Caitlin Colesanti

Jack in the Box Whole Business Securitization and Notes Issuance. Representation of Jack in the Box Inc. in connection with structuring and establishing the company's whole business securitization program, including the U.S.$1.3 billion initial issuance and sale of asset-backed notes under the whole business securitization program. The notes are secured by substantially all of the assets of Jack in the Box, including (i) all existing and future franchise agreements and development agreements with respect to restaurants franchised under the Jack in the Box brand, (ii) all existing and future intellectual property assets, (iii) all leases and other real estate assets related to owning and operating certain restaurants under the Jack in the Box brand and (iv) certain company-owned store assets.

Wendy's Whole Business Securitization and Notes Issuance. Representation of Guggenheim Securities, LLC, as lead initial purchaser, along with Citigroup Global Markets Inc., as joint lead active book-runner and Wells Fargo Securities, LLC, J.P. Morgan Securities, LLC, Rabo Securities USA, Inc. and RBC Capital Markets, LLC, each as a co-manager, in the follow-on issuance and sale of U.S.$850 million of asset-backed notes under a whole business securitization by a special purpose vehicle of The Wendy's Company.

Avis Budget Notes Issuances and Variable Funding Note Facilities. Representation of Avis Budget Rental Car Funding (AESOP) LLC, a debt issuing vehicle and subsidiary of Avis Budget Group, Inc. in connection with various Rule 144A/Regulation S offerings of asset-backed notes and the amendment and restatement of the Series 2010-6 and Series 2015-3 indenture supplements. Pursuant to the amendments and restatements, AESOP included an additional class of fixed rate variable funding rental car notes to each of the Series 2010-6 and Series 2015-3 facilities, which have an aggregate amount of U.S.$1.8 billion and U.S.$800 million, respectively, to facilitate compliance with the U.S. Risk Retention Regulations. 

Dunkin' Whole Business Securitization and Notes Issuance. Representation of Guggenheim Securities LLC, as lead initial purchaser, sole structuring advisor and joint active book-running manager, Barclays Capital Inc. and Citigroup Global Markets, Inc., each as initial purchaser and joint active book-running manager, and Goldman, Sachs & Co., J.P. Morgan Securities, LLC and Rabo Securities USA, Inc., each as co-manager, in the follow-on issuance and sale of U.S.$1.7 billion of asset-backed notes under a whole business securitization by Dunkin' Brands Group Inc., the parent company of Dunkin'. The notes are secured by assets of the master issuer as well as by additional newly formed special purpose vehicles, including existing future and franchise agreements, certain assets related to Dunkin', all existing and future intellectual property assets and certain economic benefits in the existing and after-acquired intellectual property outside of North America owned by Dunkin'. 

Affinion Group Global Debt Restructuring. Representation of Elliott Management Corp. and Franklin Mutual Advisers, LLC, as investors under a restructuring support agreement related to three outstanding series of notes of Affinion Group Holdings, Inc. and its subsidiaries, in connection with Affinion's global debt restructuring, and related offers to exchange or repurchase for cash existing notes for either case or new senior notes and warrants to purchase common stock of Affinion. 

Coinstar's Whole Business Securitization and Notes Issuance. Representation of Guggenheim Securities LLC, as lead initial purchaser and sole structuring advisor, in the structuring of a whole business securitization of Coinstar's coin exchange business, by a special purpose vehicle subsidiary of Coinstar, LLC and the issuance and sale of U.S.$840 million asset-backed notes and follow-on issuance of U.S.$100 million asset-backed notes.

Rain Carbon Notes Issuance and Tender Offer. Representation of Rain Carbon Inc., a leading vertically integrated global producer of a diversified portfolio of carbon-based and chemical products, on an offering of U.S.$550 million in aggregate principal amount of senior secured notes by certain wholly-owned subsidiaries and the offer to purchase for cash any and all of two of its existing series of senior secured notes as well as the redemption and satisfaction and discharge of two of its existing series of senior secured notes.

Antares Middle-Market Loan CLO Platform and Notes Issuances. Representation of Antares Capital Advisers LLC in the launch of their collateralized loan obligation platform focusing on middle-market loans and related notes issuances. The first notes issuance of the Antares platform had an aggregate amount of U.S.$2.1 billion and represented the largest collateral loan obligation transaction completed post-financial crisis and the third largest in market history.

Alliance One International Notes Issuance. Representation of Deutsche Bank Securities Inc. and Wells Fargo Securities, LLC, as initial purchasers and joint book-running managers, in connection with the issuance of U.S.$275 million of notes by Alliance One International, Inc., a global independent tobacco leaf merchant.

CLO Transactions. Represented J.P. Morgan Securities LLC, Greensledge Capital Markets LLC, Morgan Stanley & Co. LLC, Deutsche Bank Securities Inc. and Symphony Asset Management LLC in connection with various secured collateral loan obligation issuances and refinancings.