Our Experience

We are experienced in a wide range of transactions and equipment types.  Transaction types include:

• TRACs, Split-TRACs, Fair Market Value (FMV); Service Contracts; sale-leasebacks, and other true lease structures
• Synthetic leases
• Leases intended as security, equipment finance agreements, and traditional loan transactions
• Progress payment, interim funding, and construction financings
• Sublease and inventory structures
• Mixed goods and services transactions
• Vendor programs
• Assignments and syndications, including sales of interest, participations, portfolio acquisitions, discounting transactions, back-leveraging, warehouse and funding lines

We routinely handle most equipment types, including transportation equipment (vehicles, railcars, containers), construction equipment, FF&E, electricity generation facilities (including solar, wind, landfill-gas-to-energy, natural gas, anaerobic digester, and combined heat and power), computer, telecommunications and other high-tech equipment, medical equipment, drilling rigs and gas compression equipment, warehousing and logistics facilities, and manufacturing equipment and facilities.

Our Services and Representative Transactions

Our team provides representation with respect to almost all aspects of equipment leasing and finance. Some examples include:

• Forms, Policies and Procedures
  • Creation of form documentation used by several of the largest equipment leasing and finance companies in the United States (as rated by The Monitor 100) for transactions of all sizes and types, including for true leases, non-true leases, equipment financings, and syndications.
  • Preparation of fifty-state surveys on a variety of relevant topics, including licensing, usury, motor vehicle titling, and landlord lien issues.
  • Preparation of comprehensive internal policies and analyses covering lien perfection, lessor liability, insurance, and corporate diligence.
  • Establishing policies and procedures for multiple banks and bank subsidiaries concerning issues related to electronic signatures and, in some instances, electronic chattel paper.
  • Auditing client portfolios and procedures.
  • Providing in-house training seminars for operations and other personnel.

• Assignments and Syndications
  • Represented multiple banks and bank subsidiaries in connection with the acquisition of equipment leases and financings worth billions of dollars, including review and diligence of underlying leases or loans being assigned and negotiation of assignment documents.
  • Represented equipment leasing and finance company in connection with its acquisition of a lease of equipment involving ongoing maintenance, warranty and other obligations of the original lessor/assignor that raised “bundling,” true sale and other issues.
  • Structuring, negotiation and closing of direct lease and loan transactions to be syndicated to multiple top-tier funding sources.
  • Represented bank subsidiary in connection with a $20 million financing of vehicles subject to a complex operating and fleet management structure used by the borrower and unaffiliated third parties, raising unique collateral issues, and the subsequent sale of such transactions to multiple investors.
  • Represented bank subsidiary in connection with its acquisition of a portfolio of over $100 million of equipment leases, installment sales contracts and other equipment financings.
  • Represented a bank subsidiary in connection with multiple acquisitions of beneficial ownership interests in titling trusts involved with TRAC and Split TRAC leases, including transactions acquired by the assignor through vendor programs.
  • Represented captive finance company in connection with its sale of a portfolio of railcars and the associated leases in transactions worth approximately $200 million.
  • Represented the equipment finance divisions of multiple banks in transactions in which the divisions sold their beneficial interests, as owner participants, in leveraged lease transactions involving aircraft and railcars.

• Direct Transactions
  • Represented bank subsidiary in connection with several synthetic leases of earthmoving, construction and material handling equipment totaling in excess of $50 million.
  • Represented the equipment finance subsidiaries of multiple banks in connection with the sale-leaseback transactions of solar generation facilities in Alabama, Georgia, Mississippi and Tennessee.
  • Represented a bank in connection with the $50 million financing of tractor trailers in connection with the acquisition of the borrower by an operating and investment company, and represented the bank in connection with the subsequent syndication of portions of such transaction to multiple investors.
  • Represented multiple banks and bank subsidiaries in connection with leases or financings provided to various transportation companies, many of which sublease or lease the vehicles to unaffiliated third parties, including owner operators.
  • Represented a financial services corporation in the structuring, documenting, and closing of a non-recourse project financing covering five biogas energy facilities in California (under the Bioenergy Market Adjusting Tariff), that also involved a tax-exempt overlay with the California Pollution Control Finance Authority.