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Fund Finance 2019


Speaker(s): Aimee Means, Arlene Shaw, Christopher Desmond, Ian Fitzgerald, Jocelyn A. Hirsch, Joel Kress, Joseph D. Glatt, Laurie Lawler, Matthew K. Kerfoot, Thad Bzomowski
Recorded on: Dec. 18, 2019
PLI Program #: 263271

Jocelyn A. Hirsch is a partner at Kirkland & Ellis LLP whose practice focuses primarily on the representation of private equity sponsors and corporate borrowers in complex financing transactions, including leveraged buyouts, cross border facilities, asset based facilities and sponsor capital call/subscription and NAV facilities. Her experience in private equity covers multiple sectors including real estate, energy, infrastructure, secondary and financial services funds with aggregate funds raised totaling tens of billions of dollars. Jocelyn's client list spans the globe and includes Warburg Pincus, Vista Equity Partners, Ares, Golub Capital, HGGC, LS Power, TPG, JPM Infrastructure, Summit Partners and GTCR, among others.

Jocelyn is nationally regarded as a leading voice in the fund facility market and represents many of the world’s preeminent private equity, debt and related investment funds in complex and bespoke fund financings. She is routinely called upon to speak on fund finance topics.

Experience

REPRESENTATIVE MATTERS

  • Capital call/subscription facilities and hybrid or other Fund NAV leverage loan facilities for various private equity and real estate funds, including Apax Partners, Ares, Beecken Petty O’Keefe, Clearlake Capital Partners, Comvest Partners, Dune Real Estate, Golub Capital, GTCR, HGGC, JPM Infrastructure, Landmark Partners, Linden Capital, LS Power, Peak Rock, Rhone Capital, Sun Capital Partners, TPG and Vista Equity Partners
  • $1 billion cross border financing for Albea Beauty Products
  • $1.7 billion term loan financing and €640 million Euro financing in connection with Vista Equity Partners’ purchase of Solera
  • $455 million first lien term loan, $160 million second lien term loan in connection with GTCR's purchase of EaglePicher
  • $200 million senior financing in connection with Apax Partners’ purchase of Ideal Protein/Laboratories COP
  • $520 million first lien facility and $135 million second lien facility for Assured Partners Capital, Inc.
  • $645 million first lien term loan, $170 million second lien term loan in connection with SK Capital's purchase of certain chemical related assets
  • $280 million senior credit facility in connection with GTCR’s investment in Six3 Systems, Inc.
  • $300 million first lien term loan, $75 million ABL and $155 million second lien facility for Emerald Performance Materials, LLC, a Sun Capital portfolio company
  • $435 million U.S. term loan, €175 million Euro term loan and $100 million revolving cross border, split lien facilities for Coveris Holdings S.A., a Sun Capital Partners portfolio company


Thad Bzomowski provides legal coverage to the cross-asset financing desk at Société Générale in New York.  In that role, Mr. Bzomowski provides advice regarding structuring, documentation, negotiation, execution and post-execution maintenance of financing products secured by various asset classes that are provided to funds-of-funds, hedge funds, registered investment companies, insurance companies and family offices.

Prior to joining SG, Mr. Bzomowski was an associate in the corporate finance group at Seward & Kissel LLP in New York.  Mr. Bzomowski received a B.S.B.A. in finance and economics from The Ohio State University and a J.D. from Vanderbilt University Law School.


Recognized by Chambers as an “outstanding” corporate lawyer, Matthew K. Kerfoot is a partner in Dechert’s Global Finance practice. Mr. Kerfoot focuses his practice on fund finance, synthetic finance and other complex financial transactions and structured products.

Mr. Kerfoot advises both lenders and borrowers on subscription facilities, NAV facilities, hybrids, private equity LP financing platforms, SPV/ABL facilities, structured repurchase agreements, TRS financings and other types of fund finance and structured transactions. Mr. Kerfoot has advised Morgan Stanley, JP Morgan, UBS, Barclays, Credit Suisse, Apollo, Ares, StepStone and GSO, among other global financial institutions.

Chambers adds that Mr. Kerfoot is “endlessly creative and thoughtful on all sorts of complex issues.” Legal 500 has recognized Mr. Kerfoot’s representation of leading banks as part of his fund finance practice, and lauded him as “a dynamic talent.”

Mr. Kerfoot is also the Chair of PLI’s Fund Finance Conference. He has written numerous articles on fund finance and investment leverage and is a contributing author to Fund Finance, Third Edition, published by Global Legal Group. Mr. Kerfoot is often cited as an authority on finance and related matters in the Financial Times, Wall Street Journal, Reuters, Bloomberg and various other publications.

Prior to joining Dechert, Mr. Kerfoot was a senior banker at HSBC, where he structured and marketed committed and uncommitted financing solutions to investment manager clients.


Aimee Means is a Managing Director at HPS Investment Partners.  Prior to joining HPS in 2016, Ms. Means was a Managing Director and Partner at GreensLedge Capital Markets, a boutique Investment Banking firm focused on the Global Structured Credit and Alternative Investment marketplace.  In that role, Ms. Means led the firm’s Liability Management business, providing advisory services to non-bank lenders and alternative credit providers with respect to structuring and optimizing leverage facilities.  Prior to joining GreensLedge in 2011, Ms. Means was a Managing Director at Natixis Capital Markets in the US Structured Credit and Conduits Group, where she was responsible for structuring and arranging CLOs and other structured product transactions.  Ms. Means began her career at Arthur Andersen in the Assurance and Business Advisory practice.  Ms. Means is a Certified Public Accountant and holds a BS from Rutgers College and an MBA from Columbia Business School.


