Christopher J. Carolan

Partner

New York
T +1.212.589.4658
F +1.212.589.4201

Overview

Christopher Carolan is an experienced debt finance and corporate attorney. He has led engagements on behalf of arrangers, agents, lenders, borrowers and issuers involved in commodities, retail, technology, telecommunications, media, real estate, healthcare, oil and gas, renewable energy and manufacturing. Chris’ lending clients provide first lien, second lien or mezzanine financing, and are comprised of global financial institutions, regional banks, funds, venture capital investors, private individuals or family offices. His borrower clients include publicly traded entities, REITs, funds, closely held companies and private equity owned portfolio companies of all sizes.

Chris has extensive experience with syndicated credit facilities, letters of credit, receivables purchase transactions, mortgage repurchase transactions and mortgage warehouse lines of credit. He often handles transactions that raise international or cross-border collateral and guaranty issues and complex intercreditor arrangements. He works closely with his borrower clients to understand their strategies and businesses, and to help position them for future growth. Additionally, offering “360-degree” service to his clients, Chris has handled workouts and restructurings of problem loans and distressed borrowers, working seamlessly with bankruptcy counsel when needed.

Chris also represents venture capital and private equity investors in connection with their creation, fund formation, capital raising, investments, acquisitions and divestitures. In this capacity, he serves as outside general counsel to a leading venture capital management firm that invests in, manages and provides growth support to the highest quality companies in the information security, management and analytics sectors.

Select Experience

Debt Finance
  • Represented a leading global, U.S.-based bank as the arranger, administrative and collateral agent, lead lender, and letter of credit issuer in several senior, secured, syndicated credit facilities, ranging in size from $35 million to $4 billion. Included related workouts, restructurings, or liquidations, particularly involving retailers.
  • Represented several borrowers under senior, syndicated credit facilities from various financial institutions as agents and lenders, and in matters relating to their issuance of public notes.
Private Equity/Venture Capital
  • Represented leading venture capital/private equity management firms in connection with their founding, capital raising, fund formation, corporate governance and investments in and/or acquisitions of late venture stage technology companies focused in the cybersecurity, data protection and information management sectors.
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Experience

Debt Finance
  • Represented a leading global, U.S.-based bank as the arranger, administrative and collateral agent, lead lender, and letter of credit issuer in several senior, secured, syndicated credit facilities, ranging in size from $35 million to $4 billion. Included related workouts, restructurings, or liquidations, particularly involving retailers.
  • Represented a global, French-based bank as lender in leveraged commodity finance (including oil, gas, chemicals, metals and grain), international trade finance and general corporate finance transactions.
  • Represented a large U.S. bank as arranger, agent, and lead lender in unsecured, syndicated loans to public REITs, in mortgage warehouse lines of credit, and in mortgage repurchase transactions.
  • Represented a consortium of senior secured lenders to a manufacturer of solar energy equipment, as well as its successor. Wide-ranging engagement included representing group of lenders in a DIP loan (including non-DIP financing for the borrower's European subsidiaries), supplementary DIP financing, a successful credit bid by the lender to acquire the assets of the company, the provision of exit financing to the successor entity, and the financing of the subsequent merger and acquisition of the successor entity.
  • Represented several borrowers under senior, syndicated credit facilities from various financial institutions as agents and lenders, and in matters relating to their issuance of public notes.
  • Represented a private equity sponsor and its portfolio companies in the provision of various loans, including revolving loans, term loans and mezzanine debt, used to finance bolt-on acquisitions, business expansion and working capital needs.
  • Represented a family-owned communications and media company with assets in newspapers, broadcast television and cable television in connection with their $500 million senior, syndicated secured revolving credit facility, term loans and its issuance of publicly traded notes.
  • Represented various funds as borrowers under mortgage warehouse lines of credit and repurchase facilities, receivables purchase facilities and in lines of credit secured by the capital commitments of the funds’ limited partners.
  • Represented various borrowers engaged in the ownership and/or operation of senior skilled nursing home facilities in connection with their leveraged debt financing, including revolvers, term loans and mortgage financing.
  • Represented a borrower in a $230 million multi-currency, syndicated, acquisition finance term loan and revolver facility to support a European-based multinational business software firm's acquisition of a UK-based multinational firm.
Private Equity/Venture Capital
  • Represented leading venture capital/private equity management firms in connection with their founding, capital raising, fund formation, corporate governance and investments in and/or acquisitions of late venture stage technology companies focused in the cybersecurity, data protection and information management sectors.
  • Represented the portfolio company of a venture capital management firm, as well as the venture capital management firm, in the sale of the company to one of the largest global cybersecurity businesses based in Silicon Valley.

Recognitions and Memberships

Memberships

  • American Bar Association
  • New York State Bar Association
  • New York Institute of Credit

Community

  • Human Rights Campaign: National Board of Directors (2012 to present)

Pro Bono

  • Represented the Human Rights Campaign in certain corporate pro bono matters.

Prior Positions

  • BNP Paribas: Director, Associate General Counsel (2004 to 2007)

Admissions

  • New York

Education

  • J.D., New York University School of Law, 2000; New York University Law Review, Notes Development Editor
  • M.A., Fordham University, 1997
  • B.A., Fordham University, 1995, magna cum laude

Blog

In The Blogs

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Financial Services Blog
IRS Issues Regulations That May Affect Borrowing Costs and Financing Terms of US Multinationals
By Roger M. Brown, Christopher J. Carolan, Jeffrey H. Paravano
November 27, 2018
Recently proposed IRS regulations materially change the way stock and assets of foreign corporations that are “controlled foreign corporations” (CFCs) can be used to support debt of U.S. affiliates. In the commercial lending market, this...
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