Laura E.Bader

Partner

Chicago + 1.312.269.4190

Laura Bader has two decades of experience counseling clients in connection with institutional investment and ERISA (Employee Retirement Income Security Act) fiduciary matters, including with respect to the "plan asset" rules and VCOC (venture capital operating company) and REOC (real estate operating company) structuring.

Laura's experience includes structuring and negotiating private equity, real estate, and other private funds for fund sponsors as well as for institutional investors. She also has counseled ERISA plans, investment managers, and a variety of pooled investment vehicles on ERISA compliance and fiduciary matters. Representative clients include the Morgan Stanley Real Estate Funds, The Riverside Company, and Westbrook Partners.

Experience

  • PHINIA Inc. completes $525 million Senior Secured Notes offering and amends credit agreementJones Day represented PHINIA Inc. in connection with (i) a Rule 144A and Regulation S offering of $525 million aggregate principal amount of 6.75% Senior Secured Notes due 2029 and (ii) an amendment to the credit agreement that governs the company's existing credit facilities to modify certain covenants, remove the mandatory prepayment provision based on quarterly and annual operating cash flow calculations, and increase the required total net leverage ratio under the company's financial covenant.
  • J.F. Lehman & Company acquires Mission MicrowaveJones Day advised J.F. Lehman & Company in the acquisition and financing of all of the outstanding membership interests of Mission Microwave Technologies, LLC, a revolutionary designer of radio frequency and microwave electronics supporting ground-based, airborne and space-based applications.
  • Peabody Energy obtains $320 million revolving credit facilityJones Day represented Peabody Energy Corporation in connection with the establishment of a $320 million revolving credit facility with PNC Bank, National Association, as administrative agent.
  • Accord Catalyst Fund obtains subscription line credit facilityJones Day represented Accord Catalyst Fund in connection with a new subscription line credit facility.
  • Global secondaries manager purchases portfolio of private equity fund interestsJones Day represented a global secondaries manager in connection with the purchase of a portfolio of private equity fund interests
  • Edgewater Capital Management closes Edgewater Capital Partners V, LP at $330 millionJones Day represented Edgewater Capital Management, LLC in its fundraise and formation of Edgewater Capital Partners V, LP ("ECP V"). ECP V is a middle market private equity buyout fund and plans to invest the capital raised into performance product and services companies.
  • Webster Bank provides $95 million asset-based credit facility to leading cabinet manufacturerJones Day represented Webster Bank, N.A. as administrative agent, collateral agent, sole lead arranger, bookrunner, and a lender, in connection with a $95 million credit facility consisting of a $55 million revolving credit facility, a $25 million equipment credit facility, and a $15 million term loan facility, provided to one of the fastest growing cabinet manufacturers in the United States.
  • Webster Bank arranges $134 million secured credit facilityJones Day represented Webster Bank, N.A. in connection with a $134 million credit facility consisting of a $109 million term loan facility and a $25 million revolving credit facility provided to a leading U.S. manufacturer of private label take-and-bake pizzas and flatbreads.
  • Large financial institution provides $82.5 million term loan credit facility to mid-market fundJones Day advised a large financial institution, as lender, in connection with a $82.5 million senior secured term loan credit facility provided to a mid-market fund that invests in asset-backed securities and credit-linked notes.
  • J.F. Lehman completes financing in connection with its $1.2 billion take-private acquisition of Heritage-Crystal Clean, Inc.Jones Day represented J.F. Lehman & Company, a leading private equity investment firm focused on the aerospace, defense, maritime, and environmental sectors, in connection with a syndicated senior secured credit facility financing its approximately $1.2 billion take-private acquisition of Heritage-Crystal Clean, Inc. (NASDAQ: HCCI), a leading provider of parts cleaning, used oil re-refining, hazardous and non-hazardous waste disposal, emergency and spill response, and industrial and field services to vehicle maintenance businesses, manufacturers and other industrial businesses, as well as utilities and governmental entities.
  • Newell Brands enters into trade receivables facilityJones Day advised Newell Brands Inc., a leading consumer products company, in connection with its seasonally adjusting $225-$275 million trade receivables facility with Royal Bank of Canada, as administrative agent.
  • Invitation Homes completes $650 million acquisition of single-family rental home portfolioJones Day represented Invitation Homes (NYSE: INVH), as buyer, in connection with its portfolio acquisition of nearly 1,900 single-family rental homes for a purchase price of approximately $650 million.
  • Private credit firm and affiliated funds obtain subscription line credit facility in amount up to $150 millionJones Day represented a private credit firm and certain of its funds in the refinancing of such funds’ existing subscription line facility.
  • Koch obtains financing for office tower in TennesseeJones Day advised a joint venture between a subsidiary of Koch Industries, Inc., and GBT Realty, on a $174.6 million financing of a 24-story office tower (with retail) in Nashville, Tennessee.
  • PureCycle Technologies completes $250 million Green Convertible Senior Notes offeringJones Day represented PureCycle Technologies, Inc., in connection with a Rule 144A offering of $250 million aggregate principal amount of 7.25% Green Convertible Senior Notes due 2030.
  • Mining service provider obtains $25 million increase to its existing revolving credit facilityJones Day represented a mining service provider in connection with an amendment and restatement to their credit facility, which included a $25 million increase to its existing revolving credit facility.
  • Conagra Brands completes $500 million public offering of 5.300% Senior NotesJones Day represented Conagra Brands, Inc., one of North America's leading branded food companies, in connection with its underwritten public offering of $500 million 5.300% Senior Notes due 2026.
  • MPE Partners recapitalizes Precision PipelineJones Day advised MPE Partners in the acquisition and financing of Precision Pipeline, LLC, a leading provider of critical repair, replacement, and maintenance services for utility customers across the gas, electrical, telecommunications, and water end markets.
  • Riverside closes Riverside Value Fund I, L.P. at $350 millionJones Day represented The Riverside Company in the successful final close of its Riverside Value Fund I, L.P. (RVF I), achieving its target of $350 million.
  • Fortrea completes $570 million private placement of Senior Secured Notes and obtains $1.5 billion credit facilityJones Day represented Fortrea Holdings Inc., a leading global contract research organization (“CRO”) that provides comprehensive phase I through IV biopharmaceutical product and medical device services, patient access solutions and other enabling services, in connection with the Rule 144A and Regulation S offering of $570 million aggregate principal amount of 7.500% Senior Secured Notes due 2030 and a $1.5 billion senior secured credit facility as part of its spin-off from Laboratory Corporation of America Holdings.
  • Additional Speaking Engagements

