Jonathan Michels

Partner, New York

Biography

Jonathan is praised by clients as “the full package: he is a one-stop shop for capital markets and he is good at solving problems.”
Chambers USA, 2021

Overview

Jonathan Michels is a partner at White & Case, and a member of the Firm's Capital Markets practice group. Based in New York, Jonathan's practice primarily focuses on public and private capital markets transactions, including high-yield and investment grade debt offerings, exchange offers, tender offers, consents solicitations and other liability management transactions, bridge and other acquisition financing commitments and other capital markets transactions representing issuers, sponsors and investment banks in a wide variety of industries in the United States, Latin America and elsewhere abroad.

Jonathan has a proven ability to manage complex, multijurisdictional transactions and works seamlessly alongside teams of the Firm's lawyers from around the world.

Jonathan's experience and extensive knowledge of debt capital markets also allow him to quickly adapt to evolving and challenging market dynamics, and clients often look to Jonathan to find innovative and creative solutions to client and investor concerns. Jonathan has continued to be at the forefront of the high-yield and liability management market, particularly in the face of the global economic challenges that sponsors, issuers, investment banks and hedge funds are navigating as a result of the COVID-19 pandemic and other economic and industry-specific factors.

Bars and Courts
New York State Bar
New Jersey State Bar
US District Court for the District of New Jersey
Education
JD
Seton Hall University School of Law
BSBA
Finance and Management
Georgetown University
McDonough School of Business
Languages
English

Experience

Representation of J.P. Morgan Securities LLC, Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, Morgan Stanley & Co. LLC., BofA Securities, Inc., Barclays Capital Inc. and Citigroup Global Markets, Inc. in Univision Communications Inc.'s ("Univision") offering of US$1.05 billion aggregate principal amount of 4.500% senior secured notes due 2029 (the "Notes"). The offering of Notes was part of the US$2.1 billion debt financing package for the proposed business combination of the media content business of Grupo Televisa, S.A.B. ("Televisa") with Univision's business. The companies expect that the proposed business combination will create the global leader in Spanish-language media—Televisa-Univision.

Representation of Jefferies LLC, Barclays Capital Inc., Truist Securities, Inc. and Stifel, Nicolaus & Company, Incorporated as initial purchasers in an offering by Everi Holdings Inc. (NYSE: EVRI), a premier provider of land-based and digital casino gaming content and products, financial technology and player loyalty solutions, of US$400 million aggregate principal amount of its 5.000% Senior Unsecured Notes Due 2029, guaranteed on a senior unsecured basis by the Company and certain of the Company's direct and indirect domestic subsidiaries. The Company intends to use the proceeds from the Notes, together with cash on hand, to (i) redeem in full its 7.50% Senior Unsecured Notes due 2025; (ii) repay a portion of the borrowings outstanding under its existing credit facilities; and (iii) pay all fees, interest, and expenses in connection with the foregoing.

Representation of Brazilian telecom company Oi S.A. and its subsidiary, Oi Móvel, in connection with an offering of US$880 million 8.75% senior secured notes due 2026 issued by Oi Móvel and guaranteed by Oi S.A. and secured by certain of their respective assets. Oi Móvel expects to use the net proceeds from the offering for the repayment of its 2.5 billion Brazilian reais (about US$483.6 million) debentures due January 2022. White & Case also represented Oi S.A.throughout its US$20 billion Brazilian, Dutch and U.S. restructuring process. This restructuring was the largest in Latin American history; and the new bond issuance (US$1.65 billion) was among the largest offerings in Brazil between July and October of 2018.

Representation of Jefferies LLC as lead bookrunner, and the other initial purchasers in the debut high yield offering of Burford Capital Limited ("Burford") of US$400 million aggregate principal amount of 6.250% Senior Secured Notes due 2028, issued through a wholly owned subsidiary. Burford is the leading global finance and asset management firm focused on law. Its businesses include litigation finance and risk management, asset recovery and a wide range of legal finance and advisory activities. Burford is publicly traded on the New York Stock Exchange (NYSE: BUR) and the London Stock Exchange (LSE: BUR).

Representation of Conuma Coal Resources Limited, a Canadian producer of high-grade metallurgical coal used in steel production, in its US$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 The Hertz Corporation as issuer of US$900 million in aggregate principal amount of 6.000% senior notes due 2028. Jonathan also represented 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. and The Hertz Corporation are indirect wholly-owned subsidiaries of Hertz Global Holdings, Inc.

Representation of Transocean, an international provider of offshore contract drilling services, on: 1)A series of exchange transactions whereby Transocean exchanged US$1.9 billion of existing notes for US$925 million of new structurally senior notes. 2) The private exchange of US$323 million of Transocean's existing exchangeable notes for US$294 million 4.00% Senior Guaranteed Exchangeable Bonds due 2025 and US$11 million of cash. 3) A US$750 million Rule 144A/Regulation S high-yield senior notes offering. 4) The US$1.2 billion aggregate value of cash tender offers for certain classes of its outstanding notes and a US$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 US$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 US$475 million notes offering. 2) A US$690 million Rule 144A/Regulation S guaranteed senior secured notes offering. 3) A US$750 million high-yield 7.500% senior secured notes offering due 2028. We also advised the underwriters on the US$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 US$485 million high-yield senior notes offering. The offering was part of a US$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 US$1.575 billion term loan; a US$150 million revolving credit agreement; US$890 million of equity financing provided by funds affiliated with Roark Capital and a US$23 million draw on Arby's existing securitization VFN facility.

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.

Publications

"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).

Awards and Recognition

Up and Coming, Chambers USA, 2021, Capital Markets: Debt & Equity

Next Generation Lawyer, The Legal 500 US, 2019 – 2021, Capital Markets: High-Yield Debt Offerings

Rising Star, Securities & Corporate Finance, New York Metro 2014 – 2021, Super Lawyers