Matthew D. Tomback

Partner Minneapolis


Matt practices principally in the areas of:

  • Mezzanine financing.
  • Banking and finance.
  • Private equity financing.
  • Structured finance.
  • Asset-based lending.
  • Unsecured finance.
  • Commercial real estate finance.

He has extensive experience handling all types of finance matters on behalf of corporate clients in structuring, negotiating and documenting a variety of transactions. Matt concentrates a significant portion of his practice on representation of mezzanine and junior capital funds, including licensed Small Business Investment Company lenders, in subordinated debt and equity investment transactions. He also represents banks and other financial institutions in connection with senior and subordinate credit facilities, mortgage repurchase facilities, real estate loans, asset-based loans and commercial real estate transactions. Matt also regularly represents borrowers in connection with acquisition financing, working capital loans, construction loans and other secured and unsecured financing arrangements with major banks across the country.

Matt regularly represents a preeminent international private equity firm with respect the acquisition of distressed debt and REO property from lenders across the country. He also represents clients in connection with the sale and assignments of mortgage and mezzanine loans, workouts, forbearance arrangements, participations and the review and negotiation of subordination, intercreditor, co-lender and servicing agreements.

In addition, Matt has extensive experience in the New Market Tax Credits (NMTC) program representing community development entities (CDEs), borrowers and investors in structuring and closing NMTC transactions. He also has represented clients in connection with wind energy development projects in Minnesota, North Dakota and Indiana.

Prior to joining the firm, Matt practiced several years with a North Carolina law firm. Prior to private practice, he served as in-house counsel for an international real estate brokerage and property management company based in New York.


  • Honoree, Best Lawyers in America, Banking and Finance Law (2023 – 2024)

  • Honoree, Top Lawyers, Banking & Financial Service Law, Minnesota Monthly (2023)

All Service Areas


  • Fordham University School of Law (2001)

    Editor, Fordham Urban Law Journal

  • University of Michigan (1998)


  • State - Minnesota
  • State - New York
  • Federal - District of Minnesota

Notable Matters

  • Acted as counsel for Mortgage Warehousing lender/purchaser.
  • Regularly represents a licensed small business investment company provider of mezzanine debt and equity investments in lower middle-market companies throughout the United States, including the initial investment, add-on transactions, divestitures and SBA compliance issues.
  • Regularly represents a regional private equity and mezzanine debt fund sponsor with fund formation, investment syndication, platform and add-on transactions, divestitures, reorganizations and recapitalizations.
  • Represented a large, institutional mezzanine fund in connection with mezzanine debt and equity investments in middle market companies throughout the country.
  • Represented one of the premier junior capital providers in the United States, which manages six separate funds with more than $1 billion in commitments, including debt and equity investments in more than 80 companies nationwide.
  • Represented a premier U.S. private equity firm in over 100 various joint ventures and acquisitions involving a broad range of assets, including distressed and non-performing loans, real estate, aircraft, maritime vessels and oil and gas interests.