Joshua Wechsler

Joshua Wechsler

  • Partner
  • Corporate
  • New York
  • T:   +1.212.859.8689
  • F:   +1.212.859.4000
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  • Counsel to Wells Fargo Securities, Morgan Stanley, BofA Securities, and Goldman Sachs, as representatives of the underwriters, in New Mountain Finance Corporation’s follow-on equity offering of 9,200,000 shares of common stock for gross proceeds of US$125 million, which includes the exercise by the underwriters of their full overallotment option.
  • Counsel to Goldman Sachs, as underwriter, in The Simply Good Foods Company’s registered public offering of 13,379,205 shares of common stock, for total gross proceeds of approximately US$352.5m. The proceeds of the offering will be used to pay a portion of the purchase price for its acquisition of Quest.
  • Counsel to ESH Hospitality (ESH), a subsidiary of Extended Stay America (ESA), in connection with certain debt refinancing transactions, consisting of US$750m in aggregate principal amount offering of ESH’s 4.625% senior notes due 2027, the repayment of US$500m of term loans under ESH’s credit facility, and the refinancing of each of ESH’s credit facility and ESA’s credit facility, as well as an amendment to an intercompany credit facility between ESH and ESA.
  • Counsel to Humana in its underwritten public offering of US$1b of senior notes comprised of two tranches: US$500m of 3.125% senior notes due 2029 and US$500m of 3.950% senior notes due 2049.
  • Counsel to Wells Fargo Securities, Morgan Stanley, and Goldman Sachs, as representatives of the several underwriters, in New Mountain Finance Corporation’s US$94.4 million follow-on equity offering of common stock for gross proceeds, which includes the exercise by the underwriters of their full overallotment option.
  • Counsel to Morgan Stanley, Wells Fargo Securities and Keefe, Bruyette & Woods, as representatives of the several underwriters, in Hercules Capital's offering of 5,000,000 shares of its common stock, as well as the concurrent exercise by the underwriters of their option to purchase 750,000 additional shares, for gross proceeds to Hercules of US$72.7 million.
  • Counsel to Morgan Stanley and Wells Fargo Securities, as bookrunners, in New Mountain Finance Corporation’s offering of US$86.25 million aggregate principal amount of 5.75% convertible notes due 2023, including the full amount of the overallotment option exercised by the underwriters.
  • Counsel to Grupo Televisa in connection with its US$750 million aggregate principal amount of 5.25% senior notes due 2049 to be listed on the Luxembourg Stock Exchange.
  • Counsel to Wells Fargo Securities, Goldman Sachs, and Morgan Stanley, as representatives of the underwriters in New Mountain Finance Corporation’s US$58.52 million follow-on equity offering of 4,312,500 shares of common stock, which includes the exercise by the underwriters of their full overallotment option.
  • Counsel to Raymond James & Associates, JMP Securities, Keefe, Bruyette & Woods, and B. Riley FBR, as sales agents in the launch of Ladder Capital Corp’s ATM program of the company’s Class A common stock.
  • Counsel to Bank of America Merrill Lynch, BTIG, and Clarksons Platou Securities, as underwriters in Scorpio Tankers’ US$300 million follow-on equity offering of common shares.
  • Counsel to Keefe, Bruyette & Woods as representative of the several underwriters, in New Mountain Finance Corporation’s offering of US$50 million of 5.75% notes due 2023.
  • Counsel to Keefe, Bruyette & Woods, Morgan Stanley, and UBS Securities, as representatives of the several underwriters, in Hercules Capital's retail notes offering of US$40 million aggregate principal amount of 6.25% notes due 2023.
  • Counsel to Wells Fargo Securities, as sole-book running manager, in New Mountain Finance Corporation's US$100 million convertible notes offering.
  • Counsel to Morgan Stanley and Wells Fargo Securities, as representatives of the several underwriters, in TriplePoint Venture Growth BDC's US$82.2 million common stock offering.
