Kathryn Wilson

Kathryn Wilson focuses on financial and private credit institutions, lenders and borrowers in mezzanine, fund, venture and healthcare finance. A member of Smith Anderson’s Banking and Finance practice group, Kathryn also has experience with securitizations, asset-based lending and equipment finance, bankruptcy safe harbored financing and bilateral and syndicated transactions, including multi-tiered facilities and deals with cross-border elements. Prior to joining Smith Anderson, Kathryn was an attorney with an international law firm.

Kathryn enjoys singing, gardening, traveling, hiking and exploring the food, beer and music scene in the North Carolina mountains.

Education

• American University Washington College of Law, J.D., cum laude, 2014
  • Dean's Fellow
  • Teaching Fellow

• University of North Carolina at Chapel Hill, B.A., 2009

Bar & Court Admissions

• Advised a venture lending bank in connection with a senior credit agreement with a company specializing in the configuration of baby monitors. 

Prior to joining to Smith Anderson, Kathryn:

Leveraged Finance

• Represented an American bank and holding company, as administrative agent and a lender, in a $75,000,000 syndicated senior credit facility. The borrower simultaneously entered into a $44,000,000 mezzanine facility with a middle-market credit lender. Representation included an intercreditor agreement. Borrower is an alternative funding provider, serving clients in a variety of specialty finance segments with a focus on businesses that have been under-served by traditional finance services.
• Represented a public company, as guarantor, and its subsidiary entities, as borrowers and guarantors, in a $575,000,000 credit facility, consisting of a $525,000,000 floor plan loan and a $50,000,000 revolving credit line. Client is a leading provider of recreational vehicles and boasts an annual revenue of over $13,000,000,000.
• Represented a major bank, as administrative agent, in a $135,000,000 credit facility, consisting of a $75,000,000 asset-based lending facility provided by the client and a $60,000,000 term loan facility provided by a separate lender. The borrower is a premium processor of fruit ingredient solutions and was co-sponsored by two leading private equity firms, which focus on leveraged buyout transactions in middle-market companies. One sponsor has invested over $11,000,000,000 in capital, with transaction values exceeding $52,000,000,000. The second sponsor specializes in the consumer sector with a focus on packaging, contract manufacturing, vitamins, minerals and supplements, and beverages sectors.
• Represented a leading, highly diversified global investment manager, as agent and lender, in connection with a bespoke credit facility used to pay 85% of the purchase price for construction development sites for residential housing. Client has over $53,100,000,000 of assets under management with over 1,800 institutional clients and private investors worldwide across a range of credit and real estate, private equity and permanent capital investment strategies. Borrower is an international real estate asset manager of over $3,400,000,000 in assets and is focused on pre-development land in the path of growth.
• Represented one of the world’s largest investment managers, on behalf of its investment management clients, in a loan facility and subsequent facility increase amendments. Current facility size is $460,000,000 and is secured by assets and cash flow generated by a portfolio of triple-net ground leases and related real property across the United States. Client manages over $1,000,000,000,000 in assets. Borrower manages over $4,000,000,000 in assets within the public-private sectors.
• Represented a major private credit investor, as a lender, in a $265,000,000 unitranche credit facility, consisting of a $190,000,000 initial term loan commitment, a $25,000,000 revolver and a $50,000,000 delayed draw term loan commitment. Client holds a significant majority of the commitments. Borrower is a next-generation video platform for publishers.
• Represented a British multinational universal bank, as administrative agent, collateral agent and a lender, in a $325,000,000 bridge finance facility, consisting of a $305,000,000 term loan and a $20,000,000 revolver. Proceeds were used by affiliates of the private credit sponsor to consummate an acquisition and refinance existing debt. The acquired entity is one of the fastest growing franchises in the United States.

Fund Finance

• Represented an American commercial bank.in a $10,000,000 hybrid capital call facility, with pledges of the fund borrower’s investor commitments as well as its equity ownership in its operative subsidiaries. The borrower is a leading lower-middle market private equity firm focused on investing in high growth service and technology businesses. Highly selective, the borrower typically invests in founder-led companies and often represents the first institutional capital in its portfolio companies.
• Represented an American commercial bank in a fund finance credit facility for up to $12,000,000. Borrower is a venture capital fund that targets investments in the fintech sector, seeking to invest in early to growth-stage fintech companies.

