1.
Practical and entertaining education for
attorneys, accountants, business owners and
executives, and investors.
2

2.
The material in this webinar is for informational purposes only. It
should not be considered legal, financial or other professional
advice. You should consult with an attorney or other appropriate
professional to determine what may be best for your individual
needs. While Financial Poise™ takes reasonable steps to ensure
that information it publishes is accurate, Financial Poise™ makes
no guaranty in this regard.
DISCLAIMER
3

3.
MEET THE FACULTY
MODERATOR:
Rebecca Fruchtman Bank of America Merrill Lynch
PANELISTS:
Jeffrey Bardos Speritas Capital Partners
Christopher Horvay Sugar Felsenthal Grais & Helsinger LLP
Alex Mazer Big Shoulders Capital
4

4.
ABOUT THIS WEBINAR
In a broad sense, most loans can be divided into two basics types: an asset-based loan (ABL) and a cash flow loan.
An ABL is made by a lender who underwrites the loan primarily by valuing the company’s assets, such as accounts receivable
(A/R) and inventory. An ABL lender underwrites a loan based on the ability to liquidate its collateral should it need to. A “cash
flow” lender, in contrast, while also secured against the borrower’s assets, underwrites the loan primarily based on the cash flow
and general credit-worthiness of the borrower.
The distinction between these types of loans is only the beginning of understanding the many types of loans available to a
business, because within each of the two types there are many sub-types.
This webinar takes the audience through a guided tour of the various borrowing options available to businesses, from both a
business and legal perspective, to paint the overall landscape of the different types of lenders that exist and to provide a
framework for understanding what type of lender and loan may make sense for any particular borrower.
This webinar is delivered in Plain English, understandable to you even if you do not have a background in the subject. It brings
you into an engaging, even sometimes humorous, conversation designed to entertain as it teaches. And, it is specifically designed
to be viewed as a stand-alone webinar, meaning that you do not have to view the other webinars in the series to get a lot out of it.
5

5.
ABOUT THIS SERIES
Many companies, and most of any size, use borrowed funds as part of their capital structure. Depending
on the nature of the business, its size, time in business, whether it has adequate collateral, and other
factors, a business has myriad options when borrowing funds.
This webinar series provides a guided tour of the various borrowing options available to businesses, from
both a business and legal perspective. Learn the advantages and disadvantages of different types of loans,
how to select the right loan for your business, how to negotiate terms, and what happens in the event the
loan is defaulted upon.
As with every Financial Poise Webinar, each episode is delivered in Plain English understandable to
investors, business owners, and executives without much background in these areas, yet is also valuable to
attorneys, accountants, and other seasoned professionals. And, as with every Financial Poise Webinar,
each episode brings you into engaging, sometimes humorous, conversations designed to entertain as it
teaches. Each episode in the series is designed to be viewed independently of the other episodes, so that
participants will enhance their knowledge of this area whether they attend one, some, or all episodes.
6

6.
Dates shown are premiere dates; all episodes will be available on demand after
their premiere date.
EPISODES IN THIS SERIES
Episode #1 What Kind of Loan? 1/24/19
Episode #2 Basics Concepts Applicable to All Borrowers & Lenders 2/21/19
Episode #3 Alternative Structures- PO Financing, Factoring & MCA 3/27/19
Episode #4 Dealing With Defaults 4/24/19
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7.
Episode #1: What Kind of Loan?