  • Counsel to Citigroup Global Markets, Deutsche Bank Securities, Barclays Capital, BTIG, Goldman Sachs, and Wells Fargo Securities, as underwriters, in Ladder Capital’s approximate US$100 million primary public offering of Class A Common Stock.
  • Counsel to Navios Maritime Containers L.P. in connection with its listing on the NASDAQ Global Select Market. The transaction involved a number of components, including migrating Navios Containers from the Norway OTC Market to NASDAQ and registering with the SEC a distribution of Navios Containers common units held by Navios Maritime Partners L.P. to the latter’s unitholders.
  • Counsel to Wells Fargo Securities, as representative of the several underwriters in Hercules Capital's offering of 6,000,000 shares of its common stock, as well as the concurrent exercise by the underwriters of their option to purchase 900,000 additional shares, for gross proceeds to Hercules of US$83.8 million.
  • Counsel to Goldman Sachs BDC in its US$40 million offering of its 4.50% convertible notes due 2022, which have identical terms, are fungible with and are a part of a single sries of converitble debt securities with the oustanding US$115 million aggregate principal amount of Goldman Sachs BDC's 4.50% convertible notes due 2022 issues in October 2016 in a private offering.
  • US Counsel to Grindrod Limited and Grindrod Shipping Holdings Ltd. in connection with the spin-off of Grindrod Limited's shipping business into Grindrod Shipping. Grindrod Shipping's ordinary shares were dual listed on the NASDAQ Global Select Market and the Johannesburg Stock Exchange in connection with the spin-off.
  • Counsel to Humana in its US$800 million underwritten public offering of senior notes comprised of two tranches: US$400 million of 2.500% senior notes due 2020 and US$400 million of 2.900% senior notes due 2022 and the related redemption of Humana's senior notes.
  • Counsel to Seritage Growth Properties in its US$70 million registered offering of 7.00% Series A cumulative redeemable preferred shares. This offering marks the first time the company accessed the capital markets.
  • Counsel to Clarksons Platou Securities, as representative of the underwriters, in Scorpio Tankers' US$90 million follow-on common stock offering.
  • Counsel to Humana in connection with increasing the size of its commercial paper program from
    US$1 billion to US$2 billion.
  • Counsel to Coach (n/k/a Tapestry) in connection with its public offering of US$400 million aggregate principal amount of 3.000% senior notes due 2022 and US$600 million aggregate principal amount of 4.125% senior notes due 2027. Coach used the proceeds of the offering to finance in part its announced acquisition of Kate Spade.
  • Counsel to Goldman Sachs BDC in its US$81.5 million offering of common stock, as well as the exercise by the underwriters of their option to purchase an additional 487,500 shares.
  • Counsel to Wells Fargo Securities, Clarksons Platou Securities, and BNP Paribas, as underwriters, in connection with Diana Shipping's US$77.5 million registered offering of common stock, which includes the shares issued pursuant to the underwriters' over-allotment option.
  • Counsel to Stifel, Nicolaus & Company, as representative of the several underwriters, in Scorpio Tankers' US$50 million offering of 8.25% notes due 2019.
  • Counsel to Humana in its US$1 billion underwritten public offering of senior notes, comprised of two tranches: US$600 million 3.950% senior notes due 2027; and US$400 million 4.800% senior notes due 2047.
  • Counsel to Viavi Solutions in its US$400 million 144A offering of 1.00% senior convertible notes due 2024.
  • Counsel to Jefferies, as an initial purchaser, in connection with Hercules Capital's offering of US$230 million aggregate principal amount of 4.375% convertible notes due 2022, which included US$30 million of notes purchased by the initial purchaser as part of its full exercise of the over-allotment option.
  • Counsel to Goldman Sachs BDC in its offering of US$115 million aggregate principal amount of 4.50% convertible notes due 2022, which included US$15 million of notes purchased by the initial purchasers as part of their full exercise of the over-allotment option.
  • Counsel to Clarksons Platou Securities, as representatives for the several underwriters, in Scorpio Bulkers' US$63 million public offering of common stock.
