Private Credit

Alston & Bird’s Private Credit Team represents a wide range of nonbank credit providers, including private debt funds, business development corporations (BDCs), small business investment corporations (SBICs), hedge funds, mezzanine funds, and insurance companies, in a variety of debt origination and investment transactions.

Such transactions include:

• The structuring, negotiation, and documentation of various multitranche debt positions, including unitranche financings.
  
  
• Alston & Bird attorneys are well-versed in the following products:
  • First- and second-lien loans
  • Stretch first-lien debt
  • Unsecured and secured mezzanine loans
  • Cross lien financings
  • Synthetic mezzanine positions such as unitranche and last-out positions
  • Holdco financings
  • Equity kickers associated with these debt instruments, such as warrants and co-investment rights
    
    These transactions include the negotiation and documentation of complex arrangements for the distribution of repayment risk, including subordination and intercreditor agreements and agreements among lenders (AALs).
    
    
• The negotiation and documentation of the purchase and sale of loans, claims, securities, and other investments, including during primary syndication, in the secondary loan market, in a distressed context, and any such purchases and sales on a portfolio basis.

During the diligence process and in structuring and documenting transactions, our Private Credit Team works closely with Alston & Bird’s Tax, Bankruptcy & Financial Restructuring, Employee Benefits, and Environmental teams to minimize investment risk and optimize your position.

• Represented a publicly traded BDC in the structuring, negotiation, and documentation of a $62 million senior secured term loan for the acquisition by a mid-market private equity sponsor of a leading provider of complex assemblies for specialty automotive production, prototypes, and factory assist applications, including a $22 million minority equity coinvestment, the proceeds of which were used to finance the acquisition and to pay for related earnout obligations.
• Represented a private debt fund in connection with $62.5 million senior secured credit facilities to finance the take-private acquisition of a provider of SaaS, software tools, and marketing services.
• Represented a leading BDC in the structuring, negotiation, and documentation of a $47 million secured term loan to a U.S.-based private equity firm with a portfolio of 13 asset managers in the acquisition of additional interests in existing asset managers and the simultaneous creation of a joint venture with a publicly traded, Australia-based asset manager (this transaction was awarded the 2015 M&A Advisor Award for Cross-Border Deal of the Year).
• Represented a mezzanine fund in the structuring, negotiation, and documentation of $31.5 million in unsecured senior subordinated notes to finance the acquisition by a private equity sponsor of an interest in a leading provider of wireless data radio solutions.
• Represented a BDC in the structuring, negotiation, and documentation of a $10 million subordinated term loan to refinance the debt capital structure of one of the largest U.S. franchisee holders of TGI Friday’s.
• Represented a private debt fund in connection with $33 million senior secured credit facilities for a quick-service restaurant franchisee.
• Represented a debt fund in the structuring, negotiation, and documentation of a $125 million second-lien term loan for the acquisition by a private equity sponsor of a power plant.
• Represented a BDC in the structuring, negotiation, and documentation of a $21 million senior secured term loan to recapitalize an upscale bowling company.
• Represented a private debt fund in the structuring, negotiation, and documentation of a $16.5 million second-lien term loan for the benefit of a leading provider of service contracts to the used-car market, including an associated warrant.
• Represented a BDC, and its drop-down small business investment corporation, in the structuring, negotiation, and documentation of a $30 million cross-lien term loan for the benefit of a chain of wireless-equipment stores, including a delayed-draw term loan for add-on acquisitions.