Mezzanine Financing

Representation of two related Connecticut-based funds in connection with the purchase of senior subordinated promissory notes in the aggregate principal amount of $10,000,000.  The senior subordinated promissory notes were subordinate in right of payment and security to a syndicated senior facility led by a U.S. financial institution in the aggregate amount of up to $65,000,000.  The notes were secured by: (i) a second lien on, and security interest in, all of the assets of the borrower; and (ii) leasehold mortgages against various properties of the borrower.

Simultaneous with the mezzanine and senior debt financing, the borrower issued Series A preferred stock in an aggregate amount of $20,050,000 and Series B preferred stock in an aggregate amount of $3,500,000.  Our representation included negotiating and drafting multiple intercreditor and subordination agreements governing the respective rights and preferences of the debt and equity investors.