Richard Malek

Simpson Thacher represented the initial purchasers, led by J.P. Morgan Securities LLC and RBC Capital Markets, LLC, in connection with a debut Rule 144A/Regulation S offering by Empire Communities Corp. (“Empire”) of US$400 million aggregate principal amount of 7% Senior Notes due 2025 (the “USD Notes”) and C$150 million aggregate principal amount of 7.375% Senior Notes due 2025, which were issued on December 22, 2020.~~Simpson Thacher also represented the initial purchasers, led by J.P. Morgan Securities LLC, in connection with the add-on offering by Empire of US$75 million of additional USD Notes, which were issued on January 27, 2021.~~Empire is one of North America’s largest private homebuilders, with over 27 years of experience and operating history.~~The Simpson Thacher team included Marisa Stavenas, John O’Connell, Hyo Min Kim, Tommy Garber and Tarra Theisen (Capital Markets); Nancy Mehlman and Abigail Hopper (Tax); Jennifer Neilsson and Richard Malek (Executive Compensation and Employee Benefits); Adeeb Fadil and Noreen Lavan (Environmental); Timothy Gallagher (Real Estate); Genevieve Dorment and Bobbie Burrows (Intellectual Property); and Jennie Getsin (Blue Sky).

Jan 28

1 min

Simpson Thacher is representing affiliates managed by Corsair Capital in connection with their proposed strategic investment in Oakbridge Insurance Agency, a new integrated insurance brokerage firm serving clients across Georgia and the Southeast U.S. The transaction is expected to close on December 31, 2020.~~Founders Insurance, Hutchinson Traylor Insurance, McGinty-Gordon & Associates and Waites & Foshee, four premier retail insurance brokers, have signed definitive agreements to combine to form Oakbridge Insurance Agency. The strategic combination of these agencies creates one of the largest privately-owned insurance, risk management and employee benefits firms in the Southeast.~~The Simpson Thacher team includes James Parry, Shaun Levor, Izaak Lustgarten and Jule Walsh (M&A); Larry Moss, Patricia Adams and Richard Malek (Executive Compensation and Executive Benefits); Jonathan Goldstein and Nicole Humphrey (Tax); Steve DeLott (Insurance); Lori Lesser, Melanie Jolson and Kate Mirino (Intellectual Property); Barrie Covit, David Wagner, David Whelan, Samuel Ash and Jeffrey Larocca (Private Funds); Krista McManus (Real Estate); Michael Isby (Environmental); and Peter Guryan, Kelly Karapetyan and Jamie Logie (Antitrust).

Dec 17

1 min

The Firm recently represented the initial purchasers in connection with a Rule 144A and Reg S offering of $800 million aggregate principal amount of 4.5% Senior Notes due 2029 and $1.1 billion aggregate principal amount of 4.75% Senior Notes due 2031 by EQM Midstream Partners, LP (“EQM”), a wholly owned subsidiary of Equitrans Midstream Corporation (“ETRN”). EQM used the proceeds together with cash on hand to repay all outstanding borrowings under its term loan credit agreement, to fund a cash tender offer for a portion of its outstanding senior notes and for general partnership purposes. The Firm also represented the dealer managers in connection with the cash tender offer.~~ETRN has a premier asset footprint in the Appalachian Basin and, as the parent company of EQM, is one of the largest natural gas gatherers in the United States. Through its strategically located assets in the Marcellus and Utica regions, ETRN has an operational focus on gas transmission and storage systems, gas gathering systems, and water services that support natural gas development and production across the Appalachian Basin.~~The Simpson Thacher team included Brian E. Rosenzweig, Richard Ragusa, Maggie Selbe and Braxton Pitts (Capital Markets); Mike Isby and Timothy J. Mulvihill (Environmental); Nancy L. Mehlman and Suzy Yaster (Tax); Jennifer A. Neilsson and Richard Z. Malek (Executive Compensation and Employee Benefits); Melanie Jolson (Intellectual Property); and Andrew J. Pagliughi (Blue Sky).

Jan 29

1 min

The Firm represented the initial purchasers, led by BofA Securities, Inc., in connection with a Rule 144A/Regulation S offering by Cable One, Inc. (“Cable One”) of $650 million aggregate principal amount of 4% Senior Notes due 2030. Cable One intends to use the net proceeds from the offering for general corporate purposes, which may include acquisitions and strategic investments. The offering of the Senior Notes was upsized from the previously announced size of $500 million.~~Cable One is a fully integrated provider of data, video and voice services in 21 Western, Midwestern and Southern states, providing broadband services to residential and business customers in more than 950 communities.~~The Simpson Thacher team included David Azarkh, Della Fok and Alexander Leicht (Capital Markets); Jon Cantor and Suzy Yaster (Tax); Jennifer Neilsson and Richard Malek (Executive Compensation and Employee Benefits); Michael Isby (Environmental); Mark Skerry and Avia Gridi (Regulatory); Genevieve Dorment and Bobbie Burrows (Intellectual Property); and Jennie Getsin (Blue Sky).

Sep 11

1 min

The Firm represented the initial purchasers, led by Jefferies LLC, in connection with the Rule 144A and Regulation S offering by AdaptHealth LLC (the “Issuer”), a subsidiary of AdaptHealth Corp. (“AdaptHealth”), of $500 million aggregate principal amount of 4.625% Senior Notes due 2029. The net proceeds of the notes offering, together with senior secured term loan borrowings and cash on hand, will be used to finance the acquisition of AeroCare Holdings, Inc.~~The Firm also represented the financing sources, led by Jefferies Finance LLC, in providing committed financing for the acquisition, including a new senior secured term loan B facility in aggregate principal amount of up to $900 million.~~AdaptHealth is a leading provider of home healthcare equipment, medical supplies to the home and related services in the United States. AdaptHealth provides a full suite of medical products and solutions designed to help patients manage chronic conditions in the home, adapt to life and thrive. Product and services offerings include (i) sleep therapy equipment, supplies and related services (including CPAP and bi PAP services) to individuals suffering from obstructive sleep apnea, (ii) medical devices and supplies to patients for the treatment of diabetes (including continuous glucose monitors and insulin pumps), (iii) home medical equipment (“HME”) to patients discharged from acute care and other facilities, (iv) oxygen and related chronic therapy services in the home and (v) other HME medical devices and supplies on behalf of chronically ill patients with wound care, urological, incontinence, ostomy and nutritional supply needs.~~The Simpson Thacher team for the transaction included Art Robinson, David Azarkh, Lisa Zhang and Frances Fuqua (Capital Markets); Jessica Tuchinsky and Christina Gonzalez (Credit); Jonathan Cantor and Zachary Fialkow (Tax); Jennifer Neilsson and Richard Malek (Executive Compensation and Employee Benefits); Vanessa Burrows (Healthcare Regulatory); Michael Isby (Environmental); Melanie Jolson and Elizabeth Gladstone (Intellectual Property); and Jennie Getsin (Blue Sky).

Apr 1

1 min