Benjamin A. Bodurian

The Firm is representing Carlyle Global Credit Investment Management L.L.C. and its affiliates (together, “Carlyle”) in connection with a transaction in which, upon obtaining approval by the shareholders of Vertical Capital Income Fund, a listed closed-end fund (NYSE: VCIF) (“VCIF”), Carlyle will become the investment adviser to VCIF.~~Pursuant to a transaction agreement, if VCIF shareholders approve a new investment advisory agreement with Carlyle and other closing conditions are satisfied, Carlyle will make a special one-time payment to VCIF shareholders of $10 million, or approximately $0.96 per share. In addition, Carlyle will make a $50 million equity commitment to VCIF shareholders and/or VCIF in multiple transactions, including (i) the purchase of up to approximately $25 million in value of VCIF shares through a tender offer and (ii) an investment of approximately $25 million in value of newly-issued VCIF shares and private VCIF share purchases. As a result of these transactions and assuming the tender offer is fully subscribed, Carlyle is expected to own approximately 40% of VCIF.~~The transaction is expected to close in the first half of 2023.~~The Simpson Thacher team includes Rajib Chanda, Steven Grigoriou and Jaime Dinan (Registered Funds); Jonathan Corsico, Benjamin Bodurian, Erin Harvey and Michael Palizkar (M&A); Jamin Koslowe and Jeff Penn (Executive Compensation and Employee Benefits); Jonathan Goldstein, Jonathan Cantor and Adam Hersch (Tax); Lori Lesser and Melanie Jolson (Intellectual Property); and Christopher Brown and Mark Haddox (Banking and Credit).~~

Jan 25

1 min

Simpson Thacher is representing funds managed by EQT in connection with the announced acquisition of Blume Global by WiseTech Global (ASX: WTC) for $414 million. Blume is headquartered in the United States and manages intermodal containers and chassis on behalf of six of the seven Class 1 US railroads, ocean carriers and other intermodal equipment providers including global freight forwarders and Beneficial Cargo Owners. The transaction is expected to close in the first quarter of 2023.~~The Firm also represented EQT in connection with the 2022 acquisition of Direct ChassisLink by an affiliate of GIC, OMERS Infrastructure and Wren House. Financial details of the transaction were not disclosed. DCLI is one of the largest chassis lessors in the U.S. With over 151,000 marine and 100,000 domestic chassis in its fleet, DCLI operates out of strategic locations across key port and rail terminals in the U.S.~~In 2019, EQT sold a majority stake in both businesses to an affiliate of Apollo Global Management while retaining a minority stake.~~EQT is a purpose-driven global investment organization with EUR 114 billion in assets under management within two business segments – Private Capital and Real Assets. EQT owns portfolio companies and assets in Europe, Asia-Pacific and the Americas and supports them in achieving sustainable growth, operational excellence and market leadership.~~The Simpson Thacher team includes: Michael T. Holick and Benjamin A. Bodurian (M&A); Jonathan Goldstein and William Smolinski (Tax); and Robert Lee, Vandana Harris and Vasanth Padaki (Private Funds).

Feb 22

1 min

The Firm is representing Finance of America Companies in connection with its proposed business combination with Replay Acquisition Corp. (NYSE: RPLA), a publicly traded special purpose acquisition company, that will result in Finance of America Companies becoming a publicly listed company with a projected $1.9 billion equity valuation.~~Finance of America Companies is an end-to-end consumer lending and services platform which seamlessly connects borrowers with investors. Product offerings include mortgages, reverse mortgages, and loans to residential real estate investors distributed across retail, third party network, and digital channels.~~The Simpson Thacher team includes Elizabeth Cooper, Michael Chao, Benjamin Bodurian, Paul Bolaji and Carina Kan (M&A); Josh Bonnie, Will Golden, Patrick McCamy, Claire DiMario, Jesse Schulman and Samantha Sergent (Capital Markets); Charles Mathes (Public Company Advisory Practice); Jonathan Ozner and Tony Rim (Debt Financing); Jon Goldstein, Sophie Staples and Eli Shalam (Tax); Greg Grogan and Jason Fixelle (ECEB); Amber Harezlak (IP); and Peter Guryan and Kelly Karapetyan (Antitrust).

