Asset-based Lending

Overview

Osler advises both borrowers and lenders in structuring, negotiating and documenting a wide array of domestic and multi-jurisdictional asset-based lending (ABL) transactions – from sponsor led acquisitions to debtor-in-possession and exit transactions.  We understand the legal and practical issues involved in these collateral-based financings.  Our ABL group has deep industry experience and has advised clients in implementing ABL solutions in such diverse sectors as industrial, manufacturing, retail, distribution, consumer products, forestry, steel, technology and software, oil and gas, and airline industries.

Our ABL team works closely with lawyers in our insolvency and restructuring group, with extensive collaboration between teams to advise clients from deal inception to exit.

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Related Expertise

Kevin J. Morley

Partner, Financial Services
Toronto
  • Cona Resources Ltd.

    Cona Resources Ltd. in the change of control tender offer for its US$269.7 million 7.25% senior notes and related financing by way of a $160 million second lien term loan and a drawdown on its existing credit facility

  • Panavision Inc.

    Panavision Canada in connection with its syndicated ABL facilities led by Bank of America

  • Bank of America, N.A.

    Bank of America, N.A. (acting through its Canada branch), as agent, in its amended and restated C$750 million senior, secured asset-based loan in favour of Hudson’s Bay Company.

  • Bank of America, N.A.

    Bank of America, N.A, (i) as agent, in its US$900 million senior, secured asset-based loan in favour of Lord & Taylor Acquisition Inc.; (ii) as agent, in its US$2 billion first lien term loan, and (iii) as agent, in its US$300 million second lien term loan, each in favour of Hudson’s Bay Company, all in connection with HBC’s acquisition of Saks Inc. for US$2.9 billion.

  • Bank of America, N.A.

    Bank of America, N.A. as agent, in its US$85 million Canadian and US ABL loans to Seaton Acquisition Corp. and its affiliates.

  • PNC Bank, N.A.

    PNC Bank, N.A., as agent and lender, in its US$20 million in loans to Zochem Inc.

  • Royal Bank of Canada

    Royal Bank of Canada, as lender, in its C$10 million in loans to Goudas Food Products.

  • Axiall Corporation (formerly Georgia Gulf Corporation)

    Axiall Corporation (formerly Georgia Gulf Corporation) – Canadian counsel to the Corporation in connection with its $500 million ABL credit facility provided by GE Capital as Administrative Agent for a group of lenders.

  • Wells Fargo Retail Finance LLC

    Wells Fargo Retail Finance LLC and another financial institution in a $1.3 billion asset-based credit facility for Hudson’s Bay Company and its subsidiaries.

  • Associated Materials Canada Limited

    Associated Materials Canada Limited and affiliates, as Canadian Borrowers, in connection with senior secured asset-based revolving credit facilities provided by UBS AG Canada Branch, as Canadian Administrative Agent, and UBS AG, Stamford Branch, as US Administrative Agent, each for a group of Lenders.

  • Bank of America, N.A.

    Bank of America, N.A. in a US$100 million DIP credit facility provided to Eddie Bauer, Inc.

  • Wells Fargo Capital Finance Corporation Canada

    Wells Fargo Capital Finance Corporation Canada, as primary Collateral Agent and a Lender, under a $175 million asset based credit facility for Catalyst Paper Corporation.

  • Deutsche Bank Trust Company Americas

    Deutsche Bank Trust Company Americas, as Administrative and Collateral Agents, under a US$350 million asset based credit facility provided to Essar Steel Algoma Inc.

  • J.P. Morgan Chase & Co.

    J.P. Morgan Chase & Co. in a $400 million asset based loan for Beauty Systems Group.

  • Accuride Corporation and Accuride Canada Inc.

    Accuride Corporation and Accuride Canada Inc. in connection with an asset based credit facility in the principal amount of US$100 million.

  • UBS AG Canada Branch

    UBS AG Canada Branch, as Administrative and Collateral Agents, of a $160 million asset-based credit facility to a large crane owner, operator and lessor.

  • Royal Bank of Canada

    Royal Bank of Canada, as agent, in ABL and mortgage loan facilities for JBS Food Canada Inc. (the purchaser of the XL Foods plant in Brooks, Alberta).

  • Royal Bank of Canada and RBC Capital Markets, LLC

    Royal Bank of Canada in its $225 million asset-based revolving credit facility to Northern Crane Group

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Chambers

  • Chambers Global: The World’s Leading Business Lawyers states, “From asset-based lending and project finance, to securitisation, the team has a consistent market share.”

Lexpert

  • The Canadian Legal Lexpert Directory, Toronto, Ontario: Asset Equipment Finance/Leasing
  • The Canadian Legal Lexpert Directory, Calgary, Alberta: Asset Equipment Finance/Leasing

IFLR

  • IFLR 1000: The Guide to the World’s Leading Financial Law Firms: Banking and Financial Services Regulatory
    •  Sources describe Osler as having “a deep bench firm-wide. They can utilize the wide expertise of the firm.”

Legal 500

  • Legal 500: Banking & Finance Law

Expert Guides

  • Expert Guides: The Legal Media Group Guides to the World’s Leading Lawyers: Osler lawyers recognized as leaders in Banking & Finance