Akin Gump Strauss Hauer & Feld LLP has a solid debt finance practice, which works closely with its restructuring and bankruptcy practice assist with debtor-in-possession financings and Chapter 11 cases. On the lender side, the firm focuses on assisting alternative lenders such as investment funds, while the borrower practice has a client portfolio that includes numerous energy and construction companies. The New York office is home to corporate practice co-head Zachary Wittenberg, in addition to Scott Welkis and Meng Ru. John Goodgame leads the Houston team.
Commercial lending in United States
Akin Gump Strauss Hauer & Feld LLP
Practice head(s):
Zach Wittenberg; John Goodgame
Other key lawyers:
Scott Welkis; Meng Ru
Key clients
True Religion and its debtor and non-debtor affiliates
Certain funds managed by GSO Capital Partners LP and certain funds managed by Blackstone Tactical Opportunities
Advisors L.L.C.
New Mountain Capital, LLC
Global Eagle Entertainment, Inc. Official Committee of Unsecured Creditors
Kennedy Lewis Investment Management
Francisco Partners Management, LLC
CEC Entertainment
GoldenTree Asset Management
Intelsat Jackson Ad Hoc Group
Goldman Sachs
The Official Committee of Unsecured Creditors of Purdue Pharma LP.
Diamondback Energy, Inc.
Viper Energy Partners LP
U.S. Concrete, Inc.
Genesis Energy L.P.
Laredo Petroleum, Inc.
The ad hoc committee of Weatherford International plc
Oaktree Capital Management
Ad Hoc Group of First Lien Lenders of Foresight Energy LP
Vista Credit Partners
Blue Water Industries LLC
Work highlights
- Represented Kennedy Lewis Investment Management in a series of financial transactions.
- Represented long-time client Diamondback Energy, Inc. as a borrower in its $1.6bn revolving credit facility.
- Represented U.S. Concrete, Inc. as borrower in a $300m ABL facility.
Allen & Overy LLP
In the words of one client, Allen & Overy LLP has ‘rapidly built their banking and finance practice since Jake Mincemoyer joined the team’. Mincemoyer, who arrived in February 2021 from White & Case LLP to lead the leveraged finance practice, has since been joined by fellow former White & Case practitioners Stanimir Kostov and Gordon Mak, who arrived in May and June 2021 respectively, as well as Ilona Potiha, recruited from Davis Polk & Wardwell LLP in October 2021. The result of these developments is that the firm has a highly proficient lender-side practice, which is solicited by both banks and alternative lenders on all types of leveraged finance facilities, including asset-based loans, high-yield debt offerings and debtor-in-possession financings. Below partner level, counsel Joseph Furst stands out.
Practice head(s):
Jake Mincemoyer
Other key lawyers:
Gordon Mack; Ilona Potiha; Stanimir Kostov; Joseph Furst
Testimonials
‘A&O has rapidly built their banking and finance practice since Jake Mincemoyer joined the team early last year. It is early days yet, but Jake has been instrumental in building the banking and finance platform over the course of the past 12 months.’
‘I have worked with Jake extensively at his prior firm. He is a sophisticated lawyer who handles complex finance transactions and handles with ease any complexities arising therefrom.’
‘They are the absolute best. Market leading practice with great depth in their bunch. Extremely commercial, smart, sophisticated. On the very cutting edge of the leveraged market.’
Key clients
Bank of America
Barclays
BMO Capital Markets
Citibank
Coherent, Inc.
Colfax Corporation
Credit Suisse
Deutsche Bank
Goldman Sachs
Golub Capital
Jefferies
JPMorgan
Macquarie Capital
Morgan Stanley
Nomura
RBC Capital Markets
Scotiabank
Work highlights
- Advised Bank of America on a $2.19bn first lien term loan facility to SRS Distribution Inc. and certain of its affiliates.
- Advised Credit Suisse on first lien closing date initial term loans of $955m, revolving commitments of $165m and delayed draw commitments of $200m
- Advised Credit Suisse as administrative agent on a $1.307bn first lien term loan for the acquisition of TricorBraun Holdings, Inc. by AOT Packaging Products Acquisition Co LLC.
Bracewell LLP
With a strong standing in the Texas market, Bracewell LLP‘s finance practice is focused on the energy sector; the firm represents lending banks, private equity companies and energy providers in the financing of upstream, midstream and downstream energy projects. The Houston office houses much of the national team, including joint departmental leads Dewey Gonsoulin, Heather Brown and Alan Rafte, though the firm also has offerings in Austin, Dallas and Washington DC. In New York, Robin Miles , also a co-practice head, recently lead a team that advised MUFG Union Bank on a$1.7bn unsecured revolving credit facility to Continental Resources, Inc.
Practice head(s):
Dewey Gonsoulin; Heather Brown; Alan Rafte; Robin Miles
Other key lawyers:
Kate Day; Stephanie Koo Song; Martha Kammoun
Key clients
DT Midstream, Inc.
Kinder Morgan, Inc.
Pioneer Natural Resources Company
DCP Midstream Operating, LP
Ferrellgas, L.P.
Société Générale
MUFG Union Bank, N.A.
Equinor Wind Services LLC
Citibank, N.A.
JPMorgan Chase Bank, N.A
The Carlyle Group
Crédit Agricole
DT Midstream, Inc.
Kinder Morgan, Inc.
Pioneer Natural Resources Company
DCP Midstream Operating, LP
Ferrellgas, L.P.
Société Générale
MUFG Union Bank, N.A.
Equinor Wind Services LLC
Citibank, N.A.
JPMorgan Chase Bank, N.A
The Carlyle Group
Crédit Agricole
DT Midstream, Inc.
Kinder Morgan, Inc.
Pioneer Natural Resources Company
DCP Midstream Operating, LP
Ferrellgas, L.P.
Société Générale
MUFG Union Bank, N.A.
Equinor Wind Services LLC
Citibank, N.A.
JPMorgan Chase Bank, N.A
The Carlyle Group
Crédit Agricole
DT Midstream, Inc.
Kinder Morgan, Inc.
Pioneer Natural Resources Company
DCP Midstream Operating, LP
Ferrellgas, L.P.
Société Générale
MUFG Union Bank, N.A.
Equinor Wind Services LLC
Citibank, N.A.
JPMorgan Chase Bank, N.A
The Carlyle Group
Crédit Agricole
DT Midstream, Inc.
Kinder Morgan, Inc.
Pioneer Natural Resources Company
DCP Midstream Operating, LP
Ferrellgas, L.P.
Société Générale
MUFG Union Bank, N.A.
Equinor Wind Services LLC
Citibank, N.A.
JPMorgan Chase Bank, N.A
The Carlyle Group
Crédit Agricole
DT Midstream, Inc.
Kinder Morgan, Inc.
Pioneer Natural Resources Company
DCP Midstream Operating, LP
Ferrellgas, L.P.
Société Générale
MUFG Union Bank, N.A.
Equinor Wind Services LLC
Citibank, N.A.
JPMorgan Chase Bank, N.A
The Carlyle Group
Crédit Agricole
Work highlights
- Represented DT Midstream, Inc in a $750m revolving credit facility and $1 billion term loan B.
- Represented Kinder Morgan, Inc., in a $3.5bn unsecured revolving credit facility with Barclays Bank PLC.
- Represented Ferrellgas, L.P. in its $650m aggregate principal amount of 5.375% senior notes due 2026.
Cadwalader, Wickersham & Taft LLP
Cadwalader, Wickersham & Taft LLP is developing a strong reputation for lender side work and has a significant presence on the Charlotte market. Michael Mascia, Christopher McDermott and Jeffrey Nagle co-lead the team which, alongside its transactional work, gained widespread recognition in 2021 for its work advising the Alternative Reference Rates Committee on contractual fallback language for LIBOR denominated bilateral business loans and securitizations. The firm expanded its team throughout 2021 with the February addition of partner Chad Stackhouse from Troutman Pepper, in addition to special counsels Leah Edelboim in January and Perry Hicks in October from Clifford Chance and Hunton Andrews Kurth LLP respectively.
Practice head(s):
Michael Mascia; Christopher McDermott; Jeffrey Nagle
Other key lawyers:
Chad Stackhouse; Perry Hicks; Leah Edelboim
Key clients
Alternative Reference Rates Committee
The Loan Syndications and Trading Association
The Renco Group Inc.
Bank of America Corp.
Coöperatieve Rabobank U.A., New York Branch
Federal Reserve Bank of Boston
Kingsland Holdings Limited
BNP Paribas
MUFG Bank Ltd.
Investec Bank plc
ING Capital LLC
Natixis
Work highlights
- Advising the Alternative Reference Rates Committee in drafting recommended contractual fallback language for U.S. Dollar LIBOR denominated bilateral business loans and securitizations.
- Advised BNP Paribas on a $1.7bn senior secured working capital facility for Castleton Commodities International LLC.
- Advised Coöperatieve Rabobank U.A., New York Branch, on a $500m sustainability-linked senior secured revolving credit facility for Mercon Coffee Group.
Cahill Gordon & Reindel LLP
Cahill Gordon & Reindel LLP is highly active in advising banks on leveraged finance transactions, with a considerable deal volume within the space. The group, which is based in New York, has a deep roster of partners with vast experience of working with the premier lenders in the market, including JP Morgan, Credit Suisse, Wells Fargo and Deutsche Bank. Corey Wright‘s wide-ranging practice spans high-yield bond financings and refinancing, debt and equity offerings and out-of-court debt restructurings. Department stalwart James Clark continues to advise on a range of transactions in addition to sitting on the firm’s executive committee, while Jennifer Ezring focuses on asset-based lending and leveraged finance deals. Veteran Jonathan Schaffzin is another name to note. Douglas Horowitz, the go-to partner for JP Morgan, left for Gibson, Dunn & Crutcher LLP in April 2022,
Other key lawyers:
James Clark; Jonathan Schaffzin; Corey Wright; Marc Lashbrook; Jennifer Ezring; Joshua Zelig
Key clients
JPMorgan Chase Bank, N.A.
Morgan Stanley & Co. LLC
Credit Suisse
Deutsche Bank
Citigroup Global Markets Inc.
Wells Fargo Securities
Jefferies Finance LLC
Nomura Securities International, Inc.
Mizuho Bank, Ltd.
Truist Securities
Work highlights
- Represented the lead arrangers in connection with a $1.787bn term loan B incremental credit facility for Caesars Resort Collection, LLC, a subsidiary of Caesars Entertainment, Inc.
- Represented the lead arrangers in connection with a $5bn senior unsecured revolving credit facility for Dell International L.L.C. and EMC Corporation.
- Represented ICON in approximately $5.8bn of debt financings for an acquisition.
