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Leveraged Financing 2013


Speaker(s): Angela L. Fontana, Ann Makich, Carolyn Zander Alford, David A. Brittenham, Edwin E. Smith, Jeffrey E. Ross, Julian S.H. Chung, Kirk A. Davenport, II, Marissa C. Wesely, Patrick J. Ryan, Rachel L. Rawson, Raj Makam, Timothy B. Donahue
Recorded on: May. 8, 2013
PLI Program #: 41730

Rachel Rawson represents lenders and borrowers in a wide variety of financing transactions. She advises private equity funds and their portfolio companies in connection with complex leveraged buyout financings and ongoing financing transactions and lenders and borrowers in asset-based secured loans, investment-grade company financings, private placements, and subordinated debt placements, many with multijurisdictional and multicurrency components.

Rachel's practice also includes representing lenders and borrowers in connection with workouts and restructurings of troubled credits, including out-of-court restructurings and debtor-in-possession financings and exit financings. Recently she has been advising a variety of clients on intercreditor issues, helping them navigate through transactions with multiple debt tranches and multiple lien priorities.

Clients for which Rachel has worked on substantial matters include The Riverside Company, Morgenthaler Partners, Blue Point Capital Partners, Kirtland Capital Partners, Industrial Growth Partners, SprintNextel, The J.M. Smucker Company, KeyBank, PNC/National City Bank, and TSG Consumer Partners.

Rachel has spoken at numerous professional conferences and seminars on commercial financing and restructuring topics. She is an officer of the Cleveland Chapter of the Association for Corporate Growth and is active in community and charitable affairs.


Honors & Distinctions

Chambers USA (2003-2011); Best Lawyers in America (2007-2010); "Top 25 Women Lawyers in Cleveland" (2008-2011); Ohio Super Lawyers (2008-2011)


Education

  • Columbia University  (J.D. 1990; Research and Writing Editor, Journal of Law and Social Problems; Harlan Fiske Stone Scholar)
  • Kenyon College (B.A. magna cum laude 1987; Phi Beta Kappa)

Bar Admissions
  • New York and Ohio


Ann Makich is a partner in Cahill's corporate practice group.

Ann's practice is principally focused on leveraged financings for acquisitions, recapitalizations and going­ private transactions. Her clients include leading investment banking firms and commercial banks. Ann

has represented underwriters, placement agents and initial purchasers in public and private high yield, investment grade and equity offerings and secured bank loans in a wide range of industries including media, telecommunications, manufacturing, retail and natural resources. 

Ann has been a panelist on the Practising Law Institute's Leveraged Financing program for several years, and will be a member of the 2015 program covering financing commitments and acquisition agreement terms. She also was a member of PLl's inaugural "How to Read Financial Statements" presentation in 2012, which has been repeated annually since that time. Ann has been consistently recommended as a leading corporate business lawyer by Chambers USA and The Legal 500.

Selected Matters:

  • Representation of Bank of America and other commercial banks in providing the $2.3 billion senior secured cred it facility in connection with the acquisition by Genesee & Wyoming Inc. of RailAmerica, Inc.
  • Representation of the lead arrangers in connection with a $6.5 billion senior unsecured interim loan and a $2.5 billion senior subordinated interim loan for the acquisition of First Data Corporation by KKR.
  • Representation of the initial purchasers in the $2.2 billion Rule 144A offering by First Data Corporation of high yield notes, the proceeds of which were used to repay a portion of the senior unsecured interim loans that funded part of the acquisition.
  • Ongoing representation of the lead arrangers in connection with securities offerings by First Data Corporation.
  • Ongoing representationof the underwriters in connection with securities offerings by Comcast Corporation.
  • Ongoing representation of the underwriters in connection with securities offerings by affiliates of Ventas, Inc., an S&P 500 company and the leading seniors housing and healthcare real estate investment trust in the United States. 
  • Ongoing representation of the initial purchasers in connection with securities offerings by DISH Network. 
  • Representation of the lead arrangers in connection with securities financings for QVC, Inc. 
  • Representation of Citigroup and the other lead arrangers in connection with the $2.0 billion senior secured term loan facility that provided a portion of the proceeds for the acquisition by KKR and Clayton, Dubilier & Rice of USFoods. 
  • Representation of Deutsche Bank and the other lead arrangers in connection with the senior secured term loan financing for the acquisition by Platinum Equity of BWAY Corporation.
  • Representation of Deutsche Bank and the other lead arrangers in connection with the senior secured term loan financing for the acquisition by TPG of Fleetpride Corporation.

