Brian D.Trudgen

Partner

Pittsburgh + 1.412.394.9540

Brian Trudgen represents a variety of leading banks, public and private companies, and private equity funds. He represents lenders and borrowers in a wide variety of leveraged, asset-based, subordinated, mezzanine, and acquisition financing transactions in the United States and abroad.

Over nearly 20 years in practice, Brian has assisted clients in a broad range of financing matters involving aircraft, vessels, railcars, federal government receivables, titled equipment, financial instruments, tribal law, and gaming.

Brian is a frequent presenter on ESG (environmental, social, and governance), electronic signature, capital markets, and secured lending matters at continuing legal education and client training programs.

Experience

  • Leading automotive components and systems supplier obtains $100 million senior secured term loan facilityJones Day represented a leading automotive components and systems supplier in connection with a $100 million senior secured term loan facility.
  • Noble Environmental acquires GFL landfills, collection assets in Pennsylvania and MarylandJones Day advised Noble Environmental Inc. in the acquisition of multiple disposal, transfer and collections assets in Pennsylvania and Maryland from GFL Environmental Inc.
  • U.S. Steel sells Transtar, LLC to Fortress Transportation and Infrastructure Investors for $640 millionJones Day represented United States Steel Corporation, an integrated steel producer with major production operations in the United States and Central Europe, in connection with the sale of its wholly owned short-line railroad subsidiary, Transtar, LLC, to a subsidiary of Fortress Transportation and Infrastructure Investors LLC for $640 million.
  • PNC leads $900 million revolving credit facility for manufacturer and supplier of products that protect health and safetyJones Day represented PNC Bank, National Association, as administrative agent, and PNC Capital Markets LLC, as joint lead arranger and joint bookrunner, in connection with a fourth amended and restated credit agreement for a manufacturer and supplier of products that protect health and safety, providing a $900 million revolving loan facility.
  • Coronado Global Resources completes US$550 million in combined financingJones Day represented Coronado Global Resources Inc., in connection with (i) an offering of US$350 million aggregate principal amount of 10.750% Senior Secured Notes due 2026, (ii) a secured asset-based revolving credit agreement in an initial aggregate principal amount of US$100 million, and (iii) an offering of US$100 million aggregate principal amount of shares of its Common Stock in the form of CHESS Depositary Interests, which are listed on the Australian Stock Exchange.
  • Genesis Healthcare Partners creates partnership with Triton Pacific Capital Partners to form Urology Partners of AmericaJones Day represented Genesis Healthcare Partners, P.C., a large San Diego-based physician group specializing in comprehensive urologic care, including radiation oncology and gastroenterology, in its sale to Urology Partners of America, LLC, a newly-formed national urology platform backed by Triton Pacific Capital Partners.
  • Medifast obtains $125 million revolving credit facilityJones Day represented Medifast, Inc., an American nutrition and weight loss company, in connection with a $125 million senior secured revolving credit facility with Citibank, N.A., as administrative agent.
  • Riverside portfolio company acquires Evolution Labs, Inc.Jones Day represented The Riverside Company in connection with the acquisition by portfolio company Navigate360, LLC of Evolution Labs, Inc., a leading developer of social-emotional, mental health and safety content and learning management software for K-12 students and college students.
  • PNC Bank provides $100 million senior secured revolving credit facility to public utilityJones Day advised PNC Bank, National Association, as administrative agent and lender, in connection with a $100 million senior secured revolving credit facility provided to a public utility.
  • Riverside portfolio company acquires P3 Global Intel business from Anderson Software, LLCJones Day represented The Riverside Company in connection with the acquisition by portfolio company Navigate360, LLC of P3 Global Intel, a developer of tip and intelligence management software which provides school administrators and law enforcement with a seamless and efficient solution to address significant health and safety concerns, from Anderson Software, LLC.
  • Privately held company obtains term loan and amends existing credit agreementJones Day represented a privately held company in connection with a senior secured subordinated term loan from a fund and an amendment to its existing credit and security agreement, lease documents, and equipment notes with a national bank.
  • Global systemically important bank (GSIB) conducts risk assessment to determine impact of LIBOR transition on enterprise-wide portfoliosJones Day is advising a GSIB with respect to enterprise-wide portfolios impacted by the LIBOR transition, including conducting portfolio-wide risk impact assessments, analyzing various consumer products, and developing litigation contingency plans.
  • National bank amends $385 million credit agreementJones Day advised a national bank, as administrative agent, in connection with the $385 million amendment to a syndicated credit agreement.
  • PNC Bank-led syndicate provides $200 million senior secured 364-day term loan credit facility to AMERCOJones Day represented PNC Bank, National Association, as administrative agent and a lender, in connection with a $200 million senior secured 364-day term loan credit facility provided to AMERCO, the parent company of U-Haul.
  • Sequential Technology International sold to APC HoldingsJones Day advised Sequential Technology International LLC, an innovative leader in the software, consulting, and BPO sectors, in its sale to APC Holdings.
  • U.S. Steel executes Option Agreement for potential joint venture with Stelco Inc. to acquire 25% interest in Minntac at enterprise value of $2.4 billionJones Day represented United States Steel Corporation, an integrated steel producer with major production operations in the United States and Central Europe, in connection with the execution of an Option Agreement for a potential joint venture with Stelco Inc., a vertically integrated Canadian steelmaker.
  • U.S. Steel acquires remaining 50% ownership interest in USS-POSCO Industries from POSCO-California CorporationJones Day advised United States Steel Corporation in its acquisition of POSCO-California Corporation's 50% partnership interest in USS-POSCO Industries, a Pittsburg, California-based producer of cold-rolled sheets, galvanized sheets, and tin mill products made from hot bands, resulting in USS-POSCO Industries becoming a wholly-owned subsidiary of U.S. Steel.
  • National bank provides $181 million term loan facility to public utilityJones Day represented a national bank, as administrative agent, in connection with a $181 million term loan facility provided to a public utility.
  • Corporate trustees seek advice relating to LIBOR transitionJones Day is advising two U.S.-based corporate trustees with respect to portfolios impacted by LIBOR transition and COFI cessation, including conducting portfolio-wide risk impact assessments, analyzing various consumer products, and developing litigation contingency plans.
  • Tecum Capital invests in National Power CorporationJones Day represented Tecum Capital Partners in connection with its investment in and related financing of National Power Corporation, a provider of power generators, products, and services.
  • The following represents experience acquired prior to joining Jones Day.