Cleary Gottlieb Steen & Hamilton
Cleary Gottlieb Steen & Hamilton‘s New York-based debt finance department is instructed to represent multinational corporates, private equity houses, and government institutions on leveraged loans, investment grade deals, high-yield offerings and asset-based facilities. Duane McLaughlin and Amy Shapiro lead the borrower-focused team; the former works with private equity funds including Brookfield, while the latter’s proficiency in advising corporate borrowers is evident in recent work assisting International Flavors & Fragrances with a $7.5bn facility in connection with its merger with DuPont’s Nutrition & Biosciences. In addition to its typical deal flow, the team has also been assisting US government departments with providing financial relief to the airline sector under the Coronavirus Aid, Relief, and Economic Security Act. Katie Reaves and the ‘technically superb’ Meme Peponis are heavily involved in the private equity space and collaborate to advise key client Warburg Pincus on numerous acquisition financings.
Practice head(s):
Duane McLaughlin; Amy Shapiro;
Other key lawyers:
Meme Peponis; Katie Reaves; Victor Chiu
Testimonials
‘The level of client service this team brings is unmatched. The technical expertise is certainly present as that is table stakes, but what sets them apart is the depth of their knowledge of the market, creativity and problem solving abilities, business acumen and responsiveness. We have used other top tier law firms, but I simply can’t imagine doing a debt deal with another firm or team.’
‘Meme Peponis and Victor Chiu are all stars. Meme simply has the ability to get the deal done on the best terms possible for us. She quickly identifies the key issues, develops a plan of attack and executes flawlessly. Technically superb and I appreciate the ability to call her with a question and get direct advice. She is consummate professional and is always available even for the last minute question. Victor is an exceptionally gifted technical lawyer and has spotted issues that have lingered for years that prior debt counsel never identified. Easy to work with and a problem solver.’
Key clients
International Flavors & Fragrances
Verizon
Warburg Pincus
American Tower
Sotera Health
Walgreens
ESL Investments
Astound Broadband
Howmet Aerospace
Starbucks
Work highlights
- Advising a government agency in its financial assistance of the U.S. airline industry pursuant to the Coronavirus Aid, Relief, and Economic Security Act.
- Represented IFF in the $7.5bn bridge and term loan financing for the merger of IFF and DuPont’s Nutrition & Biosciences (N&B) business in a Reverse Morris Trust transaction.
- Represented Verizon in a $25bn delayed draw term loan.
Cooley LLP
Much of Cooley LLP‘s most notable work comes in the healthcare and life science sector. The department, which is primarily spread across multiple California offices, regularly both lending banks and healthcare providers on acquisition financings, secured and unsecured credit facilities, structured financings and convertible note offerings. Primary San Francisco-based, Mishi a Marca ‘s practice spans lender and borrower representation, and recently included assisting 1Life Healthcare with a $75m in relation to the $2.1bn acquisition. Michael Tollini, who co-leads the national team alongside Marca, is the key name in the Washington DC office.
Practice head(s):
Mischi a Marca; Michael Tollini
Other key lawyers:
Cynthia Bai
Testimonials
‘Incredibly knowledgeable team in all aspects of the legal process. Well versed in market standard practices. Very responsive.’
‘Cynthia Bai is the best lawyer I work with, bar none. She is quick to provide a strong legal opinion and works quickly through the issues. She is very well respected in the industry and has a great team that I choose work with whenever possible. She is also easy going and great to work with on a personal level.’
Key clients
1Life Healthcare, Inc.
NerdWallet, Inc.
Stitch Fix, Inc.
1Life Healthcare, Inc.
NerdWallet, Inc.
Stitch Fix, Inc.
Work highlights
- Represented 1Life Healthcare, Inc., as lender to Iora Health, Inc. in connection with 1Life’s agreement to acquire Iora for $2.1bn.
- Represented Stitch Fix in obtaining a $100m loan facility from Silicon Valley Bank, JPMorgan Chase Bank and CitiBank.
- Represented NerdWallet on a $100m loan facility made available by Silicon Valley Bank, JPMorgan and HSBC.
Cravath, Swaine & Moore LLP
Cravath, Swaine & Moore LLP‘s lender-side practice is strong in the New York market, advising major banks as lead arrangers and administrative agents in a variety of complex, high value leveraged transactions. Tatiana Lapushchik is a prolific dealmaker, and assists lending banks with transactions relating to sectors including energy, technology and retail. In addition to its representation of banks, the group also has a strong borrower-side practice, which frequently handles multicurrency mandates; managing partner George Zobitz ‘s representation of Viatris Inc. in its $4bn revolving credit facility and ¥40bn term loan facility was a undoubted highlight in 2021. Michael Goldman heads up the practice and has vast experience in all types of debt financing transactions, as does practice lead Stephen Kessing , who works with a range of corporate borrowers in addition to banks. Matthew Kelly was promoted to partner in January 2021.
Practice head(s):
Michael Goldman; George Zobitz; Stephen Kessing
Other key lawyers:
Joseph Zavaglia; Tatiana Lapushchik; Matthew Kelly
Key clients
AdvanSix
Amblin
Fortress Transportation and Infrastructure Investors
Gannett
Lindsay Goldberg
Qualcomm
Viatris
WestRock
AdvanSix
Amblin
Fortress Transportation and Infrastructure Investors
Gannett
Lindsay Goldberg
Qualcomm
Viatris
WestRock
Work highlights
- Represented Qualcomm Incorporated, as borrower, in its $4.47bn revolving credit facility.
- Represented a Lindsay Goldberg portfolio company, Alpine US Bidco LLC, as borrower, in $550m of credit facilities to finance the acquisition of the North American bakery operations of ARYZTA AG.
- Represented AdvanSix Inc., as borrower, in its $500m revolving credit facility.
Davis Polk & Wardwell LLP
Davis Polk & Wardwell LLP combines strong finance and corporate law expertise, and maintains a first rate lender-side practice in addition to a strong borrower offering. The group, which operates from New York, has close relationships with major US banks and represents them in bridge loans, structured finance and asset-based lending negotiations, but it is also increasingly active in the direct lender space, counting Owl Rock, Blue Owl and Golub Capital in its client portfolio. Jason Kyrwood, who co-leads the department alongside James Florack, has advised on some of the largest and most high-profile investment grade acquisition financings of recent years, while Sartaj Gill is the key partner for private equity work. At junior partner level, John Perry and direct lending specialist Nicholas Palumbo are the stand out names.
Practice head(s):
James Florack; Jason Kyrwood
Other key lawyers:
Monica Holland; Kenneth Steinberg; Sartaj Gill; Meyer Dworkin; John Perry; Nicholas Palumbo; Welton Blount
Testimonials
‘DPW has the best combination of legal and business advice of the major finance law firms. They also have a very deep bench of Partners and senior associates.’
‘Jason Kyrwood, Jim Florack, and Meyer Dworkin are tremendous. They are very efficient, they understand the issues that matter very quickly and offer solutions to the issues. They have good report with the in house counsel teams of their clients, and with the counsels on the other side of the table such that they can expeditiously get to the heart of the matter and solve problems. They have the trust of their counterparts.’
‘Very deep industry background. Broad practice with deep bench of high quality professionals.’
Key clients
Advent International
Atairos
BDT Capital
Bridgepoint
Brookfield Business Partners
CDPQ
Charterhouse
Cornell Capital
Crestview
Elliott Management
GHK
KKR
Lightyear Capital
Loews
Madison Dearborn Partners
Metalmark
Sycamore
Symphony Technology Group
Tailwind Capital
Credit Suisse
JPMorgan
Jefferies
Morgan Stanley
Debevoise & Plimpton LLP
Debevoise & Plimpton LLP, which focuses on representing borrowers from its office in New York, is prolific in all areas leveraged finance, including syndicated bank loans, high-yield debt offerings, second lien financings and mezzanine capital investment. Jeffrey Ross leads the team and recently co-led, alongside Ramya Tiller, a team which advised Discovery Inc. on the financing elements of its $130bn acquisition of WarnerMedia. In addition to its work with corporate borrowers, the firm also works extensively with private equity houses; Clayton, Dubliner & Rice is the key client in this regard and provided the group with several cross-border acquisition financings in 2021. Ryan Rafferty, promoted to partner in July 2021, is appreciated by clients for being ‘incredibly responsive, knowledgeable and helpful on capital structure questions, existing credit agreement compliance and review’.
Practice head(s):
Jeffrey Ross
Other key lawyers:
Paul Brusiloff; David Brittenham; Sunil Savkar; Scott Selinger; Ramya Tiller; Ryan Rafferty
Testimonials
‘I have worked with multiple legal firms throughout my career who have helped me with designing / documenting financing agreements (debt, derivatives, private equity), managing covenants flexibility, assisting with financial reporting questions. The team at Debevoise is at the top of my list for providing such assistance.’
‘Ryan Rafferty is the key partner on our account. I find him to be incredibly responsive, knowledgeable and helpful on capital structure questions, existing credit agreement compliance and review, and understanding how our transactions activity impacts such. His understanding of capital market conditions and recent deal activity has benefited our discussions and influenced my thinking on terms and conditions, more so than previous counsels I have worked with.’
‘Scott Selinger is the best in the business. His capital markets expertise and client-first mentality are second to none. I have stopped using other law firms and consolidated all my business with Scott and his team.’
Key clients
Blackstone Group
Booz Allen Hamilton
Carlyle Group
Cerberus Capital Management
Clayton, Dubilier & Rice
Cloudera, Inc.
Cornerstone Building Brands
Discovery Communications, Inc.
HarbourVest
Huntsworth PLC
Kelso & Company
KKR
Morgan Stanley Investment Management
Providence
Prudential Financial
S&S Activewear
Stone Point Capital
Syniverse Holdings
Verizon Communications
White Cap Supply
Work highlights
- Advising Discovery, Inc. on the financing aspects of its acquisition of WarnerMedia from AT&T Inc..
- Advising Clayton, Dubilier & Rice in financing aspects of its £7bn recommended cash offer for Wm Morrison Supermarkets PLC.
- Advising entities managed by Blackstone in the financing aspects of the $2.8bn acquisition of Allstate Life Insurance Company from The Allstate Corporatio.
Dechert LLP
Straddling the lender and borrower sides of the market, Dechert LLP has a solid debt finance practice that the has an identifiable presence in the middle market, advising on senior credit facilities, first lien/second lien financings, mezzanine debt, and restructurings. The group operates on a cross office basis: Scott M Zimmerman and Jay Alicandri act from New York; David Forti and Sarah Gelb operate from the Philadelphia office; and Richard Jones splits his time across both locations. The practice grew further in 2021 with the May arrival of Soo-ah Nah and the addition of Ani Ravi, who joined in September. The pair formerly worked at Paul, Weiss, Rifkind, Wharton & Garrison LLP and Cahill Gordon & Reindel LLP respectively.