Equipment Finance

• Represented a public company, through subsidiary entities, as borrowers, in the closing of a master equipment finance agreement. Initial loan schedules funded approximately $84,000,000 for the financing or refinancing of bitcoin miner equipment. Simultaneously, closed a $26,500,000 mortgage bridge loan secured by a 175-acre lot.
• Represented a high net-worth individual in an agreement for the construction and sale of a $25,000,000 super yacht. The purchase price will be paid in both U.S. dollars and Idoneus Tokens.
• Represented a major aircraft builder, as borrower, in a $97,190,000 asset-based lending facility, which is backed by a 90% guarantee from the Export-Import Bank of the U.S. under the Working Capital Loan Guarantee program.
• Represented a major international airline in connection with the negotiation of a term sheet for a long-term lease at a new terminal set to be constructed at a major United States airport.

Repurchase Facilities, Receivables Facilities and Securitizations

• Represented a global leader in alternative investing in several master repurchase agreements via various special purpose vehicles. Typical transactions financed the purchase of 200-2,000 mortgage loans totaling $10,000,000-$200,000,000 in value, including second-lien mortgage loans and home equity lines of credit, which are subsequently sold to the repo buyer under the facilities. Some transactions included a swap component to hedge fluctuating interest rate risk, which featured into the repo transaction through a master netting agreement, whereby margin excess under the repos was applied to reduce margin deficit under the swap and vice versa. Representation included occasional unwinding of the repurchase agreements and transfer of trust assets into new securitizations. Representation also included onboarding of additional loans into the facilities. The client has invested over $60,000,000,000 in assets across complementary credit, private equity and real estate strategies.
• Represented a client that specializes in joint venture partnerships and direct investments in several master repurchase agreements to finance certain commercial mortgage loans. Facilities typically boast maximum amounts of $200,000,000-$600,000,000. Representation included amendments to increase facility sizes. Client has raised over $8,000,000,000 of capital across core, core plus, value-add and opportunistic strategies, making equity and debt investments in real estate across the United States, with a focus on multi-family, industrial, office, retail, hospitality, senior housing and medical office investments.
• Represented a major American bank in various amendments to a receivables purchase agreement. Current maximum purchase price of receivables is $500,000,000 for United States sellers and £425,000,000 for United Kingdom sellers. The borrower is a global systems integrator with over $13,400,000,000 in annual revenue.
• Represented a major private credit investor, via subsidiary entities, along with several other loan sellers in frequent purchase and subsequent sales of sustainable home improvement loans. Typical facilities were for the sale of over $300,000,000 in loans. Generator of home improvement loans is the largest provider of solar loans in the United States and has arranged over $8,500,000,000 in consumer finance loans.

Healthcare Finance

• Represented a major bank, as administrative agent, collateral agent and a lender, in a $190,000,000 unitranche credit facility, consisting of a $140,000,000 initial term loan, a $30,000,000 revolving loan commitment and a $20,000,000 delayed draw term loan commitment. The financing was used, in part, to fund the acquisition of healthcare facilities in the State of California. The sponsor-backed borrower provides management and administrative services to urgent care facilities in California.
• Represented a healthcare finance lender, as administrative agent and a lender, in a $20,500,000 credit facility, consisting of a $17,500,000 term loan and a $3,000,000 revolver. Proceeds were used, in part, to acquire the largest direct marketer in the United States of innovative products and brands that help senior citizens and their caregivers solve mobility, personal care and connection challenges.
• Represented a healthcare finance lender, as administrative agent and lender, under two term loans and an asset-based lending facility, which were used to finance the acquisition and operations transfer of 17 skilled nursing facilities across the State of Ohio. While the ultimate sale was consensual, the facility closed after the client’s initial exercise of rights under a distressed facility with the prior owner of the nursing facilities.