Cases
Rep Matters: H & S Creates Economies of Sale for Joint Venture
Halloran & Sage represented a joint venture consisting of two Connecticut family-owned energy companies in the negotiation, documentation
closing of the joint venture
in an associated financing transaction. The overall transaction combined the two entities' business operations
banking relationships to create economies of scale that will position the joint venture for future growth in a competitive industry. The firm's representation included the creation of the legal structure to implement the client's business goals through the formation of the joint venture entity, administering asset transfers from legacy companies, negotiating
documenting leasing arrangements, analyzing environmental issues, addressing the joint venture's third party relationships,
h
ling employment matters. Simultaneously with the joint venture's formation, Robert Cox
Casey O'Connell represented the client in its financing with a regional bank, through the negotiation of loan documentation,
attention to due diligence matters. The firm concurrently closed the financing
joint venture transaction to permit the joint venturers to efficiently combine operations without any business interruption.
H & S Negotiates
Consummates Financing
Acquisition
Halloran & Sage represented a craft beverage company in a $3.1 million equity financing
business acquisition. The firm now serves as the company's general counsel. The firm's scope of representation included the negotiation
documentation of terms with the company's investors
also with the company's acquisition target,
involved multi-faceted due diligence activities, analyzing
resolving securities law issues, establishing an equity incentive plan, conducting intellectual property analysis, drafting employment contracts, addressing the company's relationships with third party vendors,
structuring a complex operating agreement that accommodated the client's detailed equity structure. Robert Cox
Casey O'Connell guided the client through a simultaneous closing of the equity financing
business acquisition,
has continued to represent the company in employment, intellectual property
other contractual matters.
H & S Negotiates, Documents
Closes Restructuring of Joint Venture
Halloran & Sage negotiated, documented
closed the restructuring of a joint venture that was necessary to allow the venture to continue to execute its growth plan. Partner Robert Cox
associate Casey O'Connell structured a unique deal that thoroughly
clearly resolved a host of issues including debt repayment, licensing, revenue sharing, asset transfers
liquidation rights.
H & S Represents Regional Bank with Credit Facilities to State Family-Owned Companies
Halloran & Sage represented a regional bank in the documentation, negotiation
closing of 7 separate credit facilities, including mortgage loans, revolving lines of credit, term loans
letters of credit totaling $9,462,049.27 in the aggregate, which were made to several family-owned
affiliated Connecticut ambulance
limousine service companies. The proceeds of the credit facilities were used to refinance the existing indebtedness of the companies,
will also be used going forward to finance new vehicle acquisitions
as a source of working capital.
The credit facilities are secured by mortgages covering over 20 properties owned by the various entities throughout Connecticut, security interests in all business assets of the companies (including all ambulances
limousines),
equity pledges from the principals of the companies. The transactions led by business law partner Robert Cox
attorney Matthew L. Teich also required accommodating existing financing of the companies' Employee Stock Ownership Plan, which was subordinate to the People's United Bank financing.
Regional Bank Represented in Loan Facilities for CT Family-Owned Business
Halloran & Sage represented a large regional bank in negotiating, documenting
closing a restructuring of two separate loan facilities to a Connecticut family business. The terms of the restructuring allowed the business to avoid foreclosure while protecting the bank's long-term interests. The transaction, led by business law partner Robert Cox
attorney Casey O'Connell, involved the creation of a custom omnibus loan modification document
the resolution of various security interest issues
due diligence matters.
Incentive-Based Compensation Programs Formed for Asset Investment Management Firm
Halloran & Sage represented an asset investment management firm in the creation of two incentive-based compensation programs for employees of a company that the management firm's associated investment controlled. The compensation programs constructed
executed by business law partner Robert Cox
attorney Casey O'Connell were uniquely tailored to the company's structure
needs,
included employee compensation methods that were pegged to the reduction of the company's debt
indexed against the appreciation in the company's potential acquisition value. The solutions allowed the company to properly incentivize its employees while ensuring that the compensation arrangements appropriately fit into the company's complex financing structure.
Manufacturing Company Represented in Asset Sale
Halloran & Sage represented a Connecticut manufacturing company in the negotiation, documentation
closing of a sale of the majority of the company's assets. The complex
wide-ranging transaction led by business law partner Robert Cox
assisted by attorneys Matthew Teich
Casey O'Connell included negotiated solutions regarding the status of the company's inventory, real estate, accounts, liabilities, employment matters
contractual obligations,
was closed in time to meet a strict year-end deadline. As part of its representation of the company, Halloran & Sage also effectuated a restructuring of the company's various business entities in the immediate aftermath of the asset sale to help the company successfully manage difficult taxation issues.
Business Entity Restructured after Dissolution
Merger
Halloran & Sage represented a Connecticut manufacturing company in a significant restructuring of its business entities in the immediate aftermath of an asset sale. The restructuring, included the creation of a new limited liability company, the merger of a corporation with
into an LLC,
the dissolution of an existing LLC. Each step of the transaction, led by business law partner Robert Cox
attorney Casey O'Connell involved precise timing to allow the principals of the companies to successfully navigate complex taxation issues by effectuating the restructuring during the small window of time between the execution of the asset sale
the end of the calendar year.
