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Stuart Downing

Stuart Downing

Partner

212.701.3491
sdowning@cahill.com
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Cahill Gordon & Reindel LLP
32 Old Slip
New York, NY 10005

Practices

Education

  • Georgetown University Law Center, J.D., 2000
  • Siena College, B.A., 1995

Admission

  • New York

Stu Downing is a member of Cahill’s Executive Committee and Strategic Committee.

Stu focuses his practice in leveraged finance representing leading commercial and investment banks in various financing transactions, including bank financings, bridge lending, exchange offers, high-yield offerings, loan commitments, and tender offers, in connection with acquisitions, recapitalizations, refinancings, and restructurings.

He has worked on some of the largest leveraged financing transactions, including the $24.0 billion debt financing for the acquisition of First Data Corporation by KKR. He practices in a variety of industries including financial services, industrials, life sciences, media, medical, and technology.

Stu has been recognized as a leading finance lawyer by The Legal 500 and IFLR1000. In 2024, he was named a Law360 MVP in the area of Complex Financial Instruments.

  • Representation of the initial purchasers in connection with a Rule 144A offering of $775,000,000 aggregate principal amount of 6.750% senior secured notes due 2028 by Domtar Corporation.
  • Representation of the initial purchasers in connection with a Rule 144A offering of $300,000,000 aggregate principal amount of 4.875% senior secured notes due 2028 and a $500,000,000 aggregate principal amount of 7.125% senior notes due 2029 by Ambience Merger Sub, Inc., which merged with and into At Home Group Inc.
  • Representation of the lead arrangers in connection with $3.5 billion in credit facilities for QuidelOrtho Corporation, a developer and manufacturer of innovative technologies that raise the performance of diagnostic testing.
  • Representation of the initial purchasers in connection with the Rule 144A offering of $700,000,000 aggregate principal amount of 8.50% Senior Notes due 2025 by Brand Energy & Infrastructure Services, Inc. to partially finance the merger of the Safway Group.
  • Representation of the financing sources in connection with the $5.6 billion bank financing that supported the joint venture between Change Healthcare Holdings, LLC (a Blackstone portfolio company) and McKesson Corporation.
  • Representation of the financing sources in connection with a Rule 144A offering of $1,100,000,000 aggregate principal amount of 5% Senior Notes due 2025 by Symantec Corporation to partially finance the acquisition of LifeLock, Inc.
  • Representation of the financing sources in connection with the $5.4 billion acquisition financing for Gates Global, LLC to fund the acquisition of Gates Global by Blackstone.
  • Representation of the lead arrangers in connection with the $2.525 billion credit facility for Ortho-Clinical Diagnostics, Inc. to fund the acquisition of Ortho-Clinical Diagnostics from Johnson & Johnson by private equity firm The Carlyle Group.
  • Representation of the financing sources in connection with the $1,450,000,000 bank financing to partially finance the acquisition of LJVH Holdings, Inc., parent of gourmet coffee manufacturer Van Houtte Group Inc., by Green Mountain Coffee Roasters, Inc.
  • Representation of the initial purchasers in the $1.15 billion Rule 144A offering to partially finance the $5 billion acquisition of Tomkins plc by a company formed by Onex Corp. and the Canada Pension Plan Investment Board.
  • Representation of the lead arrangers in the $2.05 billion credit facility that in part funded the acquisition of Getty Images, Inc. by The Carlyle Group.
  • Representation of the initial purchasers in the $2.2 billion Rule 144A offering by First Data Corporation of high yield notes. The proceeds from the offering were used to repay a portion of the senior unsecured interim loans that funded part of the acquisition of First Data Corporation by affiliates of Kohlberg Kravis Roberts & Co.
  • Representation of the lead arrangers in connection with a $6.5 billion senior unsecured interim loan and a $2.5 billion senior subordinated interim loan for the acquisition of First Data Corporation by affiliates of Kohlberg Kravis Roberts & Co.