Practice head(s):
Jay Alicandri; Richard Jones; Scott Zimmerman; David Forti
Other key lawyers:
Samantha Koplik; Lindsay Flora; Edward Newlands; Angelina Liang; Soo-ah Nah; Ani Ravi
Testimonials
‘Understands our needs’
‘I work mainly with the fund finance lawyers, where we are entering into financings for our funds as borrowers. The key differentiator is the breadth of Dechert’s involvement in deals and their broader funds practice (regulatory, tax, etc).’
‘Jay Alicandri is excellent. He is practical and efficient and has a good command of the market.’
‘Ed Newlands and Angelina Liang are good junior partners. They are very client-friendly and have a good breadth of market knowledge.’
‘They have the most robust, deep practice in leverage finance (asset-based lines, subscription lines, hybrids) for funds in the middle market credit asset manager space. They have good personal relationships with all the lending banks and bankers, are familiar with their credit document forms, know their trigger points. They also work on most of debt facilities for middle market credit general partners, so know what everyone in the market is doing. They have state-of-the-art expertise in this area.’
‘Jay Alicandri is a standout partner. He knows everyone on both sides of the table in the industry. He works non-stop and is available in the blink of an eye. He is commercial, good at herding cats, is unafraid to go to battle for his clients, but ultimately wants to get the deal done quickly so strikes a good balance between pushing on points and conceding and moving on. He understands the underlying business, and this informs his advice regarding the credit facilities he works on on behalf of asset manager/fund borrowers. He is familiar with all the fund forms/structures and how a fund structure will impact the needs of his client regarding the leverage facility.’
Key clients
FS/KKR
Thoma Bravo
Crown Holdings
Deutsche Bank AG
B&G Foods, Inc.
ING Capital
Bank of America
Main Street Capital Corporation
Wells Fargo
Blackstone Secured Lending Fund/Blackstone Private Credit Fund
Cerberus
Court Square Capital Partners
Crown Holdings
CVC Capital Partners
FS/KKR
Thoma Bravo
Crown Holdings
Deutsche Bank AG
B&G Foods, Inc.
ING Capital
Bank of America
Main Street Capital Corporation
Wells Fargo
Blackstone Secured Lending Fund/Blackstone Private Credit Fund
Cerberus
Court Square Capital Partners
Crown Holdings
CVC Capital Partners
Work highlights
- Advised FS/KKR Advisor LLC on its $4bn multicurrency senior secured revolving credit facility
- Advised Crown Holdings, Inc. on the financing matters related to the sale of its European tinplate business to an affiliate of KPS Capital Partners, LP for €2.25bn
- Represented CVC Capital Partners as the leader of a consortium sponsoring the transaction to combine WorldWide Express LLP and GlobalTranz Enterprises, LLC
Freshfields Bruckhaus Deringer
Freshfields Bruckhaus Deringer LLP‘s New York commercial lending practice regularly assists with multi-jurisdictions financings alongside its offices in the UK, Canada and mainland Europe. Primarily focusing on the borrower space, the group’s undoubted highlight for 2021 was its work with AstraZeneca, which involved negotiating a new $17.5bn bridge-financing facility. David Almroth leads the practice and works closely with borrowers from a variety of industries including TMT, pharmaceuticals, manufacturing and sport.
Practice head(s):
David Almroth
Other key lawyers:
Kyle Lakin
Key clients
TriNet Group, Inc.
WorldRemit
Team, Inc.
Cargill, Incorporated
One Equity Partners
AstraZeneca
CPP Investments
Paine Schwartz Partners
Work highlights
- Advised AstraZeneca on a new committed $17.5bn bridge-financing facility to support the financing of the offer consideration.
- Advised Cargill on negotiating the debt commitment papers and term sheet for the take-private acquisition of Sanderson Farms Inc. and its merger with Wayne Farms.
- Advised a customer service company on a $1.4bn term loan, a €1bn term loan, and a $250m revolving credit facility to support its acquisition of Sykes Enterprises, Incorporated.
Fried, Frank, Harris, Shriver & Jacobson LLP
Fried, Frank, Harris, Shriver & Jacobson LLP, which operates out of New York, is one of the most respected names in the debt finance middle market. Equally capable of advising lending banks, corporate borrowers and private equity sponsors, the firm assists with both investment grade and leveraged transactions. J. Christian Nahr leads the team and advises on syndicated secured facilities, second lien loans, mezzanine financings and private placements, while departmental stalwart F. William Reindel continues to represent private equity sponsors, hedge funds and investment banks. Daniel Bursky and Mark Hayek frequently collaborate to advise the firm’s corporate borrower clients; in 2021, this included representing Merck, Under Armour and T-Mobile. Beyond the senior partners, Adam Summers is ‘absolutely fantastic’ when it comes to negotiating commitment letters in relation to acquisition financings.
Practice head(s):
Other key lawyers:
F. William Reindel; Daniel Bursky; Brian Murphy; Emil Buchman; Adam Summers; Ezra Schneck
Testimonials
‘Fried Frank does a lot of large debt deals and they are incredibly knowledgeable about the market and what terms borrowers and lenders should be negotiating. They are also great communicators that explain complicated terms clearly and help us make the best decisions.’
‘The individuals we work with are incredibly responsive and easy to understand. They also make every client feel like they are the most important.’
‘The practice is unique because they have an excellent sense of the market and trends, and they have fantastic relationships with different lenders. As a result, they are able to provide advice on non-legal terms and a perspective on how different lenders behave.’
Key clients
AEA
Antares Capital
Ares Capital
Bank of America
Citi
Credit Suisse
CVC
Goldman Sachs
Golub Capital
Humana
Informatica
Jefferies
MasTec
Morgan Stanley
New Mountain Capital
Onex Corporation
Park Square
Partners Group
Permira Advisers
ProQuest
RedBird Capital Partners
T-Mobile
Tapestry
Under Armour
Work highlights
- Advised Procter & Gamble in a $3.2bn 5 year revolving credit facility and a $4.8bn 364 day revolving credit facility.
- Advised Under Armour in an amendment and extension to its $1.1bn revolving credit facility.
- Advised Informatica in refinancing its existing credit facilities with a $1.875bn term loan and a $250m revolving facility.
Gibson, Dunn & Crutcher LLP
Gibson, Dunn & Crutcher LLP is well regarded for its borrower representation, and primarily works with major commercial borrowers from the a variety industries on acquisition financings, high-yield offerings and real estate finance transactions. The department is notable for its national network of practitioners; Los Angeles partner Linda Curtis‘ numerous specialisms include investment fund financings, while Aaron Adams, who co-leads the group alongside Curtis, is based in New York. Oil and gas is one of the firm’s areas of particular strength, thanks in part to its presence in Texas. Houston-based Shalla Prichard is a key name in the regard and focuses on the upstream, midstream and downstream energy sectors. Douglas Horowitz arrived from Cahill Gordon & Reindel LLP in April 2022.
Practice head(s):
Aaron Adams; Linda Curtis
Other key lawyers:
Janet Vance; Laura Rupenian; Cromwell Montgomery; Shalla Prichard; Douglas Horowitz
Key clients
Magnite
Huntington Ingalls Industries
Valero Energy Corporation
Stone Canyon Industries Holdings
The Williams Company
Conflicts Committee of Delek Logistics
Wolverine World Wide
Welltower Inc.
Ranger Oil Corporation (formerly known as Penn Virginia Corporation (Penn Virginia))
Quidel Corporation
Goodwin
Though active on both sides of transactions, it is borrower representation that is Goodwin's specialty. The firm client base spans private companies and private equity sponsors, which it advises on acquisition financing, subscription-secured financing and asset-based transactions. The group has a presence in many of the firm’s network of US offices, and recently expanded into California in a bit to develop the team’s profile. Kristopher Ring now operates from the Santa Monica office, and represents public, family-owned, and private equity-backed companies. Jennifer Bralower continues to lead the team from New York and counts syndicated credit facilities and junior capital among her specialisms. In September 2021, Milena Tantcheva departed the firm to take up an in-house role.
Practice head(s):
Jennifer Bralower
Other key lawyers:
Kristopher Ring; Fredrich Lim; Anna Dodson; Mohammed Alvi; Melissa Schwab Wright
Key clients
Benefit Street Partners
Crescent Capital Group
PennantPark Investment Advisers
Bregal Sagemount
Charlesbank Capital Partners
TA Associates
Piney Lake
AEA Mezzanine
Thoma Bravo LLC
Fortress Investment Group
Benefit Street Partners
Crescent Capital Group
PennantPark Investment Advisers
Bregal Sagemount
Charlesbank Capital Partners
TA Associates
Piney Lake
AEA Mezzanine
Thoma Bravo LLC
Fortress Investment Group
Work highlights
- Advised an investment fund and certain affiliated investment funds on their agreement to acquire ECP-PF Holdings, LLC, a Planet Fitness franchisee operating 108 gyms in the U.S. and Canada.
- Represented a healthcare company in connection with the financing for the acquisition of all of the equity interests University Health Care, Inc.
- Represented a media organisation in connection with the financing in its sale to Vista Equity Partners.
Jones Day
Jones Day‘s finance practice is noted for its breadth, as the firm assists financial institutions, direct lenders, corporations, private equity firms and hedge funds with negotiating various financial structures. Equally comfortable on either side of transactions, the debt finance department is complimented by the firms strength in restructuring, financial litigation and regulatory issues. Brett Barragate and Rachel Rawson lead the team from New York and Boston respectively; the former recently advised healthcare company Steris Plc on obtaining $2.55bn in financing across multiple facilities, while the latter focuses on asset-based lending and investment grade financings . Cleveland-based Caitlin Hunter was promoted to partner in January 2021.
Practice head(s):
Brett Barragate; Rachel Rawson
Other key lawyers:
Aldo LaFiandra; Charles Bensinger; Lewis Grimm; Corbin Kenelly; Caitlin Hunter; Kevin Samuels
Testimonials
‘Knowledgeable and great to work with’
‘Experts in protecting our business while also client friendly.’
‘Al LaFiandra is the best lawyer / advisor that I’ve worked with in my 30 year career.’
‘The Jones Day team has been a backbone of growing our leveraged finance practice over the last 5-10 years. Their team runs through walls to get the job done. We have utilized them on a number of corporate / public company issuances, all of which have been executed with precision. They take the time and do the research on market precedent, even when its a specific issue that requires a deep dive. There is a general level of trust and understanding within our organization when they represent us.
