Jason Saltsberg

Jason Saltsberg represents lenders, arrangers, agents, investors, issuers and borrowers in debt and equity financing transactions, corporate restructuring, investments, related commercial transactions and general corporate matters.

Jason regularly structures and negotiates wide-ranging secured and unsecured debt financing transactions, including senior, mezzanine, first lien, second lien, and other subordinated debt facilities, acquisition-financing transactions, and working capital facilities. He advises publicly traded and closely held companies in business acquisitions, dispositions, mergers, financing transactions, and security offerings, as well as many other business-related agreements such as ones for debt and equity investments, and stock and asset purchases. Clients also retain Jason to advise on stockholder, registration rights, employment, partnership, limited liability company, and operating agreements, and in preparing and filing SEC reports, financing matters, corporate governance, securities laws, and stock exchange matters.

With a hospitality industry background and a wealth of experience in debt financing and other corporate transactions, Jason understands his clients’ day-to-day business concerns and helps clients evaluate transactions in the context of their big-picture goals. Patient, determined and focused, Jason takes the time to learn about his clients’ businesses, explain how transactions will impact their objectives, and helps his clients identify and leverage opportunities to improve and grow their businesses.

Working closely with the firm's Bankruptcy & Financial Restructuring Group, Jason assists investors in restructurings and the acquisition and divestiture of distressed assets and businesses. He also serves as a lead attorney on Olshan’s substantive nonconsolidation opinion team.

Represented a lender in connection with an amendment to an existing loan and security agreement to permit the borrower, a cannabis company with operations in multiple states, to enter into certain sale-leaseback transactions for certain of its properties. The amendment enabled the borrower to access additional capital without negatively impacting the lender’s collateral.
Represented a lender in connection with an amendment to an existing credit agreement with a developer of cloud-based software for Amazon businesses, in order to, among other things, add all of the borrower’s subsidiaries as guarantors and obtain a security interest in the assets of the subsidiaries, which significantly increased the lender’s collateral under the credit facility.
Represented a syndicate of lenders in connection with a $20 million loan to subsidiaries of a publicly traded cannabis company in a direct-lending transaction.
Represented Steel Partners Holdings L.P. and its subsidiaries in connection with a five-year, $600 million revolving credit agreement with a syndicate of financial institutions headed by PNC Capital Markets LLC.
Represented ModusLink Global Solutions, Inc. in connection with the financing for its $476 million acquisition of IWCO Direct, a leading provider of data-driven market solutions. The financing included a $393 million term loan facility and a $25 million revolving credit facility with Cerberus Business Finance, LLC.

Represented Steel Partners Holdings L.P., in its exchange offer and going-private transaction for Handy & Harman Ltd., a Nasdaq-listed company.
Represented Aerojet Rocketdyne Holdings, Inc., a leading manufacturer of aerospace and defense products, in a $300 million private offering of convertible senior notes due 2023. The Notes were sold to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933, as amended.
Represented Bourn & Koch, Inc., a portfolio company of Olshan client Alleghany Capital Corporation, in its acquisition of Diamond Technology Innovations, Inc., a leading manufacturer of waterjet orifices and nozzles as well as related products headquartered in Olympia, WA.
Represented BN Ranch LLC, a company led by co-founder Bill Niman that is a supplier of grass-fed beef, lamb, and poultry that are raised in a wholesome, humane, and environmentally conscious manner, in the sale of its business to Blue Apron, LLC.
Represented Aerojet Rocketdyne Holdings, Inc., a leading manufacturer of aerospace and defense products, in a refinancing that will provide greater financial flexibility to execute its long-term strategic agenda and substantially reduce its interest expense. The amended and restated credit facility replaces Aerojet’s existing revolving credit facility, in an aggregate principal amount of up to $350 million (with a $100 million subfacility for standby letters of credit and a $10 million subfacility for swingline loans) and provides for a delayed draw term loan facility in an aggregate principal amount of up to $400 million.
Represented Aerojet Rocketdyne Holdings, Inc., a leading technology-based designer, developer and manufacturer of aerospace and defense products, in the successful completion of the $550 million acquisition of the Pratt & Whitney Rocketdyne business from United Technologies in part with the proceeds from a $460 million bond offering. The acquisition nearly doubled the size of Aerojet Rocketdyne Holdings, Inc. and help ensure that it continues to be a leader in the next space age.
Represented hedge fund in its conversion into a publicly traded limited partnership listed on the NYSE.
Represented CosmoCom, Inc., a developer of call center management software, in connection with its acquisition by Enghouse Systems Limited, a large Canadian public company, and its subsidiary, Syntellect Inc., for a purchase price of approximately $20 million.
Represented Empire Resorts, Inc. in its $35 million rights offering.
Represented Everlast Worldwide Inc., a leading designer, manufacturer and marketer of boxing and fitness-related sporting goods equipment and worldwide licensor of the Everlast brand, in its $185 million merger with Brands Holding Limited, a wholly-owned subsidiary of Sports Direct International plc, a publicly traded company on the London Stock Exchange.
Represented Fox & Hound Restaurant Group in the amendment of their syndicated credit facilities with two major lenders which provided the funds for its acquisition of Champps Entertainment, Inc., a Nasdaq National Market company.
Represented a privately held men's accessories company in the $63 million acquisition of the third-largest luggage company in the United States. In connection with the acquisition, also represented the company in obtaining over $40 million in secured credit facilities with two major lenders.
Represented a company engaged in the operation and development of an electronic open marketplace for the purchase and sale of advertising media in a reverse merger and $12 million PIPE transaction.
Represented a NASDAQ-listed company engaged in the gaming and hospitality industries in a PIPE transaction that resulted in raising more than $30 million and a Rule 144A underwritten private offering that resulted in net proceeds of more than $60 million.

Jason S. Saltsberg

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Jason S. Saltsberg

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