Oct 14

1 min

The Firm is representing First Eagle Alternative Capital BDC, Inc., a publicly traded business development company (NASDAQ: FCRD) (“FCRD”) in the announced sale of FCRD to Crescent Capital BDC, Inc., another publicly traded business development company (NASDAQ: CCAP) (“CCAP”).~~In connection with the transaction, FCRD stockholders are expected to receive a combination of (i) CCAP shares valued at 100% of CCAP’s net asset value per share at the time of closing of the transaction in an aggregate number equal to FCRD’s net asset value at closing, up to a maximum of 19.99% of outstanding CCAP shares at the time of the closing (“Share Issuance Cap”); (ii) cash from CCAP for any amounts not paid in CCAP shares due to the Share Issuance Cap; and (iii) an additional cash payment from Crescent Cap Advisors, LLC (“CCAP Adviser”) of $35 million in aggregate, or approximately $1.17 per share of FCRD stock. The exchange ratio for the stock component of the merger consideration and the amount of cash from CCAP pursuant to clauses (i) and (ii) above will be determined by the respective net asset values of CCAP and FCRD at the time of closing. In addition, FCRD stockholders may make an election to receive all or a portion of the merger consideration paid by CCAP pursuant to clauses (i) and (ii) above in either CCAP shares or in cash, subject to pro rata cut backs such that the aggregate amount of shared issued and cash paid by CCAP are equal to the amounts described in such clauses (i) and (ii). Following the transaction, FCRD stockholders are expected to own approximately 17% of the combined company.~~In addition to approval by FCRD’s stockholders, the closing of the merger is subject to customary conditions. The parties currently expect the transaction to close as early as the fourth calendar quarter of 2022.~~The Simpson Thacher team includes David Blass, JJ Dikmak and Jaime Dinan (Registered Funds); John Dougherty, Benjamin Bodurian and Kuai Yu (M&A); Jonathan Goldstein, Jonathan Cantor and Scott Grundei (Tax); Benjamin Persina (Banking and Credit); Kelly Karapetyan and Peter Guryan (Antitrust); Jonathan Ozner and Jonathan Pacheco (Capital Markets); Jamin Koslowe (ECEB); and Lori Lesser and Bobbie Burrows (Intellectual Property).

Apr 10

2 min

Simpson Thacher is representing Supernova Partners Acquisition Company (NYSE: SPNV), a special purpose acquisition company, in connection with its proposed business combination with Offerpad. The transaction, which is expected to close in the middle of 2021, values Offerpad at a post-transaction equity value of approximately $3 billion. The transaction also includes $200 million in committed funding from third-party PIPE investors and $50 million in committed funding from affiliates of Supernova.~~Offerpad, which was founded in 2015, is a leading residential real estate “iBuyer” that allows customers to buy and sell homes using online platforms.~~Supernova is led by Spencer Rascoff, a serial entrepreneur who co-founded Hotwire, Zillow, dot.LA and Pacaso and led Zillow as CEO for nearly a decade; Alexander Klabin, the founder and CEO of Ancient and the co-founder of Senator Investment Group; Robert Reid, an investor who worked for 21 years at Blackstone in its private equity group; and Michael Clifton, an investor who was most recently a senior investment professional at The Carlyle Group.~~The Simpson Thacher team includes Jonathan Corsico, Michael Wolfson, Benjamin Bodurian and Matthew Richardson (M&A); Roxane Reardon, Marisa Stavenas and Arielle Trapp (Capital Markets); Jonathan Goldstein and Joseph Tootle (Tax); David Rubinsky and Laura Gallo (ECEB); Christopher Brown and Noah DeBlasi (Banking & Credit); Lori Lesser (IP); Krista Miniutti and Stephanie Brenner (Real Estate); and Adeeb Fadil (Environmental).

Mar 18

1 min