‘They work well with our team, treat every part of the organization with respect, are already willing to take their own time (associate and partner level) to explain issues to our organization.’
‘Al Lafiandra and Corbin Kennelly. They are available 24/7, always meet our expectations with regards to comparable transactions, client timelines, diligence work, structural advice. We use them at every opportunity available.’
Key clients
Cleveland-Cliffs, Inc.
Ferro Corporation
KeyBank National Association
PNC Bank, National Association
PolyOne Corporation (n/k/a Avient Corporation)
Santander Bank, N.A.
The Riverside Company
The Timken Company
TransDigm Inc.
WESCO International, Inc.
J.P. Morgan Chase
Truist Financial Corporation
U.S. Bank National Association
ACI Worldwide, Inc.
CITGO Petroleum
Follett Corporation
Kaiser Aluminum Corporation
Macy’s Inc.
Nutrien Ltd.
OGE Energy Corp.
Wells Fargo
Cleveland-Cliffs, Inc.
Ferro Corporation
KeyBank National Association
PNC Bank, National Association
PolyOne Corporation (n/k/a Avient Corporation)
Santander Bank, N.A.
The Riverside Company
The Timken Company
TransDigm Inc.
WESCO International, Inc.
J.P. Morgan Chase
Truist Financial Corporation
U.S. Bank National Association
ACI Worldwide, Inc.
CITGO Petroleum
Follett Corporation
Kaiser Aluminum Corporation
Macy’s Inc.
Nutrien Ltd.
OGE Energy Corp.
Wells Fargo
Work highlights
- Represented KeyBank National Association in a $325m revolving credit facility.
Katten
Katten‘s main focus is working with private credit companies. The group, primarily operating out of the firm’s Chicago office, advises some of the biggest alternative lenders on the market, including Ares Capital, The Carlyle Group and Twin Brook, on an array of financing transactions. Michael Jacobson leads the team and focuses on deals in the health care, software, technology, sports and entertainment sectors, while Jennifer Wolfe ‘s experience spans acquisitions, leveraged buyouts and recapitalization. The firm also has a Los Angeles presence, which includes Glen Lim and Jan Harris Cate.
Practice head(s):
Michael Jacobson
Other key lawyers:
Jennifer Wolfe; Stuart Shulruff; Derek Ladgenski; Glen Lim; Jan Harris Cate
Key clients
Antares Capital
Ares Capital
Balance Point
BMO Sponsor Finance
Capital One, National Association
Comvest Credit Partners
Madison Capital Funding LLC
Maranon Capital
Midwest Mezzanine
Morgan Stanley
NXT Capital, LLC
The Carlyle Group
Twin Brook Capital Partners
Varagon Capital Partners
Work highlights
- Represented Capital One, National Association in connection with the execution of operative senior secured first-out/last-out credit documentation.
- Represented The Carlyle Group as agent in respect to a $270m senior secured financing of Alpine Investors’ acquisition of Redwood Services Group.
- Assisted Twin Brook with a loan from Linden Capital to orthodontic practitioners network Smile Doctors, with the value in excess of $1bn.
King & Spalding LLP
King & Spalding LLP has an established presence in the middle-market, with capabilities than span investment grade and leveraged financing transactions. The firm’s lender clients include major global banks, as well as a number of premier direct lenders, while borrower side client include sports teams, private equity houses and retail businesses. In Atlanta, Carolyn Alford leads the leveraged finance & restructuring practice and has experience structuring programmatic lending platforms in addition to representing both lenders and borrowers in financing agreements. The corporate finance & investments group is led from New York by Todd Holleman, who focuses on private credit and special situations investing.
Practice head(s):
Todd Holleman; Carolyn Alford
Other key lawyers:
Ellen Snare; Amy Peters; Jennifer Daly
Key clients
Accent, Inc.
Butterball, LLC
Cousins Properties, LP.
FleetCor Technologies Operating Company, LLC
Schweitzer-Mauduit International, Inc.
Tenex Capital Management
Trane Technologies plc
United Flow Technologies Intermediate Holdco II, LLC
USALCO
Yancey Bros. Co.
Antares Capital
Apollo Capital Management
Barclays Bank PLC
Bank of America, N.A.
Blackstone Alternative Credit Advisors, LP
Blue Owl Capital
Capital One, N.A.
Citizens Bank, N.A.
Fortress Credit Corp.
Golub Capital
JP Morgan Chase Bank, N.A.
KKR Credit Advisors
Monroe Capital
NXT Capital
The Prudential Insurance Company of America
Sound Point Capital
Truist Bank
Tree Line Capital Partners, LLC
Webster Bank, N.A.
Wells Fargo Bank, N.A.
Varagon Capital Partners, LP
Work highlights
- Represented FleetCor Technologies Operating Company, LLC as borrower in connection with a $4.96bn syndicated credit facility.
- Represented Trane Technologies plc and certain of its subsidiaries in connection with a $1bn credit agreement.
- Represented USALCO, a portfolio company of H.I.G. Capital, in connection with a merger with G2O Technologies with a total enterprise value of approximately $1 billion.
Kirkland & Ellis LLP
Kirkland & Ellis LLP maintains a considerable market share of the borrower-side debt finance market, and hits strong numbers with regards to both deal count and total deal value. Private equity work is the real specialty of the group, which works with market-leading companies such as Blackstone Inc., Carlyle, Warburg Pincus and KKR on leveraged buyouts across a number of industries, though the firm is also capable in restructuring matters. The department’s central hub is in New York, home to Melissa Hutson and Jay Ptashek, though the firm’s market position is thanks in part to its national coverage; Michelle Kilkenney and Maureen Dixon are based in Chicago, while David Nemecek and Eric Wedel spend much of their time in Los Angeles. The firm added to an already deep bench with the arrival of the ‘practical, responsive, knowledgeable’ Rachael Lichman from Baker Botts L.L.P. in March 2021. Linda Myers retired in February 2022.
Other key lawyers:
Jay Ptashek; David Nemecek; Michelle Kilkenney; Maureen Dixon; Eric Wedel; Jason Kanner; Melissa Hutson; Rachael Lichman; Sonali Jindal
Testimonials
‘We have been working with the Kirkland team with respect to our credit facilities for more than a decade. They always do a great job and we rely on them for their expertise. They always go above and beyond to help us achieve our desired results. Can’t say enough good things about this team.’
‘Rachael Lichman is outstanding. Practical, responsive, knowledgeable. She “owns” the results and can navigate expertly through complex situations.’
‘My debt financing team at Kirkland & Ellis, led by Sonali Jindal (Partner), is such a joy to work with. Sonali and her primary team, specifically Austin Glassman and Aditi Iyer, have a much more positive, proactive and collaborative attitude than any other counsel teams that I’ve worked for. They also have fantastic diversity with 2 of 3 being females and minorities.’
‘We followed our debt team here from another firm. They know our business and our lenders and are a great partner for us to help think strategically about our financing needs and covenant flexibility we need to run our business.’
‘My review is for Rachael Lichman and her team who are excellent. I can’t speak for other areas of the firm.’
‘K&E is not only a thought leader in the financing space but also a market maker. Eric Wedel and his team provide consistently differentiated advice and insight on a wide range of matters, spanning across traditional LBO financings to de novo structures for complicated transactions. Many of Kirkland’s peer firms provide excellent client service but no one is as embedded with our team or portfolio company as K&E.’
‘We work with Eric Wedel and his team on our financing transactions. Eric approaches each matter with the same high level of engagement, thoughtfulness, and focus on delivering best in class execution. We are constantly impressed with how extensive his knowledge is on all the latest market innovations (as well as his ability to innovate on any given transaction), the accuracy of his guidance on how to navigate thorny situations, and the way he can convert the breadth of his relationships across the street into truly seamless processes. Incorporating him into our deals as an extension of our team is invaluable.’
‘Huge comprehensive breadth of expertise. Fast moving and practical.’
Key clients
Advent International
Apax Partners
Bain Capital Private Equity
Blackstone Inc.
The Carlyle Group
Centerbridge Partners
Clearlake Capital Group
Francisco Partners
Gryphon Investors
GTCR
The Jordan Company
KKR
L Catterton
Nordic Capital
RBC Barings
Stone Point Capital
TA Associates
Thoma Bravo
Thomas H. Lee Partners
Vista Equity Partners
Warburg Pincus
Ares Capital Management
Atlantic Park
Bain Capital Credit
The Carlyle Group
Fortress Credit Corporation
Investec
Oaktree Capital Management
Latham & Watkins LLP
From its position at the upper end of the lender and borrower markets, Latham & Watkins LLP uses its ‘knowledgeable and super responsive attorneys’ to assist the biggest banks, private equity sponsors, direct lenders and corporate borrowers on syndicated loans, multi-tiered capital structures, and complex bank and bond covenant packages. In New York, Daniel Seale , who has developed strong relationships with premier banks such as Bank of America, JP Morgan and Credit Suisse, leads the global banking practice. Michèle Penzer is also based in New York, as is up-and-coming partner Alfred Xue, a specialist in cross-border transactions and acquisition financings. The private equity group is run from Washington, DC by Manu Gayatrinath , who advised The Carlyle Group on a ESG-linked credit facility valued at $4.1bn, demonstrating the group’s ability to assist with innovative and novel financial structures. There are also experienced names in other locations, with Greg Robins and Brandon R. Anderson operating from Los Angles and Chicago respectively.
Practice head(s):
Daniel Seale; Manu Gayatrinath
Other key lawyers:
Greg Robins; Jason Licht; Josh Tinkelman; Michèle Penzer; Alfred Xue; Josh Holt; Brandon R. Anderson
Testimonials
‘The team at Latham is exceptional. I wouldn’t think of using another firm. They leave no stone unturned, and then continually work on behalf of their client (us) to achieve the best outcome. I am continually impressed by their diversity – every deal i work on with them includes a mix of men and women, and various racial backgrounds. It’s something we aspire to and Latham already does a great job.’
‘Joshua Tinkelman is in my opinion the best finance lawyer on the street. His understanding of the market is exceptional, and he goes above and beyond to help us (non-lawyers) understand all of the key elements of our documents. He has an excellent understanding of the business side of things, and is able to focus my time efficiently on the most important areas in our deals. He allows me to do my job more effectively and I have complete trust in him.’
‘Team at Latham is a strong differentiator among other law firms I have worked with. Latham has a very deep bench with various levels of expertise, knowledgeable and super responsive attorneys.’
‘Josh Holt – smart, commercial, extremely hard working, detail oriented, responsive.’
Key clients
American Airlines Group Inc.
Aspen Dental Management, Inc.
