Allen & Overy U.S. Leveraged Finance practice advises on over USD13 billion of debt financings
Jin Hee Kim
14 October 2019
2019 has continued to be a busy year for Allen & Overy’s U.S. Leveraged Finance practice, with the 25 attorney team providing counsel on some of the largest and most complex U.S. and cross-border transactions.
Recently, the team advised:
- The joint lead arrangers on the $2.325 billion debt financing for Liberty Latin America’s acquisition of AT&T’s Puerto Rico and the U.S. Virgin Islands wireless and wireline business and the refinancing of Liberty Cablevision of Puerto Rico’s existing credit facilities. Led by Todd Koretzky and Jin Hee Kim (ongoing)
- The joint lead arrangers and bookrunners on a large-cap U.S. syndicated financing for the acquisition by affiliates of Ares Management Corporation and Leonard Green & Partners of Press Ganey Associates, a leading provider of safety, quality, patient experience and workforce engagement solutions for healthcare organizations. Led by Todd Koretzky
- The administrative agent and lead arrangers in connection with their underwriting and arranging senior syndicated credit facilities totaling $1.65 billion to Parthenon Capital Partners and Bain Capital Private Equity in connection with the financing of the merger of Zelis Healthcare and RedCard Systems. Led by Rajani Gupta
- The joint lead arranger in connection with a $250 million incremental term loan B financing for Leonard Green’s portfolio company, SRS Distribution, the proceeds of which were applied, in part, to repay outstanding revolving loans under the company’s $400 million ABL facility and to fund future acquisitions. Led by Judah Frogel
- Colfax Corporation, a leading diversified technology company, in connection with a $3.025 billion financing with a syndicate of banks and other financial institutions and the joint lead arrangers, for the company’s $3.7 billion acquisition of the DJO Global group, a global leader in orthopedic solutions and services, from Blackstone. Led by Elizabeth Leckie
- The sole lead arranger and administrative agent on an extension and effective refinancing of a $900 million senior secured revolving credit facility for a publicly-traded real estate investment trust (REIT) with operations in the United States, Australia, South Africa and the United Kingdom. Led by Todd Koretzky
- The lead arranger, initial lender and administrative agent on a $50 million-equivalent JMD debt financing package for a leading Jamaican provider of cable television, broadband and fixed and mobile telephony services. Led by Todd Koretzky
- The lead arranger and administrative agent on the $590 million incremental loan facilities to finance the acquisition of Greencore US Holdings by Hearthside Food Solutions. Led by Rajani Gupta
- The joint physical bookrunners and lead arrangers of a €515 million cross-border first-lien financing for TPG Capital-backed Beaver-Visitec International Holdings’ acquisition of PhysIOL Group SA. Led by Rajani Gupta
- Target Hospitality on the $340 million bond offering in connection with its $1.3 billion acquisition of the specialty rental accommodation and hospitality businesses of Target Logistics Management and RL Signor Holdings from Algeco Investments B.V. and Arrow Holdings S.a.r.l., (portfolio companies of TDR Capital). Led by Bill Schwitter and Jeff Pellegrino
- The lead arrangers of a cross-border $400 million Senior Secured Term Loan and $30 million Revolving Credit Facility for Sandvine Corporation and Procera Networks, a combined portfolio holding of Francisco Partners, which refinanced the borrowers' existing credit facilities, among other purposes. Led by Todd Koretzky
- The agent and lead arrangers on the incurrence of an additional $125 million Letter of Credit Facility and a $330 million senior secured term loan facility, the proceeds of which were used to refinance the existing second lien term loan facility of Westinghouse Electric, a Brookfield Business Partners portfolio company. Led by Rajani Gupta and Todd Koretzky
- The administrative agent and lender on the $287 million financing of the acquisition by Partners Group (USA) Inc. of Blue River PetCare, an owner and operator of high-quality veterinary hospitals in the United States. Led by Judah Frogel
- The arrangers and administrative agent on the senior refinancing relating to the acquisition by affiliates of Ares Management Corporation of Cooper’s Hawk Winery & Restaurants. Led by Rajani Gupta and Jin Hee Kim
- The lender and arranger of a $200 million senior secured term loan to a portfolio company of SteelRiver Infrastructure Partners. Led by Todd Koretzky
- The lead arrangers and administrative agent on a $68.5 million term loan, an approximately $75 million-equivalent CRC term loan and a $15 million revolving credit facility in connection with the acquisition of certain Costa Rican television, internet and telephony assets by a portfolio company of a global telecommunications company. Led by Todd Koretzky
In early 2019, Allen & Overy’s U.S. Leveraged Finance practice ranked in the top ten by volume across several categories in Debtwire’s 2018 North America Leveraged Loans Legal Advisors’ League Table Report (seen here).
Additionally, the firm’s integrated European Leveraged Finance practice ranked number one in both volume and value across multiple categories in Debtwire’s Western Europe Leveraged Loans Legal Advisors’ League Table Report.
More recently, the U.S. leveraged finance practice broadened its bench, welcoming Jin Hee Kim as a partner in the New York office, enhancing the A&O team’s ability to advise multiple arrangers on large and complex debt financings, and further expanding the practice into the private debt fund / direct lending space.
In March, partners from the firm’s U.S. and European Leveraged Finance practices hosted a private forum in New York for reporters from numerous business and financial publications. What resulted was an engaging discussion on the cross-border leveraged finance market, with the A&O partners sharing their views on market trends and noteworthy developments, macro issues, and considerations for any turning of the continuing economic expansion.
In September, partner Todd Koretzky dug deep into the recent rise of “anti-net short lender” and other “Windstream” provisions taking center stage in the U.S. syndicated loan market, authoring an in-depth look at these cutting edge terms and their application and impact on market participants. Todd’s article will be published in the November/December 2019 edition of THE BANKING LAW JOURNAL.
Looking ahead, the team will host its third annual Leveraged Finance Training Camp on October 22nd at Convene in New York. A marquee event in the U.S. lev fin market, LFTC 2019 has attracted a record 170 bankers, loan originators and debt advisors from upwards of 35 financial institutions spanning from Wall Street banks to private credit funds. Led by A&O partners, the program offers an unmatched learning experience and networking opportunity. For a better sense of this dynamic event, click here for a video recap of LFTC 2018.
We are grateful for the ongoing support and trust of our clients and counterparts. Please direct any inquires to Kaitlyn Lennon at Kaitlyn.Lennon@allenovery.com.