Frederick F. "Rick" Eisenbiegler

Prior to joining Morgan Lewis, Rick was a partner in another international law firm, where he led the firm’s transactional finance group and banking and leveraged finance group.

New Money Debt Financings
Senior Secured “Unitranche” Financings

• Ares Commercial Finance as collateral agent, revolving credit agent, and revolving credit lender in an $835 million first lien unitranche facility for Differential Brands Group Inc. provided in connection with the company’s acquisition of the North American division of Hong Kong-based Global Brands Group Holding Ltd. for a purchase price of $1.38 billion. This transaction contained a bespoke agreement among lenders that reflected the relative rights of the first out and last out lenders.
• Ares Capital Corporation and certain of its affiliates in a complex and time-sensitive recapitalization of a leading airport terminal concession manager operating restaurants, bars, lounges, and gourmet markets. Ares acted as lead arranger and administrative agent under a $460 million senior secured unitranche credit facility (consisting of term loans, delayed draw term loans, and a revolving credit facility). The borrower also issued a strip of $100 million in subordinated notes and $150 million in preferred equity and common equity warrants. Harvest Partners was the lead purchaser (and Ares was a significant minority purchaser) of the $250 million junior capital strip. Proceeds of the debt and equity were used to prepay senior and subordinated debt, address liquidity issues, and fund the borrower’s projects in Newark, New Jersey; Houston; and other airports.
• Ares Capital Corporation as sole agent, arranger and lender, in a $385 million senior secured unitranche credit facilities for a leading provider of safety and security equipment for the commercial aviation, aerospace, defense and ground transportation industries. The credit facilities were used to refinance existing senior and subordinated indebtedness and providing additional credit support for future acquisitions and working capital needs. The equity sponsors were Berkshire Partners and Greenbriar Equity Group.
• Ares Capital Corporation, as administrative agent, and Senior Direct Lending Program LLC, a joint venture between Ares and Varagon Capital Partners, as lender, in connection with financing the acquisition by private equity sponsor Pamplona Capital Management of a market-leading manufacturer and distributor of quality bakery ingredients, products, supplies, and service. The lenders provided $285 million in revolver and term loan commitments in a first lien credit facility. A group of second lien lenders provided an additional $60 million in second lien financing.
• Ares Capital Corporation, as administrative agent and co-lead arranger, and General Electric Capital Corporation, as revolving agent and co-lead arranger, in a $213.75 million unitranche senior secured credit facility used in part to finance the acquisition of a dental practice management company. The financing was provided by the Senior Secured Loan Fund, which is jointly managed by affiliates of Ares Capital and GE Capital. The equity sponsor was OMERS Private Equity.
• Ares Capital Corporation and General Electric Capital Corporation, as sole agents, in a $212 million unitranche senior secured credit facility that recapitalized a leading for-profit post-secondary education provider in Puerto Rico and a growing for-profit Hispanic-focused education provider in Florida. The financing was provided by the Senior Secured Loan Fund, which is jointly managed by affiliates of GE Capital and Ares Capital Corporation. The equity sponsor was Leeds Equity Partners.
• BlackRock Capital as “last-out” representative and lender in connection with a $201 million unitranche financing for a premier provider of distribution and transportation services, the proceeds of which were used, among other things, for multiple add-on acquisitions. The equity sponsor was Wind Point Partners.
• Ares Capital Corporation, as administrative agent, collateral agent, and joint lead arranger, in a $197 million amended and restated senior secured unitranche credit facility where the borrower is a company providing non-clinical services to anesthesiology medical practices. A portion of the loan proceeds were used to finance the acquisition of an anesthesiology practice in the mid-Atlantic region of the United States. The equity sponsor was Moelis Capital Partners.
