Jonathan Michels is a partner in the New York office of White & Case LLP, and a member of the Firm's Capital Markets Practice. Jonathan's practice focuses on public and private securities offerings, including high yield debt offerings, exchange offers and initial public offerings, as well as bridge financing commitments, debt tender offers, consent solicitations and other capital market transactions in a wide variety of industries in the United States, Latin America and elsewhere abroad.
Jonathan's work also includes counseling clients on corporate governance practices, corporate advisory matters and ongoing disclosure and compliance requirements under US securities laws.
McDonough School of Business
Representation of Conuma Coal Resources Limited, a Canadian producer of high-grade metallurgical coal used in steel production, in its $200 million Rule 144A/Regulation S offering of high-yield senior secured notes. We also represented Conuma in its concurrent entrance into a US$25 million revolving credit facility. The notes offering was Conuma's debut issuance in the capital markets and is guaranteed by the assets of the Willow Creek, Wolverine and Brule mining complexes, each located in the Peace River Coalfield in British Columbia.
Representation of Hertz Holdings Netherlands on its €500 million Rule 144A/Regulation S high-yield senior notes offering. Hertz used the proceeds from the offering to redeem a certain class of outstanding notes and repay borrowings under its European revolving credit facility. Hertz Holdings Netherlands B.V. is an indirect wholly-owned subsidiary of Hertz Global Holdings, Inc. The Hertz Corporation, also a subsidiary of Hertz Global Holdings, Inc., operates the Hertz, Dollar and Thrifty vehicle rental brands in approximately 10,200 corporate and franchisee locations throughout North America, Europe, The Caribbean, Latin America, Africa, the Middle East, Asia, Australia and New Zealand.
Representation of Transocean, an international provider of offshore contract drilling services, on a US$750 million Rule 144A/Regulation S high-yield senior notes offering. The proceeds were used to repay and retire existing debt and for general corporate purposes. We previously advised Transocean on $1.2 billion aggregate value of cash tender offers for certain classes of its outstanding notes and a $1.25 billion high-yield senior notes offering.
Representation of Credit Suisse Securities (USA) LLC and Jefferies LLC, as initial purchasers and joint book-running managers, in connection with the following offerings by CURO Group Holdings Corporation: 1) A $135 million high-yield senior secured notes offering and a concurrent consent solicitation. The notes were a tack-on issuance to CURO's pre-existing class of senior secured notes, in which we also advised the underwriters on a $475 million notes offering. 2) A $690 million Rule 144A/Regulation S guaranteed senior secured notes offering. We also advised the underwriters on the $93 million SEC-registered IPO and NYSE listing of the common stock of CURO Group Holdings, as well a US$128 million secondary SEC-registered offering.
Representation of Roark Capital as private equity sponsor and its portfolio company, Arby's Restaurant Group, Inc., in connection with a $485 million high-yield senior notes offering. The offering was part of a $3.1 billion finance package for Arby's acquisition of Buffalo Wild Wings. In addition to the notes offering, the acquisition financing consisted of: a $1.575 billion term loan; a $150 million revolving credit agreement; $890 million of equity financing provided by funds affiliated with Roark Capital and a $23 million draw on Arby's existing securitization VFN facility.
Representation of Deutsche Bank, as bookrunning manager, in connection with an offering of US$275 million of 8.500% senior secured notes due 2021 by Alliance One International, a leading global independent leaf tobacco merchant.
Representation of Fortis Inc., a leader in the North American electric and gas utility business, in connection with its issuance of US$2.0 billion in aggregate principal amount of its notes due 2021 and 2026 to finance Fortis Inc.'s acquisition of ITC Holdings, the largest independent electric transmission company in the US based in Novi, Michigan.
Representation of Morgan Stanley, Deutsche Bank and Bank of America Merrill Lynch, as joint bookrunning managers, in connection with an offering of US$600 million of 5.875% senior notes due 2023 by SS&C Technologies, a leading provider of mission-critical products and services to the global financial services industry. The proceeds of the offering were used to finance a portion of the purchase price of SS&C Technologies' acquisition of Advent Software. Also represented the banks in connection with the related bridge commitments for a US$500 million debt bridge facility and a US$400 million equity bridge facility.
Representation of Oi S.A. throughout its US$20 billion Brazilian, Dutch and U.S. restructuring process. Following the June 2016 restructuring filing in Brazil, White & Case's capital markets team worked closely with Oi to negotiate the terms of its restructuring plan and the new debt securities and other instruments to be delivered as recovery to holders of 13 series of bonds denominated in euros (€5.0 billion principal amount), dollars (US$3.4 billion principal amount), and reais (R$1.1 billion principal amount). This restructuring was the largest in Latin American history; and the new bond issuance ($1.65 billion) was among the largest offerings in Brazil between July and October of 2018.
"Kelo v. City of New London: Is the Response to Curb the Effect of the Supreme Court Decision Going Too Far?," 37 Seton Hall L. Rev. 527 (2007).
Ranked as a Next Generation Lawyer by Legal 500 in Finance – Capital Markets: High-Yield Debt Offerings
Rising Star, Securities & Corporate Finance, New York Metro 2014, 2015, 2016, 2017, and 2018, Super Lawyers