Corporate, Commercial and Business Banking

Our attorneys regularly advise senior creditors and private equity partners on structuring acquisition loans, from public equity and note offerings to asset sales and private stock sales. We recognize that each situation involves unique legal and tax implications, from origin through potential bankruptcy, and we understand the risks lenders face in financing management and leveraged buyouts where the loans are generally secured by the assets of the “target” company.

We provide advice during pre-commitment negotiations all the way through enforcement to help our clients avoid potential claims in a leveraged sale transaction, whether they arise under the U.S. Bankruptcy Code, state fraudulent conveyance, fraudulent transfer or other insolvency laws.

Our Banking and Financial Services Practice Team works closely with our Corporate and Tax attorneys in representing business borrowers on acquisition financing, and we have extensive knowledge in negotiating subordination and intercreditor agreements on behalf of senior and mezzanine lenders, as well as sellers providing subordinate financing.

Whether it’s a small business entering into its first acquisition or a large multinational institution, we assemble a team to provide the best and most cost-effective representation throughout the process—and in all related financing that follows.

Our attorneys regularly work with financial institutions to structure, negotiate, document and close a variety of asset-based loans utilizing different structures and borrowing bases. We work on transactions in many industries for companies with varying revenues on transactions involving collateral that is transported both locally and globally. Types of collateral include accounts, inventory, equipment, intellectual property and other general intangibles, as well as individual, corporate, limited and unlimited guarantees.

The transactions may be structured as single-lender originations, syndicated loans or participations. They often involve intercreditor agreements with other lenders, factors, private equity investors, sellers of businesses, mezzanine lenders or other third parties such as landlords, warehousemen and freight forwarders.

We offer value-added services in connection with the due diligence process and in finding the most effective way to document, collateralize and close transactions.

We are well versed in assisting financial institutions, landowners and other parties with commercial real estate transactions. Our experience runs the gamut from office parks and shopping plazas to apartment buildings and owner-occupied facilities. Additionally, we have unique expertise in construction and rehabilitation lending that is unparalleled in New York State, which has perhaps the most distinct construction lending laws in the country.

Beyond structuring the terms of these loans, we are also recognized as a leading firm in representing parties nationally in transactions that involve low-income, historic and new market tax credits.

Our attorneys assist clients in reviewing and resolving title and survey issues, as well as understanding their particular rights and interests with respect to their real property interests (whether fee, leasehold or beneficial), and how their interest can be realized. We also support our clients in matters relating to leasing, subordination, non-disturbance and attornment agreements, mortgage tax, zoning and permitting. In instances where there are multiple lending parties, subordination and intercreditor agreements are employed.

Both financial institutions and developers turn to Phillips Lytle to help structure and document financing for construction projects. In addition to land, project, building and acquisition loans, these transactions often involve the issuance of letters of credit, payment and performance bonds and insurance products—along with the delivery of payment and completion guarantees.

We support our clients in matters relating to permits and approvals; zoning; historic preservation and environmental matters; architectural, construction, engineering and subcontractor agreements; and the resolution of title issues. In instances where there are multiple funding parties, we employ subordination and intercreditor agreements, as well as tri-party agreements with third-party permanent and other take-out lenders, and advise clients on take-out strategies.

We also prepare and negotiate construction escrow and disbursement agreements for multiple component projects to prevent troublesome issues from delaying a closing or from moving a project forward. Noncompliance with state lien laws, for instance, can often derail a closing, but navigating these complexities is just a matter of course for Phillips Lytle.

We have developed substantial expertise in closing SBA 504, Express, CAPLINE and SLA Advantage loans for small and large financial institutions on a nationwide basis. Every month since 1997, we have closed numerous SBA 504, Express and 7A loans for global financial institutions, national financial institutions and smaller regional community banks.

Loan sizes range from $100,000 to $5 million, and the collateral has included commercial real estate, residential real estate, equipment, inventory, accounts, vehicles and life insurance, as well as unique collateral such as intellectual property, deposit accounts, ships and planes. We develop customized templates for checklists, commitment letters, closing documents and post-closing transmittals to efficiently close transactions, resulting in consistent standardization, accuracy and effectiveness for our clients.

We work closely with clients on key SBA initiatives, such as correctly documenting capital injection, collateral perfection and the use of SBA loan proceeds. We understand the nuances associated with landlord waivers, debt subordination agreements and insurance requirements.

Moreover, we know the importance of post-closing work. We thoroughly understand the SBA audit process and all post-closing issues, and we take into account the possibility of a future audit.

Many major financial institutions have turned to Phillips Lytle time and again for counsel in syndicated loan financing and loan participations. We’ve represented agents in transactions involving significant borrowers with domestic subsidiaries formed in different states and operating in many locations within the U.S., as well as subsidiaries formed in jurisdictions outside the U.S. with multiple international locations. We work closely with the agent and their syndication team to structure, document and implement the syndication. This includes closing the financing (secured or unsecured) and may involve letter of credit sub-facilities, swing lines, and borrowing in alternative currencies in addition to U.S. dollars.

We also represent several national and international businesses, with large, complex multibank and alternative currency facilities. We engage a team of professionals experienced in several disciplines, including real estate, tax, corporate, securities, intellectual property and commercial lending, in order to provide the expertise needed to effectively accomplish the transaction.

Many of our clients at financial institutions sell and purchase loan participations in various types of loans. Our experience in such matters enables us to respond quickly and efficiently when advice is required on the structuring of, or documentation for, these transactions.