Mayer Brown’s Leveraged & Acquisition Finance team operates in Europe, with offices in London, Paris and Frankfurt, the United States and Asia advising on a broad range of domestic and cross-border leveraged and acquisition finance transactions. We also regularly draw upon the expertise from our colleagues around the firm, including in tax, corporate, IP, pensions real estate and restructuring to provide a full service to meet different deal issues and structures.
Our Leveraged & Acquisition Finance team represents private equity sponsors, bidding consortia, banks, private credit and hedge funds and other financial institutions whether as borrowers, issuers, lead arrangers or lenders on a variety of leveraged and acquisition finance transactions, including LBOs, public-to-privates, dividend recapitalizations and refinancings.
We believe our experience of acting for the market's key players on both sides of the most important deals in the leveraged finance space gives us a unique insight into current market trends and developments. Importantly within leveraged finance we understand the dynamics and challenges of auction and bid processes. We are able to use this extensive experience to help our clients with their approach to the certainty of funding and the deliverability of financing that sellers often look for. We also have a strength in depth that enables us to advise on multiple processes at the same time or run deal trees on the same process.
Our experience also stretches across a diverse range of industries including financial services, consumer, energy, retail, infrastructure, manufacturing, mining and commodities, technology, travel and leisure and life sciences.
How Our Team Works
Our lawyers have a reputation for working together as cohesive teams, both within and across borders, giving market leading advice set against the commercial objectives of our clients. We view our clients as our partners and we work together with them in a collaborative approach to ensure their needs and objectives are met in a commercial and pragmatic manner.
However, we just don’t deliver on knowledge and terms, we also deliver on responsiveness and execution – key components of a successful deal.
Elite Middle Market Focus
We have a strong track record of servicing the middle-market – our “sweet-spot”. Many of our lawyers are recognized as experienced practitioners within the mid-market having dedicated many years of their careers to this segment of the market. As a result we are often asked to provide market commentary, whether in the written or spoken press, and are regularly quoted in legal and other publications.
At Mayer Brown we pride ourselves at not just being right at the heart of action, but at the forefront of the market.
"Attracts clients seeking top-quality advice on a range of mid-market transactions." - Chambers
From vanilla financings to complex leveraged financings, to private placement of high yield debt securities and hybrid structures involving our Tier 1 rated asset-based lending team, we advise on all types of asset classes. We believe we are one of only handful of firms who are able to execute the full breadth of these type of transactions.
Specifically within the area of leveraged finance, we have experience in structuring a wide range of financings right across the capital structure of mid-market deals. Whether its senior secured, Term Loan B, unitranche, super senior, first loss/second loss, mezzanine, second lien, PIK or preferred equity, our team has the experience to structure and deliver the solutions that our clients need.
- TA Associates on the financing of its acquisition and investment in Priority Software in Israel with a ILS 535 million (£120m) term and revolving credit facilities agreement provided by Goldman Sachs and its affiliate lending partners in Israel. Priority Software offers enterprise resource planning (ERP) software and business management solutions.
- Francisco Partners on the financing of its acquisition of the Consignor Group. Founded in Oslo in 1997, Consignor has grown to be one of the leading providers of delivery management software by making it simpler, quicker and cost effective to ship orders to customers and by making delivery a competitive advantage.
- proFagus Group, a leading German manufacturer of natural additive products (e.g. smoke flavorings used in the food industry, acetic acid, grit, tar and tar oil) and high-quality and environmentally friendly barbecue charcoal and related products, on the successful refinancing of certain of its existing financial indebtedness. proFagus Group is a portfolio company of Borromin Capital Management.
- Singapore branch of a global financial institution on the provision of LBO facilities to a Singapore-based retail business controlled by a global private equity sponsor.
- Singapore branch of a global financial institution on the provision of LBO facilities to back a leveraged buyout in Singapore and Southeast Asia by a Europe based private equity sponsor.