• General Electric Capital Corporation, as administrative agent and co-lead arranger, and Ares Capital Corporation, as documentation agent and co-lead arranger, in connection with a $170 million Revolving and Term Credit Facility to a provider of lectures on tape for adult education and life-long learning.
• Ares Capital Corporation, as administrative agent, collateral agent, lead arranger, bookrunner, and lender, in a $70 million senior secured unitranche credit facilities and a $131 million investment in preferred units, for a company that manages for profit law schools. The equity sponsor was Sterling Fund Management.
• General Electric Capital Corporation, as administrative agent, in connection with a $145 million senior secured credit facilities financed the acquisition of an industry leading on-site facilities management services and electronic document discovery provider. Harvest Partners was the sponsor.
• Ares Capital Corporation, as sole agent and arranger, in a $137.5 million senior secured unitranche credit facilities that financed the acquisition of a managed healthcare company. HIG was the sponsor.
• Jefferies Finance LLC, as arranger, book runner, administrative agent and collateral agent, in connection with a $120 million senior secured credit facilities for a satellite communications service provider.
• Ares Capital Corporation, as administrative agent, and Senior Direct Lending Program LLC, a joint venture between Ares and Varagon Capital Partners, as lender, in a $95 million senior secured unitranche credit facility for a leading servicer of on- and off-highway equipment, transport refrigeration, and power generation. The proceeds of the credit facility were used by ES Capital, a newly formed private equity fund, and other co-investors to purchase the borrower. Morgan Lewis also advised Ares in its equity co-investment in the parent entity of the borrower.
• General Electric Capital Corporation, as revolver agent and administrative agent, and GE Capital Markets, Inc. and Ares Capital Corporation, as lead arrangers and bookrunners, in a $92 million to an auction and remarketing services in the powersports industry.
• Ares Capital Corporation, as sole administrative and collateral agent and as co-lead arranger and bookrunner, in an $82.5 million senior secured unitranche credit facilities for a for-profit post-secondary education platform company. The financing was used to acquire a nursing school. The equity sponsor was Excellere Capital Management.
• Ares Capital Corporation as administrative agent, collateral agent, and lender in $86.5 million senior secured unitranche credit facilities for a leading provider of training and certification to medical coders.
• Ares Capital Corporation, as lead arranger and collateral agent, in a $65 million senior secured unitranche credit facilities that financed the acquisition of various over-the-counter consumer healthcare brands (including Efferdent, Ludens and Pedia Care). The equity sponsor was Charlesbank Equity Fund VII.
• Ares Capital Corporation, as collateral agent, lead arranger and bookrunner, and BMO Harris Bank as administrative agent, lead arranger and bookrunner in a $64 million revolving credit and unitranche term loan financing for the acquisition of a leading hotel management service provider by TLP Group, a middle market private equity sponsor. Proceeds of the term loan were used, together with equity investments by the sponsor and co-investors and a subordinated seller note, to fund the acquisition. Morgan Lewis also represented Ares Capital in connection with a $1 million equity co-investment.
• Ares Capital Corporation as lead arranger, administrative agent, and lender in a $60 million senior secured unitranche credit facility for NueHealth, a healthcare and surgical facility management company, and its affiliates. Proceeds of the facility were used to repay existing debt, finance an acquisition, and fund a distribution to equityholders.
• Ares Capital Corporation, as lead arranger, administrative agent, and collateral agent, in a $57.5 million senior secured unitranche credit facilities for an over-the-counter healthcare company. HIG was the equity sponsor.
• Ares Capital Corporation, as lead arranger and syndication agent, and Citizens Bank, as administrative agent, in a $50 million senior secured unitranche credit facilities that recapitalized an information consulting services company. Snow Phipps was sponsor.

