Transportation Financing
Ober|Kaler is one of the few firms in the mid-Atlantic region experienced in financing transportation equipment. Our Finance Group attorneys represent a number of banks, equipment finance companies and other financial institutions.
Clients seek and value our advice due to our prompt, professional and “business friendly” focus. Client goals and values are paramount in our efforts and guide our strategy, which always considers both the immediate transaction and the client’s bigger picture.
Our vast experience in the transportation industry includes:
Aircraft Finance
Ober|Kaler represents some of the largest financing participants in the business jet and helicopter finance market, as well as a major national airline in all aspects of aircraft financing. We regularly advise our clients with respect to complex cross-border transactions and the legal and business issues that arise. We assist in all phases of aircraft financing transactions, from proposal to closing and, if necessary, enforcement of rights and bankruptcy.
Aircraft finance clients benefit from the rich resources available at Ober|Kaler. We regularly involve attorneys from our tax practice to ensure that all transactions are structured to realize maximum tax benefits. When appropriate, our bankruptcy and litigation attorneys are engaged to participate in workouts, restructurings and bankruptcies, including the sale and purchase of distressed debt.
We represent clients in the following types of transactions:
- Secured aircraft financings (including spare parts and fleet financings)
- Cross-border financings involving foreign-registered and operated aircraft
- Aircraft leases of all kinds (leveraged, synthetic, operating, sale-leaseback and leases for security)
- Aircraft acquisitions and sales (including purchase and sale of beneficial interests and the creation of master aircraft trusts)
- Aircraft lease portfolio acquisitions
- Reverse and forward like-kind exchange transactions involving aircraft
- Syndications of aircraft leases and loans
- Progress payment and other interim financings for aircraft
- Workouts, restructurings and repossessions of aircraft (including litigation of claims to recharacterize a true lease as a security interest)
- U.S. airline bankruptcy proceedings, including §363 sales of aircraft
- Securitization of aircraft lease receivables
- Fractional share programs, time sharing, interchange, management and chartering involving aircraft
Rail Finance
For clients actively involved in the rail finance industry, Ober|Kaler provides lease financing and loans secured by locomotives, railcars and other railroad equipment.
Our attorneys are familiar with the applicable requirements of the rules and regulations of the American Association of Railroads and the Federal Railroad Administration. In addition, we help clients comply with the registration requirements of the Surface Transportation Board and the Registrar General of Canada with regard to perfecting the interest of the rail equipment financier.
Our firm’s rail finance clients benefit from the expertise of our bankruptcy and litigation attorneys when engaged to participate in the restructuring or enforcement of troubled transactions, including the application of Section 1168 of the United States Bankruptcy Code.
Over-the-Road Vehicles
Ober|Kaler regularly represents clients involved in the financing of over-the-road vehicles. Many of these transactions are structured as leases, either in the form of a true (or tax-motivated) lease or as a lease for security.
Some of the true lease transactions we handle involve residual sharing provisions that rely upon protections afforded by the Internal Revenue Code’s terminal rental adjustment clause (TRAC) provisions, which protect the lessor’s anticipated residual interest, and split-TRAC provisions that may cap the lessee’s residual exposure.
Our Finance Group attorneys have developed a significant expertise with respect to the use of a motor vehicle titling trust to facilitate the syndication of lease transactions. Using this structure allows clients to avoid or minimize the administrative burden and expense of syndicating lease transactions after the initial acquisition and titling of vehicles.
Marine Finance
Ober|Kaler is a leader in maritime finance law. Our in-depth knowledge of the shipping industry and our experience in drafting, negotiating and closing complex financial transactions for maritime clients have earned us both national as well as international recognition. Several of our attorneys currently chair various committees of the Maritime Law Association of the United States, an association of practitioners and law firms working in the shipping sector.
Our Finance Group attorneys represent and advise banks, equipment lessors and other financial institutions in syndicated bank and traditional loan transactions, secured finance transactions, finance and operating lease transactions, and revolving secured and unsecured credit facilities.
We also represent numerous shipowners in the negotiation of construction contracts, purchase and sale contracts, chartering arrangements and vessel registrations in the U.S. and abroad. Our experience in this area includes providing advice regarding compliance with U.S. domestic trade Jones Act requirements under 46 U.S.C., Section 12112; 46 U.S.C., Section 50501 (Citizenship Requirements); and 46 U.S.C., Section 121110 (Leasing Companies).
In addition, our attorneys advise shipping ventures, their lenders and insurers, as well as holders and issuers of debt and equity and shipping enterprises, regarding informal workouts, enforcement proceedings, foreclosures, arrests, bankruptcies and other vessel finance-related litigation in the U.S. and around the world. We also handle arbitrations and mediations, environmental matters and other traditional maritime disputes. Attorneys in our Baltimore office have advised companies on vessel lease financing and non-citizen lease financing issues under Section 12119, Title 46 of the U.S. Code.
