Financial Industry Corporate Services

Email This Page  Print This Page Print PDF

Baker Donelson is recognized as a preeminent law firm representing banks, thrifts, commercial lenders and other financial institutions in all manner of corporate services. Team members represent a large number of regional and community banks and their related businesses in connection with various activities, including organization, mergers, acquisitions, branching, regulatory and governmental compliance, legislation, administration, business diversification, investment and merchant banking and trust department matters.

We have represented both lenders and borrowers for decades in significant and varied commercial transactions. This experience is critical in the complex financing that businesses routinely address as part of their total finance and strategic planning. We also offer our clients extensive experience in negotiating intercreditor arrangements, subordination agreements, participation agreements, letter of credit issues, bond financings, factoring and security documents, and in the creation and perfection of liens and security interests in all manner of collateral. Attorneys handle multi-state financing transactions, and a number of lawyers are recognized leaders in the areas of financial institution regulatory matters, lending, structured finance and securitization.

Corporate services for financial institutions include:

  • Review, structure, negotiation and documentation of commercial and consumer loans
  • Project finance
  • Loan workouts and restructuring
  • Leveraged buyouts and mezzanine financings
  • Term and revolving credit facilities
  • Working capital loans
  • Mortgage warehousing loans
  • Health care financing
  • Floor-planning loans
  • Tax incentive programs
  • Senior and subordinated debt instruments
  • Asset-backed securities
  • Real estate financing transactions
  • Participation agreements

The Firm has also represented a number of banks, bank officers and directors in a wide variety of bank closings, failures, reorganizations and FDIC litigation. Attorneys regularly represent the interests of financial institution clients before various local, state and federal administrative and regulatory agencies, and we maintain a legislative practice that monitors and interacts with the legislative branches of local, state and federal government in a wide variety of circumstances.

Representative Matters

  • General counsel to one of the largest Tennessee-headquartered financial institutions.
  • Formed numerous banks, savings and loans, industrial loan and thrift companies, and mortgage companies for clients, including over 30 de novo banks.
  • Federal and state tax planning for both multi-state and community-based financial institutions.
  • Represented a publicly held national bank client in acquisitions and divestitures of a dozen mortgage companies involving more than $300 million in aggregate consideration.
  • Consolidated several large mortgage companies acquired by a publicly held national bank client, which included tax and structuring advice and total responsibility for all corporate, state licensing and agency and private investor approval aspects of the transaction, resulting in the formation of a nationally recognized mortgage company that is consistently ranked in the top 20 mortgage originators and servicers by the Mortgage Bankers Association of America.
  • Ongoing representation of numerous mortgage bankers in the formation of RESPA compliant Affiliated Business Arrangements.
  • Represented a national bank in the $41 million sale of its corporate trust department, including successful obtainment all required consents, approvals and assignments from over 600 local issuers for the client which resulted in the client's achieving 99% of its maximum earnout.
  • Partnered with a national bank client in development of an interest rate swap lending program for bank customers utilizing International Swap Dealer Association documents, including development of an instructional program for loan officers on use and implementation of interest rate swaps.
  • Represented a national bank in the divestiture of its ATM division valued at $35 million.
  • Regular representation of a leading national credit card merchant processor in development of products and services, acquisitions and contract negotiations.
  • Borrower's counsel in refinancing debt secured by 99 facilities in 21 states, with a combination of traditional and securitized loans.
  • Borrower's counsel to a Triple A baseball team in the complex financing of its ballpark.
  • Issuer's counsel in a number of synthetic lease transactions.
  • Regular representation of lenders and borrowers in complex commercial loan transactions, involving a variety of industries – manufacturing, health care, real estate – and collateral types.
  • Issuer's counsel for a publicly traded national bank holding company in connection with a $100 million subordinated debt offering, as well as counsel to its national bank subsidiary in a $250 million subordinated debt offering.
  • Borrowers', underwriters', trustees' and bond counsel in an extensive number of bond financings. Experience in this area includes private activity bond financing of manufacturing and multifamily housing facilities, as well as general obligation bonds and financing for utilities.