Gravitas (Read the whole thing for this to make sense)
Paul Hastings’s Cindy J.K. Davis and her team lost a lot of sleep closing a multi-jurisdiction syndicated credit facility.
Deal Watch Blog commends their hard work.
We think they got jerked around.
Davis (UMass Amherst BA ‘87, Florida JD ‘90) was the lead partner on a $500 million loan to Del Monte, syndicated by her client Rabobank.
The transaction, according to Davis, involved 25 other banks and employed 20 law firms—including Fresh Del Monte’s in-house lawyers and outside counsel at Cleary Gottlieb Steen & Hamilton in New York.
It also tapped into the laws of 15 far-flung jurisdictions, including Panama, Gibraltar, Liberia, Hong Kong, Chile, Japan, Costa Rica, the United States and the United Kingdom.
To secure the deal, Davis said, her team took liens on personal property in five countries and pledges of stock in 15 others.
OK, fine that’s exactly what banking lawyers at large firms sign up for. Cleary certainly knows what it’s like to work on international deals; Paul Hastings maybe does less cross-border work, but this is still not an off-the-wall transaction.
Rabobank, assisted by the Paul Hastings team, put together a syndicate of about 25 other lenders, each of which loaned a percentage of the overall amount to Fresh Del Monte. Once Rabobank and Fresh Del Monte had worked out the terms of the credit facility, the lawyers distributed the documents to the different lenders, gave them an opportunity to comment, coordinated collateral around the world and fielded comments and questions from all the different lenders.
WTF? They let all 25 participants in the syndicate comment? We know the credit markets are tight, but that’s a sign of a weak lead bank. Paul Weiss should be running a tighter ship, too, so we’re not particularly sympathetic to their lost sleep.
No wonder they ended up doing this:
“We wound up closing the transaction on a Thursday morning in our office here at 9 a.m., and we worked continuously until Friday at about 2:30 p.m. … All night long, no sleep,” she said. “That’s not unexpected with a deal this size, with all the different time zones involved. It was kind of a rolling call of lawyers all night long in order of time zones.”
And that, she said, is after staying up until 3 a.m. for a week previously, working on various aspects of the deal.
At least she got to travel the world and see all these exotic locations where the collateral was, right?
Despite the global nature of the deal, Davis didn’t get to travel to the tropical locales where many of the lenders and Fresh Del Monte subsidiaries are located. “I did it all from the U.S.,” she said. “I would love to have gone … to Costa Rica to eat the pineapple right in the field … [but] with e-mail these days, there’s really no need to travel.”
Ain’t technology grand?
PS – We’re not going to make a habit of commenting on lawyers’ pictures, but Davis is an attractive woman, judging by the Deal Watch picture, so we don’t understand why she’s using what looks like a 20-year old first-year picture on her firm profile. The more-mature picture certainly has more gravitas.
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The Dutch (and apparently their banks) love consensus-building. They may have taken it a bit far in this one soliciting comments from all the other lenders, but as you point out that probably just demonstrates a weak pimp hand on the part of Paul Hastings.
Farm Credit Services of the Mountain Plains (Commitment: $9mil) was probably the PITA lender.