Jessica Chen
Biography
Overview
Jessica Chen is a partner in White & Case's Global Capital Markets Practice. Recognized as a Next Generation Partner in Capital Markets: Global Offerings in 2024 by Legal 500, Jessica advises clients on a full range of corporate and capital markets transactions, including IPOs and follow-on offerings as well as private placements. She also has experience with green and sustainability-linked bonds, Eurobonds, convertible notes, block trades/bought deals, PIPEs, ATMs, RDs and SPACs / De-SPACs. Jessica has extensive experience with foreign issuers and cross-border transactions, including in connection with securities law aspects of mergers and acquisitions and restructurings. In particular, Jessica has worked extensively with Nordic and Latin American clients. She has also represented all the major U.S. investment banks.
Jessica also counsels public companies on ongoing reporting, disclosure issues and corporate governance practices. She works with companies in a range of industries, including biotech / life sciences, technology, media/telecom, retail, education, energy, utilities, oil and gas, and shipping, among others.
Further, Jessica works with tech and biotech entrepreneurs and investors as part of the Emerging Companies / Fast Growth practice.
Jessica's IPO representations include those by Arco Platform Ltd. (also follow-on offering), Avangrid, Inc. (as part of a merger), Avianca S.A., Caesarstone Sdot-Yam Ltd., Evogene Ltd., Fortis Inc. (as part of a merger), Gambling.com Group, Gazit-Globe Ltd., GeoPark Limited, Himalaya Shipping Ltd, Linx S.A., Loma Negra C.I.A.S.A., NeuroDerm Ltd., Oatly Group AB (with the Stockholm team), Olink Holding AB (controlling shareholder and also follow-on offering), Vitru Limited (also follow-on offering) and Wix.com Ltd. as well as the SPAC IPOs of Anthemis Digital, Compute Health, Edify, EdtechX Holdings II, Ironspark, Mudrick Capital II, SCP & CO Healthcare, Stratim Cloud and Rodgers Silicon Valley.
Experience
A selection of Jessica's other recent representations include:
Air France-KLM acquisition of non-controlling stake in Scandinavian Airlines (SAS AB), enabling SAS AB's emergence from its Chapter 11 reorganization and its Swedish restructuring proceedings and purchase of a portion of US$745 million in convertible notes. Representation of Air France-KLM S.A. on its acquisition of a 19.9% non-controlling stake in the share capital of SAS AB. This transaction was conducted by the Air France-KLM Group as part of a group of investors which also includes Castlelake L.P. on behalf of certain funds or affiliates, Lind Invest ApS, and the Danish State. Jessica advised on the senior secured convertible notes purchase.
Eaton €1.0B Eurobond offering, US$2.0B and US$500M SEC-registered notes offerings, including sustainability-linked notes, €300M private placement of notes, universal shelf filings, and ongoing disclosure, governance and reporting. Representation of Eaton Corporation plc (NYSE:ETN) and its subsidiaries in various offerings, including for Eurobonds, SEC-registered notes (including sustainability-linked notes), private placement of notes, as well as Eaton's universal shelf filings and ongoing disclosure, governance and reporting. Eaton is an intelligent power management company dedicated to improving the quality of life and protecting the environment for people everywhere. In 2023, Eaton celebrated its status as one of two companies that has been listed on the NYSE for 100 years.
Avangrid aggregate US$4.0B equity private placements, aggregate US$2.1B SEC-registered green bond offerings, US$2.8B merger, universal shelf filings and ongoing reporting. Representation of Avangrid, Inc. (NYSE:AGR), a leading sustainable energy company in concurrent private placements of approximately US$4B of common stock. Jessica also represented Avangrid, as issuer, in connection with several SEC-registered green bond offerings by Avangrid totaling US$2.1B, in one of which White & Case was named Best Green/SRI Finance Law Firm. Further, Jessica advised Avangrid in connection with its universal shelf registration statements filings and with regard to its disclosure issues, ongoing reporting and corporate governance practices. Avangrid has since been taken private by Iberdrola S.A.
Fortis / ITC US$11.3 billion merger and dual-listing of Fortis on the NYSE. Representation of Fortis Inc. (TSX and NYSE:FTS), Canada's largest publicly owned distribution utility, in its US$11.3 billion acquisition of ITC Holdings Corp. (NYSE:ITC), an electric transmission company operating in the Great Lakes and Great Plains regions, through a registered exchange offer with the SEC and the dual-listing of Fortis on the NYSE.
GDCG acquisitions, shelf registration statement filing and ongoing disclosure, governance and reporting. Representation of Gambling.com Group Ltd (NASDAQ:GAMB), after its IPO, on its various acquisitions, selling shareholder shelf registration statement filing and ongoing disclosure, governance and reporting. GDCG is an award-winning performance marketing company and leading provider of digital marketing services active exclusively in the online gambling industry.
