TSL’s editor-in-chief sat down with Otterbourg attorneys Allen Cremer, Dan Fiorillo, Pauline McTernan and Lena Surilov, to discuss the firm’s secret to success over the past 100 years, what lenders should look out for in 2025 and possible implications of the election. Based in New York City, Otterbourg represents financial institutions (including banks, asset-based lenders, hedge funds, finance companies and insurance companies) and corporations and other business enterprises.

Please tell us a little bit about yourself, how you got started in the industry, your practice area, and any advice you would like to provide for attorneys considering representing secured lenders.
Surilov: I actually started my legal career as a corporate lawyer, but I received a taste of secured financing transactions in my second year through my then mentor, and I really loved the aspect of understanding the retail finance and what companies do from my prior experience as a consumer. I have currently been engaged in documenting a lot of ABL retail financing transactions, basically from cradle to the grave, from the front end to all the way through DIP finance and exit financing, and some of the retail companies have been through multiple bankruptcies and exits.

To anybody starting out, what helped me the most was having a great mentor because I don’t think I would’ve ever started in this type of law if I wasn’t given a chance to participate in the transactions and gain that type of exposure early in my career. I don’t think I would’ve had as much exposure to clients and the interesting aspects of secured financing and the more complicated aspects as well, if I didn’t have a mentor who involved me in every aspect of the transaction and provided an opportunity to interact with the clients. Having someone pave the path before you to show how your career trajectory can go and what you can do in this industry is invaluable.

McTernan: I’m a litigation partner here at Otterbourg. I’ve been here for 15 years. How I got involved in representing secured lenders was a little bit different from everyone else here because, like I said, I practice general litigation and now more restructuring and some bankruptcy as well. I first got involved as an associate. I was working on a lender liability litigation and I actually was able, through document review, to learn about asset-based lending as a “fly-on-thewall” by reviewing the contemporaneous documents and emails at the time with the people involved in the syndicated loan facility.

In that way, I learned about the different aspects of asset-based lending relationships. With that experience I started to branch out into other representations, including in the restructuring context and cash collateral “fights” and the like, and just gained experience along the way. I have a varied and multifaceted view into asset-based lending from that experience.

In terms of advice for younger attorneys or others getting into the field, I would say specifically you should know your codes, the Uniform Commercial Code and the Bankruptcy Code, but more generally I always tell young associates to take ownership, take initiative, and don’t be afraid to say yes to new opportunities because they really foster growth, as you never know what you’ll fall into.

Fiorillo: I started at Otterbourg in 1996 as a summer associate, and began my first year at the firm in the fall of 1997. I currently chair Otterbourg’s Workout and Restructuring Department. I had the distinct honor and pleasure to work under probably one of the best mentors in the asset-based lending community, Jon Helfat, the then chair of my department. As I think Jon would acknowledge, I wasn’t that helpful to him at first, because learning the vernacular of asset-based lending and bankruptcy law as a first-year associate, while working with a leading expert in the field, was challenging for both of us. But Jon did something for me for which I’ll always be grateful. Midway through my first year of practice, Jon sent me downstairs to work in the finance department. Jon’s view, which I completely share, was that you had to learn how a financing transaction is documented before you can learn how to work out and/or restructure a deal in distress. After spending some time learning how to document the front end of various secured loan transactions, Jon pulled me back up into the workout and restructuring group, where Jon, once again, gave me career-altering advice. He would often tell me that I needed to start telling him what we should be doing on matters we were handling, instead of Jon telling me what to do, which, as a junior associate, was a revolutionary mindset shift in the way I was approaching my job. It forced me to think through all of the issues and considerations that our clients would expect its counsel to address, which accelerated my understanding and appreciation of the practical and business applications of the legal principles which I was still trying to master. Of course, I always had Jon to consult with, and Jon was excellent at following up with me on all my different projects and assignments.

I would say to any attorney that is starting out in the industry, as Pauline said, that learning the law and understanding the vernacular, navigating personalities, and managing expectations is a daunting task the first year or two of your practice. But once you put the time and effort into it, and are fortunate enough to have one or more good mentors, you will find the learning curve is accelerated.

At Otterbourg, we place a premium on exposing junior associates to taking on larger roles and responsibilities with careful supervision. If you’re interested in getting into the field of secured lending, which covers so many different industries at so many levels of the market- -from $1 million to $2 billion deals and everything in between--then, as Pauline said, you have to be open to taking on new challenges, diverse assignments, and obviously put the time and effort in, and hopefully you’re lucky enough to wind up with a great mentor to teach you the ropes. 

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