Justin Wagstaff

Partner, New York

Biography

Justin Wagstaff “is fantastic – will work as hard as needed to get the job done, strong negotiator in a transaction and easy to work with.” (Legal 500, 2021).
The Legal 500 US 2019 and 2020

Overview

Justin Wagstaff is a Partner in the Debt Finance Practice of White & Case in its New York office. Justin serves as the Global Head of the Firm's Borrower Finance practice and is also a member of the Private Equity team. Justin has been recognized in the 2021 edition of Legal 500 US as a Leading Lawyer in the field of Banking and Finance. 

Justin's practice focuses primarily on representing corporate borrowers and major private equity sponsors and their portfolio companies on a variety of complex financing transactions. He also has extensive experience with liability management transactions and financial restructurings, including debtor-in-possession and exit financings.

Justin is highly valued for his domestic and cross-border New York law expertise. In particular, he is able to provide clients with a unique perspective, having worked in White & Case's London office from 2014 to 2018, where, in addition to continuing to represent US-based borrowers in domestic transactions, he often represented European-based borrowers looking to access the US debt markets. In his role as the Global Head of the Firm's Borrower Finance practice, Justin works seamlessly alongside the Firm's M&A, debt and equity capital markets and financial restructuring teams in order to achieve his clients' desired outcomes and goals. 

Clients look to Justin to provide creative and commercially supportive solutions to their most novel challenges. He is well-recognized for consistently delivering tailored advice throughout a company's life cycle.

Bars and Courts
New York State Bar
Supreme Court of New South Wales, Australia
Education
Bachelor of Laws
University of New South Wales
Bachelor of Commerce
University of New South Wales
Languages
English

