Our Practice

Banking, Corporate Finance, and Transactions

Taylor Porter represents financial institutions, large corporations, venture capital firms, and small businesses. Our corporate, transactions, and securities lawyers give advice on a variety of business issues: 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.

Taylor Porter's banking representative experience includes:

  • Lead counsel for IberiaBank, a secured creditor in the bankruptcy case of foodservicewarehouse.com, a national online retailer.
  • Lead counsel for IberiaBank in a syndicated credit dispute involving a large oil and gas service company.
  • Lead counsel for Kleinpeter Trace, LLC in disputed secured lending relationship. Claims involved fraud, breach of contract, and breach of fiduciary duty.
  • Lead counsel for Richards Honda in protest of relocation of the automobile dealership.
  • 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.
  • 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.
  • Lead Counsel to LNR Partners, Inc., 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;
  • Lead defense counsel in fourteen consolidated class action cases involving over 20,000 class members seeking recovery of punitive damages under the Telephone Consumer Protection Act;
  • Lead counsel for JPMorgan Chase Bank, NA in the Chapter 11 proceedings of Pelts & Skins, L.L.C., the nation’s largest exporter of alligator hides;
  • Lead counsel for JPMorgan Chase Bank, NA 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;
  • Lead counsel for JPMorgan Chase Bank, NA in the Chapter 11 proceedings of Loma Company, L.L.C. The claim involved a letter of credit enhanced bond issuance in excess of $7,000,000;
  • Lead counsel for Bank One, NA in the Chapter 11 proceedings of Southern Healthcare Systems, Inc.:
  • Bank One issued Letters of Credit to enhance tax exempt bonds in the approximate amount of $22,000,000;
  • Proposed and confirmed a creditor’s plan liquidating six nursing homes in three states with related debtor-in-possession financing.
  • Lead counsel for Bank One, NA in the related chapter 11 proceedings of Schwegmann Westside Expressway, Inc. and its affiliate. Bank One, was the principal secured creditor with a claim in excess of $14,000,000;
  • Lead counsel for Bank One, NA in the chapter 11 proceedings of Stonebridge Convalescent Center, L.L.C. and its affiliates consisting of six nursing homes in two states. Bank One was the principal secured creditor with a claim in excess of $12,000,000;
  • Lead counsel for Total Environmental Solutions 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;
  • Secured related acquisition financing.
  • 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 relating to individual, residential, agricultural and commercial lending, including problem loan workouts and restructuring. Examples of lender representation are:

  • 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.

In our corporate finance and securities practice, we handle:

Financing Transactions

We structure, negotiate and document term and revolving credit facilities, acquisition and working capital loans, and senior and subordinated debt.  We 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

We help 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.

Examples of recent representations include

  • Corporate client representation in a multimillion dollar triangular merger with a Fortune 500 corporation.
  • Negotiated stock and asset acquisition for industrial clients.
  • Private equity placement for an independent movie producer.
  • Private debt placement for a software developer.
  • Joint venturing structuring between local and national contractors.

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