Transactional
Finance
An industry leader working with Private Equity, Corporate, Financial Services and private lending clients on a diverse set of debt, equity-linked and structured equity instruments in major global markets
Overview
Gibson Dunn’s Finance team stands out with our proven track record of achieving results on complex financing transactions, often in close collaboration with other practices including capital markets, mergers and acquisitions, restructuring, investment funds and projects.
Our clients value our situational approach to finance transactions. We work to make the familiar efficient and seamless especially shining when a transaction calls for something nuanced or new. While we apply our deep historical background and current technological know-how across a variety of markets, our situational approach means we are guided, but not shackled, by precedent when circumstances dictate. We deliver differentiated solutions by combining our experience with diverse matter, client, industry and market types and effectively collaborating with our colleagues across the firm.
Our team has a broad client roster including private equity sponsors, public and private corporations, investment funds, ad hoc lender groups and debt financing for transactions across multiple investment strategies. We routinely represent private equity sponsors in connection with debt financing for transactions across multiple investment strategies, including large cap LBOs, middle-market LBOs, special opportunities, infrastructure, and asset-based transactions. Our work with investment funds includes both fund financing and private credit lending. Financial institutions leverage our deep experience representing major banks as administrative agent and lead arrangers in connection with a host of lending transactions as well as underwriters or initial purchasers in connection with a high yield and structured debt.
As a truly global team with seasoned members in 15 of our offices, our clients benefit from nuanced local market knowledge backed by the strength of an experienced team that works seamlessly across offices, time zones and industries.
Gibson Dunn has extensive experience in all types of complex domestic and cross-border transactions, including:
- Secured credit facilities, including acquisition financings, asset-based loans and second-lien facilities
- High-yield debt and bridge facilities that backstop high-yield debt issuances
- Mezzanine debt and other private note placements to financial investors
- Unsecured credit facilities and bonds for investment-grade companies
- Convertible bonds
- New equity and public company investments
- Structured financings, including CLOs and securitizations
- Project and infrastructure financings
- Workouts and restructurings, debtor-in-possession and bankruptcy exit financings
- Enforcement of senior and mezzanine loans
- Hedging and other derivative transactions
With Finance lawyers located in major money centers around the globe, we represent our clients effectively on their most complex transactions by working as a single team across time zones and jurisdictions. Outside the U.S., our Finance lawyers are qualified under the laws of the U.K., France, Germany, and Singapore.
“Their partners and senior associates are capable of handling complex structured finance deals.”
Chambers Global
Experience
Private Equity Finance
An important area of growth and focus for the Finance group is representing Private Equity firms and their portfolio companies. Our situational approach informs our work with both large cap and middle market transactions.
Recent representations include:
- Elliott Investment Management L.P.: Advised Evergreen Coast Capital Corporation, an affiliate of Elliott Investment Management L.P., and a private equity consortium in the bridge loans and subsequent $1.96 billion high yield bond offering in connection with the $16 billion acquisition of Nielsen Holdings plc. Advised The Nielsen Company in connection with a new $200 million accounts receivable securitization facility.
- Private Equity Consortium: Advised Elliott, Patient Square and Veritas in the $3.2 billion senior secured credit facility and $1.0 billion senior secured high yield notes, incurred in connection with the approximately $7.1 billion take private acquisition of Syneos Health.
- Veritas Capital: Advised on the $1.35 billion debt financing of its acquisition of Wood Mackenzie, an energy and natural resources analytics and consulting business, from Verisk, a data analytics provider to the insurance and energy markets. Advised Wood Mackenzie on its $1.465 billion broadly syndicated senior secured credit facilities.
- Audax: Advised Audax, a mid-market investment firm, and its affiliates on the acquisition of Dobbs Tire and Auto Centers, including store locations and other real property.
- Aurora Capital Partners: Advised Aurora Capital Partners on its acquisition of GenServe Acquisition Co, the market-leading independent provider of backup power solutions for commercial, industrial and critical infrastructure applications.
