Mairi V. Luce is co-chair of the Finance and Restructuring Transactions division of Duane Morris' Business Reorganization and Financial Restructuring Practice Group. Ms. Luce practices in the areas of reorganization, bankruptcy law, creditors' rights, out of court workouts and complex commercial reorganizations. She represents numerous commercial banks, insurance companies and other commercial financing institutions in secured lending, asset-based lending, securitization, leasing and credit enhancement transactions and other types of commercial transactions. In addition, Ms. Luce represents both lenders and borrowers in secured-finance transactions in which collateral is located outside United States in jurisdictions in Central and North America, Europe and Asia.
Ms. Luce is a member of the American Bankruptcy Institute, the American Bar Association, the Pennsylvania Bar Association, the Philadelphia Bar Association, the Business Law Sections of all three bar associations, and the Eastern District of Pennsylvania Bankruptcy Conference, where she has been a speaker at programs presented by the Conference. She also is or has been a volunteer for the Consumer Bankruptcy Assistance Program, Philadelphia Reads Power Partners, Philadelphia Volunteers for the Indigent Program, A Lawyer for Every Child Program, Association for Children of New Jersey and Women Against Abuse. She is also a member of the Women in the Profession Section of the Philadelphia Bar Association.
Prior to attending law school, Ms. Luce worked for a Washington, D.C.-based trade association management firm, where she assisted clients with legislative affairs including advocating for legislation and presenting testimony to Congress and numerous federal agencies. Additionally, Ms. Luce served on the Board of Directors of a nonprofit organization and worked with community organizations and members of Congress with respect to legal and community initiatives benefitting battered women.
Ms. Luce is admitted to practice in the Supreme Court of Pennsylvania, the U.S. District Court for the Eastern District of Pennsylvania, the Supreme Court of New Jersey and the U.S. District Court for the State of New Jersey.
Ms. Luce is a magna cum laude graduate of Temple University School of Law, where she was awarded the Raynes, McCarty, Binder, Ross & Mundy prize for excellence in writing. While in law school, she was a graduate assistant in the legal writing program. She also is a graduate of the University of Vermont, where she graduated with a double major in English and history.
- Represented Red Lion Hotel Corporation (RLH: NYSE) and nine of its subsidiaries in obtaining $40 million in senior secured credit for the purchase of additional hotel assets and working capital.
- Secured lender counsel to U.S.-based insurance company in connection with bankruptcy case of shopping mall owner/developer and real estate investment trust, and subsequent restructuring of $400 million of secured loans.
- Secured lender counsel to bond insurer MBIA Insurance Corp. in connection with bankruptcy case of Allegheny Health Education and Research Foundation and affiliated hospitals.
- Represented Patriarch Partners LLC, collateral manager of securitization vehicle, in connection with debt default due to hospital insolvency.
- Secured lender counsel to European-based bank in connection with restructuring loans in an $87 million portfolio made to U.S. borrowers.
- Represented Polder Housewares and its affiliates in the sale of substantially all of their assets to a buyer which is majority owned by entities affiliated with Topspin Partners, a suburban New York-based private equity fund.
- Represented WineAccess, Inc., a direct-to-consumer (DTC) wine eCommerce company, in its acquisition by Norwest Venture Partners, a global, multi-stage venture capital and growth equity investment firm.
- Represented POSC Holdings, LLC, an integrated oilfield services company and portfolio company of Argosy Private Equity, in its acquisition of Eagle Automation Limited, a leading oilfield automation company offering services complimentary to POSC Holdings, LLC's subsidiary, Panhandle Oilfield Services Company, Inc.
- Represented Guardian Capital Partners in the acquisition of a controlling interest in Kwik Tek Inc. for an undisclosed sum.
- Represented private equity firm Guardian Capital Partners in its acquisition of the nation's leading provider of ready-made slipcovers and related accessories from D.E. Shaw & Co. As part of the representation, advised Guardian in related senior-credit, mezzanine and equity-financing transactions.
- Represented Guardian Capital Partners in its acquisition of majority interest in R&D Circuits, Inc., a New Jersey-based manufacturer of printed circuit boards, for an undisclosed sum.
- Bond counsel to the Philadelphia Authority for Industrial Development in connection with the sale and securitization of the first-ever tax lien securitization to be undertaken in the Commonwealth of Pennsylvania. The City and the School District of Philadelphia each securitized their respective interests in delinquent real property taxes having an aggregate face value of $190 million.