8.
NEITHER A BORROWER NOR A LENDER BE; FOR LOAN
OFTEN LOSES BOTH ITSELF AND FRIEND?
• Equity v. Debt
• Secured v. Non-Secured
9
PROS CONS
Equity Raise - Increased liquidity
- Strategic Partnerships
- Ownership dilution
- Outside influence / control
Debt Raise - “Less Expensive” than Equity
- Retain equity ownership
- Increased leverage => Increased risk
- Debt needs to be repaid
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9.
HISTORICALLY, MAJOR DISTINCTION
AMONG LENDERS
• Cash Flow- principal underwriting analyzes the amount of loan,
credit history, cash flow.
• Asset-Based
10
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10.
ANOTHER MAJOR DISTINCTION AMONG LENDERS
• Regulated:
• Traditional sources of capital (ex. Banks) - various degrees of SEC mandates
• Unregulated
• Operate independently of SEC
• Increased flexibility on structure, industry, credit risk
• Fill voids that Regulated lenders do not service
• Often higher costs of capital
11
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11.
HISTORICAL CASH FLOW LENDERS
Banks
12
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12.
HISTORICAL ASSET-BASED LENDERS
• Asset-Based Lending Group within Banks
• Specialty Asset-Based Lenders
✓ Equipment Lender
✓ PO Financer
✓ Factor
✓ Merchant Cash Advance Funder
13
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13.
COMMONALITIES AMONG ALL TYPES OF
ASSET-BASED LENDING
• An ABL is a loan secured by borrower’s assets
• A borrower receives this type of financing by offering inventory,
accounts receivable and/or other assets as collateral
• Article 9 and State Foreclosure Law Incredibly Important
14
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14.
SPECIALTY ASSET-BASED LENDERS -
EQUIPMENT FINANCERS
Loan v. Lease
• Straight Loan- a/k/a:
✓ Equipment Finance Agreement
✓ Capital Lease
✓ Finance Lease
• Lease
15
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15.
SPECIALTY ASSET-BASED LENDERS -
EQUIPMENT LOANS
• Equipment shown as an asset on balance sheet and depreciated
• Payments not fully tax deductible.
• Tax laws regarding deductions/depreciation change from time to
time. Section 179 Deduction currently available for new and
used equipment, as well as off-the-shelf software. Finance Lease
16
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16.
SPECIALTY ASSET-BASED LENDERS -
EQUIPMENT LEASES
• Lower payments than equipment loans
• Payments usually fully tax deductible
• Fair Market Value (FMV) residual = purchase price at end of
lease
17
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17.
SPECIALTY ASSET-BASED LENDERS -
PO FINANCIER
• Purchase order finance lending involves financier paying supplier of another
company (i.e the “borrower”) for goods that have been ordered to fulfill a
job for a customer
• At the end, the PO financier will collect the invoice from the “borrowers”
customer
• PO financier makes its money by charging “borrower various fees - which
are taken out of the collected invoice, then the remaining amount is
returned to the “borrower”
18
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18.
SPECIALTY ASSET-BASED LENDERS –
PO FINANCIER (CONT’D …)
Who uses PO financing & when?
✓ Distributers
✓ Wholesalers
✓ Resellers
✓ Importers or Exporters of Finished Goods
✓ Outsourced manufactures
19
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19.
SPECIALTY ASSET-BASED LENDERS –
PO FINANCIER (CONT’D …)
Generally, PO financing is used during the following times –
✓ Seasonal Sales Spikes - at the beginning of a seasonal sales spike
where a business might receive purchase orders that exceed the
working capital
✓ Substantial Growth – if sales growth is outpacing the business’s small
business lines of credit
✓ Consistently Tight Cash Flow – it’s normal for businesses to have
many cash flow problems at certain times of the month on a
consistent basis
20
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20.
SPECIALTY ASSET-BASED LENDERS –
PO FINANCIER (CONT’D …)
What to submit to get approved for a PO finance loan -
✓ Generally, a business needs to submit basic and corporate
financial information, such as –
▪ Purchase order from its customer
▪ Pro-forma invoice from its vendor
▪ An understanding of payment terms and lead teams
✓ Overall, the more details a business presents regarding its
financial books, the easier it will be to receive a PO finance
loan.
21
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21.
SPECIALTY ASSET-BASED LENDERS –
PO FINANCIER (CONT’D…)
22
Source:
https://fitsmallbusiness.com/pur
chase-order-financing/#
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22.
SPECIALTY ASSET-BASED LENDER-
FACTOR (LENDING ON A/R)
• Factoring is a transaction in which a business sells its invoices, receivable, to
a third party known as a “factor”
• The factor collects payments on those invoices from “borrower’s”
customers (i.e. account debtors)
• Companies that decide to factor want to receive cash quickly on receivables,
rather than waiting 30 to 60 days for a customer to pay
• Credit decision primarily on credit worthiness of account debtors
23
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23.
SPECIALTY ASSET-BASED LENDERS – FACTOR
(LENDING ON A/R) (CONT’D …)
Who uses factoring and when? A business may be a good candidate for factor
lending if…
✓ A business that may have a hard time getting bank loans – smaller
businesses often don’t have the collateral to pursue bank options;
factoring allows for financing flexibility that banks do not offer and
for security that crowdfunding cannot
✓ A business that is burdened with cash flow issues
✓ A business seeking to take large accounts, but that does not have the
capital to do so
✓ Factors will normally require a business to sell A/Rs free and clear of
liens. Releases/inter-creditor agreements may be needed.
24
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24.
SPECIALTY ASSET-BASED LENDERS – FACTOR
(LENDING ON A/R) (CONT’D …)
Who uses factoring and when? (Con’t…) Types of industries that may
benefit from A/R financing –
✓ Businesses that are awarded government contracts
✓ Textile/clothing manufacturers
✓ Trucking companies
✓ Construction companies
✓Temp agencies/employment agencies/recruitment agencies, etc.
25
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25.
SPECIALTY ASSET-BASED LENDERS – FACTOR
(LENDING ON A/R) (CONT’D…)
Who uses factoring and when? (Con’t…) When is it a good time to lend on
A/R?
✓ When you need cash immediately to fund business growth
✓ When you don’t qualify for bank loans due to poor credit or
low bank balances
✓ When you want to focus on growing your business rather than
managing your business
26
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26.
SPECIALTY ASSET-BASED LENDERS – FACTOR
(LENDING ON A/R) (CONT’D…)
What do I need to submit to be considered for a factor (lending on A/R)
loan?
✓ Accounts receivables/ payable aging report
✓ Articles of organization or incorporation
✓ Completed invoice factoring application
As mentioned above, the more financial transparency you can offer to the
factoring company, the better
27
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27.
SPECIALTY ASSET-BASED LENDERS – FACTOR
(LENDING ON A/R) (CONT’D…)
28
Source: https://www.bluevine.com/accounts-receivable-factoring-guide-factoring-invoices/
© 2019 by DailyDAC, LLC d/b/a Financial Poise Webinars™

