Sidley’s Involvement with unybrands
Sidley Austin LLP is a global law firm with a long track record of advising on complex transactions across multiple jurisdictions. Recently, Sidley was retained by Crayhill Capital Management to represent them on a US$300 million financing of brands, a leading home furnishings and decor provider.
This article aims to provide an overview of not only the transaction itself but also the key players involved in this deal and the implications for the future.
Background of Sidley
Sidley is a full-service global law firm with an enviable breadth of capabilities, decades of experience and a deep commitment to client service. With approximately 1,800 legal professionals in 16 offices globally, Sidley serves diverse clients—from start-ups to Fortune 100 companies.
Since 1866, we have supported our clients by placing their interests above all else, committing to the highest quality services and building long-term relationships based on trust. Our global practice extends across a comprehensive portfolio of business legal advice and services that span disciplines covering litigation, corporate transactions and regulatory compliance—including leading sectors within technology, life sciences & health care, real estate and finance.
Our lawyers possess deep qualifications acquired through years of experience with the most sophisticated matters across an array of industry sectors working on behalf of both emerging and large established companies worldwide and governments and state entities. As such, Sidley was selected to represent Crayhill Capital Management LLC in connection with its US$300 million financing for European pre-market e-commerce platform unybrands Ltd. This comprehensive senior debt financing marks another example of the firm’s unwavering efforts to deliver highly effective results for its clients in support of their important business objectives.
Overview of unybrands
unybrands is an innovative global retail technology company that seeks to revolutionize the retail experience at physical stores through its suite of data-driven solutions. It serves major retailers, partners and brands across multiple industries, including apparel, footwear, food and beverage, entertainment and media, and home goods. In addition, the company’s products span mobile apps, IoT-enabled systems, VR/AR-powered IoT applications and loyalty programs.
Established in 2015 and headquartered in Toronto with offices in London and Singapore, unybrands has become a leader in providing seamless streamlined shopping experiences to customers in more than 30 countries worldwide. It has developed relationships with major industry leaders such as Walmart Canada and Marks & Spencer to deliver modern retail customer experiences. Through its unytracker product suite, it offers full event / product tracking enabling shoppers to get their hands on the latest products quickly.
Recently announced on August 27th 2020: Sidley Austin LLP provided U$300 Million Dollar Financing to unybrands for strategic investments into their global expansion efforts. Crayhill Capital Management worked with Sidley Austin LLP on this venture capital transaction, enabling unybrands to accelerate their growth trajectory within the Retail Technology space across multiple industries worldwide.
Sidley Represents Crayhill Capital Management on US$300 Million Financing of unybrands
Sidley Austin recently represented Crayhill Capital Management in connection with the US$300 million financing of unybrands, Inc. The financing was a critical part of the transaction, which was formed to acquire the equity interest of unybrands. The financing was led by Crayhill and included HHMI Tangible Science and CPP Investments.
Let’s take a closer look at Sidley’s involvement in this transaction.
Crayhill Capital Management’s US$300 Million Financing of unybrands
Sidley Austin LLP recently represented Crayhill Capital Management on the US$300 million financing of unybrands.
Crayhill is an independent asset management firm founded in 2008 by experienced financial professionals and based in New York City, with offices in London and Los Angeles. Crayhill specializes in providing patient capital solutions to lower middle market companies, including flexible debt capital solutions, such as senior secured loans, subordinated debt and mezzanine tranches.
The unybrands transaction represented the successful completion of a $300 million loan facility for unybrands, a global e-commerce company which owns and operates two complementary lifestyle brands – Under Armor (email@example.com) and Yoga Journal (firstname.lastname@example.org). The loan has a maturity date of 2024 and will be used to refinance existing debt, fund future growth opportunities and provide additional liquidity for strategic investments.
Sidley teaming up with Crayhill Capital Management stood out as an excellent example of Sidley’s commitment to best-in-class legal services. The core transaction team was led by Jody Crane, Chairman of Sidley’s Bankruptcy & Restructuring group; David Putnam, Partner; Roger Kapoor, Partner; Jeff Morrow and Mei Kuda, Senior Associates; along with Spencer Anderson and Meggie Huangsen (Associates). In addition, Sidley provided invaluable expertise to Crayhill Capital Management throughout the process to ensure that all legal components were considered during negotiations leading up to closing the deal.
Sidley’s Role in the Transaction
Sidley Austin LLP served as legal counsel to Crayhill Capital Management, who provided the US$300 million financing, which unybrands used to purchase products and fuel their business. Unybrands, LLC is a leading global direct-to-consumer destination for home, kitchen and lifestyle products.
At Sidley, the team that developed and executed the transaction consisted of lawyers with expertise in finance, corporate/M&A and intellectual property. In addition, the Sidley team reported to a cross-functional team of lawyers within the firm and advised on many aspects of the deal including negotiation of custom agreements and regulatory considerations.
