Jake Mincemoyer

Partner, New York

Biography

“Jake is very proactive, attuned to market trends and commercial in negotiations.”
Chambers USA 2019

Overview

Jake Mincemoyer is a partner in the New York office of White & Case LLP, and Head of the Firm's Americas Banking section. He represents major commercial and investment banks as well as credit funds and corporations in a wide range of leveraged and corporate finance transactions, including domestic and cross-border acquisition finance, investment-grade facilities, asset-based lending facilities, bridge facilities DIP financings and restructurings.

Previously, Jake spent four years in the London office after nearly a decade in the Firm's New York office. This cross-border experience lends itself to providing clients with valuable insight into the differences between the US and European markets and knowledge to maximize cross-border financing structures. 

Jake has deep experience in all aspects of the leveraged lending market and is on top of current market terms for both syndicated and non-syndicated financings, with clients praising him for his proactivity, commerciality and being 'fantastically consistent'.

Clients commend Jake for his ability and skill in navigating different financing structures and products as well as his extensive experience in the negotiation of intercreditor relationships and his knowledge of relevant tax considerations across a number of jurisdictions.

Bars and Courts
New York State Bar
Education
JD
Cornell University Law School
BS
Cornell University
Languages
English

Experience

Representation of Jefferies Finance LLC as Administrative Agent, Collateral Agent and a Term Lead Arranger on the funding of a US$75 million delayed draw term facility and US$25 million in incremental term loans to IEA Energy Services LLC to finance the acquisition of the William Charles Construction Group;

Representation of Macquarie Capital (USA) Inc. as lead arranger and Maquarie Capital Funding LLC as lender and administrative agent on the repricing of a US$325 million first lien term loan facility and on the arrangement of additional US$30 million incremental term loans, the proceeds of which were used by Corsair Components, a leading computer peripherals and hardware company, for working capital purposes;

Representation of Jefferies Finance LLC as Administrative Agent, Collateral Agent and a Term Lead Arranger on a US$200 million Term Loan Facility, US$75 million Delayed Draw Term Loan Facility and US$50 million Revolving Facility to IEA Energy Services LLC to finance the acquisition of Saiia and the ACC Companies;

Representation of Wells Fargo, Morgan Stanley and several other Lead Arrangers and Lead Banks, in connection with a $1.5 billion Revolving Loan Credit Facility, a $2.9 billion Term Loan A Credit Facility and a $2 billion Term Loan B Credit Facility, in each case, used to fund in part the approximately $15 billion strategic acquisition by Brookfield Property Partners L.P. of GGP Inc.;

Representation of Nomura Securities Inc. as lead arranger and first lien administrative agent in connection with the refinancing of the BJ's Wholesale Club, Inc.'s first lien term loan credit facility and the prepayment of the term loans, in the amount of US$350 million;

Representation of Morgan Stanley as Administrative Agent and Joint Lead Arranger for an acquisition financing provided to Savage Services in connection with its acquisition of Bartlett and Company with a US$1.1 billion term loan facility;

Representation of WCA Waste Systems, Inc., as Borrower, in connection with the Second Amendment to Credit Agreement whereby the Borrower amended its Existing Credit Agreement to incur a US$295 million of Replacement Term Loans and a US$100 million of Intermental Term Loans, in order to make voluntary prepayments of Revolving Term Loans and to provide additional working capital for financing certain acquisitions;

Representation of DNB Bank ASA, as Administrative Agent, and DNB Sweden AB and Nordea Bank AB (publ), as lenders in connection with an up to US$100 million unsecured term loan facility for Telemovil El Salvador, S.A. de C.V., a El Salvador subsidiary of Millicom International Cellular, S.A., a leading provider of mobile phone services in Latin America formed under the laws of Luxembourg;

Representation of Deutsche Bank AG and Deutsche Bank Luxembourg S.A. in connection with the €3.8 billion senior credit facilities for Fresenius SE & Co. KGaA. Replaced FSE's existing senior credit facilities with new credit facilities reflecting FSE's investment grade status. This transaction included complicated lender reallocation mechanics.

Representation of Macquarie Capital Funding LLC in connection with the First Lien/Second Lien Term Loan and Revolver Credit Facilities provided to U.S., Luxembourg and Hong Kong Borrowers, used to fund the US$350 million acquisition of Corsair Components Inc. (a leading provider of enthusiast-grade PC components and peripherals) by EagleTree.

