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Stephen M. Kessing

Partner, Corporate

Stephen M. Kessing is a partner in Cravath’s Corporate Department and serves as Practice Lead of the Firm’s Banking and Credit Practice. His practice involves advising financial institutions and corporate clients in a wide variety of matters, including syndicated loan transactions, capital markets transactions and mergers and acquisitions.

Mr. Kessing’s clients have included AdvanSix, AerCap, Akorn, Alliant Techsystems, AmerisourceBergen, Anheuser‑Busch InBev, British American Tobacco, Cincinnati Bell, Conduent, Cox Communications, CyrusOne, Element Financial, Genpact, Graham Holdings, Honeywell, IBM, J.M. Huber, Johnson & Johnson, Lazard, Martin Marietta, Minerals Technologies, Novartis, Orbotech, Reservoir Media Management, SMBC Aviation Capital, Stanley, Starwood Hotels, Unilever, Universal Orlando, Vista Outdoor and Xerox. Mr. Kessing has also represented J.P. Morgan, Wells Fargo, Credit Suisse, Citibank, Jefferies, Bank of America Merrill Lynch and Goldman Sachs in syndicated loan, equity, high‑yield bond and leveraged acquisition transactions.

Notable recent transactions include representing:

  • Cincinnati Bell, as borrower, in connection with $800 million of credit facilities provided to finance the acquisition of OnX and the contemplated acquisition of Hawaiian Telcom.
  • J.P. Morgan, as agent and arranger, in connection with $430 million of senior secured credit facilities provided to Procera Networks to finance its acquisition of Sandvine.
  • J.P. Morgan, as agent and arranger, in connection with $543 million of credit facilities provided to affiliates of Temasek Holdings to finance its acquisition of Global Healthcare Exchange.
  • J.P. Morgan, as agent and arranger, in connection with an increased and extended $3 billion senior unsecured revolving credit facility provided to Newmont Mining.
  • Credit Suisse, as agent and arranger, in connection with $605 million of senior secured term loan facilities and RBC, as agent and arranger, in a $75 million ABL revolving credit facility provided to an affiliate of Lone Star Capital to finance its acquisition of Arclin.
  • J.P. Morgan, as agent and arranger, in connection with a $150 million five‑year senior secured revolving credit facility provided to the New York Rangers.
  • J.P. Morgan, as agent and arranger, in connection with a $2.5 billion term loan A facility, a $515 million term loan B facility and a $650 million revolving facility for Vantiv.
  • AdvanSix, as borrower, in connection with $425 million of credit facilities provided in connection with Honeywell’s spin‑off of AdvanSix into a new independent public company.
  • Credit Suisse, as agent and arranger, in connection with $470 million of senior secured credit facilities for American Bath Group to finance its acquisition by Lone Star Funds.
  • J.P. Morgan, as administrative agent, in connection with a $200 million five‑year senior secured revolving credit facility for the New York Knicks.
  • Credit Suisse, as agent, in connection with a $1.05 billion senior secured term loan facility for Forterra Finance to repay existing indebtedness in connection with Forterra, Inc.’s initial public offering.
  • Credit Suisse, as agent and arranger, in connection with a $275 million senior secured term loan facility and a $75 million senior secured revolving credit facility for Continental Building Products.
  • J.P. Morgan, as agent and arranger, in connection with a $175 million ABL credit facility for Fanatics.
  • Credit Suisse, as agent and arranger, in connection with $980 million of senior secured credit facilities for Quorum Health relating to its spin‑off from Community Health Systems.
  • J.P. Morgan, as agent and arranger, in connection with an increased and extended $900 million term loan facility and a $1.1 billion revolving credit facility for NCR.
  • Wells Fargo, as agent and arranger, in connection with a $1 billion unsecured revolving credit facility for Centene to finance its acquisition of Health Net.
  • Vista Outdoor, as borrower, in connection with its amended and restated $400 million revolving credit facility and $640 million term loan A facility provided in part to finance its acquisition of BRG Sports’ Action Sports division.
  • The agent and arranger in connection with a $1.1 billion league‑wide revolving credit facility made available to teams of the National Basketball Association.
