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Mezzanine Finance

Vinson & Elkins has an experienced team of lawyers representing clients in mezzanine finance transactions. Our lawyers regularly work across capital structures on both debt and equity deals to offer creative finance advice for all types of capital structures. We achieve optimal results for clients by seamlessly structuring loans and equity investments to provide both lender protection and maximum upside flexibility. Blending deal experience, finance acumen, and legal and regulatory knowledge, we offer practical, solutions-oriented advice regarding capital preservation, risk management, and the many significant legal, business, and regulatory complexities that our clients face.

Comprehensive Service

V&E’s Finance lawyers advise on a wide variety of mezzanine loan transactions involving businesses across industries and on a global scale. We offer counsel on all aspects and at every stage of financing transactions, facilitating the entire loan process from structuring and drafting to negotiating the documents and deal terms, executing the transactions, and addressing all post-closing issues and contingencies. We are experienced with all types of investments, whether they take the form of debt, equity, conveyances of real property interests, or any combination thereof.

Our Finance lawyers represent alternative lenders, such as private equity funds, mezzanine funds, and hedge funds, as well as borrowers. As leaders in both finance and energy, we are highly experienced and particularly adept at handling mezzanine loans involving energy assets and energy-industry borrowers.

Value-Added Service

Employing an integrated approach, we work closely with lawyers in our Tax, Mergers & Acquisitions, and Restructuring & Reorganization practices, among others at our firm, to provide tailor-made solutions when significant changes impact borrowers and their ability to repay loans. We leverage their knowledge and skill to provide guidance that enables our clients to minimize their tax liability while maximizing gain both in engaging in loan transactions and when exiting relationships. In addition, we retain a full-time staff of property analysts who conduct investigations to assess business risks and liabilities and assure that borrowers have proper title to loan collateral.

Experience Highlights

  • Highbridge Principal Strategies, LLC in a $140 million unsecured mezzanine loan used to finance the acquisition of oil and gas assets from Chesapeake; Mezzanine investors received warrants for 30% of the equity in the borrower’s parent

  • Ares Capital in holdco loans to finance the construction of two gas-fired power projects

  • Barings LLC in a mezzanine loan to Greenleaf Power, an owner and developer of biomass power projects

  • Apollo Investment Corporation in numerous mezzanine loans and other structured investments to domestic oil and gas producers

  • Stellus Capital Management in multiple preferred equity and structured debt investments in oil and gas producers

  • Angelo, Gordon Energy Servicer, LLC in a $110 million secured term loan to be used for acquisition financing purposes by Diversified Gas & Oil Corporation

  • Two mezzanine funds in a $1.25 billion loan with associated warrants for acquisition and development of oil and gas properties

  • Private equity firm in mezzanine acquisition financing and equity investment for a billboard advertising company

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