Purchase Money Security Interests, Consignments and Double Debtors Under UCC Article 9
Navigating Common but Frequently Misunderstood Provisions of UCC Article 9
A live 90-minute premium CLE video webinar with interactive Q&A
This CLE webinar will explore common issues under Article 9 of the Uniform Commercial Code (UCC) that come up frequently in practice but are often misunderstood. The panel will discuss purchase money security interests (PMSIs), consignments and double debtors, the contexts in which they typically arise, and how they work in practice, particularly in enforcement situations and priority disputes with other creditors.
Outline
- Overview: common but misunderstood issues under UCC Article 9
- PMSIs
- Consignments
- Double debtors
- Special language to consider in loan documents and financing statements to protect a lender's security interest
- Practitioner pointers and key takeaways
Benefits
The panel will review these and other key considerations:
- What are the perfection requirements for a PMSI?
- What requirements must a lender meet to satisfy the UCC's consignment requirements to maintain its superior interest in consigned goods?
- What is the double debtor problem and what steps can lenders take to protect and secure their interests?
- Are there special loan covenants that lenders should consider to protect their security interests from these common issues?
Faculty
Katilee M. Boisvert
Counsel
Shipman & Goodwin
Ms. Boisvert represents companies in a variety of aspects of corporate and transactional law, including commercial... | Read More
Ms. Boisvert represents companies in a variety of aspects of corporate and transactional law, including commercial financing and general corporate and commercial matters. She is a member of the firm's Commercial Finance Practice Group. Ms. Boisvert focuses her practice on representing primarily middle market clients in all aspects of mezzanine financing, secured and unsecured lending, and senior and junior subordinated lending. She is adept in structuring asset-based, acquisition and real estate financing. Her clients have included banks, funds and other lenders as well as borrowers, and she provides advice on structuring and negotiating the financing transactions that best meet her clients’ goals. Ms. Boisvert is also a member of the firm’s Business and Corporate Practice Group, as well as the manufacturing and food and beverage industry teams. She provides advice on general corporate and business matters to middle market and start-up companies, including corporate governance and restructuring and also acts as outside general counsel for a variety of companies, working as their sole counsel or supplementing their in-house counsel’s roles.
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Kenneth Chin
Partner
Kramer Levin Naftalis & Frankel
Mr. Chin counsels and represents lenders and borrowers in connection with corporate and financing transactions. For... | Read More
Mr. Chin counsels and represents lenders and borrowers in connection with corporate and financing transactions. For more than 35 years, he has provided legal and transactional advice to a diverse group of clients, including many of the world’s leading commercial banks, investment banks, debt fund affiliates of major hedge funds and private equity firms, direct lenders, and borrowers, in large complex transactions such as leveraged financings, leveraged buyouts, recapitalizations, acquisitions, refinancings, debtor-in-possession financings, private credit financings, workouts and foreclosures.
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Kevin Rubinstein
Partner
Crowell & Moring
Mr. Rubinstein regularly represents investment banks, private equity funds, hedge funds, and other financial... | Read More
Mr. Rubinstein regularly represents investment banks, private equity funds, hedge funds, and other financial institutions in connection with a variety of direct lending transactions, as well as investments in syndicated loans in the secondary market. He has experience representing both borrowers and lenders in a broad range of debt financings, including senior secured, first and second lien, unsecured, subordinated, and acquisition financings. Mr. Rubinstein advises clients on all aspects of the structuring, negotiation, and documentation of financing transactions, from the initial commitment or engagement to the closing of the transaction and perfection of security interests.
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James C. Schulwolf
Partner
Shipman & Goodwin
Mr. Schulwolf is a partner in Shipman's Business and Corporate Practice Group. He focuses his practice on... | Read More
Mr. Schulwolf is a partner in Shipman's Business and Corporate Practice Group. He focuses his practice on advising clients in financing, investment, acquisition, and restructuring transactions. In the Finance sector, Mr. Schulwolf regularly represents financial institutions including banks, mezzanine funds, and other institutional investors in structuring, documenting, and closing complex senior and mezzanine financings, including mezzanine financings with equity co-investments. He regularly represents lenders in connection with acquisition financings, financing of alternative energy projects (including wind, solar, and fuel cell projects), asset-based loans, cash flow loans, and syndicated credit facilities and he also represents Shipman's corporate clients and private equity portfolio companies in their financing transactions.
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Renee Yao
Special Counsel
Kramer Levin Naftalis & Frankel
Ms. Yao advises banks, institutional and alternative lenders, private equity sponsors and their portfolio companies on... | Read More
Ms. Yao advises banks, institutional and alternative lenders, private equity sponsors and their portfolio companies on debt financing and related private equity and corporate transactions, including secured leveraged financings, acquisition financings, asset-based lending, private credit, and other strategic and investment transactions. Prior to joining Kramer Levin, Ms. Yao was corporate counsel for J.P. Morgan & Chase, and she previously worked at a top-tier global law firm in its Beijing and New York offices, handling banking and finance transactions.
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