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Asset Based Financing Strategies 2014


Speaker(s): Christine Gould Hamm, Douglas P. Taber, Edwin E. Smith, Joanne De Silva, June L. Basden, R. Marshall Grodner, Scott A. Lessne
Recorded on: Feb. 28, 2014
PLI Program #: 51698

Christine Gould Hamm is currently senior counsel at Wells Fargo Bank, N.A.  Christine was senior counsel for a GE Capital equipment finance business that Wells Fargo acquired in March 2016.  Prior to joining GE Capital business in August 2011, Christine was a partner in the Kansas City office of Husch Blackwell LLP and focused her practice in the Banking & Finance, Commercial Transactions, Aviation, Energy Industry, and Public Finance practice groups of the firm.  Christine advised commercial financial institutions and corporate clients in various types of financial transactions, including asset-based, cash-flow, equipment, real estate, second-lien, club and syndicated loans and aircraft and equipment leases.  In addition to assisting clients in structuring, negotiating and documenting financial transactions, Christine advised clients in workouts, restructurings and liquidations related to financial transactions and distressed loans.  She also represented corporate clients in general financing, real estate, acquisition, disposition, investment, joint venture, development and other commercial transactions.

Christine has a J.D. from the University of Notre Dame Law School, an M.B.A. from the Yale University School of Management, and a B.S. from Saint Mary College (now the University of Saint Mary).


Edwin Smith concentrates his practice in commercial law, debt financings, structured financings, workouts, bankruptcies, and international transactions. He is particularly knowledgeable on commercial law and insolvency matters, both domestic and cross-border. His representations have included those in major bankruptcies including Refco, Lehman, and the City of Detroit. He often advises financial institutions on documentation and risk management issues.

Ed advises creditors and counter-parties on commercial and insolvency risks in sales, leasing, financing, investment securities, and derivatives transactions and has represented parties in major insolvencies. He has been a guest speaker for bar and trade organizations including ALI-CLE, the American Bar Association, the American Bankruptcy Institute, the International Insolvency Institute, the Association of Commercial Finance Attorneys, the Boston Hedge Fund Group, the Commercial Finance Association, the National Conference of Bankruptcy Judges, the Equipment Leasing Association, the Practicing Law Institute, the Risk Management Association, and various local bar associations. Having actively participated as a Uniform Law Commissioner in the drafting of a number of the recent revisions to the Uniform Commercial Code (UCC), Chambers USA noted he “probably knows as much about UCC as anybody in the country.”


June Basden is both an attorney and a Certified Public Accountant with more than 29 years of experience in commercial finance and banking law.  She represents national, regional and community banks, financial institutions and commercial lenders in a variety of finance transactions, with a special focus on commercial lending and creditors' rights. 

June has extensive experience in asset-based lending, factoring, single-lender and syndicated credit facilities, commercial real estate transactions, loan workouts and modifications, foreclosures and bankruptcies.  She is a fellow of the American College of Commercial Finance Lawyers  and is a Certified Public Accountant. Her clients have found her strategic counsel especially critical in the current financial landscape as she advocates for ways to achieve the best possible outcome.

Professional Memberships and Activities

American College of Commercial Finance Lawyers, Fellow and former Regent

American Institute of Certified Public Accountants

Lawyers Mutual Liability Insurance Company of North Carolina, Board of Directors; Finance   Committee, Chairperson

American Bar Association

North Carolina Bar Association; Former Chairperson of the Business Law Section

North Carolina Institute of Certified Public Accountants

Risk Management Association, Triad Chapter Board of Directors

Turnaround Management Association

American Bankruptcy Institute


R. Marshall Grodner is a member in the firm's Baton Rouge office. His practice focuses primarily in commercial transactions, secured transactions, commercial finance, opinion letters, commercial real estate and gaming law. Marshall serves as chair of the firm's legal opinion committee.

Marshall has served as an adjunct professor at the Louisiana State University Law Center. He has authored or co-authored several articles in law reviews and other publications dealing with secured transactions, commercial real estate and other business law issues. Marshall has also delivered lectures and papers throughout the country dealing with loan documentation, secured transactions, ethics and professionalism in the transactional context and real estate law.