Senior and First Lien Financings

• Ares Capital Corporation as administrative agent under a $330.5 million senior secured credit facility and an $88 million secured mezzanine facility with a healthcare training and credentialing organization, focusing on medical coding, billing, healthcare compliance, revenue cycle management, and practice management. The private equity sponsor was Eli Global.
• Ares Capital Corporation, as agent and a lender, in a recapitalization and refinancing for a global software and technology solutions provider for heavy building materials, structured in two tranches: a $132 million first lien facility consisting of term and revolver loans, and a $41 million second lien term loan facility. The facilities are secured by assets of both US and Dutch loan parties as well as shares of French and UK subsidiaries. The equity sponsor was Quilvest Private Equity.
• Ares Capital Corporation, as lead arranger and administrative agent, under a $140 million first lien credit agreement and a $65 million second lien credit agreement. The financing was provided in connection with a minority investment in a premier real estate investment and hospitality management company by Trilantic Capital Partners.
• Ares Capital Corporation, as agent and a lender, in a recapitalization and refinancing for a global software and technology solutions provider for heavy building materials, structured in two tranches: a $132 million first lien facility consisting of term and revolver loans, and a $41 million second lien term loan facility. The facilities are secured by assets of both US and Dutch loan parties as well as shares of French and UK subsidiaries. The equity sponsor was Quilvest Private Equity.
• Ares Capital Corporation under a $100 million senior secured and a $50 million unsecured mezzanine recapitalization financing for a leading reseller in the office automation industry. This one-stop financing was used to refinance the borrower’s existing debt and to provide liquidity for future acquisitions of the borrower (the senior financing included a delayed draw term loan to be used for such purposes).
• Ares Capital Corporation, as agent, lead arranger, and lead lender in a $75 million term loan acquisition financing for one of the largest sellers and distributors of foodservice equipment and supplies in the United States. The equity sponsor was Vestar Capital.
• Ares Capital Corporation in the closing of a $67 million term loan facility with a worldwide luxury hospitality, restaurant, and prepared-foods brand and its affiliates, which has since been amended and increased to a $70 million term loan facility.
• Ares Capital Corporation and its affiliates as lead arranger and administrative agent for a $65 million senior secured term and revolving credit facility for a Puerto Rico waste management company, which was used to finance the leveraged acquisition of the company by existing management and refinance existing debt.
• Willow Tree Credit Partners in connection with a $15 million term loan facility and a $15.5 million delayed draw term loan facility to support the recapitalization of American Veterinary Group Holdings LLC and to fund its acquisitions of veterinary practices.
• Breakwater Investment Management, LLC as lead arranger, lender, and equity investor in a $15 million first lien credit facility for a leader in fan-commerce that assembles and distributes packaged crates of curated fan-driven goods to its subscribers. We represent Breakwater in connection with its ongoing equity and debt investments in this business.
• Breakwater Investment Management, LLC as lender and agent in a $10 million first lien term loan which effected a recapitalization and capital structure reorganization of two professional and management services organizations engaged in facilitating small businesses in forming and managing captive insurance companies.

Second Lien Financings

• GSO Capital Partners LP, as sole lead arranger, and GSO Capital affiliates and managed accounts, as lenders, in a $400 million second lien acquisition financing. The proceeds of the facility were used to acquire a leading global provider of advanced audio and video design solutions and equipment to the entertainment industry. The purchaser was private equity sponsor Catterton Management Company and its affiliates and coinvestors.
• Ares Capital Corporation, as second-lien agent and lender, in an amendment and restatement of a $210 million second lien credit facility with a leading laundry equipment service provider in the United States and Canada. Pamplona Capital Management is the equity sponsor.
• Ares Capital Corporation, as lead arranger and administrative agent, under a $140 million first lien credit agreement and a $65 million second lien credit agreement. The financing was provided in connection with a minority investment in a premier real estate investment and hospitality management company by Trilantic Capital Partners.
• Ares Capital Corporation in a recapitalization financing for a leading public safety software developer and vendor specializing in incident-response software for 9-1-1 and ambulance dispatch, among other public safety solutions. The recapitalized debt structure consisted of $204 million of first lien revolving credit and term loan facilities and an $80 million second lien term loan facility. The private equity sponsor was Insight Venture Partners.
• Ares Capital Corporation, as agent and a lender, in a recapitalization and refinancing for a global software and technology solutions provider for heavy building materials, structured in two tranches: a $132 million first lien facility consisting of term and revolver loans, and a $41 million second lien term loan facility. The facilities are secured by assets of both US and Dutch loan parties as well as shares of French and UK subsidiaries. The equity sponsor was Quilvest Private Equity.
• Ares Capital Corporation as collateral agent, lead arranger, bookrunner and lender, in a $130 million second lien term loan to a company that provides reentry treatment and education services for adult correctional populations throughout the United States.
• Ares Capital Corporation, as agent and sole lead arranger and bookrunner, in a $105 million second lien term loan facility used to refinance existing mezzanine notes issued by the borrower, an operator of coin-operated laundry equipment. The equity sponsor was Code Hennessey.
• Ares Capital Corporation (i) as administrative agent in a $60 million senior subordinated second lien loan facility and (ii) as administrative agent in a $25 million senior subordinated unsecured loan facility, for a leading provider of portable storage and moving solutions for residential and business customers. The equity sponsor was Arcapita, Inc. The debt financing was structured to be Shari'ah compliant.
• Ares Capital Corporation, as sole agent and arranger, in a $72.25 million second lien term loan facility that was used to recapitalize an operator of restaurants, bars, food courts, eateries, gourmet markets and cafés at airports throughout the United States.
• Arrowhead Capital as second lien lender under a $70 million second lien facility with leading distributor of proprietary branded automotive aftermarket custom wheel and performance tires. Morgan Lewis also represented Arrowhead in connection with an equity co-investment. The private equity sponsor was Clearlake Capital Group.
• BlackRock Capital as agent and lender in connection with a $30 million secured second lien term loan to a leading provider of affordable loans for individuals with little or no credit history, helping them to build a credit history. The loans allowed the company to continue its rapid growth. Also represented BlackRock as the purchaser of warrants issued by the company in connection with the loan transaction.

