Grounds for growth
Our US private credit team
Over the past 10 years, private credit has cemented its status as a strong and scalable asset class for a wide range of investors and an attractive alternative to bank finance for an increasingly broad “addressable market” of corporate and institutional borrowers. With flexibility, cyclical resilience and an increasing diversity of sub-strategies, global private credit assets under management are expected to reach $3.5 trillion by 2028.
We advise a wide range of sponsors, debt funds, publicly and privately traded business development companies (BDCs), insurers, and other direct lenders on the execution of their private credit strategies. This includes allocations to private credit investment strategies, debt fund formation, fund finance and tax as well as all aspects of capital deployment including leveraged finance, private placements, and bilateral and syndicated corporate, energy and real estate finance. We also advise on the continuum of restructuring issues in private credit, from amendments and waivers to workouts and Chapter 11 proceedings. We are particularly well known for our work involving distressed private placements in the US and internationally.
Our private credit team has transatlantic reach and is part of a fully integrated global private markets group advising clients across the private capital ecosystem in all asset classes and at every stage of the investment life cycle. Whether you are using investment in debt as part of a diversified growth portfolio or seeking to match assets to long-term liabilities, we are uniquely placed to help you develop and execute a wide range of private credit strategies that meet your risk, duration and industry exposure appetite.
Debt fund formation, fund finance, private credit allocation and tax
Our private funds team provides corporate, tax and regulatory advice to both general partners (fund sponsors) and limited partners (fund investors) on the structuring, launch, investment in and distribution of debt funds.
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We are experienced in debt fund formation (with a special focus on BDCs) as well as all aspects of fund finance for these vehicles. Since 2004, we have worked with our clients and underwriters in hundreds of transactions to raise more than $100b for such funds through IPOs, follow-on equity offerings, convertible debt offerings, unsecured note issuances, privately placed debt, and equity and rights offerings.
We are nationally ranked in the US for our work with insurance companies, the largest allocators to private credit globally. We advise on the applicable requirements under state insurance laws and relevant guidance for statutory financial statement reporting of private credit investments, with a particular focus on requirements applicable to bonds, collateralized loan obligations (CLO) and other debt instruments. We are also active members of the American College of Investment Counsel, which establishes best practices in relation to institutional investment in nonpublic debt.
Our tax practice has been ranked nationally in the US for its corporate and finance experience for over 15 years and advises sponsors, financial institutions and insurers on a wide range of investment- and transaction-related tax matters both on US domestic and cross-border bases.
Our global presence, including in favored offshore debt fund domiciles such as Luxemburg, Ireland and the UK, gives us the ability to help clients execute a wide range of allocation and investment strategies as part of a holistic and diversified credit portfolio.
Representative experience includes advising:
Greenworks Nuveen on the launch of the $525m Nuveen commercial property-assessed clean energy (CPACE) Lending funds I, which was created to aggregate the financing of commercial property-assessed clean energy projects for the unique requirements of insurance investors
Ares Capital Corporation on a series of public note offerings exceeding $2.5b and serving as special counsel to the Ares Board on its $750m public convertible notes offering
A US asset manager on the launch of a $2b+ global capital fund created to source and manage leveraged loans and provide capital solutions to borrowers in need of liquidity and strategic deleveraging of capital
Blue Owl Capital Corporation on a sequence of public note offerings with an aggregate value of nearly $3b and advising on its SPAC merger (valued at US$12.5b)
Runway Growth Finance Corporation on a joint venture with credit financing platform Cadma Capital Partners to provide financing capacity of up to $200m for private and sponsor-backed late- and growth-stage companies
A private equity firm in connection with a $75m subscription credit facility with a US financial institution
Capital deployment
We advise financial sponsors, debt funds and insurers on their deployment of capital through a wide range of products including corporate, real estate, energy/infrastructure and leveraged finance.
Our work includes leveraged and structured finance, senior secured corporate direct lending, unitranche corporate direct lending, senior secured commercial real estate direct lending, second lien loans, mezzanine loans and special situations lending.
