Hamner, Matthew Phillip

Steve is a shareholder and director of Briggs and Morgan, Professional Association, and secretary for the corporation. He also serves as head of the firm’s Financial Institutions and Real Estate Section, practicing principally in the areas of:

• Commercial and corporate finance
• Structured and project finance
• Commercial real estate acquisitions, finance and dispositions
• Mezzanine and junior capital finance
• Loan restructuring and workouts
• Banking law and regulation

Commercial and Corporate Finance

Steve has more than 15 years of experience representing lenders and corporate borrowers in complex commercial finance transactions, including working capital and asset-based financing; franchise finance; agricultural finance; and construction, bridge and permanent real estate loan financings. His experience also includes the negotiation, documentation and closing of specialized credit transactions, such as syndicated and participated loans, and floor plan and leasehold finance arrangements. He also represents financial institutions in the issuance of letters of credit to back the issuance of tax-exempt bonds.

Recent experience includes representation of:

• A large national bank in connection with a $100 million revolving credit facility to a consumer products company and a $50 million revolving loan to an international food products company;
• The asset-based financing subsidiary of a regional bank in connection with dozens of multimillion-dollar revolving credit loans to various manufacturing and service companies;
• A Fortune 1000 company and its subsidiaries in connection with the structuring, negotiation and documentation of a $325 million unsecured term and revolving credit facility;
• A large national bank in connection with a $19 million loan to finance the construction of a nationally franchised hotel in Arizona; and
• A non-bank lender in connection with a $16 million participated loan to finance the construction of a medical office building.

Structured and Project Finance

Steve served as lead counsel to the Minnesota Twins and Twins Ballpark in connection with the issuance of an aggregate $210 million in project revenue bonds used to finance the development and construction of the 40,000-seat Target Field, which is scheduled for a 2010 completion. This representation included advice on structuring the transaction as a project financing; the creation of a new bankruptcy-remote entity to hold certain ballpark-related assets pledged to support the credit; the negotiation of financing agreements and supporting agreements with various governmental entities; and the issuance of legal opinions, including a non-consolidation opinion.

Steve also recently represented a real estate equity fund in connection with an aggregate $75 million senior and mezzanine debt financing for a portfolio of Class A industrial buildings located in Michigan.

Mezzanine and Junior Capital Finance

With a deep knowledge of and familiarity with the financial markets, Steve also concentrates a significant portion of his practice on representation of mezzanine and junior capital funds in subordinated debt and equity investment transactions. These transactions have involved manufacturers and service providers in a wide variety of industries, including the engineering, agricultural, technology and service businesses. During the past five years, Steve has represented junior capital providers in connection with more than 20 multimillion-dollar subordinated debt and equity investments ranging from $5 million to in excess of $50 million.

Loan Restructuring and Workouts

Steve has represented a number of financial institutions and corporate lenders in connection with loan restructuring and workouts, and creditors’ rights and remedies issues. Recent matters include the representation of a bank client in connection with the distressed sale of a national IT consulting firm to a strategic buyer.

Banking Law and Regulation

Steve advises state and federally chartered financial institutions on understanding the regulatory requirements of the Federal Reserve Board, the Office of the Comptroller of the Currency and the FDIC, as well as and state regulatory agencies. In addition, he has represented bank holding companies in connection with change in control and nonbanking activity notifications under Regulation Y. He has also served as lead counsel to financial institutions in connection with several acquisitions and mergers, including representation of a $1 billion asset financial institution in its merger with an out-of-state acquirer.

Admissions, Memberships and Education

Steve is a member of the Hennepin County, Minnesota State and American Bar associations. He has been listed in Minnesota Super Lawyers. In the community, he plays an instrumental role in managing the firm’s efforts to provide pro bono services to Twin Cities Habitat for Humanity.

Steve received his B.B.A. from the University of Wisconsin at Madison. He received his law degree cum laude from the University of Minnesota Law School, where he was associate articles editor and business administrator for the Minnesota Law Review. He joined Briggs in 1994.