28.
SPECIALTY ASSET-BASED FUNDERS- MERCHANT
CASH ADVANCE LENDER
An MCA is an advance transaction based upon the future revenues or credit
card sales of a business
Generally, rates on MCA are typically higher than other alternative lending
options. However, recent entrants to the space are offering MCAs and rates
comparable to traditional lending products (AMEX, Square)
An MCA provider looks at a business’s daily credit card receipts to
determine whether the business can pay back the advance in a timely
manner
29
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29.
SPECIALTY ASSET-BASED LENDERS - MERCHANT
CASH ADVANCE (MCA) LENDER (CONT’D…)
Who uses MCA?
✓ Restaurants
✓ Food service businesses
✓ Small clothing retailers
When is it best to use a merchant cash advance?
✓ It’s recommended that borrowers exhaust other financing options
prior to resorting to an MCA – primarily because they offer much
higher rates than other alternative financing options
✓ MCA are a good option for small business who do not qualify for
traditional or alternative loans
30
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30.
SPECIALTY ASSET-BASED LENDERS- MERCHANT
CASH ADVANCE (MCA) LENDER (CONT’D…)
What to submit to be considered for a merchant cash advance?
✓ It depends on the lender. Generally, MCA lenders have required
at least–
▪ A business to have run for at least one (1) year
▪ A business accepts credit cards and processes at least a few
thousand dollars per month
▪ You are seeking at minimum about $10,000 in funds
▪ 3-6 months of a business’s most recent credit card processing
statements
▪ 3-6 months of a business’s most recent bank statements;
▪ A copy of the borrower(s) driver’s license
▪ Completed application signed by principals/owners of the
business
31
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31.
SPECIALTY ASSET-BASED LENDERS – MERCHANT
CASH ADVANCE (MCA) LENDER (CONT’D…)
32
Source: https://www.nationalpaymentprocessing.com/education-station-index/what-is-a-merchant-cash-advance-
mca
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32.
SPECIALTY ASSET-BASED LENDERS –
ALTERNATIVE SMALL BUSINESS LOANS
Alternative Small Business Loans – Fixed Daily ACH payments from the business
bank account with rates similar to that of MCAs. Used by businesses that may not
qualify for or want traditional lending products but do not take credit cards as a form
of payment. Different from an ACH MCA in that the business owner guarantees
repayment of the loan regardless of the business’ performance.
33
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33.
SPECIALTY ASSET-BASED LENDERS - HARD
MONEY LENDERS (LENDERS OF LAST RESORT)
A hard money loan is asset-based financing where the borrower receives
funds secured by real property – it’s a short-term loan that typically
ranges from 3-12 months; the longer the loan, the higher the interest
rate
Generally, these loans come from investors or lenders based in part on
the property you are using as collateral
Hard money loans provide access to capital to purchase investment
properties – they can be funded quickly (typically within 48-72 hours)
When a business exhausted tradition and alternative financing options, a
hard money loan may be the only option left
34
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34.
SPECIALTY ASSET-BASED LENDERS - HARD MONEY
LENDERS (LENDERS OF LAST RESORT) (CONT’D…)
Who uses hard money?
✓ Developers and “house flippers”
✓ Real property purchasers
✓ Construction companies
When should a business resort to a hard money loan?
✓ When it has exhausted ALL other options…
✓ When it needs money fast…
35
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35.
SPECIALTY ASSET-BASED LENDERS - HARD MONEY
LENDERS (LENDERS OF LAST RESORT) (CONT’D…)
What to submit to qualify for a hard money loan?
✓ Loan submission form
✓ Purchase contract
✓ Preliminary title report
✓ Identification – i.e. driver’s license
✓ Proof of funds
✓ Proof of insurance
✓ Rent/lease rolls for commercial properties
✓ Sometimes, interior and exterior photos of the property
36
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36.
SPECIALTY ASSET-BASED LENDERS – HARD MONEY
LENDERS (LENDERS OF LAST RESORT) (CONT’D…)
37
Source: https://fitsmallbusiness.com/financing-reo-properties/
• LTV (Loan to Value Ratio) – represents an amount borrowed as compared
to cost or value of the property being purchased
• ARV (After Repair Value) – the estimated value of the property after
renovations
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37.
MARKETPLACE LENDER / FINTECH
Marketplace lending is a conglomeration of a typically online non-bank
financial institutions that provide customers with faster and cheaper ways to
obtain a business loan
Financial technology, better known as “fintech,” describes a business that
aims to provide financial services by making use of software and modern
technology
Examples of marketplace lending/Fintech companies:
✓ Quicken Loans
✓ LendingClub
✓ Kabbage
✓ Crowdfunding
38
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38.
TRADITIONAL AND NON-TRADITIONAL
UNDERWRITING
Traditional underwriting
1. Historical cash flow
2. Tangible collateral
3. Business and personal credit
4. Management team and experience
Non-Traditional underwriting
1. Management team / business model
2. Collateral
3. Cash flow – balance of historical and projected
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39