Mezzanine Financings

• Ares Capital Corporation as administrative agent under a $330.5 million senior secured credit facility and an $88 million secured mezzanine facility for a healthcare training and credentialing organization, focusing on medical coding, billing, healthcare compliance, revenue cycle management and practice management. The equity sponsor was Eli Global.
• Ares Capital Corporation under a $100 million senior secured and $50 million unsecured mezzanine recapitalization financing for a leading reseller in the office automation industry. This one-stop financing was used to refinance the borrower’s existing debt and to provide liquidity for future acquisitions of the Borrower.
• Ares Capital Corporation, as sole agent, arranger and investor, in a $105 million mezzanine acquisition financing for a leading provider of software services for health and human services organizations. The equity sponsor was Genstar Capital.
• Ares Capital Corporation, as sole agent and arranger, in a $71.5 million senior subordinated loan facility for a senior care services platform company. The subordinated loan facility refinanced outstanding debt and financed an add-on acquisition of a home healthcare services company. The equity sponsor was Genstar Capital Partners.
• Ares Capital Corporation, as sole agent and lead arranger, in a $54 million mezzanine financing for a managed care healthcare company. Apax Partners was the sponsor.
• Represented Gleacher Mezzanine Fund II, L.P., as lead investor, in connection with a $50 million mezzanine financing facility for Driven Brands, Inc., the parent company of Maaco Franchising, Meineke Car Care Centers and other auto franchise systems. The equity sponsor was Carousel Capital.
• Gleacher Mezzanine Fund II, L.P., as lead investor, in a $32 million mezzanine financing for a leading manufacturer of infection protection products for medical and dental markets. The Equity sponsor was Beeken, Petty, O’Keefe & Co.
• JPM Mezzanine Capital, as lead investor, in a $30 million senior subordinated loan for a manufacturer and marketer of chemical products. Oak Tree Capital was the private equity sponsor.
• Arrowhead Mezzanine LLC, as arranger, and Gleacher Mezzanine Fund II, L.P., as lead investor, in connection with a $22.5 million mezzanine acquisition financing for Cria a borrower that provides crisis prevention, nonviolent physical intervention, and dementia care training. The equity sponsor was Brockway Moran.
• Gleacher Mezzanine Fund II, L.P., as lead investor, in an $18.4 million mezzanine acquisition financing for one of the largest pizza chains in the country. The equity sponsor was Lee Equity.
• Gleacher Mezzanine Fund II, L.P., as lead investor, in an $18 million mezzanine acquisition financing for a full service print and packaging supplier.
• Represented Arrowhead Capital Fund III LP and PNC Erieview Capital as mezzanine investors in the $17.85 million mezzanine financing of private equity sponsor Harbour Group’s acquisition of a manufacturer of energy-efficient luminaries and retrofit solutions.
• Gleacher Mezzanine Fund II, L.P., as lead investor, in $13.5 million mezzanine acquisition financing for a restaurant franchise with 600 locations across the U.S. The equity sponsor was Roark Capital Group.

