Fred N. David is a member of Gibson Dunn’s Global Finance and Private Equity Practice Groups, resident in the firm’s Denver office.
Fred has broad experience in debt financing transactions, with an emphasis on acquisition financings and highly leveraged financings. He represents private equity sponsors and their portfolio companies, other public and private corporate borrowers and issuers, and banks and other lending institutions across a broad range of industries, including construction, retail, telecommunications, aerospace, defense and manufacturing, in a broad range of cross-border and domestic transactions, including leveraged buyouts, recapitalizations, repricings and restructurings involving senior, subordinated, mezzanine, first lien/second lien, asset-based and bridge facilities, high-yield and investment grade offerings. Fred also advises corporate clients on capital and equipment leasing facilities, receivables securitizations and working capital facilities. Transactions range in size from a few million dollars to in excess of ten billion dollars
Representative Clients and Matters
Private Equity Representations
- Aurora Capital Partners: Represented Aurora in connection with multiple acquisition financings, refinancings and restructurings, including for VLS Recovery, Inhance Technologies and Petroleum Service Group
- CVC Capital Partners: Represented CVC in connection with acquisition financing and subsequent repricings for AlixPartners
- Investcorp: Represented Investcorp in numerous financings, including refinancings for portfolio companies Polyconcept, SourceMedia and Sur La Table and dividend recap for Berlin Paper
- H. Whitney & Co.: Represented J.H. Whitney in connection with acquisition financing for TIDI Products
- L Catterton: Represented L Catterton in connection with acquisition financings for Clear Choice Dental and refinancings for John Hardy, Patient Point and Uncle Julio’s and in connection with L Catterton’s purchase of $400.0 million of exchangeable senior notes from Norwegian Cruise Lines
- Liberty Hall Capital Partners: Represented Liberty Hall in connection with acquisition financings for Onboard Systems, Aircraft Performance Group, and AeroCision; financings for AIM Aerospace and Accurus Aerospace; and capital lease and receivables securitization facilities for a portfolio company
- MidOcean Partners: Represented MidOcean in connection with the restructuring of portfolio company KidKraft.
- Represented a prominent private equity firm and several of its portfolio companies in multiple acquisition financings for public and private targets, including asset-based and term loan credit facilities and senior secured notes offerings; refinancings; exchange offer and debt buy-back tender offer
Public Company Representations
- Cardinal Health: Represented Cardinal Health in connection with multiple extensions and upsizings of its $2.0 billion revolving credit facility
- Colfax Corporation: Represented Colfax in connection with $1.0 billion Rule 144A offering of senior notes to finance acquisition of DJO Global and €350.0 million Rule 144A offering of Euro-denominated senior notes
- R. Horton: Represented D.R. Horton in connection with multiple extensions and upsizings of revolving credit facility
- Forestar Group: Represented Forestar in connection with multiple offerings of senior notes and $380.0 million asset-based credit facility
- Huntington Ingalls Industries: Represented Huntington Ingalls in connection with its leveraged spin-off from Northrop Grumman
- MetroPCS Wireless: Represented MetroPCS Wireless in connection with its issuance of $3.5 billion senior notes in advance of its business combination with a national mobile phone carrier, the issuance by the combined company of an additional $11.2 billion of senior notes to Deutsche Telekom, and the incurrence by the combined company of a $500 million working capital facility.
- Sleepy’s: Represented Sleepy’s in connection with asset-based and term loan facilities and later sale to Mattress Firm
- Vail Resorts: Represented Vail Resorts in connection with upsizes and extensions of its secured credit facility, including financing for its take-private acquisition of Peak Resorts, amendments to its secured credit facility to obtain covenant relief in connection with the COVID-19 pandemic, and its $600.0 million Rule 144A offering of senior notes.
- Represented a major U.S. mobile phone carrier in connection with numerous Rule 144A offerings of senior notes, working capital facility and equipment lease facilities
Private Company Representations
- Fender Musical Instruments: Represented Fender in multiple refinancings of its asset-based and term loan credit facilities
- Woodbine Holdings: Represented Woodbine in connection with the refinancing of its asset-based credit facility and later sale to a Chinese buyer
- CIFC: Represented CIFC Asset Management as arranger of secured term loan facility for Commercial Furniture Group.
- Mesa West: Represented Mesa West as arranger of secured credit facilities for Stockbridge Real Estate Fund and the SLS Las Vegas hotel
- UBS: Represented UBS as arranger of multiple secured credit facilities, including for Jet Support Services.
- Speaker, “Evaluating Key Intercreditor Arrangements: First Lien/Second Lien, Split Collateral, Senior/Mezzanine, Unitranche” Strafford Live CLE Webinars (February 19, 2020).
- Co-Author, “The Next Big Thing in Green Finance—Sustainability-Linked Loans, Bloomberg Law (May 16, 2019).
- Author, “Interpreting the Supreme Court’s Treatment of the Chrysler Bankruptcy and its Impact on Future Business Reorganizations,” Emory Bankruptcy Developments Journal, Vol. 27, Issue 1 (March 2011).
- Co-Author, “’Inquiry Notice’ on Trial: The Supreme Court to Clarify Standards for Statute of Limitations in Securities Class Actions,” Securities Litigation Report, Vol. 6, Issue 7 (July/August 2009).