Kirkland & Ellis and Davis Polk advised on the $375 million inaugural whole business securitization of Scooter’s Coffee, consisting of US$350 million of fixed-rate senior secured notes and a US$25 million variable funding note issued through Scooter’s Coffee Issuer, LLC and Harvest Roasting Issuer, LLC.
The offering comprised US$350 million of 6.380% Series 2026-1 Class A-2 senior secured notes and US$25 million of Series 2026-1 Class A-1 variable-rate senior secured notes. The collateral includes substantially all existing and future revenue-generating assets of the Scooter’s Coffee system, including franchise agreements and related revenues, intellectual property, and assets and revenues associated with Harvest Roasting, Scooter’s vertically integrated coffee roasting and supply chain platform. Proceeds from the offering will be used to refinance existing corporate debt, pay transaction expenses and for general corporate purposes.
Founded in 1998, Scooter’s Coffee is a beverage franchisor known for its coffee-focused offerings and operates a system of 910 locations across 32 US states, approximately 98% of which are franchised.
Kirkland & Ellis advised Scooter’s Coffee on the transaction.
The Kirkland team included structured finance lawyers Janette McMahan, Michael Urschel, Marc Kassis, Aaqib Mahmood, Emma Tall, Ed Kellermann, Kelli Johnson and Suril Patel; tax lawyers Richard Husseini, Polina Liberman, Jon Nelsen, Karissa Leffingwell and David Wheat; technology & IP transactions lawyers Shellie Freedman, Melissa Moreno and Aseem Jha; investment funds ERISA lawyer Joseph Lifsics; executive compensation lawyer Cameron Bateman; investment funds lawyer Nick Tarnowski; employee benefits lawyer Caitlin Bernice Pyrce; real estate lawyer Jennifer Sheehan; and litigation lawyer Nick Niles.
Davis Polk advised the sole structuring adviser and sole book-running manager on the offering.
The Davis Polk finance team included partner Ryan D. McNaughton, counsel Demitrios (Jimmy) T. Moustakis and associates Aaron Kirchner-Loeser and Anthony (A.J.) Koch. Partner Frank Azzopardi and associate Lachlan J. Forrester provided intellectual property advice. Counsel Dustin Plotnick provided tax advice. Counsel Chaoyuan (Charles) Shi provided ERISA advice. Partner Stephen A. Byeff provided capital markets advice. Counsel Will Schisa provided sanctions advice. Members of the Davis Polk team are based in the New York and Washington DC offices.
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