Katherine Smalley
Katie Smalley represents public and private borrowers, private equity sponsors and financial institutions in negotiating and documenting financing transactions. Katie’s practice also extends to real estate transactions and corporate mergers and acquisitions.
Katie’s practice includes:
- Financing Transactions – Representing borrowers and lenders in a variety of debt financing transactions, including syndicated credit facilities, acquisition financings, first and second lien credit facilities, mezzanine financings, construction loans, project loans and structured financing arrangements.
- Healthcare Finance – Representing clients in financing a variety of healthcare businesses such as physician practices, behavioral health facilities, and senior housing and long-term care providers. She works closely with members of the Healthcare Practice Group in counseling clients in structuring financing arrangements in this highly-regulated industry.
- Real Estate – Advising clients in the acquisition, leasing, financing and disposition of various real estate projects, including multi-family properties, shopping centers, office buildings, and healthcare facilities.
- Corporate Transactions – Partnering with the firm’s Corporate & Securities and Healthcare Practice Groups on corporate transactions, such as mergers and acquisitions that involve financing and real estate aspects.
In addition to her commercial finance and real estate practice, Katie is an active member of the firm’s Pro Bono Committee and is passionate about helping nonprofits, small businesses and individuals with their legal needs through the firm’s pro bono initiatives.
Katie earned her law degree from the University of Tennessee College of Law and a B.S. in mathematics and French from Centre College.
Featured Experience
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Represented a small business investment company (SBIC) in making a subordinate term loan and preferred equity co-investment to fund a sponsor’s acquisition of a genetic testing and counseling company
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Represented Brookdale Senior Living in connection with the financing of loans on its Freedom Square and Freedom Village at Brandywine communities
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Represented Smyrna Ready Mix Concrete in the refinancing of its senior credit facilities
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Represented of Ryman Hospitality Properties, Inc. (NYSE: RHP) in various refinancing transactions in September and October 2019, which successfully refinanced almost $2 billion in indebtedness
Memberships
Tennessee Bar Association
American Bar Association
American Health Law Association (AHLA)
Representative Experience
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Represented a small business investment company (SBIC) in making a subordinate term loan and preferred equity co-investment to fund a sponsor’s acquisition of a genetic testing and counseling company
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Represented Brookdale Senior Living in connection with the financing of loans on its Freedom Square and Freedom Village at Brandywine communities
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Represented Smyrna Ready Mix Concrete in the refinancing of its senior credit facilities
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Represented of Ryman Hospitality Properties, Inc. (NYSE: RHP) in various refinancing transactions in September and October 2019, which successfully refinanced almost $2 billion in indebtedness
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Representation of J. Alexander’s Holdings, Inc. (NYSE: JAX), owner and operator of J. Alexander’s Restaurant, Redlands Grill, Stoney River Steakhouse and Grill and selected other restaurants, in its $220 million all cash sale to SPB Hospitality LLC, a leading operator and franchisor of full-service dining restaurants.
Since J. Alexander’s first opened in 1991, Bass, Berry & Sims has served as primary corporate and securities counsel to the company for more than 30 years. Additional details about the transaction can be found in the official news release.
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Representation of LFM Capital’s portfolio company, J&E Precision Tool, in its acquisition of Beranek, LLC, a precision manufacturer of technical components for the aerospace & defense, and space exploration markets
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Representation of NN, Inc. (NASDAQ: NNBR) in a new financing with J.P. Morgan, funds managed by Oaktree Capital Management, L.P., and investment funds managed by Morgan Stanley Tactical Value providing a $50 million asset-based credit line (ABL), a 5.5-year $150 million term loan, and a $65 million preferred stock issuance, respectively. Proceeds from the transaction will be used to repay the current principal balance of $70 million on its term loans due in 2022, to redeem its current $100 million outstanding preferred stock, prior to the increase in redemption premium at March 31, 2021, and pay off its fixed interest rate swap of $14 million. The transaction enables the company to strengthen its balance sheet by extending its capital structure’s maturity at an attractive blended cost of capital, allowing the company financial flexibility to continue its current business transformation efforts.
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Representation of Mississippi Sports Medicine and Orthopaedic Center, PLLC, a leading orthopedic care provider in Mississippi, in its sale to FFL Partners, a San Francisco-based private equity firm. With this acquisition, FFL Partners formed a new orthopedic health services organization, U.S. Orthopedic Partners.
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Worked with Room In The Inn to provide counsel related to all aspects of a complex acquisition of a historic property neighboring RITI’s existing space – including due diligence, contract negotiation, and loan issues
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We represented Brookdale Senior Living Inc. in a refinancing of a real estate portfolio, financed by $220 million in loans across four subpools with Freddie Mac. The portfolio consisted of 27 senior living facilities located in 13 different states.
Publications
Media Mentions & Firm News
Accolades
Tennessee Law Review — Acquisitions Editor (2015)
Transactions: Tennessee Journal of Business Law — Member
University of Tennessee College of Law — Outstanding Graduate, Top Collegiate Scholar
Chancellor’s Award for Extraordinary Professional Promise (2016)
Concentration in Business Transactions Award
LawMeets Transactional Moot Court Team — Southeast Regional Finalists (2016)
Kentucky Colonel
Phi Beta Kappa