Ann has practiced at Cahill since her graduation from Columbia Law School. She became a partner in 2005.


David Brittenham is a corporate partner of Debevoise & Plimpton and the chair of the firm’s Finance Group.  He focuses his practice on complex leveraged and acquisition financings, such as the $15 billion acquisition of Hertz.

Mr. Brittenham is a contributing author of The Private Equity Primer: The Best of the Debevoise & Plimpton Private Equity Report and the Debevoise & Plimpton Private Equity Report and is co-author of “Alternative Leveraged Lending Structures And Limitations,” Law360 (June, 2015); “United States: Everything Old Is New Again: PIK Notes,” Mondaq (February, 2015), “New Banking Guidance May Impact Leveraged Lending,” Law360 (August, 2013), “Got Financing? You May Have to Extend Your Tender Offer,” The Harvard Law School Forum on Corporate Governance and Financial Regulation (April, 2013), “Doing a Debt Tender Offering and Consent Solicitation,” Insights (2007) and “Recent Structural Developments in High Yield Financings,” Euromoney Syndicated Lending Handbook (2004).  He has been a co-chair for PLI’s Leveraged Financing and Private Equity Acquisition Financing Summit programs since 2006.

Mr. Brittenham joined Debevoise in 1985 and became a partner in 1992.  He received his B.A. from Cornell University in 1977 and his J.D. from Columbia University School of Law in 1984, where he was Articles Editor of the Columbia Law Review.  Prior to joining Debevoise, Mr. Brittenham served as a law clerk to the Honorable Jack B. Weinstein, U.S. District Court for the Eastern District of New York, from 1984 to 1985.

Mr. Brittenham is listed as a leading finance and capital markets lawyer in Chambers Global (2015), Chambers USA (2015) and The Legal 500 US (2015).


Kirk A. Davenport is a partner in the New York office of Latham & Watkins. Mr. Davenport is a member of the firm's Corporate Department. He also serves as Co-chair of the national office of Latham & Watkins, a central resource for clients and Latham attorneys facing complex issues arising under the US securities laws.

Profile

  • Capital markets
  • Securities laws
  • Debt and equity financings

Experience

Mr. Davenport's clients include:

  • US and international investment banks
  • NYSE and NASDAQ-listed companies
  • Leveraged buyout funds
  • Mezzanine investment funds

Mr. Davenport has represented issuers and underwriters in public and private high yield, convertible note and equity offerings as well as tender and exchange offer transactions, both domestically and abroad. In the lending arena, he has represented lenders and borrowers in secured and unsecured acquisition and other debt financings. He has also represented private equity funds and others in prepackaged bankruptcy plans.

Thought Leadership

  • The Good, the Bad and the Offer: Law, Lore and FAQs
  • Desktop Staleness Calendar for 2014 Offerings 
  • The JOBS Act Establishes IPO On-Ramp
  • The Bought Deal Bible
  • Financial Statement Requirements in US Securities Offerings: What You Need to Know
  • Financial Statement Requirements in US Securities Offerings: What Non-US Issuers Need to Know
  • Recent Developments In Recent Developments — Using "Flash" Numbers in Securities Offerings
  • Cheap Stock: An IPO Survival Guide
  • Upsizing and Downsizing Your IPO
  • Adjusted EBITDA Is Out of the Shadows as Staff Updates Non-GAAP Interpretations
  • Navigating Debt Repurchases - Issues and Answers
  • Selecting a Securities Exchange: NYSE, NASDAQ, and Key European Exchange Listing Requirements for Equities
  • The AHYDO Rules and the PIK Toggle Feature
  • Giving Good Guidance - What Every Public Company Should Know

Education

JD, University of Michigan Law School, 1984, magna cum laude; Order of the Coif

BA, Brown University, 1981

Bar Qualifications

New York

Languages

English

Recognition Highlights

"Superstar" Kirk Davenport "cuts through things very quickly," impressed market sources say. - Chambers USA 2014

Featured in Band 1 of Chambers USA and Chambers Global, noting that he is a "highly keen on making sure his clients are happy and he'll do anything for his clients" and an "energetic and technically gifted" lawyer.
Chambers USA2012-2014, and Chambers Global 2014

Mr. Davenport was selected by the American Lawyer in 2013 as one of "The Top Big Law Innovators of the Last 50 Years," in an article that highlighted "the ideas and initiatives that changed the world of big law over the past half century, and the people behind them."


