Thomas W. Baxter

Partner

Tom Baxter is a partner in O’Melveny’s Los Angeles office and a member of the Firm’s Corporate Finance Practice. He represents banks, insurance companies, financial institutions, institutional investors and companies in financing transactions. He has served as counsel for holders of senior and subordinated debt, issuers and companies in connection with numerous secured and unsecured leveraged buyouts, recapitalizations, debt restructurings, debtor-in-possession financings, CLOs, market-linked CDs, guarantied investment contract backed notes, and other securitizations and structured financings. He has represented financial institutions issuing or receiving letters of credit to support financings and also handled acquisitions and sales of banking and financial assets. His experience includes work on behalf of major banks, insurance companies, and other lenders as well as a number of Fortune 500 companies.

Illustrative Professional Experience

• Represented American AgCredit, in connection with a US$850 million note financing for Crown Pine.
• Represented American Capital, Ltd. in numerous senior and mezzanine financings, including Avalon, Axygen, BBB Industries, Euro Pro, Dynojet, Edge Products, Fleishmans, Fountainhead, Halex, Home Away, LCW, Paradigm, Pacific Handy Cutter, Sixnet, UFG, Value Plastics and Zencom.
• Represented AIG and SunAmerica in numerous mezzanine and other financings, including in connection with the issuance of over US$50 billion of guarantied investment contract backed notes, including equity-linked notes and similar investments.
• Represented Bank of America in connection with various credit facilities, including a $500 million senior secured facility for Flowserve Corporation, a US$750 million asset based facility for Levi Strauss, and US$2.3 billion credit facilities for Safeway Stores.
• Represented Bank of the West in connection with its market-linked CD program.
• Represented Beach Point Capital and Post Advisory Group in numerous financings, including financings for Booth Creek Ski Holdings, Bushmaster, Coastal Development, DigitalGlobe, The Freedom Group, Kadmon Pharmaceuticals, Med Pro, Solutia, Inc., and Toys R Us.
• Represented Black Canyon Capital in connection with credit facilities for its portfolio companies, including Jefferson Dental Clinics and Malibu Boats, LLC.
• Represented Centre Pacific, LLC in connection with numerous CLOs and other transactions.
• Represented Clarity Partners, LP in connection with credit facilities for its portfolio companies, including Modern Luxury Media, Impremedia and Naylor.
• Represented Credit Suisse in connection with various credit facilities, including a US$500 million credit facility for Attachmate and a US$400 million credit facility for Skilled Healthcare.
• Represented DBS Bank in connection with numerous financings.
• Represented Deutsche Bank in connection with various credit facilities, including a US$450 million credit facility for Alliance Imaging and a US$225 million credit facility for Hexcel Corporation.
• Represented East West Bank in connection with various credit facilities.
• Represented Francisco Partners, L.P. in connection with various credit facilities for its portfolio companies, including Foundation 9, Lynx Medical Systems, Red Prairie and Web Trends.
• Represented Gottschalks, Inc. in connection with its credit facilities, including a US$125 million debtor-in-possession financing in connection with its bankruptcy restructuring.
• Represented Guess! in connection with its US$200 million senior secured credit facility.
• Represented International Game Technology, Inc. in its US$1.7 billion credit facility and other financings.
• Represented International Lease Finance Corporation in its US$2.5 billion revolving credit facilities and its US$1.0 billion credit facilities.
• Represented Life Generations Healthcare in connection with US$125 million secured credit facility.
• Represented Macerich in connection with its US$1.5 billion senior revolving credit facilities.
• Represented Microsemi Corporation in connection with its US$850 million senior secured credit facilities.
• Represented Pacific Life in connection with various guarantied investment contract backed note transactions.
• Represented Prudential Capital in connection with certain debt financing transactions.
• Represented RSI Corporation in connection with its US$350 million senior secured credit facility.
• Represented Sun Healthcare in connection with its US$250 million senior secured credit facilities.
• Represented TransAmerica in numerous CLOs and other financing transactions.
• Represented Vance Street Capital LLC in connection with its portfolio company financings, including ASC Group, Inc., Micross, and Process Fab, Inc.
• Represented Vector Capital in connection with portfolio company financings, including Register.com, Tripos, L.P., and Watchguard Technology, Inc.
• Represented Wells Fargo Bank in connection with various credit facilities, including revolving credit facilities for Green Equity Investors V, L.P. and Green Equity Investors Side V, L.P. and US$195 million in senior secured credit facilities for Sagittarius Restaurants, LLC (Del Taco).
• Represented Westar Capital in connection with various credit facilities for its portfolio companies, including Candle Lamp, Doskocil, Harpers and Igloo.
• Represented Western Digital in connection with its US$3 billion credit facilities.

Professional Activities

Member, Section of Business Law of the American Bar Association and the Financial Lawyers Conference
Board Member, Lamp Community