Overview
Mario Ippolito is a partner in the Global Finance practice of Paul Hastings and is based in the firm’s New York office. Mr. Ippolito concentrates his practice in domestic and cross-border leveraged finance transactions and other debt financings in a variety of industries, including healthcare, life sciences, energy, technology, telecommunications and media, and retail. He has extensive experience representing banks, funds and other financial institutions and issuers in a variety of debt finance transactions, including first and second lien credit facilities, bridge loans, mezzanine and subordinated debt financings, asset-based credit facilities, acquisition financings, refinancing and recapitalization facilities, intercreditor arrangements, and secured creditor issues.
Mr. Ippolito also regularly represents creditors in workouts, restructurings, bankruptcies and reorganizations, including DIP financings, 363 sales, credit bids, out-of-court restructurings and restructuring support arrangements, UCC sales, and other creditor remedies.
Education
- Columbia Law School, J.D., 1984 (Columbia Journal of Transnational Law, Editor)
- Georgetown University, B.S., 1980 (magna cum laude)
Representations
- Represented SunTrust Bank and Royal Bank of Canada in connection with the financing for the acquisition of Genex Services, a clinical management services provider. The financing consisted of a US $365.0 million first lien term facility, a US $50.0 million first lien revolving facility and a US $120.0 million second lien term facility.
- Represented UBS AG, Stamford Branch, as administrative agent and UBS Securities LLC, ING Capital LLC and others as joint lead arrangers and joint bookrunners in connection with an amended and extended US $325 million asset-based revolving credit facility for SiteOne Landscape Supply, LLC, a wholesale landscape supply distributor.
- Represented JPMorgan Chase Bank, N.A, as administrative agent under an asset-based revolving credit facility, in connection with an out-of-court restructuring of the senior debt of a major pharmaceutical company.
- Represented HSBC Bank PLC, as administrative agent, HSBC Corporate Trustee Company (UK) Limited, as collateral agent, and HSBC Bank plc and BNP Paribas, as lenders, in connection with a revolving credit facility in support of a financial restructuring of Proserv Group Inc., a technology-driven energy services company
- Represented Capital One and HPS Investment Partners as lead arranges in connection with the financing for the acquisition of Integrated Prescription Management, Incorporated, a pharmacy benefit manager operating in the United States. The financing consisted of a US $155 million first lien term facility and a US $25M revolving facility.
- Represented Royal Bank of Canada, as administrative agent under a senior secured credit facility, in connection with the out-of-court restructure of a crane rental company.
- Represented Royal Bank of Canada, as administrative agent, and RBC Capital Markets and others, as joint lead arrangers and joint bookrunners, in connection with a US $900 million asset-based revolving credit facility for JBS USA Food Company.
- Represented Smithfield Foods, Inc., as issuer, in connection with the issuance of $1.4 billion aggregate principal amount of senior secured notes and proposed refinancing of certain existing credit facilities as part of a wider refinancing plan.
- Represented UBS Securities LLC, Deutsche Bank Securities Inc., Goldman Sachs Bank USA, HSBC Securities (USA) Inc., ING Capital LLC, JPMorgan Chase Bank, N.A., Natixis, New York Branch and Sumitomo Mitsui Banking Corporation, as lead arrangers and bookrunners, and UBS AG, Stamford Branch, as administrative agent, in connection with $275,000,000 in senior secured credit facilities in favor of SiteOne Landscape Supply. SiteOne Landscape Supply is a leading wholesale distributor of landscape supplies.
- Represented Capital One Bank, as administrative agent under a senior secured credit facility, in connection with the out-of-court restructure and sale of a nuclear medicine and molecular imaging company.
- Represented Credit Suisse Securities (USA) LLC, HSBC Securities (USA) Inc. and RBC Capital Markets, as lead arrangers and bookrunners, and Credit Suisse AG, Cayman Islands Branch, as administrative agent, in connection with approximately $540,000,000 in senior secured credit facilities in favor of Mirion Technologies, a portfolio company of Charterhouse Capital Partners.
- Represented Bank of America, N.A., Wells Fargo Securities, LLC, Citigroup Global Markets Inc., Goldman Sachs Lending Partners LLC, RBC Capital Markets and UBS Securities LLC, as lead arrangers and bookrunners, and Bank of America, N.A. and Wells Fargo Bank, National Association, as administrative agents, in connection with approximately $5,100,000,000 in term loan and asset-based revolving credit facilities for Bass Pro Group, LLC’s acquisition of Cabela’s Incorporated. Bass Pro and Cabela are leading retailers of hunting, fishing, camping and related outdoor recreation merchandise.
- Represented Antares Capital LP, as lead arranger and administrative agent, in connection with approximately $165,000,000 in senior secured credit facilities for Service Logic’s acquisition of Thornton Service. Service Logic is a portfolio company of Sterling Investment Partners and is a leading provider of energy services, HVAC services and customer services.
- Represented UBS Securities LLC and PNC Capital Markets LLC, as lead arrangers and bookrunners, and UBS AG, Stamford Branch, as administrative agent, in connection with $175,000,000 of senior secured credit facilities in favor of Associated Materials LLC, a portfolio company of Hellman & Friedman LLC. Associated Materials, is a leading manufacturer and distributor of exterior residential building products in North America.