Patrick Ryan is the Head of the Firm’s Banking and Credit Practice and a member of the Executive Committee. Patrick regularly represents leading financial institutions and investment banks in connection with the arrangement and syndication of senior credit facilities, including acquisition, bridge and other corporate financings. He has significant experience in complicated financings in the leveraged finance, investment-grade, and asset-based markets, often working with clients to develop innovative structures or to find solutions to difficult issues. He has also advised on the restructuring of existing credit facilities and other related financings, including DIP and exit financings.

Patrick’s financial institution and investment banking clients include JPMorgan, Barclays Capital, Deutsche, Morgan Stanley, and Royal Bank of Canada, among others. Patrick also represents companies in connection with their financing activities, and his clients have included American Media, AOL, Bard, Cengage Learning, Evercore, Hulu, MasterCard, News Corporation, Radioshack, Sky Deutschland, Travelers Companies, 21st Century Fox and Universal Studios, among others. Patrick is also active in representing clients in sports and entertainment ventures, including the representation of Forest City Ratner Companies and other investors in connection with the acquisition and relocation of the Nets NBA franchise to Brooklyn.

Notable recent transactions include representing:

  • JPMorgan and Barclays in connection with $12.5 billion of bridge financing for Thermo Fisher Scientific Inc.’s acquisition of Life Technologies Corporation
  • Deutsche Bank, Barclays, Citi and Bank of America Merrill Lynch in connection with $5.1 billion of financing for Avago Technologies’ acquisition of LSI Corporation
  • JPMorgan and Wells Fargo in connection with $1.475 billion in financing for Wolverine World Wide’s acquisition of the Performance + Lifestyle Group business of Collective Brands, Inc.
  • Barclays and HSBC in connection with $4.35 billion of bridge financing for Perrigo Company’s acquisition of Elan Corporation
  • JPMorgan and Deutsche Bank in connection with $3.1 billion in financing related to the merger of Dex Media and SuperMedia and their emergence from Chapter 11
  • JPMorgan and The Bank of Tokyo-Mitsubishi in connection with $1.2 billion in bridge financing for Total System Services in connection with its acquisition of NetSpend
  • News Corporation in connection with $650 million in senior credit facilities
  • JPMorgan in connection with approximately $2.7 billion in financing for Delta Airlines
  • JPMorgan in connection with $1.465 billion in financing related to Gannett’s acquisition of Belo Corporation
  • JPMorgan in connection with $3 billion in financing for Sprint Nextel
  • JPMorgan in connection with $950 million in asset-backed financing for Trac Interpool

Patrick is ranked among the leading banking and finance lawyers in the United States and the world by publications such as Chambers USA, Chambers Global, The Legal 500 United States, IFLR1000 and The Best Lawyers in New York.

Patrick received his B.A., magna cum laude, from Manhattan College in 1985 and his J.D., cum laude, from Fordham University School of Law in 1989. He spent a year at University of Dublin, Trinity College from 1985 to 1986.


Tim Donahue is the Head of High Yield and Leveraged Loan Capital Markets for J.P. Morgan. Prior to this position, Tim was based in Hong Kong as head of the Asia Pacific region for Blackstone’s credit investment arm and also head of J.P. Morgan’s Asia Pacific debt platform. Mr. Donahue previously worked in J.P. Morgan’s syndicated and leveraged finance group from 1999 to 2006.  Prior to that he practiced corporate securities law at Battle Fowler LLP in New York City.  Mr. Donahue has a Juris Doctorate from Fordham Law and received an undergraduate degree from Fordham University in the Bronx.

