Experience

• • Artera Services and Clayton, Dubilier & Rice in the $2 billion comprehensive refinancing for Artera.
  • American International Group and Corebridge Financial in AIG’s secondary public offering of approximately $712 million of Corebridge common stock.
  • American International Group and Corebridge Financial in AIG’s secondary public offering of 50 million shares of Corebridge Financial common stock.
  • Corebridge Financial, a majority owned subsidiary of American International Group, in its offering of $500 million aggregate principal amount of 6.050% senior notes due 2033.
  • Voya Financial, in the exercise of the put option under its P-CAPs facility and redemption of existing junior subordinated notes.
  • American International Group and Corebridge Financial in AIG’s secondary public offering of 74.75 million shares of Corebridge Financial common stock at $16.25 per share.
  • Everest Re in its $1.5 billion public offering of common shares.
  • Brookfield Reinsurance in its acquisition of Argo in a transaction valued at approximately $1.1 billion.
  • Spirit Airlines in its $600 million secured notes offering, backed by assets and intellectual property of Spirit’s Free Spirit and Spirit Saver$ Club programs.
  • American International Group and Corebridge Financial, a majority-owned subsidiary of American International Group, in the initial public offering of Corebridge Financial.
  • Wilton Re, a majority-owned reinsurance company of CPP Investments, in its sale of Ivari, a Toronto-based life insurance company, to Sagicor Financial Company.
  • Corebridge Financial, a majority-owned subsidiary of American International Group, in its offering of $1.0 billion of 6.875% Fixed-to-Fixed Reset Rate Junior Subordinated Notes offering due 2052.
  • Spirit Airlines in its sale, later terminated, to JetBlue for $3.8 billion.
  • Corebridge Financial, a majority-owned subsidiary of American International Group, in its $6.5 billion offering of senior unsecured notes in relation to the separation of American International Group’s Life & Retirement business. At the time of announcement, this transaction was reported to be the largest-ever debt offering by an insurance company.
  • Spirit Airlines in its merger, later terminated, with Frontier Group Holdings, parent company of Frontier Airlines, in a transaction valued at $6.6 billion.
  • Warner Music Group (“WMG”) and entities affiliated with Access Industries, LLC in an SEC-registered secondary offering of 8,562,500 shares of Class A common stock of WMG.
  • Warner Music Group in its private offering of $540 million senior secured notes.
  • International Paper, a global producer of renewable fiber-based packaging and pulp products, in the separation and spin-off of its global printing papers business, Sylvamo, and related financing arrangements.
  • Jackson and Prudential plc in the separation of Jackson through a demerger, in a transaction valued at approximately $2.5 billion and that establishes Jackson as an independent, publicly-traded company.
  • Warner Music Group in its private offering of €445 million euro-denominated senior secured notes.
  • Ambac in the issuance and sale by Sitka Holdings, its newly formed special purpose entity, of its $1.175 billion aggregate principal amount of LIBOR plus 4.50% Floating Rate Senior Secured Notes due 2026.
  • Artera, a Clayton, Dubilier & Rice portfolio company and one of the nation’s largest providers of integrated infrastructure services to natural gas and electric industries, in the financing aspects of its acquisition of Feeney Utility Services Group.
  • Spirit Airlines in its common stock offering of over 10.5 million shares, $500 million aggregate principal amount of new convertible notes offering 1.00% convertible senior notes due 2026, $146.8 million repurchase of its existing 4.75% existing convertible senior notes due 2025 and redemption of $340 million of its existing 8.00% senior secured notes due 2025.
  • Ambac in the exchange of the securities of the Corolla Trust, a Delaware statutory trust formed by Ambac Financial Group, Inc. in 2014, for Ambac Assurance Corporation’s 5.1% senior surplus notes due 2020.
  • Entities managed by Blackstone in the financing aspects of the $2.8 billion acquisition of Allstate Life Insurance Company.
  • UPC in the transfer of personal lines business in four states to HCI.
  • Artera Services, a Clayton, Dubilier & Rice portfolio company, in its $250 million tack-on offering of senior secured first priority notes.
  • International Paper in its cash tender offers for three outstanding series of senior notes.
  • Warner Music Group in its $550 million offering of 3% senior secured notes due 2031.
  • Third Point Re in the financing aspects of its $788 million merger with Sirius Group.
  • Spirit Airlines in its at-the-market offering program for up to 9,000,000 shares of its voting common stock.
  • PowerTeam Services, a Clayton, Dubilier & Rice portfolio company, in its $150 million tack-on offering of senior secured first priority notes.
  • Warner Music Group in its initial public offering of 77 million shares of Class A common stock at a public offering price of $25.00 per share, representing an approximately $1.925 billion offering.
  • Prudential plc and Jackson National in the reinsurance to Athene of $27.6 billion of Jackson’s in-force fixed and fixed index annuities and a $500 million equity investment in Jackson’s holding company.
  • Spirit Airlines, in its concurrent SEC registered $201 million offering of common stock and $175 million offering of 4.75% convertible senior notes due 2025.
