Polsinelli’s SBIC Regulatory & Finance practice is dedicated to helping Small Business Investment Companies and potential SBICs navigate the full range of legal issues critical to their success. Our team focuses on informing our SBIC clients’ business decision-making process from the point of formation and licensing, to providing regulatory advice, and leading their financing, investment, and related transactions.

Our attorneys bring unique perspective when providing general corporate, lending, and private equity transactional advice, which is enhanced by our understanding of your business objectives. We utilize our extensive regulatory knowledge, as well as our relationships with a range of agencies that includes the Small Business Administration (SBA), and our vast experience as SBIC counsel on a wide array of financing and private equity investment transactions to provide valuable counsel to our investment company clients.

Our attorneys collaborate with clients to identify the best approaches for licensing and forming SBICs, and we are relied upon to execute on those plans by interacting with the SBA to facilitate the process. Specifically, Polsinelli’s SBIC team assists clients in the following areas related to SBIC licensure:

  • Preparing management assessment questionnaires (MAQs)
  • Presenting to SBA’s Investment Committee
  • Preparing license applications
  • Creating fund documents and ancillary documents
  • Reviewing and preparing private offering memorandum
  • Reviewing business plans

Our team continues to provide ongoing regulatory and compliance counsel to many clients following the completion of a licensing, as well as their portfolio investments and transactional work. As a partner to your business, Polsinelli attorneys commit themselves to anticipating and resolving compliance issues — not only by working alongside SBIC principals — but also interacting with the SBA to arrive on best possible solutions.

Additionally, Polsinelli’s SBIC practice is uniquely situated in the regulatory arena with a team of experienced lawyers who have represented SBICs in financing transactions for years. SBICs lean on us when funding their portfolio companies. We are well-versed in structuring the transactions and leading an efficient documentation process that is collaborative with the portfolio team (which usually is receiving private equity money in a sophisticated transaction for the first time). SBICs and their related portfolio companies rely on us post-funding to advise them with respect to strategic alliances, technology licenses, compensation plans, intellectual property matters, personnel matters, banking and other financial relationships, litigation, and creditor rights matters. Our SBIC clients trust us to represent them well, not just on the legalities of their transactions but as a part of their team that should build trust and confidence with each portfolio company. We take that charge seriously and work hard to deliver on every deal.

  • $5 million mezzanine financing with senior term and revolving credit facility in place at closing from a national bank, with a minority equity interest granted to the SBIC lender at closing.
  • $5.5 million mezzanine financing with senior term and revolving credit facility in place at closing from a regional bank, with a minority equity interest granted to the SBIC lender at closing.
  • $14 million investment transaction, which included a $5 million stock purchase by the SBIC lender of a majority interest in the company and an $8.3 million mezzanine financing with a warrant to purchase additional equity interest.
  • $2.5 million mezzanine financing of a complex tender offer acquisition, followed by a post-acquisition merger reorganization.
  • $4.5 million mezzanine financing with senior term and revolving credit facility in place at closing from a national bank, together with the purchase by the SBIC lender of $450,000 of common stock.
  • $5 million mezzanine financing of dissolution of long-term equity partnership with a minority equity interest granted to the SBIC lender at closing.
  • $4.1 million mezzanine financing with senior term and revolving credit facility in place at closing from a national bank, with a minority equity interest granted to the SBIC lender at closing.
  • $4 million mezzanine financing with a minority equity interest granted to the SBIC lender at closing.
  • $7.95 million mezzanine financing with a warrant to purchase a minority equity interest granted to the SBIC lender at closing. Work on this portfolio company included ultimate buy-out of original owners and restructuring of debt and equity for SBIC investor.
  • $3.45 million mezzanine financing with a minority equity interest granted to the SBIC lender at closing. Post-funding work for this company has included separation of original management and incentivized buy-in by replacement management.
  • $3.5 million mezzanine financing with senior revolving credit facility in place at closing from a regional bank, with a warrant to purchase a minority equity interest granted to the SBIC lender at closing.
  • $3.515 million mezzanine financing and revolving credit facility, with a warrant to purchase a minority equity interest granted to the SBIC lender at closing.
  • $3 million mezzanine financing with senior term and revolving credit facility in place at closing from a national asset-based lender, with a warrant to purchase a minority equity interest granted to the SBIC lender at closing. Work for SBIC on this company included successful challenge to Chapter 11 bankruptcy filing lead by disgruntled owner of portfolio company and SBIC-sponsored Chapter 11 plan that restructured company out of bankruptcy with full payment to unsecured trade creditors.
  • $10.8 million mezzanine financing together with the purchase by the SBIC lender of $6 million of common and preferred membership interests. This transaction included investment in an Asian affiliate company.
  • $5.1 million mezzanine financing with senior credit facility in place at closing from a regional bank, with a minority equity interest granted to the SBIC lender at closing.
  • $6.5 million mezzanine financing with senior credit facility in place at closing from a national banking association, with a warrant to purchase a minority equity interest granted to the SBIC lender at closing. This transaction involved an incredibly complex tax structure and on a post-closing basis the formation of an IC-DISC entity and the related restructuring of the debt documents.
  • $7.5 million mezzanine financing with a warrant to purchase a minority equity interest granted to the SBIC lender at closing.
  • $6.75 million mezzanine financing with a minority equity interest granted to the SBIC lender at closing.