Jessica Chen is a partner in the New York Capital Markets Practice concentrating on securities transactions and general corporate representations.
Jessica represents issuers and underwriters in equity and debt transactions, including registered offerings, 144A and Regulation S offerings, private placements and in connection with mergers and acquisitions as well as liability management. She has led a number of complex cross-border transactions and also counsels public companies on disclosure issues, ongoing reporting and corporate governance practices.
Jessica often works with entrepreneurs and start-up companies as part of the Emerging Companies practice.
Hilton Worldwide US$6 Billion and Hilton Grand Vacations US$1.1 Billion Common Stock Offerings and Repurchases (2018)
Representation of HNA Tourism Group. Co. Ltd. and HNA HLT Holdco I LLC, as selling stockholder, in the US$6 billion SEC-registered secondary offering of 66,000,000 shares of the common stock of Hilton Worldwide Holdings Inc. (NYSE: HLT) and the subsequent repurchase by HLT of 16,500,000 shares of its common stock and the US$1.1 billion SEC-registered secondary offering of 22,250,000 shares of the common stock of Hilton Grand Vacations Inc. (NYSE: HGV) and the subsequent repurchase by HGV of 2,500,000 shares of its common stock. Hilton is one of the largest and fastest growing hospitality companies in the world and Hilton Grand Vacations, a rapidly growing timeshare company, is a recent spin-off from Hilton.
Ambac US$5.1 Billion Restructuring (2018)
Representation of a group of banks and private equity funds, including affiliates of Canyon Partners, LLC, Centerbridge Partners, L.P., and Davidson Kempner Capital Management LP, who were supporting holders in connection with the rehabilitation of the segregated account of Ambac Assurance Corporation (AAC), a Wisconsin stock insurance corporation and a subsidiary of Ambac Financial Group, Inc., which resulted in the restructuring of approximately US$5.1 billion of debt. The transactions relating to the rehabilitation included exchange offers of approximately US$1.0 billion of AAC's existing notes and approximately US$3.9 billion in deferred amounts of the segregated account for cash, approximately US$2.2 billion in newly issued senior secured notes and other consideration.
Avangrid Green Bond Issuance and US$2.8 Billion Merger and IPO (2017 and 2015, respectively)
Representation of Avangrid, Inc. (NYSE: AGR), a diversified energy and utility company, as issuer, on the filing of a shelf registration statement on Form S-3ASR and the initial takedown therefrom in the form of offer and sale of US$600 million in aggregate principal amount of Avangrid's 3.150% notes due 2024. Jessica also led the team that previously advised Avangrid in connection with its SEC-registered IPO of common stock through the US$2.8 billion merger of UIL Holdings Corporation into Green Merger Sub, Inc., a wholly-owned subsidiary of Avangrid.
Loma Negra US$1.1 Billion IPO (2017)
Representation of Loma Negra C.I.A.S.A. (NYSE: LOMA), the leading cement company in Argentina, as issuer, and the selling shareholder, Loma Negra Holding GmbH, in the US$1.1 billion initial public offering of ordinary shares of Loma Negra and the listing of American Depositary Shares on the New York Stock Exchange.
IQVIA US$6.3 Billion of Block Trades and Repurchases (2014 – 2017)
Representation of Morgan Stanley as sole underwriter in the US$1 billion secondary offering/block trade of the common stock of IQVIA Holdings Inc. (formerly known as Quintiles IMS Holdings, Inc.) (NYSE: IQV) by certain selling stockholders and the subsequent repurchase by the company of $255 million of its common stock; representation of Goldman Sachs as sole underwriter in the US$856 billion secondary offering/block trade of the common stock of Quintiles IMS Holdings, Inc. by certain selling stockholders and the subsequent repurchase by the company of $379 million of its common stock; representation of Morgan Stanley as sole underwriter in the US$890 million secondary offering/block trade of the common stock of Quintiles IMS Holdings, Inc. by certain selling stockholders and the subsequent repurchase by the company of $300 million of its common stock; representation of Morgan Stanley, as sole underwriter, in the US$545 million secondary offering/block trade of common stock by certain selling shareholders of the company; representation of Barclays and Citigroup, as joint underwriters, in the US$770 million secondary offering/block trade of common stock by certain selling shareholders of the company and the subsequent repurchase by the company of $250 million of its common stock; representation of Citigroup, as the sole underwriter, in the US$772 million secondary offering/block trade of common stock by certain selling shareholders of the company and the subsequent repurchase by the company of $250 million of its common stock. IQVIA is the world's largest provider of biopharmaceutical development services and a leading worldwide integrated information and technology-enabled healthcare service provider.
Inkia Energy Notes Offerings (2017)
Representation of Inkia Energy Limited, a power generation company with operations in Latin America and the Caribbean, in connection with a US$300 million notes offering and a subsequent US$150 million notes offering. The proceeds of the latter offering were used in connection with I Squared Capital's acquisition of Inkia Energy.
Boulevard Acquisition Investment in Estre (2017)
Representation of Angra Partners, a leading Brazilian private equity manager and minority stockholder in Estre Ambiental S.A., the largest waste management company in Brazil and Latin America, on an investment of US$370 million in Estre by Boulevard Acquisition Corp. II, a blank check company sponsored by an affiliate of Avenue Capital Group.
PDVSA US$3.4 Billion Exchange Offers (2016)
Representation of Credit Suisse, who acted as sole financial advisor to Petróleos de Venezuela S.A. (PDVSA), on the exchange offers of PDVSA's 5.250% senior notes due 2017 and 8.50% senior notes due 2017 for new 8.50% senior secured notes due 2020.
Fortis US$11.3 Billion Acquisition of ITC and US$2.0 Billion Notes Issuance (2016)
Representation of Fortis Inc. (NYSE and TSX: FTS), Canada's largest publicly owned distribution utility, in its US$11.3 billion acquisition of ITC Holdings Corp., an electric transmission company operating in the Great Lakes and Great Plains regions. In connection with financing for the acquisition, Jessica also led the team that represented Fortis Inc. on its US$2.0 billion notes issuance.
SoftBank £24.3 Billion Acquisition of ARM Holdings (2016)
Representation of Mizuho Securities Co. Ltd., financial advisor to SoftBank Group Corp., on SoftBank's landmark acquisition of ARM Holdings plc (LSE: ARM) for approximately £24.3 billion.