Michael Tentindo

/My focus

For corporate trust, I represent large financial institutions and trust companies serving as indenture trustee, owner trustee, collateral agent, intercreditor agent, account bank, paying agent, administrative agent, exchange agent, tender agent, escrow agent, and other agency and fiduciary capacities in a broad range of financing and restructuring transactions, including corporate and municipal debt issuances and project financing transactions.

For business aviation, I represent lenders, owners, operators, family offices, manufacturers, and other financial institutions in all aspects relating to the financing, purchase, sale, leasing, or operation of business aircraft and fractional aircraft interests.

Finally, I also have significant experience in representing companies throughout their corporate life-cycle and serve as outside general counsel to my clients in a variety of industries, especially in aviation. My experience in this respect includes pre-incorporation planning, general corporate representation and counseling, venture capital financing transactions, structuring and negotiating complex commercial transactions, and mergers and acquisitions.

/Representative experience

Corporate Trust

• Represented the administrative agent, account bank, and trustee in connection with an A/B purchase facility structure arranged by Inter-American Development Bank and Goldman Sachs that included a $900 million debt issuance for an electricity stabilization program in Chile
• Represented the offshore collateral agent and offshore account bank in connection with a $368 million loan facility for AES Dominicana Renewable Energy SA to finance the development of new renewable energy projects in the Dominican Republic
• Served as counsel to the indenture trustee and collateral agent in connection with a $1.35 billion 144A/Reg. S high-yield senior secured notes offering of NCR Atleos Corporation
• Served as counsel to the trustee and intercreditor agent in connection with Auna’s $550 million secured term loan refinancing and issuance of new notes in an aggregate principal amount of $250.4 million
• Served as counsel to the trustee, purchase contract agent, collateral agent, and securities intermediary in connection with South Jersey Industries’ $250 million offering of tangible equity units
• Served as counsel to the purchase contract agent, collateral agent, and securities intermediary in connection with NiSource’s $750 million offering of 7.5 million equity units
• Served as counsel to the indenture trustee, LC facility agent, offshore collateral agent, and offshore account bank in connection with the offering by Alfa Desarrollo, a newly formed owned by Celeo Redes and certain investment funds, of its $1.1 billion senior secured notes due 2051 to consummate the $1.35 billion acquisition of Colbún Transmisión in Chile
• Served as counsel to the administrative agent, offshore collateral agent, and depositary in connection with a $340 million loan to Glacier AcquisitionCo SpA, operating as the investment vehicle of Global Infrastructure Partners, the proceeds of which will be used to finance the acquisition of a 49% stake in Chile Renovables, a renewable energy affiliate of Latin American power company AES Andres SA.
• Serve as counsel to financial institutions as indenture trustee on conventional debt note offerings, including convertible note, TIA-qualified, high-yield, exchangeable, subordinated, and secured note offerings
• Represented several financial institutions as indenture trustee, domestic and foreign paying agent, and calculation agent on global and medium note programs
• Representation of US financial institutions in connection with numerous asset-based loan transactions and loans secured by commercial real estate

Business Aviation

• Represented VistaJet in financing its acquisition of an order for 56 new Bombardier Global aircraft, with 86 further options to purchase. Such financings included pre-delivery financing facilitated through the United States Export-Import Branch and Export Development Canada and post-delivery permanent financings. The list price for this transaction was $7.8 billion, making it the single largest transaction placed with any aircraft manufacturer in the history of business aviation.
• Represented two on demand private jet companies as US counsel with respect to their pre-delivery financing arrangements for their fleet aircraft facilitated through Export Development Canada and the post-delivery permanent term and lease financing arrangements relating thereto
• Serve as counsel to private bank and family office clients with respect to pre-delivery and post-delivery permanent financing of business aircraft
• Represented an aircraft lender in connection with purchase money financing of numerous business aircrafts both domestically and internationally, including aircraft registered in the United Arab Emirates and the Isle of Man
• Serve as counsel to an OEM with respect to certain financing arrangements and other corporate and transactional issues
• Serve as counsel to entities and high net-worth individuals in connection with the purchase, sale, financing, and leasing of business aircraft
• Served as counsel to a financial institution in its capacity as owner trustee in connection with the formation of an FAA citizenship trust and the negotiation of the underlying finance documentations related thereto

General Corporate

• Representation of urgent care veterinary start-up with respect to general counsel needs and also its initial equity offerings
• Representation of urgent care medical start-up with respect to general counsel needs and also its initial equity offerings
• Representation of growing technology companies in numerous private placement transactions
• Representation of national pharmacy in sale of its membership interests to private equity firm
• Representation of consulting company in sale of its membership interests to a publicly traded global business process outsourcing company
• Representation of alcoholic beverage distributors in connection with federal and state licensing matters

/Looking ahead

For my aviation finance clients, the possible return of 100% bonus depreciation for eligible aircraft and a lower interest rate environment should lead to a significant increase in lending opportunities.