Charles Pesant is a stand-out Capital Markets partner in White & Case's New York office, specializing in structured finance. His practice consists of unique and highly complex transactions in the multiplatform and esoteric space that require intensive original documentation and first-look negotiations on legal issues. He also remains active in the CLO space where he has carved out a niche solving cross-border risk retention issues. Charles has worked on numerous securitizations of diverse asset types, including commercial vehicle and equipment fleets, intellectual property, franchise agreements and other receivables securitizations.
Known for his client-friendly demeanor and notable work ethic, clients rely on Charles's in-depth approach to nuanced legal and regulatory issues as well as his broad market knowledge that extends beyond the boundaries of the traditional securitization industry. Using his M&A and financing background, he spent several years helming the sale, restructuring and refinancing of a major client and has gone on to advise in multiple M&A/Securitization hybrid deals.
Charles has represented many of the world's leading financial institutions including, Morgan Stanley, GreensLedge and JPMorgan, financial sponsor Roark Capital Group, as well as a variety of collateral manager and corporate clients, including Element Fleet Management Corp., Pluczenik Diamond Company, Calpine Corporation and inspire Brands.
Esoteric/Multi-Issuance Representations of Note:
Representation of Chesapeake Funding II LLC, an SPV subsidiary of longstanding client Element Fleet Management, in connection with three separate $1 billion asset-backed notes offerings (2017).
Ongoing representation of Element Financial Corporation (and prior representation of PHH Corporation) in connection with all matters relating to its US commercial fleet leasing ABS program, including regular term and variable funding note issuances, as well as representation of PHH Corporation in the 2014 sale of the program to Element Financial Corporation.
Representation of Guggenheim Securities as initial purchaser in the issuance and sale of US$400 million of asset-backed Series 2017-1 senior secured notes under a whole business securitization by Five Guys Funding, LLC. The notes are secured by assets of the master issuer as well as by three additional newly formed SPVs, including existing future and franchise agreements, certain assets related to Five Guys branded restaurants, all existing and future intellectual property assets and certain economic benefits in the existing and after-acquired intellectual property outside of North America owned by Five Guys Holdings.
Representation of Roark Capital in connection with the Inspire Brands' $2.9 billion acquisition of Buffalo Wild Wings and an upcoming acquisition of Sonic, anticipated December 2018.
Recent activity in the CLO Market:
White & Case was designated counsel to the initial purchasers on 8 CLO offerings and/or re-financings that closed since fall of 2017. This includes representations of: (1) Anchorage Capital CLO 2013-1 and Citigroup Global Markets as initial purchaser in a $561 million CLO notes refinancing; (2) Anchorage Capital CLO 7 and Morgan Stanley as initial purchaser on a $622 million CLO notes refinancing; (3) Anchorage Capital CLO 3-R and JP Morgan Securities as placement agent on a $509 million CLO notes issuance; (4) Anchorage Capital CLO 4-R and JP Morgan as placement agent on a $614.5 million CLO notes issuance; (5) Anchorage Capital CLO 3-R and JP Morgan as placement agent on a $508.75 million CLO notes issuance; (6) GreensLedge Capital Markets and Natixis Securities as placement agents on a $513.7 million CDO notes issuance by Anchorage Credit Funding 5; (7) Credit Suisse as initial purchaser on a $512 million CDO notes issuance by Anchorage Credit Funding 6; and (8) Deutsche Bank as initial purchaser and Anchorage Capital CLO 8 on a $505 million CLO notes issuance.
White & Case acted as designated counsel to the placement agents in connection with four CLO notes issuance for which Voya Alternative Asset Management acted as collateral manager in the last calendar year, including the following representations: (1) Voya CLO 2016-1 and JP Morgan as placement agent in a $412.6 million CLO notes refinancing;(2) JP Morgan as placement agent in a $661 million notes offering by Voya CLO 2018-1; (3) Voya CLO 2014-4 and Morgan Stanley as placement agent in a $471 million notes refinancing; and (4) Morgan Stanley as initial purchaser in a $506 million notes refinancing by Voya CLO 2015-2.).
Legal 500 2015
"… White & Case LLP's three-partner team is 'excellent across the board' and displays 'superior knowledge' in transactions involving the securitization of esoteric assets, workout situations and CLOs. Underwriters and managers appreciate the firm's 'thoughtful approach' to CLO transactions which extends to 'thought leadership' on key regulatory changes impacting the sector." "The 'very commercial' Charles Pesant has 'excellent technical skills' and…represented PHH Corporation on the securitization elements of the $1.4bn sale of its fleet management service business to Element Financial."
"They're commercial, highly responsive, get the deal done on time and they're highly sensitive to any changes that might be needed from deal to deal." "They're absolutely outstanding both in their technical expertise and understanding of the commercial terms of transactions."
"Stand-Out" transaction, FT Innovative Lawyer Awards 2013
White & Case won a "Stand-out" ranking for its creative restructuring of Iconix's debt burden by the first securitization of an intellectual property portfolio.