Atotech Limited
Authentic Brands Group
Blend Labs, Inc.
Caesars Entertainment, Inc.
Centerbridge Partners
Dicerna Pharmaceuticals, Inc.
EQM Midstream Partners
Leonard Green & Partners
Mattel, Inc.
One Rock Capital Partners, LLC
PAI Partners
Platinum Equity
Safehold Inc.
Southwestern Energy Company
TechnipFMC plc
The Carlyle Group
The Walt Disney Company
Veritas US Inc.
Antares Capital
Apollo Management
Ares Management
Bank of America
Bank of Montreal
Barclays Bank PLC
Blackstone Alternative Credit Advisors
BNP Paribas
Carlyle Global Credit
Credit Suisse
Goldman Sachs Bank USA
Golub Capital
Hercules Capital, Inc.
Jefferies Finance LLC
JPMorgan Chase Bank, N.A.
KKR
Leonard Green & Partners
Morgan Stanley
Owl Rock Capital
Scotiabank
UBS Securities LLC
Work highlights
- Represented JPMorgan Chase Bank in connection with a term loan and revolving credit facility, concurrent with a $5.3 billion bond offering, for Organon & Co.
- Advised Goldman Sachs Bank USA with regards to term loans and revolving credit facility in connection with Thoma Bravo’s acquisition of RealPage, Inc.
- Advised Blackstone Alternative Credit Advisors as well as credit arms of Apollo and KKR, and Antares, in connection with the financing for Thoma Bravo’s acquisition of Medallia, Inc.
Mayer Brown
Mayer Brown‘s finance practice is held in high regard for its breadth, with the team able to assist investment banks, alternative lenders and private companies on all aspects of leveraged finance transactions. On the borrower side, the firm's longstanding relationship with General Motors stands out; in 2021, New York partner Mae Rogers led a team which advised on the refinancing of the company’s $4.3bn three-year revolving facility and $2bn 364-day revolving facility. ‘Never ruffled’, Scott Zemser is also based in New York, where he assists banks and other lenders with acquisition, tender and bridge financings. In Chicago, Fred Fisher, a go-to partner for key clients such as JPMorgan, Bank of Montreal, Macquarie and LKCM Headwaters, ‘is laser focused on the big picture’. Fellow Chicago practitioner Matthew O’Meara leads the national team alongside Zemser and Kiel Bowen, who resides in Charlotte.
Practice head(s):
Kiel Bowen; Matthew O’Meara; Scott Zemser
Other key lawyers:
Mae Rogers; Fred Fisher; Chris Chubb
Testimonials
‘Fred Fisher and the team have been a tremendous partnership for me and my client relationships. They are extremely knowledgeable, provide great work with an extremely quick turnaround. Mayer Brown is exceptional at managing a process and marching toward a timeline. When a legal issue is presented to me, they will have two or three suggestions for how best to move forward, reducing considerable stress in the closing process. From sole bank deals to large syndications, they have the skillset to understand the various markets we compete within. I will not do an ESOP related deal without Mayer Brown as my representation.’
‘Fred Fisher is my go to partner at Mayer Brown. He understands and coordinates the proper deal staffing depending on the size, ownership type, industry, and asset type. Fred is laser focused on the big picture and process and trusts his team to manage the details.
‘Chris Chubb is an ESOP Extraordinaire – From documenting a new ESOP formation through to complex seller note negotiations, he has been a tremendous partner to identify and avoid key risks in what is a very complex ownership structure.’
‘I have enormous respect for this firm and the team I work with, and they are as friendly as they are diligent.’
‘Solid pulse on the market and deep bench’
‘Fred Fisher knows the market and helps provide thoughtful guidance. Jennie Kratochvil helps lead their LIBOR transition team and is an incredible resource.’
‘Scott Zemser is an excellent partner. He has seen it all and negotiated countless complex agreements. He is never ruffled, is clear in his explanations, and manages to win over clients and opposing counsel on key points of our concern. He is also collaborative and helps the entire negotiating process more collaborative and less confrontational.’
Key clients
Ampler QSR Holdings
Atkore
Barclays Bank
The Cheesecake Factory
General Motors Company
The Huntington National Bank
JPMorgan Chase Bank
KKR
Mizuho Bank
PNC Bank, National Association
RBC Capital Markets
Silvus Technologies
Société Générale
Southwire Company
Värde Partners
YUM! Brands
McDermott Will & Emery LLP
Though capable of advising lenders, it is McDermott Will & Emery LLP‘s borrower-side work that is most worthy of note. The firm routinely works with private equity houses, as well as corporate borrowers, on acquisition financing, asset-based lending, bond financing and loan workouts. Michael Boykins and Stephanie McCann are the names to note in Chicago; both have vast experience in advising on matters relating to the healthcare sector, an area whether the firm is particularly strong. Gary Rosenbaum , based in Los Angeles, leads the team alongside McCann and Boykins. Jared Bryant, arriving from Kirkland & Ellis LLP, joined the New York office in January 2021.
Practice head(s):
Michael Boykins; Stephanie McCann; Gary Rosenbaum;
Other key lawyers:
Joshua Samis; Ikechukwu Chidi; George Houhanisin; Jared Bryant
Key clients
American Builders & Contractors Supply Co., Inc.
Amulet Capital Partners
AUA Private Equity Partners
Brookfield Renewable Partners
Castle Harlan Partners V, L.P.
City National Bank
Clearwell Group, LLC
Comvest Partners
Cresco
Daddies Board Shop, LLC
Fifth Third Bank
Gemspring Capital Management, LLC
Geras, LLC
Gladstone Capital Corporation
Great Point Partners
H.I.G. Capital, LLC
Hidden Harbor Capital Partners
Independent Pet Partners
Industrial Opportunity Partners, LLC
JPMorgan Chase Bank
LaSalle Capital
LightBay Capital
Living Spaces Furniture, LLC
Martis Capital Management, LLC
McNally Capital, LL
Meduit Group, LLC
MidCap Financial Services
Milestone Technologies Inc
New Harbor Capital
NexPhase / Oliver Wine Company
Pamlico/Canadian Orthodontic Partners ULC
Patrick Industries
Peak Rock Capital
American Builders & Contractors Supply Co., Inc.
Amulet Capital Partners
AUA Private Equity Partners
Brookfield Renewable Partners
Castle Harlan Partners V, L.P.
City National Bank
Clearwell Group, LLC
Comvest Partners
Cresco
Daddies Board Shop, LLC
Fifth Third Bank
Gemspring Capital Management, LLC
Geras, LLC
Gladstone Capital Corporation
Great Point Partners
H.I.G. Capital, LLC
Hidden Harbor Capital Partners
Independent Pet Partners
Industrial Opportunity Partners, LLC
JPMorgan Chase Bank
LaSalle Capital
LightBay Capital
Living Spaces Furniture, LLC
Martis Capital Management, LLC
McNally Capital, LL
Meduit Group, LLC
MidCap Financial Services
Milestone Technologies Inc
New Harbor Capital
NexPhase / Oliver Wine Company
Pamlico/Canadian Orthodontic Partners ULC
Patrick Industries
Peak Rock Capital
Work highlights
- Advised Patrick Industries on a financing with a concurrent new credit agreement and bond private placement.
- Represented Fifth Third Bank in connection with a $470m credit facility consisting of a USD 220 million revolving loan facility and a USD 250 million term loan facility. c.
- Represented H.I.G Capital in four major acquisition finance deals in the hundreds of millions of dollars.
McGuireWoods LLP
McGuireWoods LLP has one of the busiest lender-side practices in the US, primarily due to its longstanding relationships with key banking clients Wells Fargo and Bank of America. The firm is particularly noteworthy for its standing in the Charlotte market; Erick Burk and debt finance lead Kevin McGinnis are both based in the region and regularly advise on syndicated deals across numerous industry sectors. Outside of Charlotte, the group has a presence in Los Angeles through Hamid Namazie and Atlanta thanks to Chris Molen. In addition to its lender work, the department is developing a capable borrower practice that handles acquisition financing.
Practice head(s):
Kevin McGinnis
Other key lawyers:
Eric Burk; Chris Molen; Hamid Namazie; Raj Natarajan
Key clients
Bank of America Corp.
Wells Fargo
Wingspire Capital
LBC Credit Partners
Capital One
Truist Bank
White Oak Healthcare Finance
NXT Capital
Regions Bank
PNC Financial Services, Inc.
Work highlights
- Advised Bank of America Business Capital on a $5bn senior asset-based credit facility for Southern Glazer’s Wine and Spirits LLC.
- Represented Wells Fargo Bank, N.A., as administrative agent in BlackRock’s tenth amendment to its Five-Year Revolving Credit Agreement.
- Represented Dominion Energy in connection with its syndication of a sustainability, diversity and inclusion-linked credit facility totalling $6bn.
Milbank
Milbank has a strong record in advising on market-leading leveraged finance transaction; the firm is frequently instructed by leading investment banks and direct lenders to assist with leveraged buyouts, tender offers and go-private transactions as well as recapitalizations, bridge and mezzanine financings. Every member of the team operates from New York, where Marcus Dougherty leads the US team, in addition to co-leading the global team; in addition to working with banks, Dougherty often works on recurring lender counsel designations for premier private equity firms. Other key names include up-and-coming partner Charles Stern, who recently led a team alongside Dougherty which represented RBC in connection with $1.325bn worth of financing facilities for the acquisition of LegalShield. Former practice head Marc Hanrahan retired from the firm in 2021, while Spencer Pepper was promoted to partner, Kamal Nesfield joined from Latham & Watkins LLP in December 2021 and Benjamin Miles transferred from elsewhere in the firm.
Practice head(s):
Marcus Dougherty
Other key lawyers:
Lauren Hanrahan; Eric Reimer; Charles Stern; Benjamin Sayagh; Spencer Pepper; Benjamin Miles; Kamal Nesfield
Key clients
Goldman Sachs & Co.
Credit Suisse
Royal Bank of Canada
Jefferies & Company
Oaktree Capital Management
GSO Capital Partners
Morgan Stanley
Antares Capital
Oak Hill Advisors
HSBC
Work highlights
- Advised the arrangers led by Bank of America in raising $8.7bn of senior secured credit to finance the $32bn acquisition of Medline Industries LP by Blackstone Inc., The Carlyle Group, Inc. and Hellman & Friedman LLC.
- Advised RBC on a a first lien revolving facility, a first lien term loan, and a second lien term loan for LegalShield.
- Advised an investment company on financing in connection with the take-private acquisition of McAfee Corp.
