Alert 04.08.26
Asset-Based Lending in England and the U.S.: A Comparative Insight for Cross-Border Transactions
With a strong history in the U.S., asset-based lending is becoming an attractive debt finance product offering in England.
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Pillsbury’s Bank & Leveraged Finance team is a leader in structuring and negotiating complex financings for lenders, borrowers, investors and other market participants across industries, including through a dedicated Sponsor Finance team focusing on private equity sponsors and their portfolio companies across the full investment life cycle.
Pillsbury’s Bank & Leveraged Finance team represents commercial banks, investment banks, finance companies, insurance companies, private equity funds and hedge funds, as well as public and private companies, in a wide variety of international and U.S. financing transactions. Our lawyers structure and execute complex transactions and have developed innovative financing solutions, including some of the first amend-and-extend and hybrid amend-and-extend/forward-start facilities and multitranche capital debt facilities. With extensive experience across the middle-market and large-cap leveraged loan and investment grade markets, we position our clients to achieve their commercial lending and borrowing objectives, navigate workouts, foreclosures and bankruptcies, avoid and manage risks, and limit their exposure to litigation.
We advise on all types of financing arrangements, including asset-based lending facilities, mezzanine facilities, bridge facilities, cash flow credit facilities, term loans, letter of credit and acceptance facilities, warehouse facilities, and securities offerings, including high-yield bonds. From offices in the United States, London, Hong Kong, Tokyo and Shanghai, and through a global network of local counsel, we handle cross-border credit facilities, including the establishment, maintenance and release of security interests worldwide. Our team has substantial experience with commitment papers, including bank/bridge commitments, and focuses on efficient execution from structuring through definitive documentation and closing.
Financial institutions rely on our experience across a broad range of deal structures, including single- and multifacility and multitranche transactions, participated and syndicated facilities, domestic and cross-border loans, and multicurrency financings. We provide guidance across all levels of the capital structure, including first- and second-lien, senior ,mezzanine, secured and unsecured, and unitranche financings. We also represent corporate and non-sponsor borrowers—from public companies and multinationals to middle-market businesses—across the same full spectrum of transactions, with private equity sponsors and their portfolio companies served through our dedicated Sponsor Finance practice.
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Sponsor Finance
Pillsbury’s Sponsor Finance team advises private equity sponsors and their portfolio companies on all aspects of structuring, negotiating, and executing acquisition financings and other sponsor-driven transactions. We represent clients in financings across the institutional and private credit markets—from bespoke direct lending solutions to private credit structures—and on the full range of sponsor-driven transactions, including refinancings, recapitalizations, dividend recapitalizations, add-on acquisitions, amendments, workouts, liability management transactions and fund-level financings (including subscription and NAV-based facilities).
Our lawyers are attuned to the dynamics that shape sponsor-led transactions, including highly negotiated capital structures and shifting lender expectations Our team works diligently with Pillsbury colleagues across M&A, restructuring, tax and capital markets to deliver fully coordinated, end-to-end execution on complex sponsor-led transactions.
Acquisition Finance
Our Acquisition Finance practice represents banks, investment banks, underwriters, private equity sponsors, hedge funds, issuers and borrowers in the breadth of financings that support M&A-driven transactions. We advise on leveraged buyouts, management buyouts, take-privates, recapitalizations and cross-border acquisitions, structuring and negotiating financing packages across the debt capital stack—including broadly syndicated leveraged loan facilities, high-yield bond offerings, bridge financings, second lien and mezzanine facilities, and asset-based lending arrangements.
Our lawyers focus on the execution challenges that define acquisition financings, including tight timelines, multisource capital structures and the interaction between acquisition agreements and financing commitments. We provide hands-on counsel at every stage of the transaction, from commitment letter and fee letter negotiation through definitive credit documentation, intercreditor agreements, security package structuring and covenant analysis. Our team coordinates closely with colleagues across M&A, capital markets, restructuring, tax and regulatory disciplines to ensure that financing structures are fully aligned with deal objectives—delivering seamless, commercially-minded execution on acquisition financings of all sizes and complexity.
Private Credit & Direct Lending
Our Private Credit & Direct Lending practice advises direct lenders, credit funds, business development companies, insurance companies and other non-bank capital providers—as well as borrowers and financial sponsors—on all aspects of structuring, negotiating and executing private credit transactions. We represent clients across a range of private credit products—from senior secured and unitranche facilities to mezzanine debt, subordinated lending and hybrid capital solutions—along with counsel on private credit-driven transactions.
Our lawyers bring extensive experience with the private credit market's distinctive dynamics, including bespoke structuring requirements, evolving documentation standards, and the speed and flexibility that borrowers and lenders demand. We provide practical, commercially-focused advice at each stage of a transaction, including term sheet and commitment paper negotiation, definitive documentation and closing, as well as intercreditor arrangements, security package structuring and covenant negotiations. Our team works seamlessly with colleagues across M&A, fund formation, restructuring, tax and regulatory matters to deliver fully coordinated, end-to-end execution on complex private credit transactions of any size—from middle-market financings to large-cap, multitranche credit facilities.
Asset-Based Lending
The practice combines in-depth market knowledge with extensive transactional experience to provide comprehensive commercial advice on all types of financings, including cash-flow facilities, asset-based lending facilities, recurring revenue and growth facilities, multilien priority facilities, split-collateral facilities, structured finance facilities, equity-linked facilities, private placements, and securities offerings.
The team is regarded as innovators of novel financing structures and provides market-informed advice across the full life cycle of financings, including:
Our sector experience includes:
We have extensive experience enforcing security interests across a wide range of tangible and intangible collateral, including cryptocurrency and other digital assets (including Controllable Electronic Records), equity interests, intellectual property rights, contract rights and revenue streams, computers and software, data and data-related assets, receivables and securitization assets, moveable equipment, financial assets, media and telecom (including movie rights and radio licenses), oil and gas assets, infrastructure and project assets, railroad rolling stock, real estate, timber and manufacturing inventory.
Select Agent’s/Lender’s Counsel Experience
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