Selected transactions:

  • Kaiser Aluminum Corp., High Yield Bond, Bookrunner $225mm (2012)
  • Momentive Specialty Chemicals, High Yield Bond, Bookrunner $250mm (2012)
  • Inmet Mining Corp., High Yield Bond, Bookrunner $1.5bn (2012)
  • SLS Las Vegas, Loan - Facility, Bookrunner $300mm (2012)
  • Station Casinos LLC, Loan - Facility, Joint Bookrunner $950mm (2012)
  • Pinnacle Entertainment, Inc., Loan - Facility, Joint Bookrunner $735mm (2012)
  • Host Hotels & Resorts, L.P., High Yield Bond, Joint Bookrunner $300mm (2012)
  • Affinity Gaming, LLC, High Yield Bond, Joint Bookrunner $200mm (2012)
  • Ameristar Casinos Inc., High Yield Bond, Joint Bookrunner $250mm (2012)
  • New Gold Inc., High Yield Bond, Joint Bookrunner $300mm (2012)
  • Host Hotels & Resorts, L.P., High Yield Bond, Joint Bookrunner $350mm (2012)
  • MGM Resorts International, High Yield Bond, Joint Bookrunner $1bn (2012)
  • Pinnacle Entertainment, Inc., High Yield Bond, Joint Bookrunner $325mm (2012)
  • US Steel, High Yield Bond, Joint Bookrunner $400mm (2012)
  • J B Poindexter & Co., Inc., High Yield Bond, Bookrunner $200mm (2012)
  • Fortescue Metals Group Ltd., High Yield Bond, Joint Bookrunner $2bn (2012)
  • MMI Holding Ltd., High Yield Bond, Joint Bookrunner $300mm (2012)
  • Caesars Entertainment Corporation, High Yield Bond, Joint Bookrunner $330mm (2012)
  • Caesar's Entertainment Corporation, High Yield Bond, Bookrunner $1.25bn (2012)
  • Revel Entertainment, High Yield Bond, Bookrunner $310mm (2011)
  • SunCoke, High Yield Bond, Bookrunner $850mm (2011)
  • Burger King, High Yield Bond, Bookrunner $2.8bn (2011)
  • Mirabela Nickel, High Yield Bond, Bookrunner $395mm (2011)
  • Quadra FNX Mining, High Yield Bond, Bookrunner $500mm (2011)
  • Fortescue Metal, High Yield Bond, Bookrunner $5bn (2011)
  • MTR Gaming, High Yield Bond, Bookrunner $565mm (2011)
  • Revel Entertainment, Loan - Facility $850mm (2011)


Carolyn Alford is the Practice Group Leader for the Finance Practice Group at King & Spalding, where her practice focuses on representing lenders, investors and borrowers in debt financings, including syndicated credit facilities on both a leveraged and investment grade basis; private placements; acquisition financings; cash flow and asset-backed financings; asset-based lending; mezzanine financings; and project financings. Ms. Alford has specific industry expertise in energy, healthcare/pharma and media/communications.

Ms. Alford earned her bachelor’s degree in mathematics from Duke University in 1989, graduating magna cum laude, and as a member of Phi Beta Kappa. She obtained her law degree, cum laude, from the Harvard Law School where she served as an editor of Harvard Journal on Legislation.

Ms. Alford is a Fellow of both the American College of Investment Counsel and the American College of Commercial Finance Lawyers. She currently serves as a Trustee of the American College of Investment Counsel. She is a member of the Atlanta Bar Association, the State Bar of Georgia and the Women’s Finance Exchange. She served on the Revised Article 9 Committee for the State Bar of Georgia and is a past chair of the Legal Opinion Committee of the Business Law Section of the State Bar of Georgia.

The American Lawyer named Carolyn Alford as one of the 45 best women lawyers under 45 in their January 2011 issue. In January 2012, Chambers named Carolyn Alford to the short list for the Woman Finance Lawyer of the Year. Chambers USA, Best Lawyers in America, LawDragon and SuperLawyers - Corporate Counsel Edition have all recognized her as a leading lawyer in her practice area.