Split Lien Financings

• GSO Capital Partners, as sole lead arranger, and GSO Capital affiliates and managed accounts, as lenders, in a $600 million secured term loan unitranche acquisition financing. Proceeds of the financing were used to acquire a global provider of spa services and operations. The purchaser was controlled by Catterton Management Company and its affiliates and coinvestors. The term loan was secured by substantially all of the assets of the borrower, and its wholly owned subsidiaries, located in the Bahamas, England, and the United States. The transaction also involved negotiation of an agreement among lenders by and among the term loan lenders and an intercreditor agreement with the borrower’s revolving lender, PNC Bank, National Association.
• GSO Capital Partners, as sole lead arranger, and GSO Capital affiliates and managed accounts, as lenders, in a split collateral $425 million term loan unitranche financing for a leading regional provider of waste collection services. Affiliates of Ares Capital and KKR Capital were the other term lenders. Wells Fargo was the lead arranger of a $200 million ABL credit facility being provided alongside the term loan facility. The proceeds of the term loan and ABL credit facilities were used to refinance existing senior debt, fund a redemption of preferred stock and pay transaction fees and expenses.
• Providence Equity Capital Markets LLC and GSO Capital Partners LP as sole lead arrangers and lenders in a split collateral $275 million term loan financing of one of the nation’s largest privately-owned truckload carriers.
• GSO Capital Partners as lender in a $34 million acquisition financing of the accessories division of a leading maker of fine writing implements in a transaction sponsored by Clarion Capital Partners. HSBC provided working capital facilities to the borrower on a split-collateral basis.

Workouts, Restructurings, Bankruptcies, DIP Financings and Exit Financings

• Precision Partners First Lien Lender Group: Represented York Capital, Oppenheimer Funds, Jefferies Finance, CIT, Redwood Capital and GE, as lenders holding a majority in principal amount of $216 million first lien credit facility for Precision Partners Holding Company in connection with workout and restructuring arrangements. Precision Partners is a global manufacturing and engineering services company. The restructuring resulted in the conversion of the entire second lien credit facility into equity in the restructured company.
• Molecular Insight Pharmaceuticals Bondholder Group: Represented Highland Capital, Morgan Stanley, QVT, Taconic Capital, McDonald Investment Management, Pioneer Investment Management and other holders of a majority in principal amount of $200 million senior secured bonds of Molecular Insight Pharmaceuticals (MIPI) in connection with workout and restructuring arrangements. The restructuring resulted in bondholders acquiring control of and substantially all of the equity in the restructured company. Bingham also represented bondholders in connection with a $10 million senior secured priming debtor-in-possession credit facility for MIPI and $40 million senior secured exit credit facility for the restructured company. MIPI is a global clinical-stage biopharmaceutical company and a pioneer in the emerging field of molecular medicine.
• Biopharmaceuticals Company Senior Secured Bondholder Group: Represented Highland Capital, Morgan Stanley, and other holders of over 80 percent in principal amount of $190 million senior secured bonds issued by a clinical-stage biopharmaceuticals company in connection with workout and restructuring arrangements.
• Healthcare Company Mezzanine Lender Group: Represented Ares Capital Corporation, GSO/Blackstone and Golub Capital, as lenders holding a majority in principal amount of $125 million mezzanine loans in connection with out-of-court restructuring arrangements. The borrower is a healthcare company that operates dialysis/renal centers.
• TLC Senior Secured Lender Group: Represented Highland Capital, GSO/Blackstone, and other holders of a majority in principal amount of approximately $100 million senior secured credit facilities for TLC Vision Corporation in workout and restructuring arrangements, including pre-arranged bankruptcy proceedings. Also represented Cantor Fitzgerald, as agent, in a $15 million DIP financing for TLC in the bankruptcy proceedings.
• Mezzanine Lender Group: Represented Ares Capital Corporation, GSO Capital Partners and Spring Limited, as holders of more than 90 percent in principal amount of $100 million subordinated loan facility for a foreclosure services company in connection with the workout and restructuring arrangements. The equity sponsor was Great Hill Partners.