Commercial Finance

Goldberg Kohn has one of the country’s most highly respected commercial finance practices, which competes toe-to-toe with the largest firms in the United States. The firm represents a significant and diverse group of banks, commercial finance companies, providers of mezzanine loans and other institutional lenders in structuring and documenting commercial finance transactions. Goldberg Kohn is known for the depth of its practice, practical judgment and good business sense, efficient staffing, and its ability to facilitate smooth closings.

The firm has been a pioneer in international asset-based lending and has one of the most significant and active international lending practices in the United States. Goldberg Kohn has represented clients in scores of international lending transactions in Europe, Asia and Latin America, ranging from taking foreign collateral or guaranties to financing complex acquisitions involving funding in multiple foreign currencies.

Founding Partner Richard Kohn, renowned for his work in international secured transactions, has participated actively with the United Nations Commission on International Trade Law on several projects aimed at modernizing secured transactions laws in other countries. 

Depth of Practice

The group's practice runs the gamut of commercial finance transactions, including revolving working capital facilities; leveraged acquisitions; loan restructurings; international loans; mezzanine and second lien loans; and debtor-in-possession financing. The firm's clients range from traditional asset-based lenders, who view the collateral as the primary exit strategy, to cash-flow oriented and mezzanine lenders, who rely more on an evaluation of the borrower's business as a going concern. Many of the transactions on which Goldberg Kohn commercial finance attorneys work involve representing the agent for a lending syndicate, and the firm has a great deal of experience as agent’s counsel in complex financing transactions involving syndicates of five or more members. Goldberg Kohn takes pride in the fact that members of most lending syndicates respond positively when learning that members of the firm will be representing the agent.  Goldberg Kohn is equally adept at handling unitranche structures and  smaller, single-lender transactions.

The transactions on which Goldberg Kohn commercial finance lawyers work cut across virtually all industries, including distributors, manufacturers, oil and gas concerns, health care companies, tech companies, software providers, transportation companies, service providers, food processors, retailers and agricultural producers.  The firm has extensive experience in interacting with sponsor groups; with financial intermediaries, such as investment banks; and with accountants and borrowers.  Over the years, Goldberg Kohn has been asked by many of its clients to prepare their form loan documents. For Goldberg Kohn, it is gratifying to see concepts the firm drafted on behalf of various clients adopted in form loan documents of other lenders.

International

In the late 1980s, when most U.S. commercial lenders refused to consider making loans secured by collateral located outside of the United States or loans to foreign affiliates of U.S. companies, Goldberg Kohn correctly predicted that, as U.S. middle market companies became more globalized, U.S. lenders would inevitably become involved in international lending in order to respond to their borrowers' global needs. The firm saw this as a tremendous opportunity and embarked on an intensive program to develop proficiency in the representation of U.S. commercial lenders in international asset-based lending transactions, writing and lecturing extensively and developing strong working relationships with law firms in many countries. Those efforts paid off: Goldberg Kohn quickly moved to the forefront of this new area of the law, and remains there today.

During the past 10 years the firm has represented clients in scores of international lending transactions in Europe, Asia, and South and Central America, ranging from simply taking foreign collateral or guaranties to financing complex acquisitions involving funding in multiple foreign currencies. As a result of Goldberg Kohn's international lending experience, the firm has also had the opportunity to extensively work with the United Nations Commission on International Trade Law (UNCITRAL) on various projects aimed at helping countries modernize their secured transactions laws improving global secured transactions laws, including:

• The United Nations Convention on the Assignment of Receivables in International Trade, approved by the United Nations General Assembly in December 2001.
• The UNCITRAL Legislative Guide on Secured Transactions, which was approved by UNCITRAL in December 2007, including the Supplement on Financing intellectual property (approved in 2010) and the current project on registry systems.

Richard Kohn serves on the Expert Group in connection with these projects, and served as a consultant to the U.N. in connection with the Legislative Guide. Principals in the firm's international lending practice include Richard Kohn, Jonathan Cooper and William Starshak.

Representative Matters

• Represented client in their capacities as lead arranger, sole bookrunner and administrative agent for $650mm senior loan facilities. ($650mm - $290mm Revolver, $225mm Term Loan, $135mm in accordion).
• Represented client as administrative agent, in a $600 million cross-border asset-based revolving loan facility to a public company engaged in the manufacture and distribution of aluminum rolled products. In addition to the U.S. commitment, the complex loan facility included sub commitments available to Belgian, German and Swiss borrowers in their respective local currencies.  
• Represented agent in $100 million senior syndicated secured revolving facility with $25 million sublimit for Ex-Im facility. Separately, $455 million term loan facility provided by another group of lenders.
• Represented U.S. and Canadian Administrative Agents in connection with provision of syndicated $265 million asset-based credit facility provided in connection with a material acquisition in the United States and Canada.
• Represented a client as agent in all aspects of an asset-based revolving loan facility transaction valued at $250 million (with $50 million in accordion). Unique features included a multi-currency, high yield facility.

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