39.
A FEW THINGS TO CONSIDER WHEN CHOOSING
AN ALTERNATIVE LENDER
Contract Terms
✓ Term, interest rates, and other terms prior to settling on an alternative lender
Notification
✓ In PO financing and factoring, lender will notify borrower’s customers regarding
the financing transaction.
Services
✓ Can alternative lender make it easier to build business rather than be a
nuisance?
Convenience and speed
Cost
✓ Some financers advertise low costs but hide other fees that can quickly raise real
costs
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40.
ABOUT THE FACULTY
Ms. Fruchtman is currently a Senior Vice President and Assistant General Counsel at Bank of America Merrill Lynch where she acts as general counsel to the Bank’s Business
Capital line of business (US Central Region) on asset based lending facilities up to $1 Billion, workout and bankruptcy matters. Previously Ms. Fruchtman served as counsel to
the Bank’s Global Transaction Services Global Trade and Supply Chain Line of Business (2012 to 2017). Prior to joining the Bank, Ms. Fruchtman was a founding partner of
Baer Higgins Fruchtman LLC, a law firm focusing on complex bankruptcy and restructuring matters and before that, was an attorney in the Kirkland & Ellis LLP restructuring
and corporate finance practice groups from 1999.
Ms. Fruchtman has a deep bench of experience in the global trade finance space, in structuring, negotiating and executing securitization, leveraged lease, and other complex
financing transactions and in all facets of distressed situations, including extensive involvement in some of the largest bankruptcy cases filed in the US.
Ms. Fruchtman has spoken routinely on letter of credit topics at the annual International Banking Law & Practice Conferences and actively participated in the global banking
association BAFT IFSA, having spoken at a BAFT 2015 conference in Chicago and been involved in BAFT’s lobbying the Fed on Trade related Dodd-Frank issues and its
review of FATCA’s impact on letter of credit fees
.
Ms. Fruchtman served on the Board of Directors of the 1000-member Chicago Chapter of the Turnaround Management Association (TMA) from 2013 to 2016 and won the
TMA Chicago Pro Bono engagement of year award in 2016 which received national publicity. Ms. Fruchtman also served a two-year term as Membership Relations Director of
the American Bankruptcy Institute Committee on Commercial Fraud, and was an Associate Editor of the American Bankruptcy Institute Journal from 2008 through 2012. Ms.
Fruchtman holds B.S. and J.D. degrees from Georgetown University; and an M.B.A. from the University of Chicago Booth School of Business.
41© 2019 by DailyDAC, LLC d/b/a Financial Poise Webinars™
REBECCA FRUCHTMAN
rebecca.fruchtman@bankofamerica.com