The Sidley finance practice provides comprehensive advice across various financing structures in debt capital markets within both public and private markets including senior secured bonds or notes, debt or mezzanine facilities (including venture debt) for companies related to growth or credit strategies. In addition, our corporate/M&A practice specializes in mergers & acquisitions providing legal advice encompassing structuring, tax issues and regulatory filings in numerous countries worldwide. Finally, our IP team negotiates complex licensing deals for various matters, including copyright protection or infringement issues against third parties in fields such as pharmaceutics/biotech or software development and trademark protection from unauthorized use by others.
The breadth of service delivered by Sidley Austin’s Corporate Team helped ensure that all parties involved in this highly complex transaction across global regions reached an optimal outcome.
Impact of the Transaction
Sidley Austin LLP represented Crayhill Capital Management, LLC in the US$300 million financing of unybrands, Inc.
This transaction will have a significant impact on unybrands and its stakeholders. This article will discuss the impact of this transaction and how it will benefit unybrands in the long term.
Benefits of the Transaction to unybrands
The US$300 million financing of unybrands will benefit the company by providing a comprehensive set of debt capital solutions. Benefits of this transaction to unybrands include:
- Expanding its access to flexible capital from long-term strategic financial partners
- Providing financial flexibility and accommodating potential future growth opportunities
- Strengthening its balance sheet and supporting continued investments in its businesses
- Attracting investors who understand the company’s strategic goals and long-term potential for growth
In addition, this transaction increases unybrand’s liquidity by issuing new equity securities that are expected to be exchanged for existing debt. This process reduces near-term principal maturities and provides additional capital that can be used to fund strategic initiatives, such as investments in key product markets. As a result, unybrands is better positioned to capitalize on accelerated growth opportunities.
Impact of the Transaction on the Market
The international transaction between Sidley Austin LLP, a law firm, Crayhill Capital Management and unybrands involved a significant US$300 million financing agreement. Adding such significant capital to unybrands will likely immediately impact the market, particularly in its sector.
The impact of the transaction on unybrands is expected to be largely beneficial, allowing it to expand and thrive. With more investment funds, there are opportunities for increased innovation and additional capital for growth and expansion. Additionally there is potential for more jobs and increased investments in research and development, which could increase the quality of products in the market.
The considerable amount raised through this transaction also supports growing companies within their sector which can heighten competition levels among industry players. This positively affects consumers who can enjoy improved quality goods with better services at lower prices due to heightened competition level between industry players.
In addition, the deal creates an expectation within the marketplace that transactions of this size may become more common with greater acceptance from large investors fueling their confidence within the sector. This trend could continue over time boosting industry investment due to an expectation of substantial returns – investors often look for tangible returns when casting monetary votes; whether it is short-term or long-term that returns are expected as an incentive by investors to move money around within different industries.
After this transaction, the Sidley team is pleased to have effectively and efficiently negotiated and structured a complex financing arrangement with a tight timeline. We are honored to have been chosen to represent Crayhill Capital Management in this significant transaction and look forward to continuing our work with them.
Summary of the Transaction
Sidley Austin LLP represented Crayhill Capital Management with the US$300 million of senior secured notes issued by unybrands Inc. (“unybrands”). unybrands is a global e-commerce company providing customers worldwide with access to its coupon, promotion, and loyalty products and services.
The borrowing, comprised of eight-year US$280 million senior secured term loan facility and a US$20 million accounts receivable financing facility, was consummated on October 5th 2020. Proceeds from the borrowing were used to repay existing indebtedness in full, pay related fees and expenses and for other general corporate purposes.
Sidley’s team was led by Michael Murray (Capital Markets), supported by Ryan Hofmann (Capital Markets) and Robert Sardell (Corporate). Associate Will Taylor served as the primary transaction coordinator.
Future Outlook for unybrands
As unybrands continues to expand, the company is well-positioned for future growth in the global retail market. To support this journey, unybrands recently announced that Sidley Austin has advised on a US$300 million financing. The combination of direct private capital and debt funding will accelerate its omni-channel operations, customer data, and analytics capabilities.
The transaction demonstrates the trust of the investment sector in unybrands’ success and continued progress in the retail industry. With global store presence across four continents, unybrands remains committed to responsible growth and scaling that capitalises on its capabilities as a customer-focused platform. As such, it takes all necessary steps to ensure continued success despite prevailing market conditions.
The recent round of financial investment also clearly underscores how global investor sentiment believes strongly in the potential of unybrands — a belief mirrored by Sidley Austin’s confidence in acting on behalf of Crayhill Capital Management LLC as it supports unybrand’s growing yet sustainable business expansion plans. This is an exciting time for both firms as they embark on new opportunities together — and for unybrands as it continues to build towards its vision of being a retail leader and brand powerhouse across physical stores and digital channels globally.