- Borrowers' counsel to Philadelphia Project Finance, LLC, Philadelphia Renewable Bio-Fuels, LLC, Philadelphia Project Holding, Inc., and other affiliated entities, as owners/operators of sewage treatment plant in connection with a $68 million bond issuance for construction and working-capital needs related to plant.
- Represented Iroko Pharmaceuticals, LLC in connection with a $140 million secured loan facility with CRG, a healthcare investment fund, and the simultaneous pay-off of Iroko's loan facility with another lender.
- Represented Iroko Pharmaceuticals, a global specialty pharmaceutical company dedicated to advancing the science of responsible pain management, in securing $75 million in debt financing to support general business operations and the commercialization of Iroko's FDA-approved ZORVOLEX™ (diclofenac), a drug that uses iCeutica Inc.’s proprietary SoluMatrix Fine Particle Technology™ to both reduce the dosage of active ingredients ingested by the patient and accelerate the dissolution of the drug in the patient.
- Represented a foreign based entity in its purchase of a company owning a 9.14 acre site and building in Miami, Florida for a cash purchase price of $43,540,000, including assumption of existing indebtedness. The property is net leased for 20 years to the U S General Services Administration and houses a high-tech drug testing laboratory for the Drug Enforcement Administration.
- Counsel to Asiatic Worldwide Limited in connection with bankruptcy of a U.S. shipping company.
- Represented Banco International de Costa Rica, S.A. as lender, collateral agent and administrative agent in connection with the secured export financing facility to finance Banana International Corp.'s export of fruit. The facility is guaranteed by Banana International's parent, Banacol Corp.
Project and Municipal Finance
- New Jersey
- U.S. District Court for the Eastern District of Pennsylvania
- U.S. District Court for the District of New Jersey
- Supreme Court of Pennsylvania
- Supreme Court of New Jersey
- Temple University School of Law, J.D., magna cum laude, 1996
- Duane Morris LLP
- Partner, 2007-present
- Associate, 1996-2006
- Hauck & Associates, Inc., Washington, D.C.
- Legislative Affairs Assistant, 1990-1993
- American Bar Association
- Business Law Section
- Philadelphia Bar Association
- Eastern District of Pennsylvania Bankruptcy Conference
- Education Committee, 1997-present
- American Bankruptcy Institute
Civic and Charitable Activities
- Volunteer Attorney, Violence Against Women Project
- Philadelphia Volunteers for the Indigent Program (VIP)
- Philadelphia Bar Association
- Volunteer for Legal Line, 1997-present
- Volunteers for the Indigent Project - A Lawyer for Every Child Campaign
- Association for Children of New Jersey - Children's Legal Resource Center
- Volunteer Attorney
- Women Against Abuse Legal Center
- Civil Court Advocate, 1994-1995
- Developments in Reorganization and Commercial Finance Law, 1997-present
- Author of sections on Secured Claims, Structured Finance and Health Care Issues in Bankruptcy
- Author, "CMS May Recoup Medicare Overpayments from Bankrupt Providers," Health Law Alert, Winter 2005
- Current Developments: Bankruptcy, Reorganization and Commercial Finance Law Update
- Author, "Fixed or Floating Charge? The English Courts Wrestle With the Fundamentals of a Creditor's Security," Fall 2004; "Lender Not Liable To Other Creditors For Fraud Committed By Borrower's Principals," Summer 2004; and "Bankruptcy Code Does Not Authorize the Payment of 'Critical Vendors' Outside of Reorganization," Winter 2003
Selected Speaking Engagements
- Presenter, "Structuring Real Estate Loan Covenants, Events of Default Provisions, and Representations and Warranties," Strafford Live CLE Webinar, May 11, 2016
- Speaker, "Commercial Real Estate Loans: Structuring Covenants, Events of Default Provisions and MAC Clauses - Negotiating Agreement Provisions to Maximize Borrower Protection and Lender Remedies," CLE Teleconference, November 26, 2013
- Panelist, "Trends and New Deal Structures: What Lies Ahead," Duane Morris Municipal Finance Webinar, March 22, 2011
- Speaker, "Developments in Reorganization and Commercial Finance Law," Duane Morris LLP, 2002, 2004
- Speaker, "Structured Finance After The LTV Decision," American Bar Association, Spring Meeting, April 2002
- Panel Member, "Recent Legal Developments," Continuing Legal Education Session, Eastern District of Pennsylvania Bankruptcy Conference, 1998
- Presenter, "Partnership Issues in Chapter 11 Cases," CLE program sponsored by the Eastern District of Pennsylvania Bankruptcy Conference, Reading, Pennsylvania, April 21, 1998