Charles A. Ognibene

Partner

  • Charles A. Ognibene
  • Phone: +1 857 488 4249

    Import to Address Book

  • Duane Morris LLP
    100 High Street, Suite 2400
    Boston, MA 02110-1724
    USA

Charles A. Ognibene has focused on auto finance for more than 20 years.  Mr. Ognibene leads a team of lawyers at Duane Morris that handles lender-dealer relationships, lender-OEM arrangements, auto dealer loans, dealer loan work outs, retail litigation, portfolio liquidity, and a broad and deep array of wholesale and retail auto finance matters. 

Mr. Ognibene has served as outside regional counsel for Chrysler Financial, Ally Financial, and GM Financial.  He and the Duane Morris auto finance team have handled more than 100 dealer bankruptcies and workouts.  They wrote the floorplan and dealer mortgage loan documents for Chrysler Capital, and before that for Santander Bank.  Mr. Ognibene assisted with Ally’s and Chrysler Financial’s documents, designed for off-the-shelf use without lawyer closing expenses in floorplan-only settings.  He created a dynamic set of documents for a technology-based independent floor plan lender serving credit-challenged independent dealers.  He designed and prepared Syndication Lite documents for one of Duane Morris’s bank clients, which documents are now used in deals reaching beyond $500 million.  The auto finance team has closed hundreds of dealer mortgage loans.

Mr. Ognibene has represented finance companies as well as Original Equipment Manufacturers (OEMs) in white-label financing agreements and other preferred finance arrangements, including arrangements allocating the benefits and risks of electric vehicle tax credits.

Mr. Ognibene leverages his industry experience in defense of high-exposure auto finance class action cases and in one-off retail and lease complaints, seeking to dispose of litigation effectively and efficiently.

Areas of Practice

  • Auto Finance

  • Capital Markets

  • Financial Institutions

Representative Matters

  • Represented Vero Technologies, a non-bank finance company contracting to serve as preferred floorplan lender to equipment dealers, to follow-on after Original Equipment Manufacturer’s original floorplan matured. Designed a protocol and negotiated and drafted documents to give Vero a first priority purchase money security interest despite that it would be funding a year after dealer’s purchase of the inventory, thereby avoiding the need to negotiate intercreditor agreements with other inventory lenders.

  • Represented Huntington Bank as agent and lead lender in connection with its syndicated $750 million floorplan and multi-loan senior credit facility with large fast growing super-regional automobile dealership group using a personally designed deal structure.

  • Represented electric vehicle manufacturer in structuring and contracting for private label preferred finance program with Bank of America.

  • Represent lender to bailment program vehicle Upfitter. Collateral is not owned by borrower, but held as a bailment, requiring creative approach to securing loan facility.

  • Advised Daimler Trucks Financial Services on program and preparing documents for sale and syndication of truck fleet leases and financing facilities. This is the first single obligor sale and syndication of its size by DTFS.

  • Advised venture backed client on structuring and documentation of program for Lending As A Service, as it offered its advanced servicing technology to regional banks, in what is believed to be an industry first.

  • Represented Huntington Bank as agent and lead lender in connection with its $360 million syndicated multiloan floorplan and senior credit facility with an automobile dealership with locations in Kentucky, Ohio and Indiana.

  • Represented Truist Bank in $200 million comprehensive financing to New England multistate automotive dealer group, representing a significant increase to an earlier loan.

  • Counsel to Huntington Bank as agent and book runner in $450 million syndicated multi-loan facility to Midwest-based large auto dealer group.

  • Counsel to Huntington Bank as agent and book runner in $370 million financing to one of New England’s largest auto dealer groups.

  • Counsel to captive finance company as lead lender to large mid-Atlantic auto dealership group.

Admissions

  • Massachusetts
  • Connecticut

Education

  • Boston College Law School, J.D., cum laude
    - International Law Review
  • University of Massachusetts, B.A., summa cum laude
    - Phi Beta Kappa

Experience

  • Duane Morris LLP
    - Partner

  • LeClairRyan PLLC
    - Member

  • Edwards Wildman
    - Counsel/Partner

  • Goldstein and Manello
    - Associate/Partner

Professional Activities

  • Loan Syndicated and Trading Association's (LSTA)

Honors and Awards

  • Listed in Chambers USA: America's Leading Lawyers for Business, 2024

  • Thomson Reuters Stand-out Lawyer, 2023 and 2024
  • Listed in Best Lawyers (New England) for Banking and Finance Law, 2023 and 2024

  • Listed in The Best Lawyers in America, 2016-2024

  • Listed in Chambers USA: America's Leading Lawyers for Business

  • AV Preeminent® Peer Review Rated by Martindale-Hubbell®

Selected Publications

  • Co-author, "Treasury Department Releases Proposed Guidance on New Clean Vehicle Tax Credit Provisions of the Inflation Reduction Act," Duane Morris Alert, April 18, 2023

  • Author, "A Spotter's Guide to Dealer Trouble," Edwards Wildman Bulletin, 2008

  • Author, "The Sky is Falling; the (Blue) Sky is Falling," Edwards Wildman Bulletin, 2001

  • Quoted, "Dealer Mortgage Woes," Automotive News, March 15, 2010

  • Quoted, "Trend in Loan Markups is 2.5%," Automotive News, August 8, 2005

  • Quoted, "What Industry Leaders are Saying," Automotive Digest Weekly, July 18, 2005

  • Quoted, "Court: Dealer Must Disclose Negative Equity," Automotive News, July 11, 2005

  • Quoted, "Trouble Persists with Lease Liability," Automotive News, July 12, 2004

  • Quoted, "Lessors in New York State Struggle with Liability," Automotive News, March 29, 2004

  • Quoted, "GMAC Settles Suit, but Opponents will Push for Flat-Fee Loan Markups," Automotive News, February 16, 2004

  • Quoted, "Rhode Island Limits Auto Lessors' Liability," Automotive News, July 14, 2003

Selected Speaking Engagements

  • Speaker, "IRS Clean Vehicle Tax Credits Under the Inflation Reduction Act," Strafford Webinar, June 20, 2023
  • Speaker, "Cryptocurrency and Other Digital Assets Under the 2022 Amendments to the Uniform Commercial Code," Boston Bar Association Bench Meets Bar, May 18, 2023