    • November 2019
      ERISA and Tax Considerations in Securitization Transactions, Securitization Law, guest lecturer, Loyola University of Chicago School of Law
    • March 19, 2018
      PLI's ERISA Plan Investments in Financial Markets 2018: The Fundamentals
    • October 2017
      ERISA and Tax Considerations in Securitization Transactions, Securitization Law, guest lecturer, Loyola University of Chicago School of Law
    • May 2017
      Current Topics for Investment Managers of ERISA Plans," Pension Plan Investments 2017 - Current Perspectives, panelist, Practising Law Institute
    • March 2015
      ERISA and Tax Considerations in Securitization Transactions, Securitization Law, guest lecturer, Loyola University of Chicago School of Law
    • April 2014
      Current Fiduciary Issues, Pension Plan Investments 2014 - Current Perspectives, panelist, Practising Law Institute
    • March 2014
      ERISA and Tax Considerations in Securitization Transactions, Securitization Law, guest lecturer, Loyola University of Chicago School of Law
    • April 2013
      Current Fiduciary Issues," Pension Plan Investments 2013 - Current Perspectives, panelist, Practising Law Institute
    • May 2007
      Regulatory Developments - How Do They Hinder or Help Marketing to Investors?, panelist, SRI Private Equity Marketing and Branding Forum
    • November 2004
      Real-Estate Related Private Equity - Trends and Issues, Illinois Venture Capital Association CFO Summit