Acquisition Finance

S&C has extensive experience working with corporate borrowers and financial sponsors on acquisition finance transactions. S&C has a number of strengths that set its financing practice apart:

Driving financing process to secure favorable terms

Our team works closely with borrowers and sponsors to develop the financing structure and strategy, including reviewing financing alternatives and managing the financing process to obtain “certain funds” commitments from banks and other funding sources on favorable terms. We work closely with borrowers and sponsors to efficiently manage the financing process and help reduce financing-related costs.

Deep familiarity with market terms

As a result of our regular involvement in the most significant acquisition finance transactions, including for AT&T in its $40 billion bridge loan to finance its $108.7 billion acquisition of Time Warner, and Bayer, in its $57 billion bridge loan to finance its $66 billion acquisition of Monsanto Company, S&C brings to bear the full benefit of its market knowledge and familiarity with recent precedent to help secure favorable terms on behalf of our clients.

Strong integration across jurisdictions

We operate as a global partnership and our financing teams work closely and in a coordinated fashion across jurisdictions including the U.S., Europe and Asia-Pacific. We are also familiar with financing issues and local law considerations in key jurisdictions around the world, and work hard to manage local counsel efficiently to resolve any issues that arise.

Experience

S&C has advised on a number of recent major acquisition financing transactions, both with respect to U.S. and non-U.S. targets. Selected representations include advising:

Abertis (Spain) as borrower on the €5 billion leveraged financing for the acquisition of SANEF, French State toll road operator.
Alibaba Group Holdings Limited (China), advising on the convertible loan financing of its acquisition of a controlling stake in Lazada.
Anheuser-Busch InBev SA/NV (U.S./Belgium) in connection with the $14 billion financing for its $20.1 billion acquisition of the remaining stake in Grupo Modelo, S.A.B de C.V. that it did not already own.
AT&T (U.S.) in its $40 billion bridge loan to finance its acquisition of Time Warner, and in numerous other finance matters.

Bank of America (U.S.) and JPMorgan Chase Bank (U.S.), as lenders in up to $4.1 billion of bridge financing provided to Global Payments Inc. in connection with its merger with Total System Services, Inc.
A syndicate of banks led by Bank of America (U.S.), Wells Fargo (U.S.) and PNC (U.S.) as lenders in a $1.279 billion senior secured credit agreement provided to ACI Worldwide, Inc. used, in part, to finance ACI’s acquisition of Speedpay, Inc.
Bayer AG (Germany) in its $57 billion bridge loan to finance its $66 billion acquisition of Monsanto Company, named Loans Deal of the Year by IFLR Europe.
Deutsche Bank (U.S.) as lender in $4.763 billion of bridge financing provided to VICI Properties Inc. to allow VICI to help finance the acquisition by Eldorado Resorts of Caesars Entertainment Corp.
Fiserv (U.S.) in the $17 billion bridge facility and subsequent bank and bond refinancing of First Data Corporation’s debt in connection with the acquisition of First Data.
Huallaga Holding Company (Hong Kong), a subsidiary of China Three Gorges, Hubei Energy Group, ACE Investment Fund and CNIC Corporation Limited, in an $850 million bridge loan to partially finance the acquisition of Empresa de Generación Huallaga from Odebrecht Energia del Perú and Odebrecht Energía, named Latin Lawyer’s “Banking and Finance Deal of the Year” 2019 and International Tax Review Americas Awards’ “Impact Deal of the Year” 2019.
L3Harris Technologies, Inc. (U.S.) in a new $2 billion revolving credit facility in connection with the $35 billion merger of Harris Corporation with L3 Technologies.
Seattle Genetics (U.S.) in a secured bridge loan facility in connection with its $614 million acquisition of Cascadian Therapeutics, Inc.
Signify N.V. (Netherlands) in respect of financing matters in its $1.4 billion acquisition of Cooper Lighting Solutions.
Spirit AeroSystems Inc. (U.S.), in its entry into a $1.26 billion senior unsecured second amended and restated credit agreement associated with its acquisition of Asco Industries, N.V.