EDWIN E. SMITH is a partner in the New York City and Boston offices of Morgan Lewis & Bockius LLP.  He concentrates his practice in general commercial and insolvency law.  He is a member of the teaching faculty at the Morin Center for Banking Law Studies at Boston University Law School, where he has taught secured transactions and teaches transnational lending and trade finance.  He has also served as a lecturer on secured transactions at Northeastern University Law School of Law, Harvard Law School and Suffolk Law School.  As a Uniform Law Commissioner for the Commonwealth of Massachusetts, he has served as a member of the drafting committees for the 1995 revisions of Article 5 (letters of credit) and the 1999 revisions of Article 9 (secured transactions) of the Uniform Commercial Code and as the chair of the drafting committee that formulated the 2002 amendments to Articles 3 (negotiable instruments) and 4 (bank deposits and collections) of the Uniform Commercial Code.  He served on the drafting committees for the Uniform Certificate of Title Act (2005), the Uniform Assignment of Rents Act (2005), the Uniform Manufactured Housing Act (2012) and as chair of the Joint Review Committee that drafted the 2010 amendments to Article 9 of the Uniform Commercial Code.  He recently served as chair to the drafting committee for the 2014 amendments to the Uniform Voidable Transactions Act (formerly the Uniform Fraudulent Transfer Act) and is currently serving as a Uniform Law Commission representative to the Permanent Editorial Board of the Uniform Commercial Code.  Mr. Smith is a past Chair of the Uniform Commercial Code Committee of the Business Law Section of the American Bar Association and a past member of the Council for the Business Law Section.  He also served as a U.S. delegate on the United Nations Convention on the Assignment of Receivables in International Trade and as a U.S. delegate to the United Nations Commission on International Trade Law (UNCITRAL) working group on creating a secured transactions guide for legislation in United Nations member countries.  He is a member of the American Law Institute, the National Bankruptcy Conference (for which he serves on the executive committee), the American College of Bankruptcy (for which he serves on the board of directors) and the International Insolvency Institute and is a past President of the American College of Commercial Finance Lawyers.  He is a graduate of Yale University and Harvard Law School.


Jeffrey Ross is a corporate partner and a member of the firm’s Finance and Private Equity Groups. His practice focuses on complex acquisition and leveraged financings such as the $3.2 billion acquisition of Emergency Medical Services Corporation by Clayton, Dubilier & Rice, the $2.7 billion acquisition of Local TV Holdings by Tribune Company and the $5.9 billion acquisition of King Digital by Activision Blizzard. Mr. Ross is ranked as a leading lawyer by Chambers USA (2014-2015), which describes him as a “responsive,” “smart” and “very creative and commercial” advisor, who “goes the extra mile to make sure that [clients] have thought through all the issues.” He is recommended by The Legal 500 US (2013-2015), where clients are noted to “have a high degree of trust” in him, citing him as “exceptional on both the financing and the M&A front” and an “excellent leveraged finance lawyer.” He has been identified as a “rising star” in private equity by Law360 (2012).

Mr. Ross publishes frequently on legal matters related to finance topics. Recent articles include “Alternative Leveraged Lending Structures And Limitations,” Law360 (June, 2015); “SunGard 2.0,” The M&A Lawyer (2014); “Del Monte: Staple Remover?” The Deal Pipeline (2012); and “Some Pitfalls In Financing Carve-Outs,” The Deal (2012). He is also an Editor of the Debevoise & Plimpton Private Equity Report; and a contributing author to the annual Health Care Mergers and Acquisitions Answer Book (Practising Law Institute, 2015). Mr. Ross is a guest lecturer on leveraged finance in a course entitled Private Equity Playbook at Cornell Law School.

Mr. Ross joined the firm in 2005 and became a partner in 2010. He received a J.D. cum laude from Cornell Law School in 1999, an M.A., first class honors, in International Relations from University of Melbourne, Australia in 1997 and a B.A. from Columbia University in 1995.


Julian Chung, a partner in the New York office, is a member of the firm’s Banking and Debt Capital Markets group. She focuses her practice on the representation of large financial institutions and borrowers in commercial lending transactions, with an emphasis on senior secured finance for leveraged acquisitions. Julian also represents financial institutions and debtors in connection with restructurings and refinancing existing credit facilities.