- Permira Debt Managers and a UK commercial bank as lenders on the acquisition of LDC's majority stake in Away Resorts by Bregal Freshstream.
- OAG, the world’s leading provider of flight schedules and live-status data, on the refinancing of their $135 million multicurrency senior facilities with a unitranche / super senior structure.
- Francisco Partners on the acquisition of LiveU Ltd, an Israel based manufacturer and provider of cutting-edge live broadcasting equipment and portable video-over-cellular solutions.
- Francisco Partners on the financing of their DKK 3.7 billion acquisition of EG Group, one of the leading Scandinavian software providers.
- A leading US-based alternative lender on the financing of Castik Capital’s acquisition of AllDent, a leading German dental chain.
- Avedon Capital Partners on unitranche financing for the acquisition of Spindel- und Lagerungstechnik Fraureuth by a debt fund.
- Stirling Square Capital Partners on the corporate, finance and structuring aspects of the acquisition of the Verescence group, a perfumery and cosmetic packaging business.
- Bridgepoint on the corporate, financing and tax aspects of the acquisition of Bee2link Group.
- My Media Group and its shareholder LBO France on the financing aspects (mezzanine and senior debt) of the acquisitions of New Business and Peak Ace.
- Concorde Education Group on the financing aspects of the acquisition of Ecoles Brassart.
- Magellan Consulting and Exakis Groupe on the financing aspects of the acquisition of Nelite Corporation.
- Permira Debt Managers in relation to a £42 million Facility made available to the Davies Group, owned by HGGC.
- Francisco Partners in relation to its preferred equity investment in French software business Talentsoft.
- Permira Debt Managers, as sole lender in a £58 million financing for the acquisition of The Travel Chapter Group, a UK holiday letting agency by ECI Partners. The financing consisted of a senior term facility, acquisition facility, super senior revolving facility and an accordion facility.
- Qualium Investissement on the acquisition of Parella Group, a French design & builds fit-out specialist.
- Entega on their first syndicated loan arranged by a group of banks led by ING Bank, Helaba and Commerzbank.
- Permira Debt Managers and Lloyds Bank plc on their financing of Trilantic Europe’s acquisition of YM&U, formerly James Grant Group, the leading integrated management company for clients in sports, music and entertainment with operations in both the UK and US.
- Francisco Partners on the £115 million financing of its acquisition of ByBox a provider of technology-led logistics and locker technology for global businesses for £221 million.
- Commerzbank on the €232 million syndicated facilities agreement for Landgard Group.
- BNP Paribas on the acquisition financing for a media park in Berlin by funds managed by Ardian.
- BNP Paribas as lead arranger and administrative agent in connection with a senior secured acquisition credit facility for the acquisition by financial sponsor Wind Point Partners of The Kleinfelder Group Inc., an engineering, construction management, design and environmental professional services firm.
- Caterpillar Inc. and certain of its subsidiaries, as borrowers, in a US$3.15 billion 364-day credit facility, the extension of a US$2.73 billion three-year credit facility and the extension of a US$4.62 billion five-year credit facility from Citibank, N.A., Citibank Europe PLC, UK Branch and the MUFG Bank, Ltd. as agents, and various financial institutions as lenders.
- A global investment bank as lender on three credit facilities totalling US$145 million to SJW Corp. and its water utility and land company subsidiaries San Jose Water Company, SJW Land Company and SJWTX Inc.
- A multinational manufacturer of home appliances, as borrower, and several of its subsidiaries, as borrowers, in connection with a US$2.5 billion long-term senior revolving credit facility arranged by a global financial institution.
- A multinational manufacturer of home appliances in connection with a US$1 billion 364-day term loan to finance a tender offer for the company's common stock.