Commercial Finance

Known for his experience in secured lending, Marshall has an extensive practice representing both Louisiana and out-of-state lenders in numerous large commercial transactions, locally, regionally and nationally. He is the co-chair of the Joint Task Force for Deposit Account Control Agreements, of the Business Law Section of the ABA. Marshall is currently the Vice Chair of the Commercial Finance Committee of the Business Law Section of the ABA. He also is past chairman of the Loan Documentation Subcommittee of the Commercial Finance Committee of the Business Law Section of the ABA. Marshall currently serves as First Vice President of the Association of Commercial Finance Attorneys. As recognition of his expertise in commercial finance, he also is a Fellow  in the American College of Commercial Finance Lawyers.

Real Estate

In addition to his experience in secured lending, Marshall has represented lenders in connection with real estate financing, particularly in Louisiana.  He also represent numerous borrowers in connection with acquisition and financing of real estate locally and regionally.

As an acknowledgement of his expertise in real estate law, Marshall is a Fellow in the American College of Real Estate Lawyers.

As part of his real estate practice, Marshall is a licensed Louisiana title insurance agent for most of the major title insurance companies, including First American Title Insurance Company, Fidelity National Title Insurance Company, Chicago Title Insurance Company, Commonwealth Title Insurance Company and Lawyers Title Insurance Company, and regularly issues title insurance policies to lenders, purchasers and lessees of property in Louisiana.

Professional Affiliations

  • American Bar Association, Business Law Section, Vice Chair, Commercial Finance Committee, Co-Chair, Joint Task Force on Deposit Account Control Agreements, Chair, Website Management Subcommittee of the Commercial Finance Committee; Past Chair, Loan Documentation Subcommittee of the Commercial Finance Committee
  • American College of Commercial Finance Lawyers, Inc., Fellow (2005-present); Association of Commercial Finance Attorneys, Inc., Vice President (2013-17); Education Chair (2006); Member, Board of Directors (2006-present)
  • American College of Real Estate Lawyers, Fellow (2007-present)
  • Baton Rouge Bar Association
  • Equipment Leasing Association
  • The International Association of Gaming Attorneys
  • Louisiana Bankers Association
  • Louisiana State Bar Association
  • Louisiana State Law Institute, Reporter, Adjudicated Property Committee
  • American Bar Association, Real Property and Probate Section

Honors

  • Martindale-Hubbell™ AV Peer Review Rated Lawyer
  • Louisiana Super Lawyers Business/Corporate, Real Estate
  • The Best Lawyers in America ® (Equipment Finance Law)
  • Selected in 2013 as a Top Rated Lawyer in banking and finance by American Lawyer Media and Martindale-Hubbell™


Scott Lessne is a Senior Counsel in the Financial Services Group in Crowell & Moring’s Washington, D.C. office where is he the chair of firm’s Commercial Finance and Lending group.  He is also a member of the firm’s Blockchain and Distributed Ledger Technology initiative which focuses on providing practical advice to financial institution and corporate clients on how these new technologies will impact their respective industries and how to implement these technologies in compliance with existing laws and regulations.

Scott’s practice involves the representation of financial institutions in connection with the negotiation and documentation of secured and unsecured commercial, asset - based and real estate loan restructures as well as advising clients on legal issues arising in complex single and multi-lender loan workouts and restructures.  In addition, Scott advises financial institution clients on creditors’ rights remedies including judicial and non-judicial enforcement actions and bankruptcy strategies.  Scott’s practice also includes structuring, negotiating and documenting new complex commercial loan origination transactions across multiple industries.

His prior experience includes tenure as the senior in-house lawyer at a major global bank responsible for providing and managing all legal services for the commercial and real estate loan workout division of the corporation.  Scott has also served as the General Counsel for the healthcare finance division of a commercial finance company and more recently as the General Counsel of the finance company’s regulated bank subsidiary. Prior to his in-house experience, Scott was in private practice where he developed his expertise in commercial loan restructuring, creditors’ rights and lending. Scott began his legal career as a law clerk to the Superior Court Judges of the State of Connecticut.

