Shearman And Sterling

Shearman & Sterling’s global Finance practice helps companies and lenders successfully navigate all aspects of the bank financing process and obtain the best possible outcomes. We routinely handle cross-border financings and provide comprehensive advice to clients who need both bank and bond financings by creating tailored solutions to address particular financing needs, whether asset-based, leveraged or investment-grade. We work closely with our capital markets lawyers, particularly those focused on the high yield market, and have a long tradition of using a variety of securitization structures.

Our broad range of clients includes investment banks, commercial banks, non-bank credit providers, private capital, mezzanine and second-lien providers, corporate borrowers and private equity sponsors. Our experience advising on all sides of transactions allows us to leverage the insight that we’ve gained along the way to help clients navigate the financing process. Not only do we provide our clients with excellent legal counsel, but also with the commercial ramifications of a particular transaction, due to our longstanding relationships with participants at all levels of the capital structure.

Our Finance practice includes experienced lawyers around the world who execute transactions under New York, English, French, German and Hong Kong law, often involving multiple facilities, instruments, currencies and jurisdictions. Key areas of focus include leveraged financing, investment-grade financing, asset-based lending, acquisition financings, complex debt restructurings and structured finance.

Investment-Grade Finance 

Our Finance practice represents borrowers and lead lenders in the investment-grade syndicated lending marketplace. We have extensive experience in structuring and documenting (both in the United States and in Europe) commercial paper backstop facilities, syndicated letter of credit facilities, working capital and term loan credit agreements. With regard to investment-grade financing, our experience includes:

  • "Jumbo" acquisition financings
  • Investment-grade loans
  • Event driven financings
  • Senior bridge financings
  • Asset sale bridge financings
  • Secondary debt trading
  • Amendments and waivers
  • Complex debt restructurings
Leveraged Finance 

Shearman & Sterling’s Leveraged Finance lawyers are leaders in the high yield and leveraged bank market. Noted for their in-depth understanding of the business and legal considerations involved in leveraged credit, our lawyers offer a combination of market experience and a broad range of capabilities in the capital markets and the syndicated lending marketplace. We represent commercial banks, investment banks, mezzanine and second-lien providers, private equity sponsors and corporate borrowers. Our team includes lawyers from the global Capital Markets and global Finance teams based in New York, London, Paris, Frankfurt, Milan, Singapore, Hong Kong and Abu Dhabi, working in close collaboration with members of the Financial Restructuring & Insolvency and Project Development & Finance teams when needed.

Clients rely on us for sophisticated, market-recognized advice and deal management for acquisition and other leveraged financings across a wide range of industries, financial sectors and jurisdictions. We provide innovative and creative approaches that anticipate the requirements of all parties to complex, multi-jurisdictional transactions, including:

  • Providing comprehensive advice for concurrent leveraged bank finance and high yield deals to finance acquisitions and recapitalizations
  • Negotiating complex debt restructurings
  • Addressing all manner of intercreditor issues arising in senior secured, unsecured and subordinated financings and first-lien/second-lien, superpriority and cross-collateralized structures
  • Structuring acquisition financings involving both private equity and strategic buyers across multiple facilities, currencies and jurisdictions
Structured Finance 

Our Structured Finance practice assists clients in developing, structuring and executing a broad range of complex financings involving securitization, structured products and other sophisticated financing techniques. Highly regarded by major corporations and financial institutions, we represent the entire range of global market participants, including issuers, underwriters, investors, trustees, servicers, credit enhancement providers, lenders, rating agencies and conduits.

We take a creative approach when handling different types of asset classes and transaction structures. Clients often turn to us to develop innovative structures that have become market standard, such as the Ciesco, Inc. and CAFCO commercial paper conduits in the late 1980s, and our lawyers’ involvement in the very earliest "whole business" securitizations in Europe and the United States. Utilizing both our legal experience and sophisticated business perspective, we work closely with clients to develop novel structured finance products that lower financing costs and achieve the specific legal, tax, corporate and financial objectives of all transaction parties.

Adept at executing transactions in multiple jurisdictions in the United States, Europe, Asia and Latin America, we have securitization experience in all relevant disciplines, including capital markets, banking, investment company, tax, corporate, bankruptcy, Investment Advisors Acts, ERISA, bank regulatory, securities regulation and secured financing.

With regard to structured finance, our experience includes:

  • Asset-Backed Securities
  • International and Emerging Market Transactions
  • Asset-Backed Commercial Paper and ABL Financing
  • CBOs, CLOs, and Synthetic CDOs
  • Enhanced Equipment Trust Certificates
  • Financial Products
  • Aircraft Lease Portfolio Securitizations
  • Leasing-Related Financings
  • Whole Business and Real Estate Financings