Practice Areas
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Alternative Entities and Structured Finance

Practices Main

Attorneys with backgrounds in traditional corporate, business and commercial law have developed extensive knowledge of Delaware law regarding alternative entities and how to use them in a wide variety of traditional and more complex and sophisticated transactions.  Alternative entities encompass anything other than a traditional corporation, including general partnerships, limited partnerships, limited liability partnerships, limited liability limited partnerships, limited liability companies, statutory and common law trusts, and special-purpose corporations.

Attorneys in the practice:

  • Counsel general partners, managers, trustees, boards and other governing bodies.
  • Represent lenders, borrowers and other parties in the formation, utilization, operation and dissolution of every type of alternative entity.
  • Advise on fiduciary duties, interested transactions and maintaining independence for special committees and in the context of daily operations and management.
  • Counsel on more complex situations, such as proxy and consent solicitations and mergers and acquisitions.
  • Render third-party legal opinions, relied upon by other parties in a transaction, by rating agencies such as Standard & Poor’s and Moody’s, and by governmental authorities such as the Securities and Exchange Commission.
  • Serve on the Alternative Entities Subcommittee and the Statutory Trust Committee of the Delaware State Bar Association. 

Representative Matters

  • Advised a national financial institution in connection with its service as indenture trustee in the sale of $750 million of its client’s 6.750% senior notes due April 6, 2021.
  • Advised a sports company in connection with the acquisition of one of England’s soccer teams. The company owns a range of organizations, including a U.S. baseball team, as well as horseracing complex.
  • Advised on Delaware limited liability company and partnership matters associated with a syndicated facility agreement in the amount of $1,350 million.
  • Provided Delaware corporate governance advice and legal opinions to an international paper company and certain of its subsidiaries in connection with a $225,000,000 revolving credit facility.
  • Advised a global real estate private equity group ($5 billion in assets managed) in connection with fund formation and operations, assets purchases and sales, and financing arrangements.