Corporate & Tax

Private Equity/Mezzanine Finance

Cohen & Grigsby’s Private Equity and Mezzanine Finance Group provides comprehensive representation to private equity and mezzanine funds in connection with their investment activities. Our experience in representing all of the various participants in these transactions, including sponsors, sellers, target companies, co-investors, management and senior and mezzanine lenders, allows us to bring a broad and unique perspective to our clients. Our level of service and expertise provides considerable value to our clients, particularly given that our peers in this area of practice consist mainly of national firms.

Leveraged Buyouts

  • The acquisition, disposition and refinancing of portfolio companies and add-on acquisitions
  • Equity financing by co-investors, lenders and management
  • Senior debt financing, both cash flow and asset based
  • Mezzanine and seller financing
  • Management employment arrangements, including cash and equity compensation

Non-Control Investments

When a target company is looking for cash in the form of a minority equity investment, we assist our private equity clients in crafting an investment that provides them with the necessary returns and protections without unduly restricting the company.

Mezzanine Financing

We represent mezzanine lenders in all aspects of investments in sponsored and unsponsored buyout and recapitalization transactions, including:

  • Structuring the mezzanine investment
  • Intercreditor agreements with senior lenders and others
  • Equity “kickers” and co-investments
  • Board rights and other minority investor protections

Portfolio Company Representation and Workouts

As a full-service firm, we often represent portfolio companies following their acquisition by our clients. We are also called upon to devise creative strategies for salvaging investments in troubled portfolio companies, which have included the following:

  • The equity sponsor and the mezzanine lenders joining together to purchase the portfolio company’s senior debt at a discount. When the company was sold, the debt was repaid in full and the investors received a substantial return on their investment.
  • An assignment for the benefit of creditors by the portfolio company in which the sponsor purchased the viable portion of the company’s business debt free. The sponsor was subsequently able to sell the business, thereby recovering a significant portion of its investment.
  • Converting a portion of the senior debt to junior secured debt and having the sponsor purchase that security from the senior lender. This satisfied the senior lender’s requirement that a portion of its debt be paid down while permitting the sponsor to put its money in as secured debt instead of equity.
  • Structuring limited guaranties, by both sponsors and mezzanine investors, in order to make senior debt available to portfolio companies.

Corporate & Tax

Private Equity/Mezzanine Finance