Our debt finance experience is multi-sector, covering a wide range of industries including financial services, telecommunications, manufacturing, automobile and transportation, infrastructure water/utilities, commercial real estate and timber/agribusiness.
We are particularly well known for our direct lending work for insurers for which such investments offer attractive returns with relatively low regulatory capital costs, moderate risk, low volatility and diversification. A well-constructed asset allocation, backed by solid asset-liability management, generally allows insurers to carry an allocation of illiquid exposures within performance-seeking portfolios.
Our real estate direct lending work includes securitized and portfolio commercial real estate loans, commercial real estate mezzanine loans and preferred equity structures, affiliated debt products and structured finance combined with a deep understanding of the real estate mortgage investment conduit regulations, securitization and CLO/commercial mortgage-backed security (CMBS) structures. We also advise on commercial property assessed clean energy (CPACE) financing. We leverage our wider reputation for equity-based real estate investment work to facilitate new relationships and introduce debt funds to private capital clients with equity interests to identify debt finance opportunities.
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Representative experience includes advising:
A life insurance company in connection with a range of US commercial real estate developments including a $1.3b office portfolio financing, a $500m luxury resort financing, a $260m Manhattan office tower financing and a financing of fee interests in The Chrysler Building in New York City
The provision a $150m credit facility by a debt fund to finance the leveraged acquisition of an add-on company by a private equity firm
Heritage Life Insurance Company in the closings of two secured margin loan revolving facilities totaling $500m in aggregate commitments
Insurance companies and originators in connection with the issuance of warehouse and repurchase facilities to both borrowers and sellers originating commercial mortgage loans
On the financing of the acquisition of Prudential’s retirement plan business by Empower Life and Financial for a total transaction value of $3.55b
Morgan Stanley Private Credit on its financing of a technology business following its acquisition by a financial sponsor
Private placements
Investment in private placements brings diversification, better credit structures and higher credit spreads from illiquidity and complexity. Our team has deep and broad experience in the private placement industry, enabling us to assist our clients in responding to an evolving and fragmented economy, and to borrower distress should it arise.
We advise institutional investors, including insurance companies, both in groups and individually in US and cross-border debt finance and financial restructuring matters arising out of a wide range of private placements and investments in various industries including power, oil and gas, real estate, and shipping.
We work with insurance companies and alternative investors on their front-end investment structures, inter-creditor agreements and workouts. We also advise insurers and alternative investors on their general investment activities and proposed investment structures, with a focus on mitigating financial risk.
We frequently represent private noteholder groups and bank groups in amendment and consent requests, complex out-of-court restructurings and in-court proceedings in the US and internationally.
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Representative experience includes advising:
The Ultra Petroleum make-whole and post-petition litigation, which secured favorable outcomes for institutional noteholders in the context of unsecured private placements totaling $1.46b
The out-of-court restructuring of Chicago Bridge & Iron, at the time one of the largest engineering, procurement and construction companies in the US
The restructuring of Pengrowth Energy Corporation, one of the largest Canadian royalty trusts, which at one time had a market capitalization of over $4b
The restructuring of property management company Centro Properties, which became a template for all subsequent complex Australian schemes of arrangement
Amendments, restatements and restructuring negotiations involving variously a solar project following bankruptcy of the off-taker, a student housing developer and operator, a South African packaging company, a port operator, and an Australian mining and materials company
Financial restructuring
Our financial restructuring group comprises a diverse team of finance-focused restructuring attorneys with a long-standing and proven track record in delivering value for lender and investor clients from commercially negotiated solutions to contested court proceedings throughout the financial restructuring and special situations continuum.
We provide tailored solutions to a wide range of financial institutions (including non-regulated lenders) for complex and high-profile financial transactions involving significant debt document amendments, out-of-court workouts, debt restructurings, bankruptcies, receiverships, fraudulent conveyance litigation and other remedy enforcement procedures.
