FacultyFaculty/Author Profile
Samantha B. Good

Samantha B. Good

Kirkland & Ellis LLP

San Francisco, CA, USA


Samantha Good is a corporate partner in Kirkland’s San Francisco office. Samantha concentrates her practice on debt financing transactions, including secured and unsecured financings, cross-border transactions, workouts, restructurings, DIP and exit financings. She represents corporate borrowers, private equity funds, creditor groups and hedge funds.

Samantha, has been recognized by Chambers USA: America’s Leading Lawyers for Business since 2011, in the area of Banking & Finance, remarking that “it feels good to have her on your side,” and in the 2013-2016 editions of U.S. News and World Report, Best Lawyers®, as a leading banking and finance lawyer. The 2015 edition of The Legal 500 U.S. also recognized Samantha in the area of Bank Lending, commenting that she “provides practical guidance and great results.” Prior to relocating to San Francisco, Samantha was repeatedly recognized in the Los Angeles Business Journal’s “Who’s Who in Law” as one of the top 10 corporate attorneys in Los Angeles.

Representative Matters

Leveraged Buyouts (Borrower)

  • Representation of Macquarie Infrastructure and Real Assets as the leader of a consortium of investors in connection with the financing commitment papers and negotiation of documents for the pending $4.7 billion acquisition of Cleco Corporation.
  • Representation of Golden Gate Capital in connection with acquisition financing transactions, portfolio company refinancings and add-on’s, including the $225 million offering of senior secured notes for Aruba Investments, the $505 million term loans for Aruba Investments, the first/second lien facilities for PetroChoice, the first/second lien facilities for Phillips Medisize, the $470 million offering of senior secured notes for Springs Window Fashions and related asset based loan facility and the $465 million dividend recapitalization facility for 4L Holdings.
  • Representation of management of Plum Healthcare in connection with the management buyout and $340 million senior secured acquisition credit facility arranged by GE Capital and $20 million mezzanine facility provided by Ventas.
  • Representation of Oaktree and GFI in connection with acquisition financing for Osmose, follow-on increases to such financing and a $420 million dividend recapitalization financing.
  • Representation of Gryphon Investors in connection with acquisition financing transactions, portfolio company refinancings and add-on’s, including for the acquisition of C.B. Fleet Laboratories, Flagstone Foods, Intelligrated and Delta Career Education Corporation.
  • Representation of Vector Capital in connection with acquisition financing transactions.

Restructurings

  • Representation of U.S. Silica in connection with its credit facilities.
  • Representation of Belmond Hotels in connection with its credit facilities.
  • Represented Kerzner in connection with its successful out-of-court restructuring of more than $4 billion of indebtedness. The multi-part reorganization, which was recognized as the Large Restructuring Deal of the Year at the 7th Annual M&A Advisor Turnaround Awards, included the restructuring of more than $2.5 billion of indebtedness in a commercial mortgage backed security structure.
  • Representation of Oaktree Capital in connection with the secured mezzanine financing for General Maritime Corporation, acquisition of GMC pursuant to a plan of reorganization, and negotiation of $773 million of credit facilities.
  • Representation of Longview Power, LLC and certain of its affiliates in connection with their Chapter 11 cases involving the restructuring of approximately $1 billion in funded debt, including a $325 million exit financing.
  • Representation of ad hoc group of first lien creditors in the prearranged Chapter 11 cases of Altegrity, Inc., involving the restructuring of approximately $1.8 billion in funded debt.
  • Representation of MD Investors in connection with its successful credit bid for substantially all of the assets of Metaldyne, and handling of the acquisition financing related thereto.
  • Representation of Sherwin Alumina Company, LLC in connection with its Chapter 11 case, including its DIP financing.
  • Representation of Conexant Systems, Inc. in connection with DIP financing facility provided to it by QP SFM Capital Holdings Ltd.
  • Representation of Oaktree and the other members of the ad hoc committee of bondholders in connection with the restructuring of Dayton Superior Corporation, and continued representation of DSC in connection with its ABL and term loan facilities.
  • Representation of Black Diamond, Solus Capital and other members of the ad hoc committee of bondholders in connection with the acquisition of Constar, Inc. pursuant to a plan of reorganization, and representation of Constar, Inc. in connection with the exit credit facilities.
  • Representation of bondholders in connection with restructuring of financing provided to The Thomas Jefferson School of Law.

Fund Financings

  • Representation of private equity funds and debt funds in connection with their fund financing lines, loan warehouse facilities and other leverage structures, including but not limited to: (a) $500 million fund abl loan facility arranged by Citibank and Wells Fargo, (b) $325 million loan warehouse facility agented by Bank of America, (c) $350 million loan warehouse facility agented by Wells Fargo, and (d) numerous fund financing facilities arranged by First Republic Bank.

Agent/Lender Representations

  • Representation of hedge funds in review, negotiation and documentation of loan facilities with a variety of structures, including (a) first-lien/second-lien, (b) senior/subordinated debt, (c) multiple layers of holdco debt with opco debt, (d) term b loans, and (e) multi-currency facilities with cross-collateralization.
  • Representation of agent in (a) syndicated multi-currency asset-based loan facilities to domestic and foreign borrowers, secured and guaranteed by domestic and foreign entities, (b) out-of-court restructurings and (c) enforcement of remedies.
  • Representation of hedge fund in mezzanine financing provided to multi-family home real estate developer.
  • Representation of hedge fund in bridge loan financing provided to sub-prime mortgage lender.

Education

University of California, Hastings College of the Law, J.D., 1997

  • magna cum laude
  • Order of the Coif
  • Communications and Entertainment Law Journal, Associate Editor

Pomona College, B.A., Economics, 1994

Admissions & Qualifications

1997, California

Memberships & Affiliations

  • Member, Western Center Board of Directors, Bay Area & Audit Committee
  • Trustee, The Berkeley School
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