Representation of Dynegy Inc., a leading US producer and seller of electric energy, capacity and ancillary services, and Energy Capital Partners III LLC, a private equity firm focused on investing in North America's energy infrastructure, as finance counsel, in connection with the US$3.3 billion acquisition of GDF Suez Energy North America Inc., the US fossil fuel portfolio of Engie SA, a French utility company;

Representation of Nomura Securities Inc. (as lead arranger and first lien administrative agent) and Jefferies Finance LLC (as lead arranger and second lien administrative agent) in connection with the refinancing of the existing credit facilities of BJ's Wholesale Inc., owned by a portfolio company of CVC Capital Partners and Leonard Green and Partners (including a $1.925 billion first lien term loan facility and a $625 million second lien term loan facility);

Representation of Pilot Travel Centers LLC, a leading operator of travel centers and travel plazas in North America, as finance counsel, in connection with the US$4.617 billion refinancing of Pilot's TLA, TLB and revolving facility;

Representation of Macquarie Capital (USA) Inc, as lead arranger and bookrunner, and Macquarie Capital Funding LLC, as administrative and collateral agent, with respect to a first lien term loan and a second lien term loan provided to an affiliate of Siris Capital to finance the acquisition of Polycom, Inc.;

Representation of Deutsche Bank AG, New York Branch, as administrative agent and security agent, and Bank of America N.A., as co-collateral agents, and the other lenders party thereto, including Goldman Sachs International Bank, Citibank NA, JP Morgan Europe Ltd., and HSBC Bank PLC, in connection with the structuring and negotiating a £138 million NY law governed European/Australian asset-based revolving credit facility for Toys "R" Us with credit support from entities organized in England, France, Germany, Spain, Australia, Delaware and the British Virgin Islands;

Representation of Deutsche Bank AG New York Branch and Deutsche Bank Securities Inc., as administrative agent, joint lead arranger and joint book manager, in connection with US$1.75 billion senior unsecured credit facilities provided to Colfax Corporation, an investment grade, NYSE-listed Delaware corporation, and a global leading diversified manufacturing and engineering company that provides air, gas and fluid handling and fabrication technology products and services. The purpose of the financing was to refinance the company's senior secured credit facilities. The senior unsecured credit facilities include a multicurrency revolving credit facility;

Representation of Deutsche Bank AG, London Branch, as a mandated lead arranger and bookrunner, and Deutsche Bank AG New York Branch, as administrative agent, in connection with the amendment and extension of US$1.6 billion senior secured credit facilities and €2 billion senior secured credit facilities provided to Fresenius SE & Co. KGaA, a global leading diversified health care company that provides products and services for dialysis, hospitals and home medical care;

Representation of UBS Securities LLC, HSBC Bank plc and Mizuho Bank, Ltd., as joint lead arrangers and lead bookrunners, and UBS AG, Stamford Branch, as administrative agent, in connection with New York law governed First-Lien and Second-Lien Credit Agreements with aggregate principal amounts (the US$ equivalent) of up to £150m and £70m respectively, provided to finance BC Partners acquisition of the Mergermarket Group from the Financial Times Group, a division of the UK Publisher Pearson. The Mergermarket Group is a leading global provider of global corporate financial news, intelligence and analysis whose key brands include Mergermarket, Debtwire, DealReporter, Infinata, Wealthmonitor and Xtract Research;

Representation of Deutsche Bank AG, London Branch, as sole global coordinator, and Deutsche Bank AG, London Branch, Commerzbank Aktiengesellschaft, UniCredit Bank AG and HSBC Bank PLC, as arrangers, in connection with the refinancing and recapitalization of Minimax by way of senior secured facilities comprising of €315 million and US$422 million term loan B, €141.5 million Guarantee Facility and €40 million Revolving Facility;

Representation of Jefferies Finance LLC, as mandated lead arranger, in connection with the €150 million term facilities for the refinancing of the Famar group;

Representation of Credit Suisse, Jefferies and the Royal Bank of Scotland, as lead arrangers, in connection with senior facilities provided to finance the acquisition of Skrill Group Limited by CVC;

Representation of and European counsel to Deutsche Bank and Goldman Sachs, as the lead arrangers, under a US$395 million first lien credit agreement and a US$95 million second lien credit agreement for Clondalkin Acquisition B.V., a Dutch packaging company. The proceeds of the new facilities were used along with proceeds from asset sales and receivables securitizations to refinance the entire existing debt structure of Clondalkin;

Representation of Deutsche Bank AG London Branch, BNP Paribas, Rabobank, ING and ABN AMRO in connection with their financing of the €1.2 billion take-private acquisition by vehicles controlled by Advent International Corporation of shares in Mediq N.V., a Dutch-listed international provider of medical devices and pharmaceuticals;

