Suzanne L’Hernault

Suzanne L’Hernault represents lenders and borrowers in a wide range of secured and unsecured financing transactions. Focusing her practice in leveraged buyout financing, asset-based lending, working capital financing, project funding, and workouts, Suzanne has extensive experience drafting and negotiating credit agreements, letters of credit, inter-creditor agreements, subordination agreements, and security documents.

Suzanne also has extensive experience in dealing with liquidity facilities, working capital lines of credit, term loans, and debt restructuring agreements. Suzanne also advises administrative agents in syndicated credit facilities.

REPRESENTATIVE MATTERS

• Represented a major money-center bank in an $800 million unsecured credit facility to a national accounting firm consisting of a $500 million five-year revolving credit, swing line and letter of credit facility and a $300 million, five year term loan facility.
• Represented a New York bank in a $225 million senior unsecured credit facility to a major manufacturer and distributor of irrigation equipment and power transmission towers, comprised of (i) a senior unsecured revolving credit facility in an amount up to $150 million, with a $10 million sublimit for swing line loans, a $50 million sublimit for standby and trade letters of credit and a $50 million sublimit for loans in Euros and (ii) a $75 million senior unsecured five-year term loan facility.
• Represented a European bank in providing $180 million in senior secured working capital financing to an aluminum manufacturer and refiner. Representation included several restructurings of this facility in response to adverse conditions in the aluminum industry and problems particular to this borrower.
• Represented a major national bank in a $178.5 million senior unsecured credit facility comprised of (i) a $59.58 million three-year revolving credit facility with a $15 million sublimit for trade letters of credit, a $6.5 million sublimit for standby letters of credit, and a $7 million sublimit for swing line loans and (ii) a $118.9 million 364-day revolving credit facility.
• Represented a New York bank in a $120 million senior secured credit facility to a major manufacturer and distributor of costumes, comprised of (i) a $105 million senior secured revolving credit facility with a $20 million sublimit for trade letters of credit, a $2.5 million sublimit for standby letters of credit, and a $7 million sublimit for swing line loans and (ii) a $15 million senior secured four-year term loan facility.
• Represented a New York bank as letter of credit issuer and lender, in a $110 million secured revolving credit, term loan, letter of credit and bankers’ acceptance facility comprised of a (i) $60 million term A facility, (ii) $30 million term B facility and (iii) a $20 million revolving credit facility with a $10 million sublimit for standby and trade letters of credit.
• Represented a public company in the negotiation of a secured credit facility providing for a term loan of $110 million and a revolving credit commitment of $30 million, with a letter of credit sublimit of $8 million for working capital and general corporate purposes.
• Represented two European banks in issuing standby letters of credit in an aggregate stated amount of $50 million to support the obligations of the account party under a settlement implementation agreement.
• Represented a national bank in a $22.2 million secured working capital, equipment financing and acquisition facility comprised of (i) a $16 million revolving credit facility with a $1 million sublimit for standby letters of credit, (ii) $1.2 million convertible revolving credit facility and (iii) $5 million term loan.
• Represented a venture capital acquisition vehicle in the negotiation of a senior secured credit facility providing for a $17 million term loan and an $8 million revolving credit facility and a subordinated credit facility providing for the issuance of $8 million in senior subordinated notes, the proceeds of which financings were used to finance the acquisition of an equipment manufacturer.
• Represented a New York bank in its credit relationship with two families of private equity funds, including multiple contemporaneous credit facilities, letters of credit in support of unit investment trusts and uncommitted lines of credit.
• Represented a UK bank in complex bankruptcy proceedings in separate states of a parent and former subsidiary involving the bankrupt parent’s conversion to equity of the bank’s security at the bankrupt subsidiary level. Worked with the bank in developing a litigation strategy and supervision and assistance of litigation counsel in obtaining the rescission of the conversion at the parent level resulting in restoration of the bank’s secured position and giving it the leverage to compel the subsidiary to settle with the bank. Prepared and negotiated a settlement agreement, negotiated with the unsecured creditors to attempt to gain their acceptance, persuaded the subsidiary to push through the settlement over the objection of the unsecured creditors and ultimately recovered for the bank payment in full of its secured claim and partial payment of an unsecured claim which would otherwise have proven worthless.
• Represented a European bank, as agent, lender and letter of credit issuer, in the secured financing of a project to construct and operate a plant for the manufacture of wallboard products. The facility included a term loan, a standby loan, a construction loan and a standby letter of credit facility. Drafted and negotiated all financing and security documents, assisting the bank in determining an appropriate capital structure and review of equipment purchase contracts, construction contracts and employment agreements. After the manufacturer went into bankruptcy due to a decline in the construction industry, also advised the agent in bankruptcy, assisted in developing a strategy to locate potential purchasers for the assets, negotiating the terms for sale of the assets (comprising real estate, equipment, inventory and intellectual property) to a Fortune 500 corporation, preparing and negotiating the asset and equipment sale agreements and all related contract assignments and bills of sale and closing the transaction.
• Represented a European bank in the purchase by its New York branch of the entire U.S. loan portfolio of another European bank. The portfolio consisted of syndicated loans, single-bank loans and participations.

MEMBERSHIPS/AFFILIATIONS

• Member, American Bar Association