Moore & Van Allen, PLLC
Moore & Van Allen, PLLC is very active in the lending middle market and works with a number of banks as well as non-bank lenders on leveraged financing transactions. Due to its presence in Charlotte, the firm regularly works with Wells Fargo and Bank of America on deals which span structured finance unitranche financing, subscription finance and asset-based lending. Tom Mitchell and Wayne McKinzie lead the practice, which also includes serial dealmakers Meredith Reedy and Tripp Monroe. Sandra Lazorcheck joined the team from King & Spalding LLP in June 2021.
Practice head(s):
Tom Mitchell; Wayne McKinzie
Other key lawyers:
Meredith Reedy; Tripp Monroe; Sandra Lazorcheck
Key clients
Bank of America, N.A./BofA Securities, Inc.
Wells Fargo Bank, National Association/Wells Fargo Securities, LLC
Truist Bank
Regions Bank
Fifth Third Bank
TIAA/Nuveen/Churchill Asset Management
CoBank, ACB
KeyBank N.A.
PNC Bank, National Association
U.S. Bank, National Association
Work highlights
- Represented BofA Securities, Inc. as left lead arranger, and Bank of America, N.A. as administrative agent, in connection with a $2bn revolving credit facility to Flex Ltd.
- Represented Bank of America, N.A. and BofA Securities, Inc. in connection with a $750m syndicated Revolving Credit Facility for Sonoco Products Company.
- Represented a Japanese bank in connection with a $350m syndicated Revolving Credit Facility for Packaging Company of America.
Morgan, Lewis & Bockius LLP
With its national network of offices, Morgan, Lewis & Bockius LLP is able to provide a comprehensive service from lenders at various levels of the market. The group’s leveraged finance practice primarily focuses on the growing alternative lending market, and acts for major clients such as Ares Capital. The firm also has a strong asset-based lending practice which represents sought-after clients such as JPMorgan Chase and HSBC in complex transactions with complex borrower capital structures, such as subordinated and pari passu high-yield debt. Boston is home to finance lead Jonathan Bernstein and transactional finance head Matthew Furlong, though the firm also has key partners in New York, Hartford, and Houston. Mark Kirsons and Luis Herrero joined the Chicago office from Sidley Austin LLP in February 2021.
Practice head(s):
Jonathan Bernstein; Matthew Furlong
Other key lawyers:
Marshall Stoddard; Daniel Papermaster; Rick Eisenbiegler; Marc Leduc; Marjorie Crider; Elizabeth Khoury Ali; Mark Kirsons; Luis Herrero
Key clients
Wells Fargo Bank, N.A.
JPMorgan Chase Bank, N.A.
Bank of America, N.A.
HSBC
Citibank, N.A.
U.S. Bank National Association
Capital One NA
SLR Credit Solutions
Ares Capital Corporation
Calvert Impact Capital and Local Initiatives Support Corp.
EnTrust Global
Institutional Investors
Work highlights
- Represented Citibank, N.A. in connection with $10.5bn of 364-day, three-year, and five-year senior unsecured cross-border revolving credit facilities provided to Caterpillar Inc.
- Represented institutional investors in a $2bn debt private placement financing of senior secured notes to a Cayman Island KKR Core Investments fund.
- Represented JPMorgan Chase Bank, N.A. in connection with a senior, unsecured, multicurrency, cross-border revolving credit facility for Mettler-Toledo Inc. and certain of its subsidiaries equalling $1.25bn.
Paul Hastings LLP
Well regarded for its lender work, Paul Hastings LLP has a proven track record in complex financial transactions, including those involving credit agreements and refinancing. Much of the team is based in New York, including practice heads John Cobb and Jennifer Yount, though the firm also has a strong presence in California and Illinois. Beyond the lender space, the firm also has a borrower practice, which recently advised tech company Aptiv Corporation on the refinancing of its existing credit facility. Former practice head Michael Baker departed the firm in August 2021 to take up an in-house role, as did Shekhar Kumar. In September 2021, Andres Mena left the firm, while Jeffrey Goldfarb joined the firm’s New York office from Willkie Farr & Gallagher LLP in October 2021. Morgan Bale joined from Weil, Gotshal & Manges LLP.
Practice head(s):
John Cobb; Jennifer Yount
Other key lawyers:
Katherine Bell; Peter Burke; Jennifer Hildebrandt; Holly Snow; Jeffrey Goldfarb
Testimonials
‘The best thing about working with the PH team on credit facilities is that the whole team is extremely knowledgeable. If the partner, Holly, isn’t able to join a call I know her team is just a knowledgeable so it is a very efficient process.’
‘They are very commercial and the advise that they give is very practical. Unlike other law firms that will fight every point tooth and nail, PH concentrates on the important points and makes the process much more efficient.’
Key clients
JP Morgan
Barclays
Bank of Montreal
Royal Bank of Canada
Bank of America
Wells Fargo
Capital One
TD Securities
Guggenheim Partners
Owl Rock Capital Partners
Société Générale
Credit Suisse
Goldman Sachs
Apollo Global Management
AXA Global
Kayne Anderson
Work highlights
- Represented a group of lenders on the consummation of the unitranche debt financing of Thoma Bravo’s acquisition of Stamps.com for $6.6bn.
- Represented JP Morgan and Barclays in the $1.5bn financing for MKS Instruments’ $5.1bn acquisition of Atotech.
- Represented an automotive company as US parent borrower on the $2.5bn refinancing of its existing credit facility.
Paul, Weiss, Rifkind, Wharton & Garrison LLP
Paul, Weiss, Rifkind, Wharton & Garrison LLP does ‘tremendously good work‘ for borrower clients, advising on transactions ranging from first and second lien facilities to asset-based loans and restructurings and rescue financings. The firm has a particularly strong roster of private equity clients, which it assists with the financing elements of LBOs; such clients include Apollo Global Management, Insight Partners and Oaktree Capital Management. Gregory Ezring is one of the key names in this regard, also servings as global chair of the finance and capital markets groups. Ezring sits in the New York office, which is also home to private equity specialist Monica Thurmond and global debt finance co-head Thomas De La Bastide. Eric Goodison retired from partnership in January 2021, continuing to work in an of counsel role.
Practice head(s):
Gregory Ezring; Thomas de la Bastide
Other key lawyers:
Monica Thurmond; Eric Goodison; Brian Janson; David Tarr; Austin Witt; Brian Bolin
Testimonials
‘Paul Weiss has done tremendously good work for us on an number of complex transactions. They are comfortable with complexity, great at imposing order on the chaos, very efficient and response and drive points to resolution rather than merely “ping-ponging” them back and forth between counsel until the principals step in.’
‘Austin Witt–Highly comfortable with complexity, deeply knowledgeable, excellent at running negotiations in a pleasant, professional yet decisive manner with opposing counsel.
‘Brian Bolin–Great young partner, always available, extremely intelligent, highly responsive, great demeanour with clients and their counsel.’
Key clients
Apollo Capital Management
Diamond Resorts
The Michaels Companies
Insight Partners
Oaktree Capital Management
Work highlights
- Advised portfolio companies of Apollo on the financing arrangements in connection with various transactions.
- Represented The Michaels Companies in its $2.95bnsenior secured credit facilities in connection with its $5bn merger with funds affiliated with Apollo Global Management.
- Advised Diamond Resorts International, alongside Apollo Global Management and their co-investors, on the financing elements of the $1.4bn sale of Diamond Resorts to Hilton Grand Vacations,
Proskauer Rose LLP
In recent years, Proskauer Rose LLP has cemented itself as a dominant force in the alternative lender market, and is now one of the most active firms with regards to representing private capital providers in the middle-market. The practice counts almost all of the major non-bank lenders in its client portfolio, frequently working with Owl Rock Capital Partners, Antares, Apollo and others on senior secured credit facilities. The group also has a history of innovation, having developed novel structures including upside-down unitranches and synthetic mezzanine loans , as well as migrating the bifurcated unitranche into the European market. Steven Ellis and Stephen Boyko co-lead the national team from Boston, though the department also has a presence in New York and Los Angeles. Boyko’s expertise includes representing sovereign wealth funds, private debt funds, and insurance companies, while advises more than 75 asset managers. New York partner Ron Franklin is the go-to practitioner for fund finance.
Practice head(s):
Other key lawyers:
Justin Breen; Ron Franklin
Key clients
AB Private Client
Antares
Apollo
Ares
BlackRock
The Carlyle Group
Churchill Asset Management
Crescent Capital
Deutsche Bank
Fortress Investment Group LLC
Golub Capital
Goldman Sachs
KKR
MGG Investment Group
MidCap Financial Trust
Neuberger Berman
Owl Rock Capital Partners
Partners Group
Sixth Street Partners
Varagon Capital
Ropes & Gray LLP
Advising on both sides of debt financing transactions, Ropes & Gray LLP is one of the most active firms in borrower work, representing first-rate private equity firms in high-value refinancing mandates and the financing of significant leveraged buyouts and strategic acquisitions. The group also handles the financing elements of corporate agreements, including joint venture agreements and business combinations. Stefanie Birkmann and Michael Lee lead the finance practice group from New York and Boston respectively, while veteran partner Byung Choi, also based in Boston, continues to assist private equity houses with acquisition financing. The firm’s lender work is largely focused on bankruptcy and restructuring issues, often representing clients in chapter 11 proceedings and debtor-in-possession financings. Boston’s Jeffrey Katz and New York-based Leonard Klingbaum co-lead the capital solutions and private credit group. Gregory Bauer joined the firm’s Chicago office from Holland & Knight LLP in September 2021.
Practice head(s):
Stefanie Birkmann; Michael Lee; Leonard Klingbaum; Jeffrey Katz
Other key lawyers:
Andrea Hwang; Alyson Gal; Alexander Zeltser; Gregory Bauer; Byung Choi
Key clients
TPG Capital
Bain Capital
New Mountain Capital
CCMP Capital
H.I.G. Capital
Partners Group
TSG Consumer Partners
Advent International
Berkshire Partners
American Industrial Partners
Silver Lake Partners
Golden Gate Capital
Genstar Capital
Dunkin’ Brands Group, Inc.
Sixth Street Partners (f/k/a TPG Sixth Street Partners)
Audax Group
Invesco
Cyrus Capital Partners
Keyframe Capital Partners
Blackstone
Blue Torch Capital
Park Square Capital
Altamount Capital
Aquiline Capital Management
Hilco
Marathon Asset Management
Work highlights
- Representing TPG Capital and DirecTV in connection with the multi-billion-dollar senior secured debt financing for the spin-off of DirecTV.
- Representing CCMP Capital and The Hillman Group in its business combination with Landcadia Holdings III, Inc.
- Representing a private equity investor in connection with its acquisition of a 42% interest in Galway Insurance Holdings.