- A leading PRC bank, Luxembourg Branch as sole China lead arranger, bookrunner, mandated lead arranger and lender in the approximately US$4.3 billion and €1.8 billion term loan and US$900 million revolving loan facility transaction for the €10.1 billion acquisition of 100-percent of Akzo Nobel’s specialty chemicals business by The Carlyle Group and GIC. The transaction will transform Akzo Nobel into a more focused supplier of paints and coatings. Carlyle, which has extensive experience investing in chemicals and unlocking long-term potential and creating value in its portfolio companies, has a global presence and the financial capacity to help Akzo Nobel’s specialty chemicals business achieve its full potential.
- A leading PRC Bank on the financing to Warburg Pincus for its investments in Ant Financial, the affiliate of Alibaba Group Holding Ltd. China's Ant Financial, raised about US$14 billion in what market watchers called the biggest-ever single fundraising globally by a private company, as it accelerates the expansion of Alipay globally and develops new technology. The financing makes Ant Financial the largest FinTech firm in the world and equips it with enormous resources for expansion. The deal was awarded "Private Equity Deal of the Year 2018" by China Law & Practice Awards, "Deal of the Year 2018: PE/VC and Fintech" by China Business Law Journal and "Private Equity Deal of the Year 2019" by Asia Legal Awards hosted by The Asian Lawyer.
- Leading PRC banks in the €6.8 billion acquisition loan to a Chinese sovereign investment corporation in connection with its approximately 12.25 billion euro acquisition of logistics assets in Europe. The deal was awarded "Real Estate Deal of the Year 2018" by China Law & Practice Awards.
- A leading PRC Bank as mandated lead arranger, bookrunner, agent and security agent on the US$850 million acquisition financing involving eight jurisdictions for the acquisition of all the issued shares of Sirtex Medical Limited, an Australian medical device company specializing in oncology treatment using Selective Internal Radiation Therapy (SIRT). The buyers CDH and China Grand Pharmaceutical and Healthcare Holdings Limited have jointly offered a total consideration of US$1.4 billion in cash for the acquisition. The deal was awarded "Inbound M&A Deal of the Year 2018" by Mergermarket Inaugural Australia M&A Awards and "Deal of the Year 2018: M&A" by China Business Law Journal.
- A leading PRC bank, as agent, on the £235 million (approximately HK$2.5 billion) bridging loan financing to Excel Winner (UK) Limited on the acquisition of Nine Elms (and the subsequent development) in London.
- A conglomerate headquartered in Hong Kong on the US$900 million tax structuring and debt financing aspects of its acquisition of an additional stake in the Asia Toys R Us business out of US chapter 11 proceedings. The client was an existing shareholder in the Asia business having entered into a joint venture with the US Toys R Us parent before the parent's bankruptcy. This was a highly complex transaction due to the auction sale of the business being conducted out of chapter 11 proceedings.
- A leading international bank as provider of the bid financing to the State Development and Investment Corporation, the largest state-owned investment holding company in China, to fund the US$521 million acquisition of a significant stake in Arab Potash Company, listed on the Amman stock Exchange in Jordan from Nutrien. Due to complications on the M&A side, the deal had to be re-shaped with closing occurring this year.
- Scotiabank in connection with a syndicated unsecured US$1.35 billion revolving facility for Ingram Micro Inc. and Ingram Micro Luxembourg SARL.
- Tenneco Inc. and its affiliates, as borrowers, in connection with a US$1.5 billion revolving credit facility, a US$1.7 billion term loan A credit facility and a US$1.7 billion term loan B credit facility with a global financial institution as administrative agent.
- Yum! Brands, Inc., as guarantor, and its subsidiaries Pizza Hut Holdings, LLC, KFC Holding Co. and Taco Bell of America, LLC, as borrowers, in connection with a US$3.5 billion senior secured credit facility consisting of a US$2 billion term loan B, a US$500 million term loan A and a US$1 billion revolving credit facility.
- Yum! Brands, Inc., and several of its subsidiaries, in connection with a US$1.5 billion senior unsecured bridge term loan arranged by Goldman Sachs.