SmileDirectClub’s $255 Million Debt Facility

Latham & Watkins represented the lender, HPS Investment Partners, in the transaction.

SDC US SmilePay SPV’s (SPV), a wholly-owned special purpose subsidiary of SmileDirectClub, Inc. announced its new US$255,000,000 secured delayed-draw term loan facility. Proceeds of the new facility will be used to provide cash on the balance sheet, strengthening Company’s liquidity and providing greater flexibility to fuel its continued operations and future growth plans. The facility is a hybrid between a corporate facility and structured receivables facility and is secured by certain of the SPV’s assets, which consist of receivables, cash, intellectual property, and related assets. 

SmileDirectClub was founded on the belief that affordable and convenient premium oral care should be accessible to everyone. Since its founding in 2014, SmileDirectClub has helped more than 1.5 million people transform their smiles through our pioneering telehealth platform for orthodontia.

The Latham team that represented the lender in the financing was led by New York partners Stelios Saffos (Picture), Peter Sluka, and Graeme Smyth with counsel Marcela Ruenes and Christopher Michail, and associates Tony Zhou and Nina Grandin. Advice was also provided on tax matters by New York partner Jocelyn Noll; on intellectual property matters by New York counsel Carrie Girgenti; on healthcare & life sciences matters by Washington, D.C. partner John Manthei, with counsel Betty Pang and associate Chad Jennings; and on data privacy matters by Washington, D.C. partner Marissa Boynton, with associate Jimmy Smith.

Involved fees earner: Marissa Boynton – Latham & Watkins; Carrie Girgenti – Latham & Watkins; Nina Grandin – Latham & Watkins; Chad Jennings – Latham & Watkins; John Manthei – Latham & Watkins; Christopher Michail – Latham & Watkins; Jocelyn Noll – Latham & Watkins; Betty Pang – Latham & Watkins; Marcela Ruenes – Latham & Watkins; Stelios Saffos – Latham & Watkins; Peter Sluka – Latham & Watkins; James Smith – Latham & Watkins; Graeme Smyth – Latham & Watkins; Tony Zhou – Latham & Watkins;

Law Firms: Latham & Watkins;

Clients: HPS Investment Partners LLC;