Shearman & Sterling LLP
Primarily operating from New York, the ‘responsive, internationally oriented, competent‘ team at Shearman & Sterling LLP provides advice on leveraged and investment grade financing to a range of clients, though the firm most frequently represents investment banks and alternative lenders. As part of an internationally renowned firm, the team frequently collaborates with peers in the London and Toronto offices to advise on cross-border and multicurrency transactions. Practice heads Maura O’Sullivan and Alan Rockwell both have strong relationships with some of the biggest financial institutions, representing clients such as Credit Suisse and Bank of America as lead arrangers, administrative agents and underwriters. The practice has been looking to expand following a number of departures in recent years, as can be seen by the arrival of Heather Waters Borthwick in January 2021 and Daniel Tristan in April 2021 from White & Case LLP and Baker Botts L.L.P. respectively.
Practice head(s):
Maura O’Sullivan; Alan Rockwell
Other key lawyers:
Michael Chernick; Gus Atiyah; Jonathan DeSantis; Andrew Tsang; Arshia Asif; Mike Steinberg; Heather Waters Borthwick; Daniel Tristan
Testimonials
‘JD DeSantis, Maura O’Sullivan and Alan Rockwell are all top notch – with extensive experience and are practical and commercial, and have a great balance of raising the issues but having a clear view of what is material and what is not.’
‘The team is incredibly diligent and thoughtful. ability to tackle complex situation on a timely basis.’
‘Michael Chernick, Andrew Tsang and Arshia Asif were the attorneys we interacted with. Close coordination w/ banks and ability to tackle enormous amount of work under short timeline was the differentiating factors vs. some of the other firms we worked with.’
‘Michael Steinberg is a capable lawyer with subject matter expertise who works tirelessly and is very hands on.’
‘The team is very knowledgeable, works efficiently, and able to execute complex transactions with tight deadlines.’
‘The team is very responsive, internationally oriented, competent, and a pleasure to work with.’
‘Solid and good sized team that is able to handle a broad spectrum of financings.’
‘Alan Rockwell and Michael Chernick are always available and manage lenders well.’
Key clients
Bank of America
JPMorgan
Morgan Stanley
Jefferies
Goldman Sachs
UBS
Barclays
Credit Suisse
Macquarie Capital
Nomura Securities
Truist
Tikehau Investment Management
Bank of America
JPMorgan
Morgan Stanley
Jefferies
Goldman Sachs
UBS
Barclays
Credit Suisse
Macquarie Capital
Nomura Securities
Truist
Tikehau Investment Management
Work highlights
- Advised GLAS USA LLC and GLAS Trust Corporation Limited on a £2.5bn financing for Albion Financing LLC and Albion Financing 3 S.à r.l.
- Advised Goldman Sachs Bank USA on a $425bn financing for Cincinnati Bell Inc. consisting of a $150m term loan B facility and $275m revolving credit facility.
- Advised Jefferies Finance on a $2.12bn acquisition financing for Mavis Tire Express Services, consisting of a $1.92bn first-lien term loan facility and a $200m revolving credit facility
Simpson Thacher & Bartlett LLP
One of New York’s premier finance firms, Simpson Thacher & Bartlett LLP is noted for its continued ability to sit at the very top of both the lender and borrower side markets, representing an impressive range of leading investment banks, private equity sponsors, direct lenders and corporate borrowers in numerous high-value, complex transactions every year. The group’s lender practice is best known for its longstanding relationship with JP Morgan; William Sheehan is a key name in this regard and recently co-led a team, alongside practice head Patrick Ryan, which represented the bank in a $41.5bn senior unsecured bridge loan to finance the combination of AT&T’s WarnerMedia with Discovery. With regards to borrower work, James Cross
continues to advise on acquisition financing, while Jennifer Hobbs assists corporate borrowers such as Dell Technologies with securing multi-billion credit facilities. Outside of New York, the firm expanded its partner ranks in January 2021 with the promotion of Michael Vernace in California.
Practice head(s):
Patrick Ryan
Other key lawyers:
James Cross; Jennifer Hobbs; William Sheehan; Alexandra Kaplan; Alden Millard; Brian Steinhardt; Matt Einbinder
Key clients
Ancestry.com
Aramark Corp
Avantor
Best Buy
Blackstone
BrightSpring Health Services
BMC Software
CBRE
Cigna Corp
Cimpress
Dell Technologies
Dillard’s Inc
Edelman Financial
EQT
First Student and First Transit
Heartland Dental Care Inc
Hilton Grand Vacations
Internet Brands Inc
KKR
Mars Inc
MultiPlan Inc
MyEyeDr
National Mentor Holdings Inc
Pharmaceutical Product Development Inc
Recorded Books Inc
Sirius XM Radio Inc.
Southwest Airlines Co
Ultimate Fighting Championship
Ultimate Software Inc
USI Inc (USI Insurance Services)
Vivint Inc
VMWare
Waystar Inc
WW International Inc
Zayo Group Holdings
Bank of America Merrill Lynch
Bank of Montreal
Bank of Nova Scotia
BNP Paribas
CIBC
Citigroup
Crédit Agricole
Credit Suisse
Deutsche Bank
Goldman Sachs
HSBC
JPMorgan
KeyBank National Association
Merrill Lynch, Pierce, Fenner & Smith Incorporated
Morgan Stanley
MUFG Union Bank
Royal Bank of Canada
Scotiabank
Société Générale
Toronto Dominion (Texas)
UBS
Wells Fargo
Borrower Side
Ancestry.com
Aramark Corp
Avantor
Best Buy
Blackstone
BrightSpring Health Services
BMC Software
CBRE
Cigna Corp
Cimpress
Dell Technologies
Dillard’s Inc
Edelman Financial
EQT
First Student and First Transit
Heartland Dental Care Inc
Hilton Grand Vacations
Internet Brands Inc
KKR
Mars Inc
MultiPlan Inc
MyEyeDr
National Mentor Holdings Inc
Pharmaceutical Product Development Inc
Recorded Books Inc
Sirius XM Radio Inc.
Southwest Airlines Co
Ultimate Fighting Championship
Ultimate Software Inc
USI Inc (USI Insurance Services)
Vivint Inc
VMWare
Waystar Inc
WW International Inc
Zayo Group Holdings
Lender Side
Bank of America Merrill Lynch
Bank of Montreal
Bank of Nova Scotia
BNP Paribas
CIBC
Citigroup
Crédit Agricole
Credit Suisse
Deutsche Bank
Goldman Sachs
HSBC
JPMorgan
KeyBank National Association
Merrill Lynch, Pierce, Fenner & Smith Incorporated
Morgan Stanley
MUFG Union Bank
Royal Bank of Canada
Scotiabank
Société Générale
Toronto Dominion (Texas)
UBS
Wells Fargo
Work highlights
- Advised Blackstone and other investors in connection with the financing related to their majority investment in Medline Industries, Inc.
- Advised JPMorgan Chase Bank, Goldman Sachs Bank, and Goldman Sachs Lending Partners in connection with senior unsecured bridge term loans in an amount up to $41.5bn for the announced combination of AT&T’s WarnerMedia with Discovery.
- Advised Citigroup Global Markets, Goldman Sachs Bank and Goldman Sachs Lending Partners on a bridge term loan facility of up to $24bn for AerCap Holdings to finance its $30bn acquisition of GE Capital Aviation Services.
Skadden, Arps, Slate, Meagher & Flom LLP
Skadden, Arps, Slate, Meagher & Flom LLP is a respected name on the borrower side of the market, working with corporate lenders and private equity sponsors on a range of financing deals, spanning investment grade and leveraged transactions. asset-based lending, restructuring and real estate financing. Seth Jacobson leads the global banking group form Chicago, while Steven Messina heads up the New work practice.
Practice head(s):
Seth Jacobson; Steven Messina
Troutman Pepper
Following a 2020 merger, Troutman Pepper has a diverse lending practice that is able to advise on revolving credit loans, mezzanine financing and restructuring. In addition to mainstream lending work, the team has particular expertise in assisted living real estate finance, having advised on financing for senior housing and skilled nursing facilities in 42 states. Philadelphia is home to many experienced practitioners, including key partner Bradley Boericke, though the firm also has a presence in Atlanta; Washington DC; Berwyn; and Raleigh. Former practice head Harris Winsberg departed the firm in January 2022, while Ann Brown retired from the partnership.
Other key lawyers:
Bradley Boericke; Ann Brown; Hazen Dempster; Lisa Kabnick
Testimonials
‘Strong value proposition for a larger firm. Partners are pulled in when expertise and experience are needed to ensure quality but associates are trusted to do much of the work and represent the firm with some autonomy. I’ve been consistently impressed by the quality of the associates. The firm also applies resources to emerging topics and is therefore equipped to provide expertise and context as these topics become mainstream.’
‘Lisa Kabnick has a unique blend of tactical pragmatism and long-term big-picture mindset that enables her to consistently provide great advice on a wide range of topics. Her deep experience lets her make well-informed estimates while she’s humble enough to know when true subject matter expertise needs to be involved. She takes time to understand the motivations at work in a situation and the various alternative paths that could unfold.’
Key clients
Unisys Corporation
Carpenter Technology Corporation
DNA Diagnostics Center (DDC)
Capital One, NA
JPMorgan Chase Bank, N.A.
Deluxe Corporation
First Cobalt Corp.
Wells Fargo Trade Capital
Truist Bank
Southern Company
Vinson & Elkins LLP
Vinson & Elkins LLP has a strong position within the Texas market, though its work in the debt finance space is felt across the US. Given the group’s location, it is unsurprising that the energy sector is an area of particular focus; in addition to assisting commercial banks lending to actors in the sector, the firms also represents upstream, midstream, and downstream energy companies in major syndicated financings. Brian Moss and Erec Winandy co-lead the national team from Houston and Dallas respectively and are both experienced in acquisition and leveraged finance as well as asset-based and reserve-based lending. Outside of Texas, the group has a New York presence which includes David Wicklund and Brett Santoli .
Practice head(s):
Brian Moss; Erec Winandy
Other key lawyers:
David Wicklund; Brett Santoli; Christopher Dewar; Guy Gribov
Testimonials
‘The V&E team has a pragmatic, efficient approach that allows us to get deals done. They produce high quality work and have excellent perspective on market developments.’
‘Guy Gribov is consistently great to work with for the reasons set forth above.’
‘The team is very knowledgeable of current trends in commercial lending and the underlying legal strategies from a borrower’s perspective. They are highly collaborative and well-staffed / resourced.’
‘The V&E team that I work with is very responsive and understand our credit agreement and other debt agreements well.’