Arlene Shaw is a Director at Brightwood Capital Advisors in New York.  Brightwood Capital Advisors, LLC provides debt and equity capital solutions to US based companies with EBITDA of $5 million to $75 million.


Christopher Desmond has experience in a broad range of structured and leveraged finance transaction types, and primarily focuses on representing asset managers, sponsors and issuers in collateralized loan obligation ("CLO") transactions, as well as managers and borrowers in a variety of fund financing structures, including subscription credit facilities and asset-backed leveraged loan warehouses. He has represented issuers, originators, agent banks and underwriters in connection with asset-backed and residential mortgage securitizations and commercial paper conduits, as well as lenders and borrowers in cash-flow and asset-based loan facilities. He has also represented counterparties to numerous derivative transactions, including credit, currency and commodity derivatives.

Prior to joining Dechert, Mr. Desmond worked as an associate in the finance and restructuring department of an international law firm.


Ian Fitzgerald is a Managing Director and Associate General Counsel (Credit) in the Ares Legal Group, where he focuses on credit matters. Prior to joining Ares in 2010, Mr. Fitzgerald was an Associate in the Corporate Group at the law firm of Latham & Watkins, where he focused on corporate finance and general corporate and securities laws matters. Mr. Fitzgerald holds a B.S.B.A. in Accounting, summa cum laude, from Bucknell University and a J.D., cum laude, from the University of Texas at Austin.


Joel Kress joined Pomona Capital as a Consultant in 2014 and assumed his current role as COO and Treasurer of Pomona Investment Fund in 2015. He has over 20 years of alternative investment, operations and legal experience, and has held senior level management positions in the asset management industry since 2005. In 2013, Mr. Kress founded Z to A Ventures, LLC, a strategic advisory and consulting business that primarily serves asset managers in the alternative investments industry. Previously, Mr. Kress was a Partner and Senior Managing Director at ICON Investments, a credit-oriented global investment platform that has invested over $4 billion of capital on behalf of its investors. Prior to ICON, he was a corporate attorney at Fried Frank LLP in London and New York.  Mr. Kress received a JD from Boston University and a BA from Connecticut College.  Mr. Kress is a Senior Advisor to Diamond Funds Ventures Management, LLC, an Advisor to EMM Investments, LLC, and a former Director of Precision Kidd Steel Company, Inc.


Joseph Glatt currently serves as General Counsel of Apollo Capital Management, L.P., a position he has held since his arrival to Apollo in 2007.  Since 2014, he has served as Chief Legal Officer of Apollo Investment Corporation. Since 2011, he has served as the Chief Legal Officer of Apollo Senior Floating Rate Fund Inc., and since 2013, he has served as the Chief Legal Officer of Apollo Tactical Income Fund Inc.  Prior to joining Apollo, Mr. Glatt was associated with the law firms of Simpson Thacher & Bartlett LLP from 1998 to 2003 and Schulte Roth & Zabel LLP from 2003 to 2007, in each case, primarily focusing on mergers and acquisitions, leveraged buyouts and capital markets activities. Since January 2015, Mr. Glatt has served as a director of MidCap FinCo Holdings Limited, a commercial finance firm that provides debt solutions to middle-market companies. Mr. Glatt serves as the Chairman and Co-Founder of the Coalition for Business Development, a trade association that supports small and middle-market firms as an advocate for their ability to grow the economy, create investment opportunities and employment. Mr. Glatt serves as the Chairman of the Credit Managers General Counsel Network, a group of select general counsels, whose mission is to provide a platform to establish a common understanding of credit industry dynamics and legal and organizational issues facing leading credit fund managers. Mr. Glatt is on the Board of Trustees for the Educational Alliance, a New York based community organization dedicated to eliminating economic opportunity gaps via high-quality educational experiences. Mr. Glatt received his JD from University of Pennsylvania Law School and graduated summa cum laude from Rutgers College with a BA in Political Science, Psychology and Hebraic Studies.


Laurie Lawler is a Managing Director at Société Générale, joining in October 2018 to head up non-traditional ABS lending, origination in the private debt financing space in addition to heading up ABS origination. Laurie has 18 years of experience in the origination, structuring and execution of asset-backed financings ranging from traditional conduit securitizations to more esoteric fund financing transactions. Prior to joining SG, she was a Managing Director at HSBC where she ran the Structured Finance platform in the Americas, which consisted of a suite of product offerings ranging from securitization to capital call and middle market loan financings.  During her tenure at HSBC, Laurie ran the conduit securitization team and later moved on to create a Capital Call Financing platform which was successfully rolled out in both Europe and Asia.  Prior to joining HSBC, Laurie spent 5 years within Citi’s Global Securitized Markets division executing conduit securitization transactions.  Laurie graduated from Iona College in 2001 with a B.A. in Mathematics, where she was a Division I college athlete.