Syndicated Lender Representations

• $17 billion senior unsecured bridge loan facility to Fiserv, Inc. for its acquisition of First Data Corporation
• $10.5 billion financing related to Coty’s acquisition of P&G’s Beauty Business (including over $2 billion of incremental facilities)
• $7.8 billion financing related to JAB’s acquisition of Keurig Green Mountain (including $1.4 billion of incremental facilities)
• $4.5 billion financing related to Tribune Company’s acquisition of Local TV Holdings (including $420 million of incremental facilities)
• $3.8 billion financing related to Hologic’s acquisition of Gen-Probe Incorporated
• $3.65 billion first-lien credit facilities and $600 million second-lien term loan facility for McAfee
• $3.5 billion senior secured credit facilities and $1.5 billion unsecured term loan for Yum! Brands
• $2.8 billion senior secured facilities and $1.2 billion financing related to JBS’s acquisition of Cargill Pork
• $1.9 billion financing related to Fidelity National Financial’s acquisition of Lender Processing Services
• $1.77 billion financing related to Tempur-Pedic's acquisition of Sealy Corporation
• $1.6 billion financing related to Leonard Green Partners’ and TPG’s acquisition of Life Time Fitness (including $100 million of incremental facilities)
• $800 million senior secured credit facilities for Chobani
• £725 million “Yankee” financing related to Vista Equity Partners’ public-to-private acquisition of Advanced Computer Software
• $675 million senior secured facilities for Demoulas Supermarkets
• $650 million senior secured facilities and $200 financing related to Energizer’s acquisition of HandStands
• $465 million financing related to Platinum Equity’s acquisition of Sensis (including $100 million of incremental facilities)
• $465 million financing related to Centerbridge Partners’ acquisition of ICS
• $425 million financing related to Thomas H. Lee Partners’ acquisition of Curo Health Services
• $375 million financing related to ContextMedia’s acquisition of AccentHealth
• $350 million senior secured facilities for iPayment

Borrower Representations

• $3.5 billion senior unsecured revolving credit facility for Emerson Electric
• $3.05 billion senior unsecured bridge facility related to Computer Sciences Corporation’s acquisition of certain assets from HP
• $2.25 billion multicurrency senior unsecured revolving credit facility for V.F. Corporation
• $2 billion asset-based commodity credit facility for Noble Americas Corp. and $1 billion asset-based commodity credit facility for Noble Clean Fuels Ltd.
• $2 billion senior secured project notes and $300 million bridge loan for Delek Group
• $1.75 billion reserve-based credit facilities and $1.15 billion second-lien term loans and notes offering for Quicksilver Resources
• $1.5 billion senior unsecured revolving credit facility for Ingram Micro and $100 million trade receivable securitization program
• $550 million financing for NICE’s acquisition of inContact
• $500 million reserve-based credit facility for EdgeMarc Energy
• $240 million senior secured term loan and asset-based loan facilities for FRAM Group

Direct Lending Representations

• $180 million senior secured term loan for Basic Energy Services
• $150 million senior secured term loan facility for NMI Holdings
• $90 million term loan facility for ParFab Field Services
• $62.5 million second-lien term facility for B&G Crane Service

Restructuring Representations

• $1.1 billion exit term loan for Tribune Company
• $800 million of debtor-in-possession facilities for The Great Atlantic & Pacific Tea Company
• $165 million exit term loan and $90 million debtor-in-possession facilities for Key Energy Services
• $165 million exit term loan and $90 million debtor-in-possession facilities for Basic Energy Services
• $135 million senior secured term loan in connection with the out-of-court restructuring of JW Aluminum
• $100 million debtor-in-possession and exit term loan facilities for RCS Capital Corporation

Structured Finance Representations

• Advised top tier asset management company and affiliated funds in connection with over $1.5 billion of with revolving subscription credit facilities and fund of fund credit facilities secured by private equity interests
• $1.1 billion bridge and term loan facilities for Bain Credit's acquisition of a portfolio of mezzanine and special situation investments
• Advised a leading financial institution in connection with over $750 million of structured credit facilities secured by hedge fund interests, private equity interests, appraisal rights and other illiquid collateral
• Advised a leading financial institution in connection with over $1.5 billion of fund of fund credit facilities for alternative asset managers secured by hedge fund interests

Mr. Dworkin is consistently recognized for his work in the legal industry:

• Chambers USA – Banking & Finance (Nationwide)

• Legal 500 US – Commercial Lending (US)

• IFLR1000 – Banking (US)

Publications

• "Structural Considerations in Deal Contingent Hedges," The International Comparative Legal Guide to Derivatives 2020, First Edition
• "The Continuing Evolution of the Direct Lending Market,” The International Comparative Legal Guide: Lending & Secured Finance 2020
• “A Fresh Look At Acquisition Financing terms,” International Financial Law Review, 2020
• “Considerations in Providing NAV Facilities to Individuals,” Global Legal Insights – Fund Finance 2020, Fourth Edition
• “Increasing Limitations on Secured Creditor Remedies,” Practising Law Institute: Leveraged Financing 2020
• “Trends In Acquisition Financing Terms,” Practising Law Institute, 2020
• “The Federal Reserve’s Revised Main Street Lending Program,” Davis Polk Client Memorandum, 2020
• "The Continuing Evolution of NAV Facilities," GLI - Fund Finance 2019
• “Considerations in Using Incremental Facilities to Finance Acquisitions,” Davis Polk Client Memorandum, 2019
• “Dealing with Difficult Conditions in the Term Loan B Market,” Davis Polk Client Memorandum, 2019
• “Avoiding Traps When Documenting Make-Whole Premiums for Term Loans,” The International Comparative Legal Guide to: Lending & Secured 2018
• “Recent Developments in Fund Financing: Hybrid Facilities, Insider Leverage and Overcall Limitations,” GLI - Fund Finance 2018
• “Escrow Funding in the Term Loan B Market,” The International Comparative Legal Guide to: Lending & Secured Finance 2017
• “The Use of Net Asset Value Facilities for Portfolio Acquisitions,” GLI - Fund Finance, First Edition, 2017
• “Can Falling Interest Rates Increase a Company’s Financing Costs?,” Davis Polk Client Memorandum, March 2016
• “Developments in Intercreditor Dynamics,” The International Comparative Guide to Lending & Secured Finance 2015
• “Recent Trends in U.S. Term Loan B,” The International Comparative Guide to Lending & Secured Finance 2014
• “Recognition and Comity in Cross-border Insolvency Proceedings,” The International Insolvency Review 2013