American College of Commercial Finance Lawyers, Fellow Listed in Nashville Business Journal, “Best of the Bar,” Banking and Finance, 2012 Listed in The Best Lawyers in America® Banking and Finance Law, 2006-2024 Equipment Finance Law, 2007-2024 Project Finance Law, 2016-2024 Financial Institutions Law, 2003-2006 "Lawyer of the Year," Nashville, Banking and Finance Law, 2012, 2019 Listed in Chambers USA Banking & Finance, 2010-2023 Banking & Finance: Transactional, 2008-2009 Listed in Mid-South Super Lawyers, Mergers & Acquisitions, 2006-2008, 2013-2023 Represented financial institution in organization of new bank in TN Represented client in the organization of a new bank headquartered in Hendersonville, Tennessee. $31 million acquisition of senior secured debt Represented investor in acquisition of $31 million of senior secured debt of commercial contractor operating in 27 cities nationwide and in subsequent partial conversion of debt to 100% of equity. $50 million lending facility Represented specialty commercial lender in obtaining $50 million structured lending facility. Acquisition of Government Computer Integrator Represented minority investor in the progressive complete takeover of a significant privately held computer integration firm that worked primarily for the US Navy. Acquisition of Natural Gas Provider Represented minority investor in Kentucky natural gas company in the termination for cause and removal of management and the subsequent negotiated acquisition of the balance of equity of the company. Automotive Contracts Work Negotiated general terms and conditions and other contracts on behalf of suppliers with various automobile manufacturers and higher tier suppliers. Bradley Arant Bankruptcy Group Completes Complex Recapitalization Transaction On November 18, 2010, a Bradley Arant manufacturing client (majority-owned by a Bradley Arant private equity client) completed a complicated recapitalization transaction. As part of the recapitalization, the manufacturing client refinanced its existing senior facility with a new $60 million senior asset-based facility, restructured $42 million in subordinated mezzanine debt, and issued a new $2.5 million round of preferred equity. The new senior loan is secured by real and personal property located at 7 manufacturing facilities in 4 states. Contentious intercreditor negotiations, environmental issues, underfunded pension plans, foreign subsidiaries, and 9 different borrowing entities kept things interesting. John Myers (finance matters) and Jeff Buschmann (equity matters) led the Bradley Arant team, with assistance from John Murdock, Gordon Nichols, Chris Parker, Matt Mattingly, Johanna Jumper, and Mary Ward. Distressed Automobile Supplier Matters Represented suppliers, purchasers, and lenders in distressed settings, including accommodation agreements, adequate assurance demands, capacity reservation agreements, tooling disputes, seller and purchaser remedies, critical vendor status, reclamation rights, and executory contract issues. Environmental due diligence for acquisition Assisted with environmental due diligence for privately-held investment company acquiring a landfill site in Missouri and oversaw efforts to pursue applicable permits from State. Forms Programs Represented banks, mezzanine lenders, real estate lenders, and clients in other industries in the creation and maintenance of forms appropriate to their interests, including loan documents, confidentiality agreements, term sheets, and other agreements, including forms delivered through the use of specialized computer systems. Intercreditor Issues Represented mezzanine lenders (commercial and real estate), senior lenders, second lien lenders, co-lenders, holders of seller debt, and other interested parties in the negotiation and enforcement of subordination agreements, intercreditor agreements, syndicated loan agreements, loan participation agreements, and other intercreditor matters. Lender Liability Avoidance and Defense Represented lenders of all types in the mitigation of lender liability risk generally and in specific cases through the calculated use of documentation, favorable legislation, and best-practice recovery procedures, including the training of avoidance techniques to lender personnel newly assigned to special assets. Loan Closings Represented banks, mezzanine lenders, commercial finance companies, insurance companies, specialty lenders, and other lenders in the closing of complex secured and unsecured capital facilities, including term loans, revolving credit loans, asset-based loans, real estate loans, syndicated loans, loan participations, and factoring agreements. Loan Recovery through Collateral Liquidations Represented various banks and other lenders in the collection of pledged accounts and the liquidation of equipment, real estate, intellectual property, securities, pledged accounts, and other collateral assets in a wide variety of industries. Loan Recovery through Enterprise Asset Foreclosures Represented mezzanine lender in the exercise of foreclosure remedies on all assets of operating companies and formation of new entities to conduct business free of the claims of previous creditors in various manufacturing and service industries and in multiple jurisdictions. Loan Workouts and Restructurings Frequently represented various banks and other lenders in the restructuring of loans to maximize the lender’s recovery where liquidation or other remedies would not be advantageous. Loan-to-Own Acquisition of Health Care Company Using Debt Conversion Represented distressed asset investor in acquisition of secured debt of Florida-based regional physicians practice management company, negotiation of conversion of secured debt and creation of new multi-tiered capital structure, and divestiture of operations in series. Loan-to-Own Acquisition of Manufacturing Company Using 363 Sale Represented distressed asset investor in acquisition of secured debt of Kentucky-based specialty vehicle manufacturer, purchase of assets at a sale under Section 363 of the Bankruptcy Code, and startup of new enterprise to continue the business. Loan-to-Own Acquisition of Restaurants through Equity Foreclosure Represented distressed asset investor in acquisition of secured debt of California-based restaurant chain and exercised creditor remedies to acquire stock at public foreclosure sale and subsequently sell to management group. Loan-to-Own Acquisition of Roofing Company Using Plan of Reorganization Represented distressed asset investor in acquisition of secured debt of nationwide commercial roofing company and acquisition of equity of reorganized company pursuant to a Plan under Chapter 11 of the Bankruptcy Code. Loan-to-Sell Acquisition of Manufacturer Bonds Represented distressed asset investor in acquisition of secured bonds of construction materials manufacturing company in New York and exercised creditor remedies to liquidate plant and other collateral. Restructuring of defaulted $165 million loan Representation in restructuring of defaulted $165 million loan to consumer finance company. Startup of Publishing Company Represented management in venture capital arrangements and other organizational matters for the startup of a new publisher of religious videos and educational materials.
