Frank R. Adams is a partner in the Capital Markets practice and is resident in the Firm’s New York office. He has wide-ranging experience in acquisition and leveraged finance transactions and high yield debt, cross-border and other complex securities offerings. He also represents issuers and investment banks in structuring and executing innovative liability management transactions. He regularly represents U.S. public companies in corporate governance and other board level matters, securities law compliance and disclosure matters.
Mr. Adams is recognized as a “Highly Regarded” lawyer for Capital Markets: Debt & Equity in the U.S. by IFLR1000.
Mr. Adams is active in pro bono matters and serves as regular outside general counsel to a private charitable foundation dedicated to transforming society’s response to sexual assault, domestic violence and child abuse and to supporting survivors.
Mr. Adams’ transactional experience includes:
- Fidelity National Financial, Inc. (FNF), a title insurer which also holds interests in a variety of companies, in a $450 million 144A senior notes offering to, primarily, fund the cash settlement of outstanding convertible senior notes.
- Vantage Drilling International, a provider of offshore oil and natural gas well drilling services, in its private offering to existing creditors of $76 million senior secured second lien notes and $750 million step-up senior subordinated secured third lien convertible notes, as part of a pre-packaged plan to emerge from bankruptcy.
- General Electric Capital Corporation in a $36 billion issuance by GE Capital International Funding Company (a finance subsidiary of GECC) of senior unsecured dollar- and pounds sterling-denominated notes pursuant to a private exchange offer for more than 120 series of outstanding GECC debt securities – the largest corporate debt exchange offer in history.
- Campbell Soup Company in its $5.3 billion senior unsecured fixed and floating rate notes offering to, in part, finance its $6.1 billion acquisition of Snyder’s-Lance, Inc., a manufacturer and marketer of snack food products in the United States.
- Ditech Holding Corporation (f/k/a Walter Investment Management Corp.), a diversified mortgage banking firm, in its issuance of $250 million in new second lien notes and $100 million in mandatorily convertible preferred stock to holders of senior notes claims and its issuance of warrants and shares of successor common stock to holders of both predecessor shares of common stock and of convertible notes claims, all pursuant to a Weil-led pre-packaged plan of reorganization under chapter 11 that eliminated approximately $800 million of corporate debt.
- Johnson & Johnson, a multi-national manufacturer of pharmaceutical, diagnostic, therapeutic, surgical and biotechnology products, in numerous offerings, including a multi-tranche $4.5 billion senior notes offering and in its U.S. and euro-commercial paper programs.
- Johnson & Johnson Innovation - JJDC, Inc. (the strategic venture capital arm of Johnson & Johnson), an investor in emerging health care, life science and technology businesses, as the selling shareholder in a $51 million secondary offering of shares of Achillion Pharmaceuticals Inc., a biopharmaceutical company that develops solutions for infectious diseases.
- Basic Energy Services, Inc., a provider of well site services to oil and natural gas drilling and producing companies, in an exchange of $775 million aggregate principal amount of unsecured notes due 2019 and 2022 for new common shares in Basic, as reorganized, and a $125 million rights offering of mandatorily convertible PIK notes which, under the terms of their issuance, were automatically converted into new common shares in Basic.
- Approach Resources Inc., an independent energy company focused on the exploration, development, production and acquisition of unconventional oil and gas reserves in the Midland Basin of the greater Permian Basin in West Texas, in a unique private debt for equity exchange and exempt public debt for equity exchange offer, pursuant to which up to $230 million of 7.00% senior notes due 2021 may be exchanged for shares of common stock, and in related governance arrangements and shareholder approvals.
- Morgan Stanley and Citi, as joint book running managers, in the $2.4 billion notes offering by Harris Corporation, a maker of communications equipment for defense, government, broadcast and wireless applications, to finance in part its proposed $4.75 billion acquisition of Exelis, Inc., a developer of information systems for aerospace, defense, surveillance, air traffic and cyber security applications.
- The Walt Disney Company, a diversified international entertainment and media enterprise, in numerous offerings, including its $1.3 billion senior notes offering, its $4 billion U.S. and euro medium term notes and commercial paper programs, and its $1 billion senior notes offering on September 17, 2001, which re-opened the U.S. capital markets after the September 11 tragedies.
- Citi, Barclays, Goldman Sachs, Morgan Stanley and another major financial institution, as joint book running managers, in a $525 million high yield bond offering for HealthSouth Corporation, an owner and operator of inpatient rehabilitative hospitals.
- Polkomtel S.A., one of the largest mobile telecommunications operators in Poland, and affiliated companies in numerous financings, including a dual tranche offering of high yield notes, comprising €543 million and $500 million senior notes, an offering of $200 million PIK notes, and the related bridge and permanent loan facilities – these financings constituted part of the financing for the $6 billion acquisition of Polkomtel by Spartan S.A., for which the finance deal team was selected Finance Team of the Year at the 2012 UK Legal Business Awards.
- CET 21 spol. s r.o. and its parent, Central European Media Enterprises Ltd., a leading media and entertainment company in Central and Eastern Europe, in CET 21's €170 million senior notes offering and a concurrent senior secured revolving credit facility to refinance existing indebtedness – the first secured high yield bond issued from the Czech Republic.
- Central European Distribution Corporation, an integrated spirit beverages business, in numerous equity, equity-linked and debt offerings, including $1.2 billion concurrent equity and senior notes offerings, to finance, among other things, the acquisition of the Russian Alcohol Group; and in the company’s dual listing on NASDAQ and the Warsaw Stock Exchange and initial public offering – the first-ever U.S. SEC-registered and European Union Prospectus Directive compliant equity offering.
- Lottomatica S.p.A., the Italian lottery operator and gaming company, in its €1.4 billion equity rights offering and its issuance of €750 million interest deferrable step-up capital securities, which constituted part of the financing for Lottomatica's acquisition of GTECH Holdings Corporation – at the time, the largest-ever acquisition in the United States by an Italian company.
- Weather Investments, Wind and affiliated companies in the €2 billion bridge, high-yield and PIK financing for the €12 billion leveraged buyout of Wind, an Italian telecommunications provider – the transaction was named "European Debt & Equity-Linked Deal of 2005" by International Financial Law Review.