41.
ABOUT THE FACULTY
JEFFREY BARDOS
jbardos@speritascapital.com
Jeff founded Speritas Capital Partners to help small and medium-sized businesses broaden their access to the right
kind of capital.
Jeff brings over 25 years of experience in the financial services industry. Jeff began his career at the NY Fed and
has worked at senior levels in commercial banking, retail banking, strategic planning, liquidity risk management
and regulatory affairs. Jeff has also played senior founding roles in several start-ups where he learned first-hand that
access to capital is one of the most significant hurdles facing small and medium-sized businesses.
Jeff’s firm, Speritas Capital, works with small to lower middle market businesses to provide financing solutions for
difficult credit, collateral and cash flow situations. Speritas Capital has relationships with over 70 national lenders
and private investors that gives the firm the product breadth to assist clients in identifying funding options that go
beyond what traditional lenders can typically provide.
42
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42.
ABOUT THE FACULTY
CHRISTOPHER HORVAY
chorvay@sfgh.com
With more than 40 years experience, Christopher J. Horvay has represented senior creditors and asset-based lenders in complex
litigation, workout and bankruptcy matters across the country. His practice also involves the representation of asset-based
lenders in the documentation of complex loan transactions and in litigation disputes as well as the representation of creditor
committees and liquidation trustees in litigation relating to fraudulent conveyances. Chris has consistently been recognized as an
Illinois Super Lawyer since 2006, as well as an Illinois Leading Lawyer for the last two years in commercial bankruptcies and
workouts.
Chris has undertaken a leadership role in the Turnaround Management Association's Chicago/Midwest chapter since its
inception. He previously served as a TMA National Director from 1999 through 2002, as well as president of the
Chicago/Midwest chapter in 1997 and 1998. In 2004, Chris was recognized by the Chicago chapter as its Educator of the Year.
From 2014 through 2016, he served as President of the Chapter's Scholarship Foundation Board. In November, 2016, he
received the Chapter's Legend Award for outstanding service to the Chapter and the profession.
Chris has been a Partner in the Restructuring Group at Sugar Felsenthal Grais & Helsinger LLP since 2012. He was educated at
Syracuse University (B.A. History Honors, 1973) and Northwestern University’s School of Law (J.D. 1976).
43
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43.
ABOUT THE FACULTY
ALEX MAZER
alex.mazer@bigshoulderscap.com
In October of 2012, Alex joined PPL Group and its affiliate Big Shoulders Capital, a private fund
that provides liquidity solutions for commercial and industrial companies in turnaround/transition;
primary services include industrial asset disposition / liquidations, asset-based debt refinancing and
equity investments in operating companies. Prior to joining PPL and BSC, Alex founded and
managed The BirdDog Group, a national liquidation firm he founded in 2010. The BirdDog
Group specialized in asset disposition of consumer goods and retail inventories for lenders,
manufacturers, and retailers across the country. Outside of the US, Alex has lived and worked in
Hong Kong and Mainland China. He completed his MBA at Northwestern’s Kellogg School of
Business. A Baltimore native, Alex has lived in the Midwest since 2009.
44
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44.
The material in this presentation is for general educational
purposes only.
It has been prepared primarily for attorneys and accountants for
use in the pursuit of their continuing legal education and continuing
professional education.
IMPORTANT NOTES
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45.
If you have any questions about this webinar that you did
not get to ask during the live premiere, or if you are watching this
webinar on demand, please don’t hesitate to email us at:
info@financialpoise.com
Please include the name of the webinar in your email,
and we will provide a response to your question.
QUESTIONS OR COMMENTS?
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47.
About Financial Poise™
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DailyDAC LLC, d/b/a Financial Poise™ provides continuing education to
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48