic and international trade
- Refinancing
- Recapitalization
- Restructurings
- Seasonal cash flow fluctuations/factoring
Our customized and flexible financings include:
- Single-lender and syndicated asset-based financings and facilities
- Unitranche transactions
- Cross-border facilities and collateralizations
- Multicurrency and cross-border facilities
- Complex intercreditor arrangements, including crossing-lien arrangements, second-lien facilities and split-lien facilities
- Term loans, CapEX and acquisition facilities
- Subordinated facilities
- Traditional and nontraditional collateral sources
- Collateral ownership issues and competing or conflicting interests
- Complex borrower capital structures
- Off-balance sheet finance
Related Practices
Our work in action
Representative Examples
Representing a large national bank as administrative agent
in connection with asset based loan facilities to a global leader in supply chain management for critical, industrial, and recycled metals with aggregate loan commitments of $300 million with a $100.5 million accordion feature, involving FILO loan facilities, cross border secured guarantees in the United Kingdom and Singapore, and in-transit inventory collateral issues.
Representing a large national bank as administrative agent
in connection with asset based loan facilities to a family of 13 companies in the U.S. and Mexico with aggregate senior loan commitments of $255 million with a $100 million accordion feature, involving multiple subordination and intercreditor arrangements with cross liens, mortgaged real property in multiple states and over 40 collateral locations requiring collateral access agreements.
Representing a national lending institution
in connection with a $400 million syndicated revolving credit facility with a $50 million accordion feature and a separate $161 million syndicated equipment credit facility to a leading cleaning and sanitizing products manufacturer and its affiliated entities.
Representing a national lending institution
in connection with a $550 million syndicated revolving credit facility with a $100 million accordion feature to one of the nation’s top building materials retailers and its affiliated entities.
Representing a national lending institution as administrative agent
in connection with an asset based loan to a company that is an industry leader in providing custom built vehicles for the refuse and recycling, agricultural and oil and gas industries with aggregate loan commitments of $150 million with a $100 million accordion feature, including handling of various intercreditor issues with respect to a separate $150 million secured convertible note offering with crossing liens.
Representing a national lending institution
in connection with a $200 million syndicated revolving credit facility with a $50 million accordion feature and a separate $10 million syndicated term loan credit facility for a prominent metal and scrap processor and its affiliated entities.
Representing a national lending institution
in connection a $125 million revolving credit facility with a $25 million accordion feature to a leading provider of HVAC, plumbing, industrial, building products and training including issues concerning new market tax credit transaction and negotiation of related intercreditor agreements.