Wave Life Sciences CMPOs, ATM and GSK equity investment. Representation of J.P. Morgan Securities LLC and Leerink Partners LLC as the representatives of the underwriters in the US$100M CMPO by Wave Life Sciences Ltd (NASDAQ:WVE). Representation of Jefferies, as sales agent, in connection with Wave's US$250M ATM program and periodic bring downs as well as in the US$162M CMPO by Wave. Representation of Glaxo Group Limited (NYSE: GSK), a global biopharma company, on its $50M equity investment in Wave. The equity investment was entered into simultaneously with a collaboration and license agreement between GSK and Wave to co-develop and co-commercialize oligonucleotide therapeutics, including Wave's preclinical RNA editing program targeting alpha-1 antitrypsin deficiency (AATD), WVE-006. Wave Life Sciences is a clinical-stage biotechnology company focused on unlocking the broad potential of RNA medicines, or those targeting RNA, to transform human health.
Zura Bio Limited PIPEs and ATM. Representation of the placement agents in the US$112.5M and US$80M PIPEs by Zura Bio Limited (NASDAQ:ZURA), a clinical stage, multi-asset immunology company developing novel dual-pathway antibodies for autoimmune and inflammatory diseases. Piper Sandler & Co., Guggenheim Securities, LLC and Cantor Fitzgerald & Co. served as lead placement agents for the most recent PIPE and Raymond James Financial International Limited acted as financial advisor to the issuer. Representation of Leerink Partners LLC, as sales agent, in connection with Zura's US$125M ATM program.
Sangamo Therapeutics RD, ATM and CMPOs. Representation of Barclays Capital Inc. and Cantor Fitzgerald & Co as placement agent in a registered direct offering of common stock of Sangamo Therapeutics, Inc. (NASDAQ:SGMO) Representation of Jefferies, as sales agent, in connection with Sangamo's US$150M and US$175M ATM programs and periodic bring downs. Jessica also represented Cowen and Company, LLC, as lead underwriter, in the US$119M CMPO by Sangamo, a genomic medicine company committed to translating ground-breaking science into medicines that transform the lives of patients and families afflicted with serious neurological diseases.
Alvotech US$2.25 billion business combination with Oaktree Acquisition Corp. II. Representation of Alvogen Lux Holdings S.à r.l., a global pharmaceutical company and the majority shareholder of Alvotech Holdings S.A. (NASDAQ:ALVO), in Alvotech's $2.25 billion business combination with Oaktree Acquisition Corp. II and Alvogen's investment in the related PIPE. Alvogen's shareholder include a consortium of investors led by CVC Capital Partners and include Singapore-based investment company Temasek, Vatera Healthcare Partners, and Pamplona Capital Management. Jessica also provides ongoing advice to Alvogen and CVC.
Avast / Gen Digital merger and US$1.5B acquisition financing. Representation of Avast plc, an industry leading maker of security software, in its US$9.2 billion merger with NortonLifeLock Inc., now Gen Digital Inc. (NASDAQ:GEN), and the issuance by Gen Digital of US$1.5B of senior unsecured notes. The proceeds were primarily used to fund the acquisition of Avast. Gen Digital is a global leader in consumer cyber safety.
Oatly US$425M financing. Representation of Oatly Group AB (NASDAQ:OTLY), the world's original and largest oatmilk company, headquartered in Sweden, on its US$425M of financing commitments, consisting of an aggregate principal amount of US$300M convertible notes, and commitment letters for a US$125M term loan B credit facility and a SEK 2.1B amended sustainable revolving credit facility.
Klarna US$800M financing round. Representation of Klarna Bank AB, a Swedish fintech company that provides online financial services such as payments for online storefronts and direct payments along with post-purchase payments, on its US$800M financing round. The financing attracted strong support from both existing and new investors.
"Ready to launch: US stock markets are poised for a strong 2024" Turning the tide: Global IPOs look for a rebound in 2024 (2024)
"Tech continues to dominate" Global IPOs: Seeking signs of stabilization (2023)
"US sustainable bond market well positioned despite general slowdown in bond financings" Debt Explorer (2023)
"Global IPOs reached new highs" Global IPOs: A blockbuster year (2022)
"Sustainable finance in Latin America" Latin America Focus: Fall 2021 (2021)
Next Generation Partner, Capital Markets: Global Offerings, Legal 500, 2024
Leading Dealmakers in America, Lawdragon 500, 2024
Shortlisted for Equity Capital Markets Lawyer of the Year, Women in Business Law Americas Awards, Euromoney, 2022-2024
BTI M&A Client Service All-Star 2021 for Capital Markets and M&A, The BTI Consulting Group, Inc., 2021