    Multi-Lender Credit Facilities

    Served as counsel to the administrative agent and lead arranger in connection with a $1.6 billion unsecured credit facility for a publically traded manufacturing company borrower, the proceeds of which were used to refinance existing indebtedness and for working capital.

    Served as counsel to the administrative agent and lead arranger in a $130 million asset-based credit facility for a publically traded manufacturing company borrower, the proceeds of which were used to refinance existing indebtedness and for working capital. The credit facility included U.S., Canadian, French, and English tranches of debt with obligors and collateral in those jurisdictions.

    Served as counsel to the administrative agent and lead arranger in connection with an $800 million credit facility for a public company borrower, the proceeds of which were used to refinance existing indebtedness and to financing the acquisition of a group of companies in the wood treatment industry. The obligations under the credit facility were secured equally and ratably with the company's outstanding notes pursuant to the terms of a collateral trust agreement.

    Served as counsel to the administrative agent and lead arranger in connection with a $200 million unsecured credit facility for a public company borrower in the railroad and transportation industries.

    Served as counsel to the administrative agent and lead arranger in connection with $120 million in senior secured credit facilities, including a tranche of $50 million in economic development revenue bonds, for a privately held company in the meat packing industry.

    Served as counsel to the administrative agent and lead arranger in a $335 million asset-based credit facility for a national petroleum company.

    Served as counsel to the administrative agent and lead arranger in connection with a $202 million senior secured credit facility to finance the acquisition of the stock of a specialty metals company. The credit facility also involved the merger of the acquired company into the borrower, as well as the negotiation of a subordination agreement with third-party lenders who helped to finance the acquisition.

    Served as counsel to the administrative agent and lead arranger with respect to a $400 million unsecured credit facility provided to an investment-grade, public company borrower.

    Served as counsel to the administrative agent and lead arranger with respect to a $400 million senior secured credit facility provided to a vertically integrated, global vision company and 35 of its domestic subsidiaries. The credit facility was guaranteed by the borrower's nonprofit insurance company parent, which implicated various regulatory issues in the structuring and documentation of the guaranty agreement.

    Served as counsel to the administrative agent and lead arranger with respect to approximately $160 million in senior secured credit facilities consisting of first lien, second lien, and fully subordinated tranches of debt for a specialized manufacturing company with U.S. and Canadian operations.

    Served as counsel to the administrative agent, collateral agent, sole lead arranger, and sole bookrunner with respect to an $85 million revolving credit facility with a $25 million export-related subfacility, which was guaranteed by the Export-Import Bank of the United States under a fast-track working capital guaranty program for a global specialty chemicals company. The credit facilities were secured by first/second priority liens in all of the company's domestic assets with inverse first/second priority liens granted in connection with a simultaneous high yield debt offering (wrap collateral structure).

    Single-Lender Credit Facilities

    Served as counsel to a bank with respect to the issuance of an $80 million letter of credit used to provide credit enhancement and liquidity support for certain industrial development bonds. The facility was secured by a gross revenue pledge of the members of the obligated group under two separate master indentures.

    Served as counsel to a financial institution in connection with a $100 million term loan made to a processing company, the proceeds of which were used to refinance a tranche of notes issued pursuant to senior notes offering.

    Served as counsel to a financial institution in connection with a $90 million credit facility that included a $50 million revolving credit facility and a $40 million term loan facility for a holding company that owns and operates various equipment manufacturers and a marine transportation provider.

    Served as counsel to a financial institution in connection with the structuring, documentation, and negotiation of a $10 million secured term loan facility provided to a municipal authority in connection with the transfer of the ownership of certain facilities from a private management company to a municipal authority in which the private company continued in its role as the manager of such facilities. The credit facility was secured by a pledge of such transferred assets. In addition, the structuring of the financing arrangements required the resolution of a number of issues that are unique to the context of a public-private partnership, including those related to the municipal authority's power to enter into the public-private partnership with the management company as well as issues related to the authority's acquisition of and granting security interests in assets.

    Served as counsel to a private equity firm in the purchase of senior subordinated notes used to fund a portion of the acquisition consideration for the leveraged buyout of a services company.

    Served as counsel to the lender in connection with secured bank qualified and non-bank qualified credit facilities for a private, nonprofit assisted living facility operator, the proceeds of which were used to refinance existing indebtedness and for providing working capital.

    Leasing Matters

    Served as counsel to a national equipment leasing company with respect to the purchase of an approximately $21 million portfolio of federal government equipment leases.

    Served as counsel to the lender in connection with the funding of an aircraft lease, where the funding was collateralized by a security interest in the aircraft and an assignment of the funded lease.