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Leveraged Finance – Commitment Papers Basics and Best Practices


Speaker(s): Katarina Molnarova, Scott B. Selinger
Recorded on: Oct. 18, 2017
PLI Program #: 228910

Katarina Molnarova is a corporate counsel and a member of the firm’s Finance Group. Her practice focuses on complex acquisition and leveraged financings. She regularly advises private equity sponsors and other corporate clients on syndicated loans, high-yield and investment grade debt offerings, and asset-based facilities. Her experience also includes structured financings and cross-border restructurings.

Ms. Molnarova joined the firm’s New York office in 2007, and from 2010 to 2013 resided in the firm’s London office. Prior to joining the firm, Ms. Molnarova was an associate at an international law firm in Prague, Czech Republic.

Ms. Molnarova received an LL.M. from Columbia Law School in 2007, a Master of Laws from Charles University Law School in Prague in 2005 and a Diploma in Legal Studies from Cardiff Law School in 2005. She is a native Slovak speaker and is fluent in Czech.

Experience

  • Clayton, Dubilier & Rice in the financing aspects of its acquisition of Tranzact Holdings, the leading provider of comprehensive, direct-to-consumer sales and marketing solutions for insurance carriers in the U.S., from White Mountains Insurance Group.
  • Activision Blizzard in the financing aspects of its $5.9 billion acquisition of King Digital Entertainment.
  • Tribune Media in the financing aspects of its leveraged spin-off of Tribune Publishing Company.
  • TIAA-CREF in its $6.25 billion acquisition of Nuveen Investments, a diversified investment management company with $221 billion in assets under management.
  • Tribune Company in the financing aspects of its $2.7 billion acquisition of Local TV Holdings.
  • Rexel in its concurrent €650 million offering of 5.125% senior notes and $500 million offering of 5.250% senior notes, both due 2020.
  • Clayton, Dubilier & Rice, AXA Private Equity and Caisse de dépôt et placement du Québec in the financing aspects of their €2.1 billion acquisition of SPIE from PAI Partners, which included a €1.335 billion senior term and revolving credit facility and a €375 million bridge loan.

Education

  • Columbia Law School, 2007, LL.M.
  • Charles University, 2005, J.D.

Bar Admissions

  • New York
  • District of Columbia


Scott Selinger is a corporate partner based in the New York office. Mr. Selinger is a member of the firm’s Finance Group and Private Equity Group, and focuses his practice on complex acquisition and leveraged finance transactions.

He has extensive experience in syndicated bank loan and high yield bond transactions. Mr. Selinger regularly advises the firm’s private equity and corporate clients in connection with the financing of acquisitions, investments and restructurings, including the $2.73 billion acquisition of Local TV Holdings by Tribune Company, the $5 billion merger of Brand Energy and Infrastructure Services and Safway Group by Clayton, Dubilier & Rice and Brand Energy, the $2.5 billion acquisition of HD Supply’s Waterworks Division by Clayton, Dubilier & Rice, the $1.835 billion acquisition of Fidelity & Guaranty Life by The CF Corporation and The Blackstone Group, and the $3.2 billion acquisition of Emergency Medical Services Corporation by Clayton, Dubilier & Rice.

Mr. Selinger is recognized as a leading lawyer by Chambers USA (2016-2017), where clients praise him as an “excellent” advisor, who is “able to apply his deep legal expertise in a commercial perspective that allows the company to practically apply his counsel,” “capable of creative thinking around [financing] agreements” and “always available and always gives us good advice.” He is also recommended by The Legal 500 US (2016-2017), where clients note that “he demonstrates depth beyond his age.”

Mr. Selinger joined the firm in 2010. Prior to coming to the firm, Mr. Selinger was an associate at Cahill Gordon & Reindel. While at Cahill, Mr. Selinger represented financing sources in numerous transactions, including the leveraged buyouts of TXU, First Data and U.S. Foodservice and the acquisition of Procter and Gamble’s prescription drug business by Warner Chilcott.

Mr. Selinger is an editor and a contributing author of the Debevoise & Plimpton Private Equity Report and is the co-author of “Debt Retirement in Leveraged Financings,” The International Comparative Legal Guide to: Lending & Secured Finance (April, 2017), “Alternative Leveraged Lending Structures And Limitations,” Law360 (June, 2015), “United States: Everything Old Is New Again: PIK Notes,” Mondaq (February, 2015), “SunGard 2.0,” The M&A Lawyer (May, 2014), “Del Monte: Staple Remover?”, The Deal Pipeline (2012) and “Some Pitfalls In Financial Carve-Outs”, The Deal (2012).

Mr. Selinger graduated cum laude from Brooklyn Law School in 2006. While at Brooklyn Law School, Mr. Selinger was a member of the Journal of Law and Policy and served on the planning board that created the Brooklyn Journal of Corporate, Financial & Commercial Law. Mr. Selinger currently serves on the Brooklyn Law School Alumni Association Board of Trustees and previously served as a Recent Graduate Trustee on the Brooklyn Law School Board of Trustees. He received a B.A. from Brandeis University in 2003.

Mr. Selinger is a member of the Bar of the State of New York.