- Represented BMO Capital Markets, RBC Capital Markets and Canadian Imperial Bank of Commerce, as lead arrangers and bookrunners, and Bank of Montreal and Royal Bank of Canada, as administrative agents, in connection with $380,000,000 in term loan and asset-based revolving credit facilities, financing the acquisition of Rockpoint Gas Storage by Brookfield Asset Management. Rockpoint Gas Storage is the largest independent owner and operator of natural gas storage in North America.
- Represented UBS Securities LLC and Barclays Bank PLC, as lead arrangers and bookrunners, and UBS AG, Stamford Branch, as administrative agent, in connection with a $220,000,000 senior secured term loan and a $100,000,000 asset-based revolving credit facility, financing the acquisition by Berkshire Partners LLC of SRS Holding Corporation, the parent company of roofing supply distributor SRS Distribution Inc. SRS Distribution is a national distributor of residential roofing materials and supplies in the United States.
- Represented J.P. Morgan Securities LLC and Wells Fargo Bank, N.A., as joint lead arrangers and joint bookrunners, and JPMorgan Chase Bank, N.A, as administrative agent, in connection with a $165,000,000 asset based revolving credit facility in favor of Alvogen Pharma US, Inc., a pharmaceutical company.
- Represented RBC Capital Markets, Citizens Bank, N.A. and UBS Securities LLC as lead arrangers in connection with a $160,000,000 ABL credit facility for a discount retailer.
- Represented Capital One in connection with a $95,000,000 credit facility for the acquisition by CD&R of independent physician practice associations and related affiliated management services organization.
- Represented Citigroup Global Markets Inc., Barclays Bank PLC, Deutsche Bank Securities Inc., Nomura Securities International, Inc., Jefferies Finance LLC, RBC Capital Markets and Macquarie Capital (USA) Inc. as joint lead arrangers and Citibank, N.A. as administrative agent in connection with a $5.0 billion senior secured term loan and ABL credit facilities in connection with the purchase of PetSmart, Inc. by an investor consortium led by BC Partners.
- Represented Jefferies Finance LLC, as administrative agent, lead arranger and bookrunner, in connection with a $306,000,000 term loan credit facility and Bank of America, N.A., as administrative agent, in connection with a $60,000,000 asset-based revolving credit facility for TOMS Shoes, LLC in connection with the acquisition by Bain Capital Partners, LLC of membership interests in TOMS Shoes, LLC.
- Represented Royal Bank of Canada as administrative agent, and RBC Capital Markets and other banks, as joint bookrunners and joint lead arrangers in connection with a CDN$225,000,000 first lien asset-based revolving credit facility, the proceeds of which were used to partially finance the acquisition of a majority interest in NCSG Crane & Heavy Hauling Corporation.
- Represented GE Capital as joint lead arranger and sole administrative agent in connection with $485,000,000 in term loan and ABL credit facilities for KPS Capital Partners' acquisition of ThyssenKrupp Waupaca.
- Represented RBC Capital as administrative agent and the joint lead arranger and joint bookrunner in connection with $300,000,000 in term loan and asset-based revolving credit facilities, the proceeds of which were used to finance the acquisition of Bob’s Discount Furniture.
- Represented UBS AG, Stamford Branch as administrative agent, and UBS Securities and Jefferies Finance as joint lead arrangers, in connection with $452,000,000 in term loan and asset-based credit facilities, the proceeds of which were used to partially finance the acquisition of DRTH Holdings by Bishop Lifting Products.
- Represented General Electric Capital Corporation in connection with a $70,000,000 revolving credit facility for Shop Vac Corporation, a manufacturer of wet/dry vacuum cleaning products.
- Represented Morgan Stanley Senior Funding, Inc. and J.P. Morgan Securities LLC, as joint bookrunners and joint lead arrangers in connection with $430,000,000 in term loan and asset-based credit facilities for BRG Sports, Inc., a designer, developer, and marketer of branded sports equipment.
- Represented General Electric Capital Corporation, SunTrust Bank, Golub Capital, Jefferies, and U.S. Bank as lead arrangers in connection with a $165,000,000 credit facility for Paradigm Management Services, a provider of management services for catastrophic workers’ compensate
- Represented Jefferies Finance as administrative agent on the $290,000,000 senior secured term loan facility and related $100,000,000 asset-based senior secured revolving credit facility used to finance the acquisition of Cole Haan by Apax Partners from NIKE, Inc.
- Represented UBS Securities as administrative agent, in connection with a $60,000,000 ABL credit facility for the financing of Apollo Global Management and C. Dean Metropoulos & Co.'s purchase of certain assets related to the manufacturing and distribution of snack products from Hostess Brands, Inc.
Engagement & Publications
- Speaks at industry and client conferences on legal issues relating to finance transactions
- Contributor to "Asset-Based Lending – A Practical Guide to Secured Financing," Practicing Law Institute
Involvement
- Fellow of The American College of Commercial Finance Lawyers
- American Bar Association, former Vice Chair of the Uniform Commercial Code Committee
- Loan Syndications & Trading Association
- The Commercial Finance Association
- Admitted to practice in New York and Connecticut