Representation of Bank of America N.A. as administrative agent and collateral agent, in connection with an asset-based revolving credit facility in an aggregate principal amount of £110 million made available to Doncasters Group Limited and certain of its subsidiaries for the purpose of refinancing certain existing indebtedness, of the Doncasters Group and to fund working capital and other general corporate purposes;

Representation of Deutsche Bank AG in connection with the financing of health care company Fresenius Group's intended offer to acquire German hospital operator Rhöen-Klinikum AG. Fresenius plans to finance the acquisition through a syndicated loan, a bond issue and equity instruments worth up to €1 billion;

Representation of Jefferies and its affiliates in connection with a recapitalization of Klöckner Pentaplast, one of the world's largest suppliers of plastic films and the provision of approximately €630 million of new debt facilities provided by Jefferies to fund the prepayment of existing senior facilities of Klöckner Pentaplast as part of the recapitalization;

Representation of a confidential client, as the borrower, in connection with the RUB 38 billion term and revolving loan facilities provided by VTB Capital plc with respect to the refinancing of existing syndicated loans of the leading Russian automobile manufacturer GAZ Group;

Representation of Deutsche Bank and HSBC, as lead arrangers, in connection with the debt facilities made available to Colfax Corporation and its subsidiaries with regard to Colfax UK Holdings Ltd's recommended cash and share offer for Charter International PLC;

Representation of Nordic Capital, as sponsor, in connection with its acquisition and related financing of The Binding Site Group. The financing comprised of a term facility, CapEx and RCF and was secured by a security package covering jurisdictions in the UK, Germany and the US;

Representation of Deutsche Bank AG, as sole lender, in connection with a £522 million senior secured bridge credit facility provided to KSE, UK, Inc. in connection with its recommended mandatory cash offer made for Arsenal Holdings PLC, the UK listed holding entity for Arsenal Football Club;

Representation of Nordic Capital Fund VII in connection with its acquisition and related financing of the Handicare Group, one of Europe's leading healthcare equipment companies;

Representation of Jefferies, UBS and Wells Fargo, the joint book-running managers, in connection with a Rule 144A/Regulation S offering by Siemens Enterprise Communications of €200 million 10.75% Senior Secured Notes due 2015 and guaranteed by Enterprise Networks Holdings B.V. and 16 of its subsidiaries in ten jurisdictions. Siemens Enterprise Communications is a leading global provider of communications-related products and services to enterprises, including businesses, government agencies and other organizations;

Representation of Morgan Stanley and The Bank of Tokyo-Mitsubishi in connection with the issuance by CF Industries Holdings Inc. of an aggregate of US$1.6 billion of senior notes to finance its US$4.7 billion acquisition of Terra Industries Inc. The notes offerings consisted of US$800 million of 6.875% Senior Notes due 2018 and US$800 million of 7.125% Senior Notes due 2020. Other aspects of the transaction included US$2.5 billion of senior secured first lien credit facilities, US$1.75 billion of second lien bridge financing and a US$1.15 billion common stock offering;

Representation of Deutsche Bank, Credit Suisse and JPMorgan, as lead agents and arrangers, in connection with the acquisition by Fresenius SE of APP Pharmaceuticals Inc.;

Representation of Deutsche Bank and TowerBrook in connection with the restructuring of the capital structure of Wilton Brands, Inc.;

Representation of Deutsche Bank and SunTrust Bank, as lead agents and arrangers, in connection with the acquisition by Lee Enterprises, Incorporated of Pulitzer Inc., and the subsequent restructuring of Lee's capital structure;

Representation of Appleton Papers in connection with the restructuring of the capital structure of Appleton Papers, Inc;

Representation of Deutsche Bank, UBS Securities, Bank of America and BNP Paribas, as lead agents and arrangers, in connection with the acquisition by Oak Hill Capital Partners of eight Fox television stations; and

Representation of Qapital, Inc., the US operating subsidiary of Qapital Insight AB (publ) in connection to a term loan from Peak6 Capital Group.

Publications

Co-author, "Incremental facilities: another example of European and US loan market convergence," Butterworths Journal of International Banking and Financial Law, 2017

Author, "Yankee Loans – Structural Considerations and Familiar Differences from Across the Pond to Consider," The International Comparative Legal Guide to: Lending & Secured Finance, 2014

Co-author, "Structuring and Restructuring European Leveraged Finance Transactions," PLC Finance, 2013

Author, "Syndicating European debt into the US: It is not the picture but how you view it," PLC, 2012

Co-author, "A New Lease of Life," The Treasurer, February 2011

 

Awards and Recognition

Leading Lawyer, Finance - Commercial Lending – Legal 500 US 2019

Up and Coming Practitioner, Banking & Finance, Chambers USA 2019

IFLR 1000 Leading Lawyer