Francis J. Quinn

Experience

Frank Quinn is a member of Windels Marx's transactional group and frequently represents commercial lending institutions in their national and regional lending activities, as well as local lenders who are active in both the New Jersey and New York markets.

Lending, Finance and the Banking Industry

Mr. Quinn's practice includes a broad spectrum of sophisticated commercial/corporate lending transactions with a primary focus of transactions emanating from the New York and New Jersey middle-market (mid-cap and small-cap borrowers). In that connection, Mr. Quinn is well experienced in:

• merger/acquisition and recapitalization financings,
• capital asset acquisition facilities,
• working capital facilities,
• asset-based lending facilities,
• commercial mortgage transactions, and
• tax-exempt structured finance matters.

His transactions include single bank deals, club-bank deals, as well as nationally syndicated transactions. His practice with respect to syndicated transactions includes representation of lead lenders, administrative agents, arranger/bookrunners and other capacities involved in the syndication process, as well as co-lenders and other B-loan participants.

Within this transactional practice, Mr. Quinn has developed a particular specialization in the integration of various bank credit products and treasury management services into bilateral and multilateral credit facilities. Mr. Quinn also has extensive experience in the negotiation and documentation of various intercreditor arrangements, including as required in asset-based facilities, related equipment finance transactions, mezzanine structured finance matters, and uni-tranche and multi-tranche capital restructuring transactions. Mr. Quinn also provides advice on general banking law and the regulation of banks on issues arising from this transactional practice.

As a former in-house counsel to First Fidelity Bancorporation (Newark, NJ), Mr. Quinn is adept at understanding the transactional, regulatory and market-related pressures facing today's lenders.

Public, Not-For-Profit and Healthcare Finance

Mr. Quinn has also developed a particular skill in public finance, not-for-profit finance and healthcare finance for his institutional lending clients, including:

• liquidity and credit enhancement facilities,
• direct-pay letter of credit transactions,
• standby bond purchase facilities and
• direct purchases of tax-exempt bonds.

Workouts and Restructurings

Mr. Quinn's practice also includes loan work-out, restructuring transactions and other loan asset recovery assignment for his national and regional banking clientele. Within this practice, Mr. Quinn has developed a specific expertise in loan asset sale transactions, both single asset or bulk portfolio sales transactions.

Representative Matters

Among his many notable engagements, Mr. Quinn has been counsel on the following matters:

• Representation of Hackensack Meridian Health, Inc. in its offering of $1 billion Hackensack Meridian Health Taxable Bonds, Series 2020.
• Representation of a prominent national bank as administrative agent, lead lender, lead arranger and sole bookrunner in a $275 million “amend and extend” asset-based lite  syndicated credit facility for major wholesaler of women's apparel.
• Representation of a prominent national bank as agent and lead lender in a $300 million senior secured syndicated loan to finance the acquisition by a heavy/construction equipment dealer of a competitor in a contiguous market, creating one of the largest heavy equipment dealers in the Northeast. The deal was structured as an asset-based lite transaction secured by heavy equipment lease receivables, among other collateral.
• Represented the senior lender on a $70 million multi-currency, multi-rate senior secured credit facility, which included the refinancing of an agented multi-bank credit facility in favor of a single bank structure, all in anticipation of an IPO of a portion of the company's ownership held by its founders and equity sponsors.
• Representation of lead lender and administrative agent in connection with a $50 million senior syndicated credit facility, as well as lead arranger in connection with the loan syndication effort for a world renowned trade organization and accrediting body for the electrical engineering profession.
• Representation of a lead lender and administrative agent in connection with a $200 million senior asset-based lite syndicated credit facility, and the lead arranger and bookrunner in connection with the loan syndication effort for a major wholesaler of women's sleeping apparel.
• Representation of an agent bank, lead syndicator and collateral agent in connection with a transaction to provide credit enhancement for a $145 million in first mortgage bonds and $65 million in second mortgage bonds issued to finance the encapsulation and remediation of environmentally sensitive areas in preparation for further mixed use redevelopment.
• Representation of lead lender and administrative agent on a $150 million syndicated senior secured revolving credit facility for a major supermarket cooperative to support its warehouse facility expansion programs and other working capital needs. This transaction entailed negotiation and documentation of intricate intercreditor terms between the working capital lenders and the institutional holders of privately placed senior secured long-term notes.
• Representation of a major national bank in a $150 million bi-lateral revolving credit facility to support the working capital and acquisition activity of a major developer/designer of software products to governmental entities and financial institutions. The transaction involved negotiation and documentation of intercreditor terms with a major supplier of software products and the integration of ancillary supply chain settlement financing.
• Representation of a major national banking institution in connection with a $50 million credit facility to finance various marine facility improvements and vessel construction and acquisition projects for a major marine construction and dredging operation and to support its working capital needs.
• Representation of a major regional bank in its direct-purchase of certain tax-exempt bonds issued by the New Jersey Economic Development Authority to finance the expansion of a CCRC/nursing home facility in central New Jersey.
• Representation of a major regional bank in its direct-purchase of certain tax-exempt bonds issued by the New Jersey Economic Development Authority to refinance a portion of taxable parity obligations issued under a master trust indenture structure for a major not-for-profit nursing home operator.
• Representation of a major regional bank in the restructuring of various taxable and tax-exempt direct purchase bonds issued by the New Jersey Health Care Facilities Finance Authority for  several major New Jersey-based hospital systems resulting from recent New Jersey to reflect investment grade master trust indenture terms and conditions. 
• Representation of an agent bank and lead lender on behalf of a syndicate of national and regional banks on an asset recovery matter and bankruptcy involving a failed redevelopment project in the New Jersey Meadowlands District financed through the issuance of tax-exempt and taxable bonds by various governmental agencies. Said recovery actions included successful dismissal of the bankruptcy petition, a Federal District Court action to recapture unexpended bond proceeds from the bond trustee and other project participants alleging claims against said trust funds, State court action to enforce various performance bonds for environmental remediation work, as well as a foreclosure action contested by state redevelopment authorities, performance bond companies, subordinate lenders and other project participants.

Professional Activities, Memberships & Accomplishments

Mr. Quinn is a frequent panelist and speaker on seminars related to various commercial lending matters. He is also a frequent outside contributor/instructor on internal training seminars arranged for the benefit of institutional clientele on various topics germaine to their commercial lending activities.

Mr. Quinn has served on the Executive Committee of the Essex County Bar Association's Banking Committee. He is a member of:

• New Jersey Bankers Association,
• Banking Law Section of the New Jersey State Bar Association,
• Business Law Section of the American Bar Association and
• New York State Bar Association.

Authored

Mr. Quinn has published several articles in trade journals, including the International Finance Law Journal and the New Jersey Law Journal, on various topics salient to his practice. While attending St. John's University School of Law, he was an editor of the St. John's Law Review.