Experience

  • Representation of CVC Capital Partners and its portfolio companies on various financing matters including:
    • the financing of its acquisition of a controlling stake in MedRisk, the largest US managed care organization dedicated to the physical rehabilitation of injured workers. The financing compromises both a first and second lien credit facility providing for US$1.05 billion in term loans, along with a US$100 million revolving facility.
    • the financing of a recapitalization of UnitedLex, a leading alternative legal services provider. The financing was comprised of a term loan facility and revolving credit facility.
    • the financing of its acquisition of a controlling stake in Vitech Systems Group, a global provider of cloud-based benefit and investment administration software. The financing was comprised of US$100.5 million of term loan facilities and a US$30 million revolving credit facility.
    • the financing of its US$2.2 billion acquisition of ConvergeOne, Inc., a NASDAQ-listed global IT/managed services provider of collaboration and technology solutions. The financing was comprised of a US$960 million senior secured first lien term loan facility, a US$275 million senior secured second lien term loan facility, a US$250 million senior secured asset-based revolving credit facility.
    • the issuance by ConvergeOne, Inc. of US$75 million in senior secured notes.
    • the financing of its US$1.425 billion acquisition of PDC Brands, one of the fastest growing wellness and personal care companies in the world. The financing was comprised of first-lien and second-lien term loan facilities and a revolving credit facility totaling US$825 million.
    • the amendment of a first lien credit agreement for a US$183 million incremental term loan to PDC Brands.
    • various financings for the Alvogen Group, including:
      • a US$350 million incremental term loan facility and an increase to an existing ABL facility for Alvogen Pharma US.
      • an amendment to a term loan credit agreement to incur refinancing facilities of more than US$1.013 billion.
      • an amend and extend transaction related to Alvogen Pharma US's term loan and ABL facilities.
  • Representation of Avast plc, a global leader in digital security products, on multiple transactions and financings, including:
    • the acquisition financing in connection with the US$1.3 billion acquisition of AVG Technologies, a developer of business, mobile and PC device security software applications, by way of a public tender offer.
    • Its initial public offering, the biggest-ever software IPO on the London Stock Exchange
    • the refinancing of existing credit facilities totaling US$837 million equivalent
  • Representation of Swissport, the world's leading provider of airport ground services and air cargo handling, on its comprehensive restructuring and recapitalization. The financing was comprised of amendments to existing credit documents to facilitiate a restructuring, a super senior facilities agreement to provide a €300 million interim facility, and a €500 million term loan facility incurred in connection with the completion of the restructuring. The restructuring provided Swissport with a delevered and strengthened balance sheet by addressing approximately €1.9 billion of existing debt, and left the business with improved liquidity with which to withstand the ongoing challenges posed by the coronavirus pandemic.
  • Representation of Entrepreneurial Equity Partners on various financing matters including:
    • the financing of its acquisition of Ya YA Foods Corp, a Canadian beverage and liquid foods manufacturer and co-packer. The financing was comprised of a senior secured term loan facility, a senior secured revolving credit facility and a mezzanine unsecured notes issuance.
    • the financing of its acquisition of Daniele International Inc., a US charcuterie manufacturer and distributor. The financing was comprised of a senior secured term loan facility, a senior secured revolving credit facility and a mezzanine unsecured notes issuance.
    • the financing of its acquisition of Kronos Foods, a leading Mediterranean food manufacturer and distributor. The financing was comprised of a senior secured term loan facility, a senior secured revolving credit facility and a mezzanine unsecured notes issuance.
    • the financing of its acquisition of Grecian Delight Foods, Inc., a leading Mediterranean food manufacturer and distributor. The financing was comprised of a senior secured incremental term loan facility, a senior secured incremental revolving credit facility, and a mezzanine unsecured notes issuance. (The acquisitions of Kronos Foods and Grecian Delight Foods merged to form World Food Holdings).
  • Representation of I Squared Capital Advisors on the financing of its acquisition of Star Leasing Company, LLC, a leading US trailer lessor. The financing was comprised of an asset-based revolving credit facility, primarily based on trailers and related receivables.
  • Representation of I Squared Capital Advisors on the financing of its acquisition of a controlling interest in Flexi-Van Leasing, a leading US trailer lessor. The financing was comprised of an asset-backed facility, primarily based on chassis trailers and related lease receivables.
  • Representation of IFM Investors and its portfolio company Buckeye Partners, which owns one of the largest diversified networks of integrated midstream assets, on various financings including:
    • IFM Investors' US$2.85 billion acquisition of Buckeye Partners. The financing was comprised of $2.25 billion in initial term loans and a $600 million revolving credit facility.
    • an amendment to Buckeye Partners' existing credit agreement, providing for a US$600 million increase in the revolving facility commitments.
  • Representation of Natgasoline LLC, a US-based methanol producer, and its shareholders, OCI N.V. and Consolidated Energy Limited AG, in connection with term loan B and revolving credit facilities totaling US$625 million and a US$336 million notes issuance.
  • Representation of Consolidated Energy Finance S.A., a financing subsidiary of Switzerland-based leading international methanol and fertilizer manufacturer Consolidated Energy Limited AG, in connection with:
    • a US$600 million term loan B, a US$225 million revolving credit facility and a US$525 million notes issuance.
    • a US$92 million incremental term facility arranged by Morgan Stanley Senior Funding, Inc. and JPMorgan Chase Bank, N.A
  • Representation of Cobepa on the financing of its acquisition of BioAgilytix Labs, a leading provider of large molecule bioanalytical testing services. The financing was comprised of a senior term loan and revolving credit facility.
  • Representation of Triton Investment Management on the financing of its acquisition of ACRE Operating Group, a leading end-to-end security solutions provider. The financing was comprised of an initial term loan facility, a delayed draw term loan facility, and a revolving credit facility. The acquisition was followed by an incremental term loan incurred in connection with Triton and ACRE's acquisition of Time Data Security Limited, a cloud-based workspace solutions provider.
  • Representation of Triton Investment Management on the financing of its acquisition of WernerCo, a Switzerland-based fully integrated international manufacturer and distributor of ladders, secure storage systems and light duty construction equipment. The financing was comprised of a secured term loan, an asset-based revolving credit facility and an unsecured bond.
  • Representation of HgCapital and Mitratech, a leading global provider of legal, risk and compliance software serving multinationals and SMEs across Europe and the US, on various finacings including the financing of HgCapital's acquisition of Mitratech and various acquisition financings by Mitratech's of similar businesses. The various financings are comprised of senior secured term loans (including various incremental facilities), committed acquisition and delayed draw faciltiies and a revolving credit facility.
  • Representation of HgCapital and Sovos Compliance, a Boston-headquartered leading provider of regulatory tax compliance software, on various finacings including the financing of HgCapital's acquisition of Sovos and various acquisition financings by Sovos of similar businesses. The various financings are comprised of senior secured term loans (including various incremental facilities), junior secured term loans, committed acquisition and delayed draw faciltiies and a revolving credit facility.
Awards and Recognition

Legal 500 US 2021
Justin Wagstaff "is fantastic – will work as hard as needed to get the job done, strong negotiator in a transaction and easy to work with."

"His technical expertise is superior and is able to provide broader context regarding what is considered industry norms and how to apply past learnings to current topics/issues."