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Mr. Carolan practices in the areas of leveraged finance and restructuring. He has represented institutional lenders in large syndicated and bilateral financings frequently involving complex intercreditor relationships and secured by a diverse array of collateral including inventory, accounts receivable, real estate, intellectual property rights, equity interests, and other interests. He has also represented a variety of companies in the negotiation of their credit facilities for purposes of providing enhanced liquidity and working capital, financing strategic acquisitions, and financing construction of projects. These companies include those involved in media and entertainment, energy producers, software providers, and others at all levels of development from start-up to experienced market-leader. Mr. Carolan’s practice includes advice on the restructuring of distressed credits and the provision of debtor-in-possession financing on behalf of secured lenders, bond-holders, unsecured creditors and debtors.
As part of Brown Rudnick’s Cleantech Team, Mr. Carolan is also part of collaborative, cross-disciplinary initiatives to assist clients in this evolving sector.
Prior to joining the firm, Mr. Carolan was an associate general counsel at BNP Paribas and an associate in the finance and real estate department of a large international law firm.
Representative Matters
• Counsel to Wells Fargo Retail Finance, LLC, as joint lead arranger, in the negotiation and documentation of a syndicated $4.1 billion senior secured revolving credit facility to Sears Roebuck, K-Mart, and their subsidiaries.
• Counsel to Wells Fargo Retail Finance, LLC, as joint lead arranger, in the negotiation and documentation of a syndicated $2.0 billion senior secured revolving credit facility to a major national retailer of toys and baby clothes.
• Counsel to Wells Fargo Retail Finance, LLC, as administrative agent, in the restructuring and amendment and restatement of a senior secured revolving credit facility to an international retailer of greeting cards and several other similar facilities to other well known large retailers.
• Counsel to BNP Paribas, as administrative agent, in the negotiation and documentation of a senior secured revolving credit facility to an international grains commodity trader.
• Lender’s counsel in the negotiation and documentation of a senior secured revolving credit facility to a producer and trader of oil, gas, and dry chemicals.
• Lender's counsel in a series of secured and unsecured term loan facilities to finance various microfinance lenders' operations in a number of jurisdictions, including Russia, China, Argentina, and Kazakhstan.
• Counsel to ad hoc committee of senior secured $600 million note holders of Spansion LLC.
• Counsel to ad hoc committee of secured term loan lenders to Newark Group.
• Borrower's counsel in a €230 million multi-currency, syndicated, acquisition finance multi-term loan and revolver facility to support a European-based multinational business software firm's proposed strategic acquisition of a UK-based multinational peer firm.
• Borrower's counsel to Dolphin Entertainment, a leading independent producer of live-action television programming for children and young adults, in negotiation and documentation of a series of film slate financing transactions of up to $120 million.
Publications
• Co-author, "The New ABS Zeitgeist," International Securitization & Finance Report,Volume 12, No. 4, February 2009
• Co-author, "Microfinance and Securitization: A Profitable Partnership for Socioeconomic Development" International Securitization & Structured Finance Report, April 15, 2008
• “Note: The Republic of Taiwan: A Legal-Historical Justification for a Taiwanese Declaration of Independence,” New York University Law Review, May 2000
Community Involvement
• Member, Board of Governors, Human Rights Campaign
Bar Admissions & Memberships
• Admitted, New York Bar
• Member, New York State Bar Association and American Bar Association
• Member, Board of Directors, Brown Rudnick Charitable Foundation
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