Daniel Novela ()
Dealmaker: Daniel Novela
The Deal: The Miami solo attorney represented the Legacy Cos. in closing $90 million in financing for the Weston company Dec. 6.
Details: The Legacy Cos., a client of Novela’s for 12 years, is an international manufacturer and distributor of commercial-grade kitchen and restaurant equipment to more than 120 countries.
Novela worked with Neal Asbury, Legacy’s president and CEO, to negotiate and close a $50 million senior revolving loan and a $10 million senior term loan, both from PNC Bank, and a $30 million mezzanine term loan from an undisclosed lender. The $10 million is new financing, and the $50 million and $30 million loans represent refinancing.
The senior loans were provided by PNC Bank and partially guaranteed by the U.S. Export-Import Bank.
During the last three years, Novela has helped company amend its senior credit facility several times from $10 million to $60 million. The new credit facility provides a significantly larger credit line and better credit terms.
The increased credit line and the mezzanine loan will be used to acquire other businesses and for mergers. The company, which manufactures blenders, food deyhydrators and other equipment, most recently acquired KOLD-DRAFT, a Pennsylvania-based manufacturer of commercial ice machines, for $5 million in May.
What made this deal challenging for Novela was the fact that each party had separate counsel and diverse interests and existing secured lenders whose interest had to be subordinated to the senior and mezzanine lenders.
“It’s always tricky when you have two lenders with conflicting interests who both have loans secured by the same assets because they are jockeying over who has specific rights to the collateral,” Novela said. “That causes some friction. We didn’t want the bickering to get in the way of the deal.”
In this case, the collateral conflicts caused delays. Novela’s client wanted the deal to close by Thanksgiving, but that didn’t happen. Instead, the parties worked through the Thanksgiving holiday.
Ultimately, a marathon conference call was held with the lenders, the lenders’ attorneys, the client and Novela, and the parties came to an agreement. The deal closed two months after it began.
The senior lender and the mezzanine lender had their own counsel. Novela hired Keith Marlowe of Marlowe Legal Advisors of Jenkintown, Pa., to provide a Pennsylvania legal opinion, which was required by the mezzanine lender because one of the borrower’s subsidiaries is incorporated in Pennsylvania.
Quote: “We were able to get better terms due to the improved financial condition of my client and the improved financial condition of the economy,” Novela said. “This was my biggest deal since the recession.”
Background: Novela founded Novela Law in Miami in 2002. He specializes in corporate and securities law, commercial and residential real estate law, commercial finance and entertainment law, and representing high-net-worth individuals. He previously practiced law at Milbank Tweed Hadley & McCloy in Los Angeles, Glaser Weil Fink Jacobs Howard Avchen & Shapiro in Los Angeles and the former Steel, Hector & Davis in Miami.