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Asset-Based Lending

Vinson & Elkins is a market leader in advising on all aspects of asset-based lending (ABL). We represent a diverse group of arrangers, agent banks, non-bank lenders, and borrowers in ABL transactions. Among our lead arranger clients are industry leaders, including the three largest lead arrangers by market share in 2014. Our borrower clients include both public and private companies, and are frequently portfolio companies of private equity firms.

Diverse Industry Experience and Deep Capability

Our ABL Finance team has in-depth knowledge and experience across industries and a broad range of assets, which gives us insights into the sector-specific challenges faced by lenders and borrowers. While many firms only focus on traditional ABL transactions in the manufacturing, distribution, and retail spaces, V&E also regularly handles ABL transactions in the energy and energy services sectors and in nontraditional ABL industries, such as contracting, engineering, logistics, and staffing.

We are experienced in all phases of ABL transactions, from structuring, documentation, and negotiation through refinancings, restructurings, and bankruptcies. We advise in the context of the borrower’s broader capital or debt structure, considering complex intercreditor issues and associated risks. Having handled ABL deals ranging from $10 million to $2 billion, our lawyers know the product types, are adept at devising innovative structuring techniques, and have the flexibility to meet either lender or borrower needs.

We work with V&E lawyers in other practice areas, such as our Tax, ERISA, and Environmental groups, when relevant to the finance documentation. Our Restructuring & Reorganization lawyers partner with us to resolve troubled loans, represent clients in bankruptcy proceedings, and manage debtor-in-possession financings.

A Global Leader

Our Finance lawyers work on ABL transactions across the U.S., and in conjunction with various foreign jurisdictions and local counsel throughout the world, including ABL transactions involving borrowing base collateral in Australia, Belgium, Canada, Germany, the Netherlands, New Zealand, Norway, Singapore, the UK, and the UAE. In such cases, our team works closely with local counsel to assure that deals comply with local laws and regulatory restrictions. In fact, we advised on and structured some of the biggest and most complex financings provided to multinational, U.S.-based companies operating on a global basis. Often, we have been able to secure a single credit facility for borrower operations in multiple countries, thereby streamlining and simplifying finance arrangements.

Experience Highlights

  • Daseke, Inc. in a secured revolving credit facility and term loan which increased the maximum facility size from $107 million to $150 million

  • Bank of America, N.A. in a $1.05 billion cross-border, secured asset-based revolving credit facility to MRC Global, Inc. and its subsidiaries, an international distributor of pipe valves and fittings

  • Navigator Energy Services, LLC in a $125 million secured revolving credit facility

  • Wells Fargo Bank, N.A. in two secured credit facilities with a combined aggregate value of $1.5 billion

  • Bank of America, N.A. in a $250 million secured asset-based revolving credit facility to Basic Energy Services

  • JPMorgan Chase Bank, N.A. in a $150 million secured asset-based revolving credit facility to Vitamin Shoppe Industries Inc.

  • Belden, Inc. in a $400 million syndicated cross-border, secured asset-based revolving credit facility and term loan

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