Firm Represents Regional Bank in Refinancing Credit Facility
Acquisition
Halloran & Sage represented a regional bank in refinancing credit facilities previously extended to a prominent Connecticut based company, with a separate mortgage, term
line of credit loan in the aggregate amount of $35,000,000. The additional proceeds were used to finance the company's acquisition of a local competitor. Halloran & Sage, led by business law partner Robert Cox
attorney Jaimee Z. Newman successfully counseled the bank through complex questions regarding the nature
extent of the bank's rights to the unique assets owned by the company. The deal was negotiated, documented
closed within approximately 30 days, to accommodate the seller's year-end deadline.
H & S Represents Large Regional Bank in Modifying
Extending Credit Facilities to Local Manufacturer
Halloran & Sage, represented a large regional bank in modifying existing credit facilities,
extending an additional facility, to a Connecticut manufacturing company. The additional proceeds were used by the company to acquire new business assets. All facilities were cross-collateralized
cross-defaulted, such that the bank can look to the assets of the company
its affiliates as security for all of the loans. The deal led by business law partner Robert Cox
attorney Jaimee Newman, was negotiated, documented
closed in less than 30 days to accommodate the parties' desire for a year-end closing.
Firm Represents Regional Bank in Connection with Senior Financing to CT Manufacturer
Halloran & Sage represented a regional bank in connection with the making of a $2,500,000 mortgage loan
$1,500,000 revolving line of credit to a Connecticut manufacturing company engaged in designing
building test equipment for the aerospace, power generation
industrial industries. The proceeds of the mortgage loan were used to finance the acquisition of the company
the real estate serving as its principal place of business by a group of investors
a prominent venture capital firm.
The revolving line of credit loans will be used to provide working capital to the company going forward. The venture capital firm also provided financing for the acquisition, which was subordinate to the banks financing. The Halloran & Sage team, led by business law partner Robert Cox
attorney Matthew Teich, documented, negotiated
closed the transactions in fewer than two weeks in order to accommodate a required year-end closing. Completion of the transactions ensures that the company will continue operations in Connecticut
provide jobs to Connecticut residents for the foreseeable future.
H & S Negotiates a Complex Loan
Forward Start Swap Transaction to Capitalize on Low Floating Interest Rates
A team of attorneys from Halloran & Sage Business Law Group, led by attorneys Robert Cox
Jaimee Newman, successfully counseled People's United Bank through the negotiation, documentation
closing of a financing transaction in which People's United Bank extended a first mortgage loan for the acquistion
development of a gas station
service center in New York state. In order to capitalize on the low floating interest rate environment,
to accommodate the Borrower's desire for fixed rate financing, the loan was closed, in advance of funding, together with a forward start interest rate swap. The loan proceeds were advanced,
the swap became effective, upon completion of the project. Halloran & Sage's prior experiences with such transactions enabled it to accurately document,
counsel both the bank
borrower through, the complex process.
H & S Closes the Financing of 25 Group Homes Throughout the State of Connecticut
Halloran & Sage represented the Connecticut Housing Financing Authority in its financing of twenty-five community residential facilities, commonly known as group homes, throughout the State of Connecticut. Each of the twenty-five transactions involved a unique
complex set of documentation, title, insurance
other due diligence matters. Through coordination with CHFA's internal team
outside bond counsel, Halloran & Sage successfully negotiated
resolved all matters to close the transactions within the requisite short term closing period. Completion of these transactions ensures that the facilities will continue to serve as group homes for those with developmental disabilities for the next three decades. The Halloran & Sage team was led by business law partner, Robert Cox,
also included real estate associate Jaimee Newman .
H & S Represents a Connecticut State Housing Authority in the Financing of an Affordable Housing Complex
Halloran & Sage, led by business law partner Robert Cox
real estate associate Jaimee Newman, was chosen to represent the Connecticut Housing Financing Authority in its extension of a $23,000,000 construction to term loan facility for the development of a Section 8 multifamily apartment complex in New Haven, Connecticut. The transaction involved multiple levels of financing, from various state
federal agencies, all of which were subordinate to the CHFA financing. Halloran & Sage provided counsel to CHFA on various documentation
due diligence matters, including complex title
survey, zoning
opinion issues. Closing of this transaction will allow for the construction
operation of 100 affordable housing units for residents of State of Connecticut for the next four decades.
Transactional Group Counsels Bank in Modifying
Exp
ing Multiple Credit Facilities to a Prominent Connecticut Company
Halloran & Sage represented TD Bank, N.A. in substantially modifying
exp
ing upon various credit facilities previously extended to a prominent Connecticut based company. In addition to providing working capital for the company, the facilities will provide financing for the construction of an addition to the company's headquarters, necessitated by a simultaneous merger transaction. To accommodate the Borrower's desire for fixed rate financing, a forward start interest rate swap was successfully completed relative to the construction facility, intended to become effective upon completion of the addition. Halloran & Sage's prior experiences with such transactions enabled it to accurately document,
counsel both the Bank
Borrower through, the complex process. The Halloran & Sage team was led by business law partner, Robert Cox,
also included real estate associate, Jaimee Z. Newman .