Key clients
7-Eleven, Inc
Anadarko Petroleum Corporation
Antero Resources Corporation
Daseke, Inc
TPG Capital Management, L.P
Riverstone Holdings LLC
Southwest Airlines Co
MoneyGram
Chevron Phillips Chemical Company LLC
HollyFrontier Corporation
AMP Capital Investors (US) Limited
Meritage Midstream
Enviva Holdings, LP
Takkion TP&L Holdings LLC
Jonah Energy LLC
Tinicum, Inc.
TG Natural Resources LLC
Wildfire Energy LLC
Navitas Midstream Partners, LLC
Wells Fargo Bank N.A.
JPMorgan Chase Bank, NA
Citibank, N.A.
Texas Capital Bank
Bank of America, N.A.
Societe Generale
Morgan Stanley Capital Group, Inc
Royal Bank of Canada
AMP Capital Investors (US) Limited
Riverstone Credit Management LLC
Mizuho Securities USA Inc
The Carlyle Group
Investec Bank Plc
CSG Investments, Inc
Barclays Bank, PLC
Apollo Global Management, Inc.
Bank of Nova Scotia
Oaktree Capital Management, L.P.
The Blackstone Group, L.P.
Work highlights
- Advised Southwest Airlines on an $1bn aggregate senior notes offering.
- Represented a resources company in a $600m syndicated, reserve-based revolving credit facility.
- Represented Wells Fargo Bank in an exit financing for Oasis Petroleum North America, including a$1.5bn syndicated, reserve-based revolving credit facility.
Weil, Gotshal & Manges LLP
A ‘dedicated team with great market knowledge’, Weil, Gotshal & Manges LLP is highly regarded across the market for its acquisition finance practice, which advises lenders and borrowers alike. Operating from New York, the US department is led by Douglas Urquhart and counts premier investments banks, major private equity companies, and international corporate borrowers among its client base. Daniel Dokos leads the global practice and assists the firm’s largest borrower clients on complex work including revolving credit facilities. Heather Viets is another name to note, having built up a strong reputation for advising financial institutions and issuers on banking and securities transactions. Morgan Bale left for Paul Hastings LLP.
Practice head(s):
Daniel Dokos; Douglas Urquhart
Other key lawyers:
Andrew Colao; Benton Lewis; Heather Viets; Justin Lee; Andrew Yoon
Testimonials
‘Very strong track record in high profile investment grade events. Differentiated knowledge of precedents. Not just processing – real tangible input and ideas.’
‘Dedicated team with great market knowledge.’
‘Andrew Yoon and Benton Lewis are the lead finance partners servicing our firm. Both provide great coverage and are practical, commercial lawyers.’
Key clients
Advent International Corporation
Alaska Air Group, Inc.
American Securities
Asurion LLC
Ashford Hospitality Trust, Inc.
Avolon Holdings Limited
Bain Capital
Berkshire Partners
Black Knight, Inc.
Brookfield Asset Management
Campbell Soup Company
CEC Entertainment
Citi
Core-Mark Holding Company, Inc.
Cornell Capital
The Estée Lauder Companies Inc.
Flexera Software LLC
General Electric Company
GI Partners
Work highlights
- Advised Citi in $9.1bn committed unsecured bridge financing to support the acquisition by Parker-Hannifin Corporation of Meggitt plc.
- Advised American Securities in $1.1bn senior secured bridge, term and ABL revolving facilities to finance its $1.37bn take-private of Foundation Building Materials, Inc.
White & Case LLP
White & Case LLP ‘has a very strong team and is extremely knowledgeable in middle market LBO financing’, advising traditional and alternative lenders as well as borrowers on a range of complex transactions. Global debt finance head Eric Leicht operates from the New York office, as does regional lead Eliza McDougall, though the practice also has a significant West Coast presence. Justin Wagstaff plays a key role in the borrower side practice, which represents corporations, private equity sponsors and their portfolio companies in acquisition financing. As a recent example, the firm assisted CVC Capital Partners and The Carlyle Group with the financing elements of the $1.15bn acquisition of Medrisk, LLC. The department saw a number of departures in 2021: Heather Borthwick departed in January, while Nicholas Palumbo, Jake Mincemoyer , and Gordon Mak left in March and May respectively, while Rebecca Gottlieb departed for an in-house position in November. In response, Kerrick Seay, Nicole Rodger and Christoffer Adler were promoted to partner in January 2022, while up-and coming partner Binoy Dharia continues to build a strong reputation in the market.
Practice head(s):
Eric Leicht; Eliza McDougall
Other key lawyers:
David Ridley; Eric Klar; Brenda Dieck; Sherri Snelson; Rob Morrison; Binoy Dharia; Justin Wagstaff
Testimonials
‘White & Case has a global presence and is deep within every industry sector. Thus the W&C team brings significant experience and expertise in many countries and sectors. In addition, the team provides premium services and makes themselves available 24/7 as needed. Strategic thinkers and coming up with creative solutions for any hurdles along the deal process.’
‘A true partner during the deal process. Always thinking outside the box and coming up with creative solutions and leverage strong negotiation tactics.’
‘They are the best and we use them for everything we can. They see a ton of transactions across a wide range of deal and counterparty types and have a great, up-to-the-minute sense of where the market is on various non-price terms and how transactions are evolving. The partners are responsive and involved; they roll up their sleeves and get their hands dirty on actual work.’
‘David Ridley is great and our main point of contact in the US; encyclopaedic knowledge of transaction terms and up-to-the-minute market standards.’
‘W&C has a very strong team and is extremely knowledgeable in middle market LBO financing, which is the part of the market where we participate. They work well as a team and also support our new and existing deal efforts. They are always very responsive and do a great job of following up on open items. We rarely have open items ‘fall through the cracks’ when working with them.’
‘Justin Wagstaff and team are really good at explaining challenging concepts and are also creative at finding solutions that can save time and effort. They played an integral role in negotiating the credit agreements/note purchase agreements that we use in our deals, and as a result, it’s no surprise that they tend to have a better grasp on the key features and nuances of those documents than others that we work with.’
‘This practice is excellent at communicating with its clients. W&C has always been there for my business through tough deadlines and are always there to make financing process most easy for me. W&C has the expertise across the board, in Legal, Tax, Due Diligence and specialized matters. I’d gladly work with them again.’
‘Rob Morrison is a standout partner at W&C. When recently working on a financing, Rob was always 5 steps ahead in advice. He made the process easier with his expertise, he met every deadline under short notice, he posted of issues with the counterparty immediately, and finally he educated on new legal matters that arose in a timely manner. I enjoy working with Rob.’
Key clients
Hertz Corporation
Harvest Partners
Pilot Travel Centers
Stone Point Capital
CVC Capital Partners
Dominus Capital
Hg Capital
Entrepreneurial Equity Partners
Swissport
Credit Suisse
Deutsche Bank
JPMorgan Chase
UBS
Citibank
Jefferies LLC
Goldman Sachs
Morgan Stanley
Truist
Blackstone Alternative Credit Advisors
Bank of Montreal
Barclays
KKR Capital
HSBC Bank USA
Owl Rock Capital Advisors
Bridgepoint Credit
Ares Capital Corporation
Antares Capital LP
MidCap Financial
Golub Capital
Varagon Capital Partners
Work highlights
- Advised Hertz Global Holdings on its $1.65bn Debtor-in-Possession financing to provide financial flexibility while the company was in Chapter 11.
- Advised CVC Capital Partners and The Carlyle Group on the $1.15 billion acquisition financing of MedRisk, LLC. CVC Fund VII acquired a majority interest in MedRisk.
- Represented a buyer as borrower of $2.1bn secured facilities to finance its acquisition of Veterans Evaluation Services, Inc.
Willkie Farr & Gallagher LLP
Willkie Farr & Gallagher LLP ‘provides high quality service’ to borrower clients, in addition to a growing number of lenders, across all main areas of debt finance. Private equity sponsors make up the main part of the client base, and the team regularly conducts LBOs and dividend recapitalizations for the likes of Platinum Equity and Insight Partners . The firm has welcomed a number of new arrivals in recent months: Andres Mena joined from Paul Hastings LLP in September 2021 to serve as joint-practice head alongside Viktor Okasmaa; Chicago’s Melainie Mansfield arrived from Milbank in Jun 2021; and January 2022 saw Sarah Gelb move over from Dechert LLP. With regards to departures, David Tarr left in April 2021 and Jeffrey Goldfarb departed in October. All names listed are based in New York unless otherwise stated.
Practice head(s):
Viktor Okasmaa; Andres Mena
Other key lawyers:
Joshua Deason; Sarah Gelb; Melanie Mansfield
Testimonials
‘Willkie provides high quality service and great coordination across various teams (M&A, commercial lending, tax, litigation, etc.) We use them across all of the different areas which streamlines communications and deliverables. People are great and always available.’
Key clients
AlixPartners
Aquiline Capital Partners
Bayou City
Bridge Growth Partners
CIBC
Cowen
CPPIB
Dubin Clark & Company
FFL Partners
FIS
Franchise Group
Genstar Capital
Insight Partners
JP Morgan
Juniper Capital
Massif Oil & Gas
NextEra Energy
Platinum Equity
Resideo
Samson Resources II, LLC
Toronto Dominion Bank
UBS
WBH Energy Partners
West Texas National Bank
Winston & Strawn LLP
Winston & Strawn LLP‘s position in the debt finance middle-market is well established. Capable of assisting with subordinated debt, asset-based lending and acquisition financing, the firm is particularly active in the lender space and is instructed by both banks and alternative lenders. The group’s four team heads are split across the two main offices; Mats Carlston and William Brewer are based in New York, while Chicago is home to Patrick Hardiman and Michael Mullins . The department was bolstered by the April 2021 arrival of Rachel Gray-Pundir from Kirkland & Ellis LLP, which offset the departure of Michael O’Brien in June.
Practice head(s):
Mats Carlston; Michael Mullins; William Brewer; Patrick Hardiman
Other key lawyers:
Jason Bennet; Charles Boehrer; Rachel Gray-Pundir
Key clients
Antares Capital LP
LBC Credit Partners, Inc.
Wells Fargo Bank, National Association
Citibank, N.A.
Rock Hill Capital
Crestline Investors, Inc.
Goldman Sachs Specialty Lending Group, L.P.
Sterling Group Credit Fund, L.P.
Work highlights
- Represented Wells Fargo Bank, National Association, as administrative agent, in connection with an $800m cash flow revolving credit facility for Owens Corning.
- Represented Antares Capital LP, as administrative agent, in an amendment and extension of its existing $438.35m first lien credit facility to Nellson Nutraceutical, LLC.
- Represented an insurance financer as administrative agent and collateral agent, in connection with a $270m credit facility for RPX Corporation.