Taylor Porter’s Corporate, Transactions, and Securities team provide advice on a variety of business issues including corporate formation and governance, executive compensation, stockholder relationships, equity and debt financing, tax, management transitions, mergers and acquisitions, and corporate dissolution. In keeping with our full-service approach, we are able to assist our business clients in the areas of environmental regulation and litigation, intellectual property, estate planning, labor and employee relations, real estate, and contracts.
Representative Experience:
- Serving as lead counsel for a locally owned bank, a secured creditor in the bankruptcy case of a national online retailer.
- Serving as lead counsel for a locally owned bank in a syndicated credit dispute involving a large oil and gas service company.
- Serving as lead counsel for an automobile dealership in protest of relocation of the automobile dealership.
- Serving as lead counsel on the involuntary bankruptcy case of New Towne Development Group, L.L.C. Representation included defense of numerous suits and the purchase of causes of action from the trustee.
- Serving as special counsel to the court-appointed examiner in the matter entitled “In re: Harold L. Rossbottom.” Representation included identifying, securing, and accounting for assets of the estate.
- Serving as lead counsel to the nation’s largest special servicer of REMIC loans, in connection with property damage to numerous commercial properties throughout Louisiana and Mississippi resulting from Hurricanes Katrina and Rita and related foreclosures, workouts, bankruptcies, and commercial litigation.
- Serving as lead counsel in fourteen consolidated class action cases involving over 20,000 class members seeking recovery of punitive damages under the Telephone Consumer Protection Act.
- Serving as lead counsel for a global financial corporation in the Chapter 11 proceedings of the nation’s largest exporter of alligator hides.
- Serving as lead counsel for a global financial corporation in defense of a lender liability suit filed in connection with multiple bond issuances financing manufacturing facilities in four states. The suit was dismissed with prejudice.
- Serving as lead counsel for a global financial corporation in the Chapter 11 proceedings of local compression molder. The claim involved a letter of credit enhanced bond issuance in excess of $7 million.
- Serving as lead counsel for a national bank in the Chapter 11 proceedings of healthcare system:
- The bank issued Letters of Credit to enhance tax-exempt bonds in the approximate amount of $22 million.
- Proposing and confirming a creditor’s plan liquidating six nursing homes in three states with related debtor-in-possession financing.
- Serving as lead counsel for a national bank in the related Chapter 11 proceedings of Schwegmann Westside Expressway, Inc., and its affiliate. The bank was the principal secured creditor with a claim in excess of $14 million.
- Serving as lead counsel for a national bank in the Chapter 11 proceedings of senior living center and its affiliates, consisting of six nursing homes in two states. The bank was the principal secured creditor with a claim in excess of $12 million.
- Serving as lead counsel for a water and sewer utility company in the Chapter 11 proceedings of Johnson Properties, Inc.:
- Total Environmental Solutions acquired the assets of Johnson properties pursuant to a negotiated Chapter 11 plan proposed by the court-appointed Chapter 11 trustee.
- The assets of Johnson Properties consisted of over 200 sewer treatment facilities located in six states.
- Involvement included oversight of counsel to secure regulatory approval from three regions of the United States Environmental Protection Agency, the Offices of Environmental Quality in six states, and six state public service commissions.
- Securing related acquisition financing.
- Serving as lead counsel in the successful defense of Anne Guzzardo v. Central Progressive Bank, a leading case in the defense of lender liability in Louisiana.
The firm also provides counsel regarding compliance with increasingly complex state and federal regulations, “lender liability” issues, and matters related to individual, residential, agricultural, and commercial lending, including problem loan workouts and restructuring.
Lender Representation:
- Negotiating major workouts of problem commercial loans involving restructuring of financial obligations, validity of collateral, and other repayment terms.
- Representing leading financial institutions in multimillion-dollar commercial loan transactions involving loan agreements, collateral security, title work, and tax issues.
- Acting as lender’s trustee and/or borrower’s counsel on numerous bond transactions.
- Defending financial institutions in the areas of lender liability, directors’ and officers’ liability, trust and fiduciary matters, and actions brought under RICO and the Bank Holding Company Act.
- Defending former directors of financial institutions in litigation brought by the FDIC and the RTC.
- Defending institutional and corporate clients against third-party acts of fraud and forgery.
Corporate Finance and Securities Representation:
Financing Transactions
We structure, negotiate, and document term and revolving credit facilities, acquisition and working capital loans, and senior and subordinated debt. Our attorneys represent clients in private debt and equity placements in both traditional and nontraditional industries. Our clients range from industrial to software to entertainment companies.
Acquisitions and Divestitures
We advise clients about complex issues related to buying or selling businesses, equity ownership rights, and ownership transition.
Executive Compensation
Our team helps structure and document key executive compensation agreements, stock and cash bonus plans, and non-compete agreements.
Corporate Governance
We advise business owners and directors on all aspects of corporate governance.
Intellectual Property
We negotiate and draft contracts, licenses, and technology transfer agreements. We prosecute patent applications, and we assist clients in enforcing patents and other intellectual property rights.
Practice Contact