H & S Represents Bank in the Modification of Several Credit Facilities to a Prominent Connecticut Corporation
Halloran & Sage, led by business law partner Robert Cox
associate Matthew Teich, represented People's United Bank in the documentation, negotiation
closing of modifications to several existing credit facilities to a Connecticut manufacturing company. The transactions required accommodating multiple sources of financing, including the Connecticut Development Authority
capital contributions from an investor, both of which were subordinate to the People's financing. Completion of these transactions strengthens the cash position of the company amidst a struggling economy
ensures it will continue to grow
provide jobs to Connecticut residents for the foreseeable future.
H & S Closes the Financing of Several Rehabilitation, Vocational
Educational Facilities for the Mentally
Developmentally Disabled Located in Connecticut
Halloran & Sage represented a large regional bank in its extension of four credit facilities used for working capital, refinancing of existing indebtedness
financing of renovations for several rehabilitation, vocational
education facilities for the mentally
developmentally disabled located in Connecticut. Each of the credit facilities involved multiple interest rate options
separate sets of collateral. Halloran & Sage provided counsel to the bank on various complex security
perfection issues as well as documentation
due diligence matters. The Halloran & Sage team was led by business law partner Robert Cox
associate Matthew Teich .
Transactional Team Maneuvers through Complex Tax
Environmental concerns to close a $7M Mortgage Loan
Halloran & Sage represented a large Connecticut bank in closing a $7M first mortgage loan secured by property located in Wallingford, Connecticut. To address complex tax
environmental matters,
to accommodate the customer's desired use of the loan proceeds, a unique co-borrower structure was developed. Whereby both the fee owner of the property
its Principal, the originally intended payment guarantor, were co-borrowers of the loan
thus primarily liable for the debt. In addition to a first mortgage lien on the real property
related collateral, the loan was secured by a first priority lien
security interest upon certain limited liability company membership interests owned by the Principal in an affiliated entity. The Halloran & Sage team was led by business law partner, Robert Cox,
also included real estate associate, Jaimee Newman
legal assistant, Karel Gargiulo.
Connecticut Properties Refinancing Matter Administered by Firm
Halloran & Sage was chosen to be among six prominent Connecticut law firms to counsel a Connecticut State Housing Authority through the refinancing of,
extension of additional financing for, a fourteen property portfolio which serves as Section 8 housing throughout the State of Connecticut. Readily accommodating a year end closing date, Halloran & Sage successfully documented the restructuring
additional financing for housing developments located in New Britain, Connecticut,
Groton, Connecticut,
provided counsel to the Authority on all due diligence matters, most notably complex title issues. Completion of these transactions ensures that the developments will continue to serve as affordable housing for residents of State of Connecticut for the next four decades. The Halloran & Sage team was led by business law partner, Robert Cox,
also included real estate associates, Jaimee Newman
Matthew Teich .
Multiple Loans
Multiple Borrowers Transaction
A team of attorneys from Halloran & Sage Business Law Group, led by Attorney Robert Cox, successfully counseled one of New Engl
's largest banks through the negotiation, documentation
closing of a complex financing transaction in which the bank extended four separate first mortgage loans, to four separate borrowers, each of which was cross collateralized
cross defaulted. The transaction was further complicated by the fact that the mortgaged properties were located in the State of New York, which imposes a significant mortgage tax in connection with recording. To achieve the requisite cross collateralization
cross default, while limiting the borrowers' exposure to the mortgage tax, the deal was structured to include a single mortgage encumbering all four mortgaged properties,
securing the aggregate amount of the loans, yet four individual promissory notes to which each borrower was a party. The documentation allowed for each loan to be advanced at varying times,
upon satisfaction of detailed advance conditions,
permitted the borrowers to elect the rate of interest on each loan up until the time of disbursement of the loan.
Representing minority stockholders in a $15M stock purchase/leverage buyout of a $30M manufacturing company.
Representing the buyer in a $10M stock purchase of a manufacturing operation with environmentally impaired assets along with completing the Department of Environmental Protection Transfer Act compliance required to close the stock purchase.
Obtaining Probate Court approval
representing the estate in a stock sale of a $25M manufacturing operation to the United States subsidiary of a foreign corporation.
Representing the founding stockholders of a $35M manufacturing operation in the transfer of ownership to the family's next generation of owners.
Representing an international corporation in the sale
leaseback by its United States subsidiary of its manufacturing
storage facilities.
Representing an international financing company in its purchase of a $40M portfolio of leveraged lease transactions.
Representing a 1/3 owner of a company with $150M in sales in developing
implementing an amended
restated stockholders agreement which recast stockholder voting rights
addressed stockholder succession rights.
Representing a closely held real estate development
construction companies with respect to minority stockholder attempts to coerce the companies to buy them out.
Implementation of a stock option plan for the award of both qualified incentive stock options
nonqualified stock options to management employees with numerous exercise, payment
redemption options.
