ProfessionalsTimothy Cruickshank
Tel: +1-212-373-3415
Fax: +1-212-492-0415
tcruickshank@paulweiss.com
tcruickshank@paulweiss.com
1285 Avenue of the Americas
New York,
NY
10019-6064
Fax: +1-212-492-0415
Timothy Cruickshank is a partner in the Corporate Department and a member of the Capital Markets Group. He has a broad transactional practice focusing on debt and equity capital markets and other financing transactions. He represents financial sponsors, their portfolio companies and other public and private companies in a variety of financing transactions, including high-yield debt offerings, preferred equity financings, acquisition financings, initial public offerings, and restructuring and liability management transactions.
Tim has particular experience in out-of-court and in-court restructuring transactions, including exchange offers, debt for equity exchanges and other liability management transactions. He also advises U.S. and international clients with respect to U.S. securities laws, stock exchange rules and corporate governance matters.
EXPERIENCE
Tim’s representative experience includes:
High-Yield Debt Offerings and Acquisition Financing
- PetSmart in various debt capital markets transactions, including its $6 billion refinancing and the offering of $690 million of trust securities exchangeable into equity of Chewy
- BC Partners in the financing of its acquisition of Presidio, including the offering of
$400 million of secured notes and $400 million of unsecured notes - GTCR in the financing of its acquisition of a majority stake in Worldpay in a transaction that values the business at $18.5 billion
- Vista Equity Partners in the financing for its acquisition of Citrix Systems for approximately $16.5 billion alongside Evergreen Coast Capital Corporation, including offerings of approximately $8 billion of secured notes and $2.5 billion of preferred equity
- Lone Star Funds in the financing of its acquisition of:
- SPX FLOW in a transaction valued at $3.8 billion, including an offering of $500 million of senior notes
- AOC Resins, including an offering of $350 million of senior notes
- Centerbridge Partners in the financing of its acquisitions of American Bath Group and AHEAD
- Stone Point Capital:
- as part of an investor group in the financing aspects of their acquisition of Truist Insurance Holdings in a deal valuing the company at $15.5 billion, including the offering of $3 billion of secured notes
- in the financing of its acquisition of CoreLogic, including the offering of $750 million of secured notes
- Owens & Minor in various debt capital markets transactions, including the financing of its $1.6 billion acquisition of Apria and offerings of $1.1 billion of senior notes
- Macy’s in various debt capital markets transactions, including offerings of senior notes and tender and exchange offers
- viagogo on its debt and preferred equity financings to fund its $4 billion acquisition of StubHub from eBay
- Bain Capital Private Equity on the financing for its acquisition of ITP Aero, an aero engine and gas turbine manufacturer, from
Rolls-Royce for approximately €1.7 billion - WellCare Health Plans in the financing of its $2.5 billion acquisition of Meridian Health Plans, including its $1.4 billion offering of common stock and
$750 million offering of senior notes - Frontier Communications in various strategic financings, including the issuance of $1.65 billion in new first lien notes, $1.6 billion in new second lien secured notes and a $240 million add-on term loan facility
Restructuring and Liability Management Transactions
- WeWork in connection with a comprehensive restructuring of its capital structure
- The Lycra Company and its subsidiaries in connection with a comprehensive debt refinancing, including a refinancing of its existing senior secured notes and associated transactions
- Frontier Communications Corporation in connection with bankruptcy, including its $1.65 billion DIP-to-exit financing, including $1.15 billion DIP-to-exit first lien notes
- Windstream in connection with various liability management transactions, litigation related to alleged indenture covenant breaches and its bankruptcy, including its $2.65 billion exit financing
- Certain noteholders in connection with Digicel’s 2020 debt restructuring, which reduced debt by approximately $1.6 billion to approximately $5.4 billion
- An ad hoc group of holding company noteholders of Intelsat in connection with various debt restructurings
- Debtors in various other chapter 11 bankruptcies, including Venator Materials, Cyxtera Technologies, Lannett Companies, QualTek, Invacare, CWT, Barney’s, American Tire Distributors, Carestream and Akorn
- Creditors in various chapter 11 bankruptcies, including Garrett Motion and Hertz
Initial Public Offerings
- Chewy in its initial public offering
- Keter Group in its proposed initial public offering
- Studio City International Holdings in its initial public offering
- Founders of MediaAlpha in connection with its initial public offering
- Moelis & Company in its initial public offering
- Underwriters in the initial public offering of Houlihan Lokey
- Gazit-Globe in its U.S. initial public offering
Mergers & Acquisitions
- BC Partners in the sale of a minority stake in PetSmart to Apollo
- ADTRAN in its cross border business combination with German-listed ADVA, including ADTRAN’s cross-border exchange offer to ADVA shareholders
- Polestar Performance, the global electric performance car company, in its business combination with Gores Guggenheim and its listing on Nasdaq at an implied enterprise value of approximately $20 billion
- Vista Equity Partners in connection with the acquisition of Cvent by an affiliate of private equity funds managed by Blackstone in a transaction with an enterprise value of approximately $4.6 billion
- SK Capital Partners in its sale of Perimeter Solutions, a firefighting products and lubricant additives manufacturer, to
EverArc Holdings in a transaction valued at approximately $2 billion - An investment group including Caledonia in the acquisition of a 34.9% ownership stake in Scientific Games Corporation from MacAndrews & Forbes
- Investindustrial VII in the sale of the outstanding shares of Knoll’s preferred stock to Herman Miller in connection with the closing of Herman Miller’s acquisition of Knoll in a transaction valued at $1.8 billion
- WellCare Health Plans in connection with the $17.3 billion acquisition by Centene Corporation
- Mead Johnson Nutrition in its $17.9 billion sale to Reckitt Benckiser Group
- Equity One in its $15.6 billion stock-for-stock merger with Regency Centers Corporation
- Acorda Therapeutics in its $363 million acquisition of Finnish company Biotie Therapies via cross border tender offer
- Swift Transportation in its $6 billion stock-for-stock merger with Knight Transportation