Geoffrey W. Adams

Geoff Adams is head of the firm's Venture Debt and Technology Finance practice and has broad experience in structuring and negotiating venture debt transactions. In the past three years, Geoff has led over 125 venture debt transactions involving more than $1.2 billion in the aggregate. Geoff also has wide-ranging experience representing banks and other financial institutions with regard to banking and regulatory matters; representing commercial banks, institutional mezzanine funds and other lending institutions, corporations, not-for-profit entities, and other private parties in a wide variety of commercial loan, mezzanine, acquisition and other finance transactions; and counseling clients with regard to banking, finance, regulatory and corporate law issues.

Recognition

• Chambers USA: America’s Leading Business Lawyers, Banking & Finance: Mainly Regulatory (2022-2023)
• Best Lawyers®, Banking and Finance Law (2013-2024)
• Best Lawyers®, “Lawyer of the Year,” Raleigh, Banking and Finance Law (2016, 2019, 2023)

Education

• Duke University, J.D., 1998
• University of Utah, B.S., 1994

Bar & Court Admissions

• North Carolina Bar Association
  • Chairman, Business Law Section Task Force on Modernization of North Carolina Banking Law
• Wake County Bar Association
• James B. Duke Society
• Board of Advisors, UNC School of Law Center for Banking and Finance (2013-2023)
• Hospice of Wake County, Inc.
  • Vice-President, Board of Directors (2010-2011)
  • Board of Directors (2005-2011)
• United States Marine Corps Reserves from 1990-1998, Sergeant
  • Received the National Defense Service Medal
  • Received the Selected Marine Corps Reserve Medal
  • Received the Navy and Marine Parachutist Insignia

Venture Debt and Technology Finance

• Represented a venture lending bank in a senior credit agreement with a company specializing in manufacturing and selling bedding products.

• Advised a venture lending bank in connection with a $40 million senior credit facility with a company specializing in software development.

• Advised a venture lending bank in connection with a $40 million senior credit facility with a company specializing in development of products to treat venous diseases.

• Advised a venture lending bank in connection with a $5 million senior credit facility with a management services organization (MSO) specializing in unique and convenient locations for obtaining cosmetic injectables and other micro treatments.

• Advised a venture lending bank in connection with a $70 million senior credit facility with a publicly-traded company specializing in catering services.

• Advised a venture lending bank in connection with a $20 million senior credit facility with a company specializing in private equity services.  This representation included negotiating and documenting various intercreditor arrangements with other creditors of borrower and creditors of borrower’s project subsidiaries.

• Advised a venture lending bank in connection with a $50 million senior credit facility with a company specializing in foot traffic analytics.  This representation included negotiating and documenting an intercreditor arrangement with respect to a $45 million subordinated debt facility.

• Advised a venture lending bank in connection with a $4 million senior credit facility with a company specializing in integrated risk management platforms.  This representation also included obtaining foreign law governed guarantees, pledges and security agreements with respect to borrower’s subsidiaries in Denmark and the United Kingdom.

• Advised a lending fund focused on early-stage companies in connection with a $1 million loan to a company specializing in sales and marketing platforms.

• Advised a venture lending bank in connection with a $5 million senior credit facility with a company specializing in software for on-demand car care.  This representation also included negotiating and documenting an intercreditor arrangement involving shared collateral with split lien priorities.

• Advised a venture lending bank in connection with a $8 million senior credit facility with a company specializing in consulting services platforms.  This representation included negotiating and documenting intercreditor and related agreements with multiple factoring companies.

• Advised a venture lending bank in connection with a $75 million senior credit facility with a publicly-traded company specializing in digital health platforms. 

• Advised a venture lending bank in connection with a $80 million senior credit facility with a company specializing in payment management solutions. 

• Advised a venture lending bank in connection with a $10 million senior credit facility with a company specializing in treatments for rare diseases of the eye. 

Other Finance

• Represented an institutional mezzanine fund publicly-traded business development company in a wide range of financing transactions with its private equity partners, including first lien, second lien, unsecured mezzanine, and unitranche debt investments ranging from $6 million to $32 million.
• Represented a national bank in $123 million senior term loan.
• Represented a publicly-traded specialty pharmaceutical company in $60 million senior secured term loan.

• Represented a global full-service digital contract research organization in a senior secured revolving credit facility, senior subordinate secured mezzanine term loan, junior mezzanine secured term loan and seller unsecured term loan aggregating $28 million in connection with its acquisition of a contract research organization.

• Represented an e-procurement solutions company in a $30 million senior secured revolving credit facility.

• Represented a global pharmaceutical company in $40 million secured seller financing in connection with $105 million sale of certain products.
• Represented a not-for-profit continuing care retirement community in a $54 million first mortgage revenue bond offering.

Banking

• Represented a Nasdaq-listed bank holding company in a public offering of subordinated notes for aggregate proceeds of $350 million.
• Represented a Nasdaq-listed bank holding company in a public offering of depositary shares representing interests in preferred stock for aggregate proceeds of $345 million.

• Represented a North Carolina bank and its parent on an approximately $220 million merger with another bank, which offered a higher price than the bank’s existing merger agreement with another company.

• Represented the special committee of a publicly-traded bank holding company in connection with its $645 million acquisition of another bank holding company. The transaction was the largest bank holding company merger in the Southeast, and the third largest nationally, in 2014.

• Represented a publicly-traded bank holding company in its $110 million acquisition of another publicly traded bank holding company (profiled in the Triangle Business Journal as one of the top 10 transactions of the year in the Research Triangle area).
• Represented a publicly-traded bank holding company in its acquisition by another publicly-traded financial institution in a transaction valued at approximately $127 million.
• Represented a publicly-traded bank holding company in a $180 million recapitalization transaction.
• Represented a North Carolina community bank in multiple bank acquisitions, asset, line of business and branch purchase and sale transactions ranging from $7 million to $101 million.
• Represented the special committee of a bank holding company in connection with its $23 million acquisition of another bank holding company.
• Represented a registered investment advisor in connection with its reorganization into North Carolina’s first LLC public trust company.
• Represented a North Carolina community bank in connection with a formal supervisory action by the Federal Reserve.