Recent examples of Julian’s work include advising:

  • Barclays Capital, as agent, in connection with a US$1.825 billion first/second lien secured credit facilities for a borrower specializing in automotive dealership properties.
  • United States Treasury Auto Task Force in negotiating and supervising all debtor-in-possession (DIP) and exit financings for both the General Motors and Chrysler restructurings. The General Motor’s US$33.3 billion DIP financing is noted as the largest DIP financing in history.
  • LyondellBasell Industries in its US$6.5 billion DIP financing, which was the largest bank financed DIP financing in history and included an innovative "roll-up" of its pre-petition indebtedness, and its exit financings.
  • JPMorgan, as agent, in the out-of-court restructuring of US$1.8 billion senior secured credit facilities for an international resort company.
  • CVS Corporation in connection with bridge financings to acquire Longs Drugs and Caremark.
  • UBS AG, Stamford Branch, as agent, in connection with a US$1.9 billion global multi-currency financing to the owner and operator of international malls.
Julian was named to the list of The American Lawyer’s 45 Under 45, which honors the top young women of the AmLaw 200. The January 2011 issue notes her work on the DIP financings of Chrysler, GM and Lyondell.

Before joining Orrick, Julian was a partner in the Corporate practice at Cadwalader.

Admitted in New York.

Publications
  • Co-author, “Motors Liquidation Bankruptcy Court Applies the Brakes to Unauthorized Termination Statements,” U.C.C. Law Journal Vol. 45 #2, August 2013
  • Co-author, “General Motors Bankruptcy Court Applies the Brakes to Unauthorized Termination Statements,” Orrick Client Alert, March 2013
  • Co-author, “In Fontainebleau Appeal, Eleventh Circuit Confirms That Term Lenders Lack Standing To Enforce Revolving Lenders’ Commitments,” Orrick Client Alert, February 2013

Speeches & Programs
  • Panelist, “A Drive-by on Two Recent Decisions Affecting Syndicated Lenders,” LSTA Continuing Legal Education Presentation, May 16, 2013
  • Speaker, “Drafting in Leveraged Finance,” PLI Leveraged Financing 2013 Conference, New York, NY, May 8, 2013

Related Practice Areas
  • Banking & Debt Capital Markets
  • Corporate
  • Restructuring
  • Distressed Assets & Alternative Investments
Education
  • J.D., cum laude, Yeshiva University, Benjamin N. Cardozo School of Law, 1995
  • B.A., New York University, 1992
Honors
  • 2012 Alumni Honoree, Cardozo Law School Black, Asian Latino Law Students Association
  • 2011 edition of the Legal 500, Leading practitioner in bank lending
  • The American Lawyer’s 45 Under 45 


Marissa Wesely is a partner and member of senior management at the global law firm of Simpson Thacher & Bartlett LLP. She has over three decades of experience as a corporate lawyer in New York and London, advising companies, private equity funds and financial institutions on complex acquisition finance, recapitalization and restructuring transactions. Some of her recent representations include: Algeco Scotsman in connection with a multi-jurisdictional ABL facility as part of its global recapitalization; Affinia Group in the financing of the spin-off of its brake business; L-3 Communications in the financing of its spin-off of an independent, publicly-traded government services company; Peabody Energy Corporation in the financing of its acquisition of MacArthur Coal; Sealed Air Corporation in the financing of its acquisition of Diversey; and CB Richard Ellis in the financing of its acquisition of the real estate management business of ING Group N.V.

Marissa is regularly recognized as a leading lawyer in banking and finance by Chambers & Partners, The Best Lawyers in America, Euromoney's Leading Women in Business Law and PLC's Which Lawyer. In 2013, she was honored as the Finance Lawyer of the Year at Chambers' Women in Law Awards.  Marissa speaks and writes regularly on issues relating to her practice, including at the Practicing Law Institute's annual Leveraged Finance Summit. Earlier in her career, she designed and taught courses on international trade and financing for the former Harvard Institute for International Development.

Marissa is the founder and a Steering Committee member of the Kate Stoneman Project, a leadership organization for women partners of 10 leading New York-based law firms. She is on the Executive Committee of DirectWomen, an ABA and Catalyst initiative to increase gender diversity on corporate boards, and on the Boards of Directors of Legal Momentum (The Women's Legal Defense and Education Fund) and The Global Fund for Women. She is also on the Board of Trustees of The Wenner-Gren Foundation, a private operating foundation devoted to the advancement of anthropology throughout the world.