  • Citigroup, as agent and arranger, in connection with a $1 billion revolving credit facility for Legg Mason.
  • Lazard, as borrower, in connection with $150 million of credit facilities.
  • Graham Holdings, as borrower, in connection with a $200 million revolving credit facility.
  • Element Financial, as borrower, in connection with committed financing for the acquisition of GE Capital’s fleet management operation.
  • A leading global finance company, as borrower, in connection with a $600 million revolving credit facility.
  • The agent and arrangers in connection with a $850 million revolving credit facility for NetScout Systems.
  • The agent and arrangers in connection with approximately $1 billion of credit facilities relating to the acquisition of the brick and roof‑tile business of HeidelbergCement by Lone Star Funds.
  • The agent and arrangers in connection with a $3.7 billion asset‑based revolving credit facility for Rite Aid.
  • AmerisourceBergen, as borrower, in connection with a $1 billion term loan credit facility relating to the $2.5 billion acquisition of MWI Veterinary Supply.
  • J.P. Morgan, as administrative agent, in connection with $650 million of credit facilities for TriNet.
  • Alliant Techsystems in connection with financing commitments relating to the spin‑off of its Sporting Group to its shareholders and the merger of its Aerospace and Defense Groups with Orbital Sciences through a tax‑free Morris Trust merger of equals.
  • AerCap, as borrower, in connection with $2.75 billion of bridge facilities relating to the acquisition of International Lease Finance for approximately $7.6 billion.
  • Minerals Technologies, as borrower, in connection with credit facilities relating to the acquisition of AMCOL International for approximately $1.7 billion.
  • The agents and arrangers in connection with $8.3 billion of credit facilities relating to the acquisition by Community Health Systems of Health Management Associates.
  • Genpact, as borrower, in connection with credit facilities relating to the purchase by affiliates of Bain Capital Partners and the Government of Singapore Investment Corporation of approximately 68 million Genpact common shares from entities affiliated with General Atlantic and Oak Hill Capital Partners for approximately $1 billion and the subsequent refinancing of such credit facilities.
  • The agents and arrangers in connection with $9.5 billion of credit facilities relating to the acquisition by Freeport‑McMoRan of Plains Exploration & Production and McMoRan Exploration.
  • Alliant Techsystems, as borrower, in connection with credit facilities relating to the acquisition of Bushnell Group Holdings for approximately $1 billion.
  • CyrusOne, as borrower, with respect to a $225 million revolving credit facility in connection with a restructuring through which all of Cincinnati Bell’s data center assets were contributed to CyrusOne.
  • The agents and arrangers for credit facilities for Reynolds Group Holdings to finance its acquisitions of Graham Packaging and Pactiv. The facilities are secured by collateral in the U.S. and over 20 other jurisdictions.
  • The agents and arrangers in connection with credit facilities for SurveyMonkey.com.
  • The agents and arrangers for credit facilities, including an asset‑based revolving credit facility, for Deluxe Entertainment Services Group in connection with various refinancing transactions and amendments.
  • The agents and arrangers for credit facilities for Fanatics following the divestiture of the company by eBay.

Mr. Kessing was recognized for his work in the banking arena by The Legal 500 from 2015 through 2017; IFLR1000 from 2014 through 2018; and Super Lawyers from 2014 through 2016. Mr. Kessing is the Board Secretary of the National Action Council for Minorities in Engineering.

Mr. Kessing was born in Akron, Ohio. He received a B.S. from Miami University in 1995 and an M.B.A. from the University of Southern California in 2001. Mr. Kessing received his J.D. magna cum laude from Duke University School of Law in 2005 where he was elected to the Order of the Coif. He was also awarded the Faculty Award for Outstanding Achievement in Commercial Transactions and Bankruptcy. Mr. Kessing joined Cravath in 2005 and became a partner in 2013.

Mr. Kessing may be reached by phone at +1‑212‑474‑1152 or by email at skessing@cravath.com.

Contact
+1 (212) 474-1152
+1 (212) 474-3700