We represent secured and unsecured clients, including regulated and non-regulated lenders, institutional investors, strategic buyers and ad hoc groups, in out-of-court workouts, formal in-court reorganizations, debtor-in-possession loans, Chapter 11 exit financings, distressed acquisitions and prepackaged and prearranged Chapter 11 plans.
With close collaboration among our finance, private equity, energy and corporate teams, our work spans a wide range of industries, with a particular emphasis on automotive, energy, hospitality, infrastructure, real estate, agriculture, manufacturing, telecoms and technology.
We have extensive experience advising insurance companies on their front-end investment structures, inter-creditor agreements and workouts. Our clients also include private debt funds (including BDCs), special situation funds, regulated and non-regulated lenders, hedge funds, CLOs, family offices, and other financial sector participants. We have a comprehensive understanding of the legal, business, compliance and market conditions that affect diverse financial creditors.
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Representative experience includes advising:
An insurance company with respect to a workout involving a $135m senior loan secured on a 1,100-room convention center and hotel located in Washington, D.C.
Investors and other companies in their role as working interest holders, noteholders or other forms of creditors in bankruptcy cases involving oil and gas assets
Lender groups in the Chapter 11 proceedings involving Waypoint Leasing, the world’s second-largest helicopter leasing company
Master and special servicers in connection with CMBS loan workouts, restructurings and remedy enforcement
Private market funds participating in the Ad-hoc Committee of Non-US Customers in the bankruptcy of FTX.com
Financial institutions and insurance companies in connection with the workout, restructuring and foreclosing of mortgage and mezzanine loans relating to a diverse range of commercial real estate developments
Our capabilities to serve lender and creditor clients throughout the credit and investment cycle
Our global team
Private credit is a global business. Outside of the US, we advise a wide range of debt funds via our extensive network of 49 European offices across 23 countries on fund formation and deployment of capital across leveraged finance, real estate finance, and energy and infrastructure markets. We also maintain strong relationships with debt advisers, brokers and intermediaries.
Eversheds Sutherland is a global top 10 law practice with over 70 offices in over 32 countries and a network of over 200 alliance firms. We provide legal advice and solutions to an international client base that includes some of the world’s largest multinationals. Our teams of lawyers around the world operate seamlessly to deliver the legal know-how and strategic alignment that clients need from their advisers to help further their business interests. Clients describe us as creative and well-versed in cutting-edge legal work – we listen well to understand how and where we can be most effective and add the greatest value.
We shape our advice to the unique circumstances and challenges of each project and ensure the right people are in the right places to offer insight and certainty – from day-to-day execution to the most complex, multi-jurisdictional matters. We are united by our purpose and values and our commitment to service excellence through a solutions-oriented approach. We know our clients’ businesses and the industries and markets in which they operate, and we know that great relationships yield the best outcomes.
Geographic coverage
Our global Private Markets group
Our private credit team is part of a fully integrated global private markets group advising clients across the private capital ecosystem in all asset classes and at every stage of the investment lifecycle.
With years of global experience working alongside our clients in private markets, we can help you evaluate and diversify your portfolio to incorporate alternative investments and stable, income-generating assets to match liabilities and add value. Our Private Markets group advises sponsors, product providers, institutional investors and alternative sources of capital in the execution and management of their private capital strategies throughout the investment life cycle. Our private funds regulatory, finance and tax teams support the structuring, financing and launch of funds across all the main asset classes, including private equity, venture capital, private debt, energy and infrastructure, real estate, and alternatives. At the portfolio level, our transactional, finance and advisory teams advise on all aspects of the acquisition, leverage, management, restructuring and exit of portfolio assets.
Our global reach and deep market experience allow us to connect capital with entrepreneurs and businesses and can help you identify new opportunities across all industry sectors.
Multi-asset, multi-jurisdictional and at every stage of the investment life cycle
Contacts
Financial Restructuring Continuum
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