- Trilantic Capital Partners: Advised Trilantic Capital Partners and its portfolio company Sunbelt Solomon Services, an electrical power solutions provider, on the acquisition of Maxima Power, a power and automation services provider and portfolio company of Copley Equity Partners, and the acquisition of the equity interests of Valley Transformer, LLC, for purposes of expanding its power-distribution equipment service and product offerings in a new geographic region.
Corporate Lending and Issuance
We routinely represent both corporate borrowers/issuers and banking clients in connection with corporate finance transactions. This includes high yield, syndicated leveraged lending, “pro rata” leveraged lending, asset based facilities, investment grade facilities, accounts receivable securitizations and other.
Recent representations include:
- Primoris Services Corporation: Advised on its $1.27 billion senior secured credit facilities, the proceeds of which were used to refinance existing debt and to finance the $470 million acquisition of PLH Group, and a new $100 million trade accounts receivable securitization facility with PNC.
- Welltower: Advised the health care infrastructure REIT on a $5.2 billion amendment credit facility and a $6.2 billion amendment to its existing unsecured sustainability linked credit facilities.
- CACI International Inc.: Advised the leading provider of information solutions and services in support of U.S. national security, in connection with a $3.2 billion senior secured credit facility, consisting of a $1.975 billion revolving credit facility and a $1.225 billion term loan facility.
- Bank of America: Advised Bank of America and the other initial purchasers with AMC Network’s $875 million 10.25% senior secured notes due 2029. Advised Bank of America as Lead Arranger and JPMorgan as Administrative Agent with AMC Network’s amended $600 million senior secured credit agreement.
- Vail Resorts: Advised on a private offering of $600 million aggregate principal amount of 6.50% Senior Notes due 2032.
Fund Finance
Our global team of finance lawyers work closely with our investment funds and tax colleagues and other specialists to provide seamless representation of Gibson Dunn’s Investment Funds clients on their finance matters. In addition, we bring our sophisticated expertise in this space to standalone clients that come to the firm specifically for their fund finance needs.
We have extensive experience with subscription credit facilities, NAV facilities and other asset-backed fund facilities, “hybrid” fund credit facilities and other debt products for funds across all major asset classes and strategies. We also assist our alternative asset manager clients on management company and GP credit facilities, including financings relating to GP stake transactions, and facilities supporting co-investment commitments. To our clients in the real estate investment area, we bring a strong understanding of REIT structures and related borrowing considerations.
With our breadth of experience and broad client base, we are on the cutting edge with respect to market developments on borrowing base formulations; fund structures and jurisdictional considerations; and covenant and collateral packages that are sensitive to the balance between appropriate credit controls and the necessary latitude for implementation of a client’s business or investment plan.
Recent representations include:
- IPI Partners: Advised on a $1 billion subscription-backed credit facility for IPI Partners III, with Wells Fargo Bank as Administrative Agent
- Hahn & Company: Advised on a $450 million subscription-backed credit facility for Hahn & Company IV, with HSBC as Administrative Agent.
- P10, Inc.: Advised a multi-asset class private market solutions provider, on its $500 million secured management company credit facilities, with JPMorgan Chase Bank as Administrative Agent.
- Neuberger Berman: Advised on a $425 million “hybrid” credit facility for NB Secondary Opportunities Fund IV, with JPMorgan Chase Bank as Administrative Agent
- Madison International Realty: Advised on a NAV credit facility for Madison International Real Estate Liquidity Fund VII, with Macquarie Bank as Administrative Agent.
- Hamilton Lane: Advised on a $350 million subscription-backed credit facility for Hamilton Lane Equity Opportunities Fund VI, with Bank of America as Administrative Agent.
Specialty and Structured Finance
We routinely represent both borrowers/issuers, banking and institutional investor clients in connection with structured finance transactions. This includes warehouse transactions, asset based securitizations, CLOs, sale leasebacks and structured loan transactions.
Recent representations include:
- TAI Aviation: Advised a commercial jet engine supplier on a sale and leaseback of more than 30 aircraft and bespoke maintenance to LATAM Airlines Group, a Latin American airline.
- Stonebriar Commercial Finance: Advised on a warehouse loan agreement with Bank of America.