Malcolm G. Henderson

Partner, Co-Chair, Debt Finance Practice - Boston

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Contact Information

617.832.1276

617.832.7000

mhenderson@foleyhoag.com Download vCard

Malcolm Henderson’s practice focuses on corporate finance and bank lending. He also advises clients on general corporate and transactional matters, including mergers and acquisitions and private equity and venture capital investments.

Malcolm has extensive experience representing lenders and borrowers in secured and unsecured debt financings, including syndicated senior bank credit facilities, first and second lien financings, asset-based (ABL) credit facilities, mezzanine and other subordinated debt financings, debtor-in-possession financings, public and Rule 144A debt offerings, and convertible debt transactions. He routinely handles debt and equity financings for acquisitions and leveraged recapitalizations. He has also advised lessees in leveraged equipment lease transactions. 

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Education:

  • University of Virginia School of Law, J.D., 1994
  • Yale University, B.A., cum laude, 1990

Languages:

French

Representative Experience

  • Represented Nortek, Inc. in syndicated $325 million senior secured asset-based credit facility
  • Represented private equity firm in debt financing for leveraged buyout of public audio products company involving $85 million term loan and $40 million asset-based credit facility
  • Represented Alere Inc. in syndicated $2.1 billion senior secured term loan and revolving credit facilities, and $1.95 billion refinancing of these facilities
  • Represented private equity firm in debt financing for leveraged buyout of public manufacturing company, involving $80 million first lien credit facility, $20 million second lien credit facility and $40 million ABL credit facility
  • Represented major defense contractor in syndicated $590 million senior secured revolver and term loan credit facilities to finance acquisition and provide working capital
  • Represented a global consulting company in $125 million senior credit facility
  • Represented Alere Inc. in syndicated $1.3 billion first lien and second lien senior credit facilities to finance tender offer acquisition of public company and provide working capital
  • Represented global media company in $100 million senior secured revolving credit facility
  • Represented Alere Inc. in multiple offerings (both public and Rule 144A) of senior subordinated notes totaling approximately $1.7 billion
  • Represented Alere Inc. in multiple offerings (both public and Rule 144A) of senior notes, totaling approximately $700 million, including to finance acquisitions
  • Represented investment management firm Numeric L.P. in leveraged recapitalization transaction with leading national private equity firm TA Associates, involving $46.5 million senior syndicated bank credit facility and $30 million senior subordinated debt and $81 million junior debentures provided by the private equity firm
  • Represented major defense contractor in a Rule 144A offering of $300 million of convertible senior notes
  • Represented private equity firm in $46 million senior secured credit facilities to finance a going-private acquisition of a public restaurant chain company
  • Represented Alere Inc. in a Rule 144A offering of $150 million of convertible senior subordinated notes
  • Represented Brown Brothers Harriman as agent and lead lender in syndicated $30 million ABL revolver and term loan senior credit facilities
  • Represented software company in a $50 million senior secured revolving credit facility
  • Represented major car manufacturer in $130 million leveraged lease of railcars
  • Represented Citizens Capital, Inc. (a subsidary of RBS Citizens, N.A.) in a variety of mezzanine debt and equity investments, including $15 million mezzanine debt investment in printing company
  • Represented affiliated SBIC and non-SBIC investment funds in numerous mezzanine debt and equity investments ranging from $3 million to $10 million
  • Represented Organogenesis, Inc. in Chapter 11 debtor-in-possession financing
  • Represented bank in issuance of trust preferred securities to finance acquisition

Honors

  • Ranked by CHAMBERS USA: AMERICA'S LEADING LAWYERS FOR BUSINESS (BANKING & FINANCE) (2010, 2008)
  • Listed as a ‘Rising Star’ in Corporate Finance, SUPER LAWYERS’ MASSACHUSETTS RISING STARS: A COMPREHENSIVE LISTING OF THE BEST YOUNG LAWYERS IN MASSACHUSETTS (May 2005)

Involvement

  • American Bar Association, Member
  • "Negotiating Credit Agreements," Law School for the CFO, CFO Roundtable (September 2010)
  • "Raising Debt in the Current Market" and "Financing Acquisitions with Debt," Panel Presentation on "Raising Capital in Troubled Times," Association of Corporate Counsel, New England (September 2010)
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Bar Admissions

  • Massachusetts
  • New York