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Mezzanine & Subordinated Debt Finance

Miles & Stockbridge’s work with mezzanine lenders involves evaluating the business and risks of the target subordination agreements with senior and junior creditors, equity co-investments, warrants, board participation rights, the dynamics of the capitalization table and liquidity events. Our finance industry acumen adds value that begins with initial due diligence regarding assets and business practices of the target and continues through documentation, closing, additional investments, exit, and enforcement.

We understand that this is not a static process – and we stay in close contact with the mezzanine lender’s needs and concerns throughout the course of the investment. With a foot in debt and a foot in equity, mezzanine lenders must be firmly positioned at every stage of their investment. Our lawyers draw on the broad knowledge and collective experience of their colleagues throughout the firm to navigate mezzanine acquisition finance transactions efficiently. In many instances, the mezzanine portion of debt is one of the final pieces of the capital structure to be documented and closed. Our lawyers routinely accommodate the pressure of accelerated closing timeframes by assembling teams  to meet our clients’ needs.

At the same time, we are committed to teaming up with our clients to make sure that staffing is sized right for both the client and the investment. The levels of due diligence, documentation and other representation will be determined by what is most appropriate for the client –we understand that over-engineering a deal can cripple an investment.

Please refer to our Private Equity/Venture Capital overview for more information about our experience in a directly related area of practice and representation.