Marissa frequently speaks on issues relating to women in the legal profession and women and leadership, including as the keynote speaker at Duke Law School conference on Women and the Law in 2012 and at Womensphere's Emerging Leaders Global Summits in 2011 and 2013. She is a 2010 recipient of the Diversity Champion Award from the Association of the Bar of the City of New York, and in 2009 received the Kay Crawford Murray Award from the New York State Bar Association in recognition of her efforts to mentor women and promote diversity in the legal profession.

Marissa graduated from Williams College, magna cum laude, in 1976 and received her J.D., cum laude, from Harvard Law School in 1980.


Raj Makam is a Managing Director with Oaktree Capital Management's mezzanine finance group and has been with Oaktree since 2001. Mr. Makam is a founding member of the investment team at Oaktree that manages three of Oaktree's Mezzanine portfolios. Oaktree's Mezzanine strategy was formed to invest in the debt and equity securities of leveraged middle-market companies. Since 2001, the investment team that has managed Oaktree's Mezzanine strategy, collectively have aggregate capital commitments exceeding $3.6 billion. Prior to joining Oaktree, Mr. Makam worked at Banc of America Securities LLC (previously NationsBanc Montgomery Securities LLC) for four years in their Leveraged Finance/High Yield Group


PRACTICES

  • Banking and Financial Services
  • Global Finance
  • Private Equity

ADMISSIONS & CERTIFICATIONS

  • Texas, 1990

    EDUCATION

  • University of Iowa College of Law(J.D., 1989)
  • University of Iowa(B.B.A., 1987)

ANGELA FONTANA serves as a global coordinator of Sidley’s Private Equity practice. Ms. Fontana’s practice focuses on financing transactions and debt restructurings. Angela represents both borrowers and financial institutions, and has been involved in a wide variety of financing transactions in both the United States and abroad. Her experience includes investment grade lending, commercial paper facilities, letter of credit facilities, cash flow-based lending, asset-based lending, mezzanine financing and workouts and restructurings.

Recent examples of Angela’s work at Sidley are highlighted below:

  • Darling International Inc. in financing its acquisition of the Vion Ingredients and Rothsay businesses;
  • Forest Park Medical Centers in connection with various financing matters;
  • Knowles Corporation in connection with the financing for its spin-off from Dover Corporation and subsequent $150 million increase in its credit facility;
  • General Electric Capital Corporation/LStar Financial Investments in connection with acquisition financing provided to Cruz Bay Publishing, a portfolio company of Wind Point Partners; and
  • LStar Financial Investments in connection with financing provided to Jobson Publishing, a portfolio company of the Wicks Group.

Angela was recognized in Chambers USA – America’s Leading Lawyers for Business 2005-2014 in the field of Banking and Finance and was selected as a finalist for the Chambers USA ‘Women in Law’ Awards 2013 and 2012 in the category of Finance. She was named a “leading” Practitioner in Banking in The International Who’s Who of Banking Lawyers 2007-2013. She was a recognized lawyer in The Legal 500 USA 2007, 2009, 2010 and 2014; a “leading” lawyer for bank lending in US IFLR 1000: The Guide to the World’s Leading Financial Law Firms 2009; named in The Best Lawyers in America 2009-2015 and is included in the inaugural edition of the Guide to the World’s Leading Women in Business Law. She was also named a Texas Super Lawyer in 2003-2014 and D Magazine’s Best Lawyers in Dallas 2011-2014.  Angela has been recognized in the 2014 and 2015 editions of the IFLR1000 as a “Leading Lawyer” in Banking and Finance in the United States.

Memberships & Activities

Ms. Fontana serves on the Dallas Heritage Village Board of Trustees, the Iowa Law School Foundation Board of Directors and in the Dallas Symphony Orchestra League, for which she recently co-chaired the 2014 and 2015 Junior Symphony Ball. She is a former board member of the YW of Metropolitan Dallas and currently serves on their advisory board. She is also a member of the City of University Park Employee Benefits Committee.