Hybrid Capital &
Special Situations
Our Hybrid Capital & Special Situations Group has extensive experience advising sponsors, issuers, creditors, and other investors in connection with a broad range of sophisticated liability management transactions and bespoke debt, equity and hybrid solutions across the capital structure.
Our attorneys are among the most experienced in handling complex liability management transactions, including “dropdown” and “double dip” financings, uptier exchanges, consent solicitations, rescue financings, “amend and extend” transactions, and out-of-court restructurings.
Paul, Weiss’ market-leading practice also focuses on structuring, negotiating and implementing complex capital solutions for our clients, including direct lending transactions, mezzanine loans, DIP and exit financings, and hybrid and mezzanine products which combine facets of both debt and equity instruments, preferred securities and convertible debt and equity instruments in a wide variety of private, pre-IPO and public transactions.
With our dedicated team’s proven track record of successfully representing all sides in market-leading finance and restructuring transactions, we provide unique and practical solutions to our clients. We take a ‘unique solutions-oriented’ approach and draw on the unparalleled expertise of our finance, capital markets, restructuring, private equity, tax and funds practices to effectively identify and address our clients’ most complex needs in this growing and fast-paced market.
“They have a great ability to handle complex transactions. They effectively pull together experts from different areas of the firm.”
- Chambers USA
Recent
Experience
Recent Engagements
- Xplore, Inc. in connection with a $450 million structurally senior preferred equity financing for its fiber network buildout project, and a subsequent comprehensive balance sheet restructuring through a CBCA proceeding
- Rackspace Technology, a leading end-to-end hybrid, multicloud and AI solutions company, in a private debt exchange that eliminates more than $375 million of net debt, secures $275 million in new first lien first out financing, and extends the maturity of its revolving credit facility and other participating senior debt facilities to May 2028
- KKR, as sponsor to Envision Healthcare, in connection with Envision’s entry into $2.6 billion, in aggregate, of new senior secured first and second lien financing facilities and its $1.5 billion of related discounted debt repurchase transactions and $3.7 billion refinancing transaction
- Revlon, a leading global beauty company, in (a) its $1.83 billion term loan financing in connection with the refinancing of existing indebtedness, as well as the amendment and extension of an existing $1.83 billion senior secured credit facility, (b) its subsidiary’s successful out-of-court exchange offer for its approximately $343 million aggregate principal amount of outstanding 5.75% senior notes due 2021, which allowed Revlon to avoid springing maturities across its capital structure and (c) the refinancing of its $400 million asset-based loan facility with a $270 million asset-based loan facility and $130 million “second-in, second-out” term loan
- A cross-holder ad hoc group in Oregon Tool, a global leader and manufacturer of professional-grade cutting tools, in three financing transactions by the company. These transactions increased the company’s liquidity by $150 million, reduced pre-transaction debt by over $75 million, and extended maturities
- An ad hoc group of DISH Network convertible noteholders in an exchange offer of approx. $2 billion and an issuance of senior secured notes, providing approx. $5.2 billion of fresh cash capital to EchoStar’s balance sheet and a PIPE transaction providing $400 million in incremental cash
- Invited, the largest owner and operator of private golf and country clubs in the United States and a portfolio company of Apollo Global Management, in a $75 million receivables securitization
- An ad hoc group of term loan lenders and noteholders of GoTo Group in connection with an uptier debt exchange and maturity extension involving $2.1 billion of term loans, $950 million of secured notes, and $100 million of new money term loans
- An ad hoc group of Trinseo plc creditors in a $446.5 million private exchange offer as part of the restructuring of Trinseo, a specialty material solutions provider
- Centerbridge and Oaktree in a $1.25 billion direct loan to OTG, a leading operator of airport concessions
- An ad hoc group of bondholders of New Fortress Energy, in connection with $1.2 billion of structurally-enhanced refinancing commitments and the exchange of $1.4 billion of existing notes for structurally-enhanced notes
- JPMorgan Chase & Co., as term lender to Electrical Components International, in connection with a credit agreement that provided the borrower with a $905 million term loan, $95 million delayed draw term loan commitment and a $100 million super-priority revolver. The borrower used the proceeds to refinance its existing 1L and 2L term loans in full
- Centerbridge Partners in providing up to a $700 million senior secured term loan facility to Sabre Corporation, a travel technology company
- Apollo Global Management, along with KKR, in a $2.5 billion preferred equity issuance related to the sale of Citrix
- An ad hoc group of lenders of Learfield, a collegiate sports marketing company representing over 200 collegiate properties, in an out-of-court recapitalization transaction allowing the company to reduce its outstanding debt by over $600 million and secure $150 million in new-money equity investments
- An ad hoc group of second-lien lenders to telecom company Ligado Networks in Ligado’s successful out-of-court restructuring of approximately $14 billion of liabilities
- Apollo Global Management in a $1.75 billion highly structured preferred equity investment in Albertsons Companies