Scott is a past President of the Association of Commercial Finance Attorneys, Inc. and is a Fellow and former Regent of the American College of Commercial Finance Lawyers.  He recently co-chaired the ABA Commercial Finance Committee’s subcommittee on Loan Documentation and is currently a member of the Commercial Finance Committee’s Programs subcommittee.   He has taught a course in Secured Transactions as a member of the adjunct faculty of Suffolk University Law School. Scott is a regular speaker on topics relating to commercial finance, loan workouts, creditors' rights and bankruptcy.


Joanne co-leads the firm’s U.S. direct lending practice. Her practice includes debt investments and debt restructurings across the capital structure. She represents business development companies, debt investment funds, banks, and other institutional investors in a diverse range of transactions including unitranche, senior secured, and mezzanine transactions.

She has extensive experience with intercreditor arrangements including agreements among lenders, first lien/second lien and split collateral intercreditor agreements, and subordination agreements. She is a regular speaker at a Practising Law Institute program on intercreditor agreements.

Joanne is qualified to practice in New York and is a solicitor in England and Wales. She was previously qualified as a barrister in England and Wales, and was a practicing advocate and solicitor in Singapore.

Representative Clients and Matters

Notable transactions in which Joanne has been involved include the following:

  • Advised KKR Credit Advisors (US) LLC in a $240 million unitranche financing for the acquisition of Fastener Acquisition, Inc. by Kelso & Company.
  • Advised KKR Capital Markets LLC and KKR Credit Advisors (US) LLC in connection with $625 million first lien, senior second lien, and junior second lien credit facilities to fund the acquisition of Centric Group and Trinity Services by H.I.G. Capital.
  • Advised KKR Credit Advisors (US) LLC in connection with $525 million floating rate unsecured senior notes, issued to finance the corporate reorganization of two portfolio companies of CCMP Capital Advisors, LLC, and in connection with KKR Credit Advisors’ minority equity co-investment in PQ Corporation.
  • Advised Castanea Partners Fund III, L.P. in connection with $15 million subordinated notes issued by a portfolio company, and related subordination arrangements in respect of its senior secured revolving and letter of credit facilities.
  • Advised Gawker Media, LLC in a $22 million debtor-in-possession financing in connection with Chapter 11 proceedings.

Honors & Awards

  • Legal 500 (2016)
  • IFLR1000: The Guide to the World’s Leading Financial Law Firms, Rising Star (2016-2017)

Presentations & Speeches

Presenter, “Subordination and Intercreditor Agreements,” Practising Law Institute Asset Based Financing Strategies 2016 Webinar (February 29, 2016)

Education

  • BA (Jurisprudence), With Honors, 1991, Oxford University

Bar Admissions

  • New York, 2002
  • England and Wales, Solicitor, 1997

Languages

  • French
  • Malay


Doug Taber has over twenty-five years of bankruptcy and restructuring experience.  Since 2010 he has been Lead Executive Counsel for the GE Capital Restructuring & Bankruptcy Center of Excellence where he leads a team of five attorneys in providing for the comprehensive legal coverage of significant restructuring and bankruptcy matters throughout GE Capital.  In particular, the R&B COE provides support on complex bankruptcies and out-of-court restructurings (including, without limitation, debt-for-equity restructurings, lender credit bids, contested chapter 11’s, prepackaged and pre-negotiated chapter 11’s, cross-border insolvencies, and significant bankruptcy litigation).  Prior to joining the R&B COE at the beginning of 2009, Doug was Managing Director and General Counsel - Workouts for GE Capital - Corporate Financial Services where he was responsible for managing the CFS legal workout team and for providing for the delivery of comprehensive internal and external legal support on distressed loan accounts for all CFS business segments.  Prior to joining GE Capital in 2000, Doug was a partner at the Goldberg Kohn law firm in Chicago, where he specialized in commercial bankruptcies, corporate restructurings and loan workouts and also practiced in commercial finance.  Doug received his J.D. from Harvard Law School in 1988.