  • Teachers Insurance and Annuity Association of America in its $1.25 billion offering of 3.300% surplus notes due 2050.
  • PowerTeam Services, a Clayton, Dubilier & Rice portfolio company, in the financing aspects of its purchase of Miller Pipeline and Minnesota Limited for $850 million in cash.
  • Prudential Financial in the financing aspects of its $2.35 billion acquisition of Assurance IQ.
  • Syncora Holdings in its $429 million sale of Syncora Guarantee, a wholly owned subsidiary, to Star Insurance Holdings, an entity organized by GoldenTree Asset Management LP.
  • Nuveen, LLC in its $1 billion offering of 4.000% senior notes due 2028 guaranteed by Teachers Insurance and Annuity Association of America.
  • AXA Equitable Holdings in the offer and sale of $862.5 million of mandatorily exchangeable securities.
  • AXA and AXA Equitable Holdings on the initial public offering of AXA Equitable Holdings on the New York Stock Exchange for approximately $4 billion, and AXA Equitable Holdings in its offering and sale of $3.8 billion of senior notes.
  • A global insurance company in replacing the senior management of a subsidiary.
  • Ambac Assurance Corporation, a Wisconsin domiciled insurance company, in a holistic restructuring transaction that involved three exchange offers of existing debt securities and other payment obligations for approximately $2.2 billion of newly issued debt securities, as well as a new-money financing collateralized by the future proceeds of certain litigation claims against RMBS originators.
  • Syncora Holdings in a reinsurance agreement with Assured Guaranty to reinsure approximately $13.5 billion of financial guaranty policies, representing 91% of Syncora's outstanding insured exposures.
  • Warner Music Group in a two–part refinancing transaction, including its offer and sale of $250 million 4.875% dollar-denominated senior secured notes due 2024 and an offering of €345 million 4.125% euro-denominated senior secured notes due 2024 and the retirement of $450 million of outstanding dollar-denominated senior notes and €157 million of euro-denominated senior notes.
  • International Paper in its $2.3 billion offering of 3.000% senior notes due 2027 and 4.400% senior notes due 2047.
  • Syncora Holdings, a Bermuda-domiciled holding company, in its $1.2 billion comprehensive recapitalization, which included multiple exchange offers for debt and preferred equity, the private placement of approximately 31 million shares of its common stock and the elimination of the class of preferred shares exchanged. The transaction also included the implementation of structural protections of Syncora’s deferred tax asset and significant regulatory accommodations that may allow its insurance operating subsidiary to pay dividends in the future.
  • Warner Music Group in its $300 million offering of 5% senior secured notes due 2023.
  • International Paper in the offer and sale of its $750 million commercial paper program.
  • Guardian in the establishment of its $3 billion global funding agreement-backed debt issuance program, including its inaugural offering of $500 million offering of funding agreement-backed fixed rate notes due 2021.
  • D. E. Shaw and Madison Dearborn Partners, as holders of exchangeable notes and other claims against SunEdison, in SunEdison’s Chapter 11 proceedings in the U.S. Bankruptcy Court for the Southern District of New York, and in obtaining dismissal of a $300 million avoidance action seeking to claw back transfers made as part of a complex transaction related to the $2.4 billion sale of a renewable energy company.
  • Providence Equity Partners and SRA in the merger of SRA with the government services unit of CSC, creating the largest pure-play IT services provider serving the U.S. government sector.
  • American Seafoods, the largest harvester of wild-caught fish for human consumption in the United States, in capital markets matters relating to its completed deleveraging recapitalization.
  • Spirit Airlines in its $576.6 million offering of EETCs secured by 15 Airbus aircraft, which was Spirit Airlines’ inaugural EETC offering.
  • Apollo Global Management in its acquisition of a majority interest in the asset management business of AR Capital (subsequently withdrawn), its acquisition of the wholesale distribution business of RCS Capital and its substantial minority equity investment in RCS Capital. (Terminated)
  • Citizens Financial in structuring its corporate governance charters, policies and frameworks to comply with bank regulatory and listed company governance requirements in preparation for its $3.4 billion initial public offering.
  • Syniverse, a Carlyle portfolio company, in the financing aspects of its €550 million acquisition of MACH.
  • Carlyle in its $3.3 billion acquisition of Getty Images.
  • Booz Allen Hamilton, a Carlyle portfolio company, in its $2.25 billion leveraged recapitalization.
  • Brand Energy & Infrastructure Services in its $500 million offering of 8.50% senior unsecured notes due 2021.
  • WMG Acquisition in the incurrence of a $600 million “covenant lite” secured term loan facility and a $150 million secured revolving facility, as well as the issuance of $500 million 6.00% Senior Secured Notes due 2021 and €175 million 6.25% Senior Secured Notes due 2021 to refinance $1.25 billion of its secured notes.
  • International Paper in the combination of its xpedx distribution solutions business with Unisource in a “Reverse Morris Trust” transaction.