Michael M. Mezzacappa focuses on representing agents, lenders and borrowers in a variety of complex financings and credit arrangements, including acquisition financings (sponsor-led and strategic acquisitions and “going private” transactions, to name a few), dividend recapitalization financings, asset-based loans, cash flow loans, special situations loans, DIP loans, bridge financings and cross-border and multi-currency loans. He has extensive experience representing agents and lenders in multi-tiered financing facilities, second-lien and unitranche loan facilities (including “B” loans and other “last out” structures), mezzanine and subordinated debt facilities, distressed debt facilities and intercreditor and subordination agreements. Michael also advises on distressed investing, debt restructuring and workouts as part of the firm’s Distressed Investment Group.

Michael is a member of the American Bar Association’s Business Law Section, the New York City Bar Association, the Commercial Finance Association and the Turnaround Management Association. He is often invited to share his expertise at financial industry events, giving presentations on out-of-court restructurings of distressed debt and post-credit crunch deal terms. Michael obtained his B.S., with honors, from City University of New York in 1993, and his J.D., magna cum laude, from New York Law School in 1998, where he served on the New York Law School Review.

Representations

Agent in a $50-million acquisition financing facility.

Second-out lender in a $46-million unitranche acquisition financing facility (with an agreement among lenders).

Second-out lender in a $73-million unitranche financing facility (with an agreement among lenders).

Agent in a $105-million unitranche financing facility (with an agreement among lenders) with substantial foreign collateral.

Second out lender in a US$46.6-million/CAD$11.6-million unitranche financing facility (with an agreement among lenders) with substantial foreign collateral.

Agent in a $155-million unitranche financing facility consisting of a $15-million revolving credit facility, a $60-million term loan A facility and an $80-million term loan B facility (with an agreement among lenders), which was provided contemporaneously with a $38-million mezzanine loan facility (with a debt subordination agreement).

Second out lender / second lien lender in a $350-million acquisition financing facility, consisting of a $210-million first lien revolving credit facility and a $140-million unitranche second lien term loan facility (with an agreement among lenders and an intercreditor agreement), which was provided contemporaneously with a $135-million subordinated secured loan facility (with a debt and lien subordination agreement).

Second-lien lender in a $38-million second lien financing facility (with a lien intercreditor agreement), which was funded contemporaneously with a $79-million first lien financing facility.

Collateral Agent in a $50-million mezzanine financing facility (with a debt and lien intercreditor agreement), consisting of $50-million of senior subordinated notes and preferred units issued pursuant to the issuer’s limited liability company agreement, which was provided contemporaneously with a $600 million senior secured loan facility.

Noteholder in a $80-million mezzanine financing facility (with a subordination agreement), which was provided contemporaneously with a $200-million senior secured loan facility.

Agent in a $195-million slit-collateral financing facility where the primary collateral was real estate and PP&E and the secondary collateral was working capital assets (with a split-collateral intercreditor agreement).

Second-lien lender in a $60-million unitranche DIP financing facility consisting of a $60-million revolving credit facility and a $31-million term loan subfacility (with an agreement among lenders).

Agent in a $78-million dividend recapitalization with the proceeds of a senior secured financing facility.

Agent in a $70-million senior secured financing facility with an EXIM subfacility (with a lien intercreditor agreement and a debt and lien subordination agreement) that was funded contemporaneously with a $75-million second lien financing facility and a $48-million mezzanine financing facility.

Agent in a $50-million senior secured financing facility with a $3-million equity co-investment right and substantial foreign collateral.

Publications

“Private Equity Guide 2017 — USA,” The International Comparative Legal Guide to: Private Equity 2017 (Global Legal Group) (contributor)

“Health Care Business Restructuring for Secured Lenders,” SRZ Guide, July 2014 (co-author); republished in Bloomberg BNA – Bankruptcy Law Reporter, Sept. 25, 2014

Speaking Engagements

“Credit and Hybrid Funds,” SRZ 26th Annual Private Investment Funds Seminar, New York, January 2017

“Interlender Arrangements: Current Structures and Risks,” SRZ 4th Annual Distressed Investing Conference, New York, November 2015

“Profit From Changing Perspectives on Corporate Credit,” iGlobal Forum 4th Global Distressed Debt Investing Summit, New York, February 2013

“Leveraged Loans and the Wavering Maturity Wall,” iGlobal Forum 3rd Global Distressed Debt Investing Summit, New York, February 2012

“Examining the Leveraged Loan Market,” DealFlow Media Distressed Debt Conference, New York, October 2011

“Out-of-Court Restructuring of Distressed Debt,” SRZ Distressed Investing Seminar: Out-of-Court Restructurings, New York, June 2009

“Managing the Credit Crisis: Deal Terms Post Credit Crunch,” American Legal Media Redefining Transaction Boundaries Seminar, New York, April 2008

Memberships

  • New York City Bar Association
  • American Bar Association, Business Law Section
  • Commercial Finance Association
  • Turnaround Management Association
  • Lexis® Practice Advisor Expert Panel