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Paul, Weiss Represents Guggenheim Securities in Whole-Business Securitization and Tax Lien Securitization
- Client News
- September 4, 2014
Paul, Weiss represented Guggenheim Securities as initial purchaser in connection with Hooters of America, LLC's first whole-business securitization (closed August 12, 2014). HOA Funding, LLC and various other co-issuers issued securitization notes (due August 2021 and rated BBB by Kroll Bond Rating Agency), which, among other things, enabled the company to refinance its existing debt. Notable legal issues of interest included (i) navigating license and franchising arrangements with various founders of the original Hooters (there are currently two different restaurant systems operating under the Hooters name), (ii) liquor license approvals, (iii) landlord consents, (iv) reconciling various historical financials (from recent acquisitions) into a suitable model for the securitization and (v) drafting disclosure related to the foregoing. The securitization attorneys were Jordan Yarett, Ryan McNaughton, Amir Shmueli and Danielle Hildreth; the intellectual property attorneys were Claudine Meredith-Goujon and Elana Bensoul; the securities attorney was Youjung Park; the ERISA attorneys were Andrew Gaines and Uri Horowitz; the tax attorneys were Rick Bronstein and Tina Cerrito; the bankruptcy attorneys were Doug Davis and Kellie Cairns; and the real estate attorneys were Peter Fisch, Matthew Taylor and Luke Murumba.
Paul, Weiss represented Guggenheim Securities as initial purchaser in connection with the July 31, 2014 issuance by Alterna Funding I, LLC of notes (due February 15, 2021 and rated AAA(sf) by Kroll Bond Rating Agency) backed by a pool of tax liens relating to unpaid real property taxes, assessments and other charges secured by real property in FL, IL, MD, NJ and NY. To our knowledge, this deal is the first rated multi-jurisdictional tax lien term securitization. The securitization/financing attorney was Jordan Yarett; the securities attorney was Raphael Russo; the ERISA attorneys were Robert Fleder and Erin Murphy; the tax attorney was Richard Bronstein; and the litigation attorney was Allan Arffa.