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

Overview

Justin Wagstaff is a partner in White & Case's Debt Finance practice, based in New York. Justin serves as the Global Head of the Firm's Borrower Finance pillar and is also a member of the Private Equity team.

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 White & Case'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 Mediaocean, the leading global omnichannel advertising platform. The financing comprised of a US$925 million first lien facility, US$125 million second lien facility, and a US$75 million revolving facility;
    • the financing of its acquisition of ExamWorks Group, Inc. and its subsidiaries, a wide portfolio of innovative medical services. The financing comprised a US$1.7 billion senior secured first lien term loan facility, a US$540 million senior secured second lien term loan facility and a US$250 million senior secured revolving credit facility;
    • financing advice in connection with its minority investment in Authentic Brands Group LLC, a brand management company and owner of portfolio of brands including Forever 21, Brooks Brothers, Barneys New York, Lucky Brand and Juicy Couture;
    • the financing of its acquisition of a controlling stake in MedRisk, the largest US managed care organization for injured workers. The financing comprised 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 its US$2.2 billion acquisition of ConvergeOne, Inc., a NASDAQ-listed global IT/managed services; subsequent issuance of US$75 million in secured notes; and an incremental amendment of US$150 million, which will be used to finance acquisitions;
    • the financing of a recapitalization of UnitedLex, a leading alternative legal services provider;
    • the US$130.5 million 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 of its US$1.425 billion acquisition of PDC Brands, one of the fastest growing wellness and personal care companies in the world, and the amendment of a first lien credit agreement for a US$183 million incremental term loan to PDC Brands; and
    • 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; and 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 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; and
    • the refinancing of existing credit facilities totalling 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 facilitate 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 Macquarie Infrastructure and Real Assets Inc., as Sponsor, and RF Merger Sub Inc., as initial borrower, in a US$150 million term loan facility and a US$275 million revolving credit facility financing for the acquisition of Cincinnati Bell Inc., a regional telecommunications service provider based in Cincinnati, Ohio.
  • Representation of IFM Investors and its portfolio company Buckeye Partners, on various financings including IFM Investors' US$2.85 billion acquisition of Buckeye Partners and a US$600 million amendment to Buckeye Partners' existing credit agreement.
  • Representation of Natgasoline LLC, a US-based methanol producer, and its shareholders, OCI N.V. and Consolidated Energy Limited AG, in connection with a US$625 million term loan B and revolving credit facilities 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; and
    • a US$92 million incremental term facility.
  • Representation of Cobepa on various financing matters, including the financing of its acquisition of BioAgilytix Labs, a leading provider of large molecule bioanalytical testing services and the financing of the acquisition of 360biolabs Pty Ltd by Bio18 Borrower LLC, a Cobepa portfolio company;
  • Representation of Triton Investment Management on various financing matters, including:
    • the financing of its acquisition of ACRE Operating Group, a leading end-to-end security solutions provider and the financing of the acquisition of Feenics, Inc., an access control as a service (ACaaS) platform, by ACRE Operating Group, LLC; and
    • the financing of its acquisition of WernerCo, a Switzerland-based international manufacturer and distributor of ladders, secure storage systems and light duty construction equipment, and the extension of WernerCo's ABL credit facility.
  • Representation of I Squared Capital Advisors on various financing matters, including:
    • the financing of the acquisition of Star Leasing Company, LLC, a leading US trailer lessor. The financing comprised of an asset-based revolving credit facility, primarily based on trailers and related receivables; and
    • the financing of a controlling interest in Flexi-Van Leasing, a leading US trailer lessor, and an  incremental amendment to increase Flexi-Van's existing revolving credit facility equal to US$150 million.
  • 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 of its acquisition of Grecian Delight Foods, Inc., a leading Mediterranean food manufacturer and distributor;
    • the financing of its acquisition of Kronos Foods, a leading Mediterranean food manufacturer and distributor; and
    • the financing of its acquisition of Daniele International Inc., a US charcuterie manufacturer and distributor.
Awards and Recognition

Leading Lawyers, Legal 500 US 2022 - Finance

Legal 500: Leading Lawyer, Legal 500 US (2020 & 2021), Commercial Lending – Advice to Borrowers

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."