  • Counsel to Grupo Televisa in its US$1.2 billion offering of senior investment grade notes.
  • Counsel to SPX FLOW, which consists of SPX Corporation’s Flow business, Hydraulic Technology business and certain subsidiaries, in its tax free spin-off by SPX into a new standalone, publicly traded company.
  • Counsel to Clarksons Platou Securities, Clarksons Platou Securities AS, Pareto Securities, Pareto Securities AS, and Seaport Global Securities, as managers and placement agents, in Ocean Rig UDW's US$200 million registered offering of common stock.
  • Counsel to Media General in connection with its US$400 million high yield offering, the proceeds of which were used to repay certain debt of LIN Media in connection with its merger with LIN Media.
  • Counsel to Coach in its public offering of US$600 million of senior unsecured notes.
  • Counsel to RS Platou, as lead manager, in DryShips Inc.'s US$350 million registered direct offering.
  • Counsel to RS Platou, as placement agent and lead manager, in DHT Holdings, Inc.'s US$150 million private placement of convertible senior notes and US$150 million registered direct offering, the proceeds of which were used to acquire Samco Shipholding.
  • Counsel to NASDAQ OMX in its US$500 million investment grade debt offering.
  • Counsel to RS Platou, as lead manager, in DHT Holdings, Inc.'s US$227 million registered direct offering.
  • Counsel to RS Platou, as placement agent, in DHT Holdings, Inc.'s US$110 million private placement of equity.
  • Counsel to Navios Maritime Holdings, Inc., in connection with its preferred stock offering and related establishment of an American Despositary Receipt program.
  • Counsel to Ancestry.com Holdings LLC in its US$300 million high-yield offering of senior PIK notes.
  • Counsel to Grupo Televisa, S.A.B. in its Ps.6.5b (approx US$536.8m) offering of peso denominated senior notes.
  • Counsel to MasTec, Inc. in its US$400 million offering of high-yield senior notes.
  • Counsel to RS Platou Markets, Inc., as lead manager, in Navios Maritime Acquisition Corporation's US$22 million and US$28 million registered direct offerings, and concurrent US$50.5 million private placement.
  • Counsel to Citigroup Global Markets Inc., Wells Fargo Securities, LLC, J.P. Morgan Securities LLC and RBC Capital Markets, LLC, as lead underwriters, in Navios Maritime Partners L.P.'s US$73.2 million offering of common stock.
  • Counsel to Permira and its acquisition subsidiary in connection with Ancestry.com Inc.'s US$300 million high-yield offering of senior notes.
  • Counsel to the underwriters, including Wells Fargo, Deutsche Bank, and J.P. Morgan, in connection with Sinclair Television Group, Inc.'s US$500 million high-yield offering of senior notes.
  • Counsel to Perry Ellis International, Inc. in its joint venture with China Outfitters Holdings Limited to develop the Manhattan® brand in China, Hong Kong and Macau.
  • Counsel to Merrill Lynch and Morgan Stanley in connection with the US$2.48 billion placements of shares in Bank of China Limited and China Construction Bank Corporation by Temasek.
  • Counsel to Bank of America Merrill Lynch in connection with 361 Degrees International Limited's US$150 million convertible bond offering.
  • Counsel to Coach, Inc. in connection with its listing on the Hong Kong Stock exchange by way of introduction. The listing makes Coach the first company incorporated in the United States to list in Hong Kong and is only the third depositary receipt program in Hong Kong.
  • Counsel to Tracinda Corporation in its US$50 million cornerstone investment in MGM China Holdings Limited.
  • Counsel to UBS in connection with Hopson Development Holdings Limited's US$300 million high-yield offering of senior notes.
  • Counsel to Sound Global Limited in connection with its US$113 million convertible bond offering.
  • Counsel to Merrill Lynch, ING, and BNP Paribas in connection with a US$500 million offering of senior notes issued by a special purpose vehicle of China Merchants Holdings (International) Company Limited.
  • Counsel to Community Health Systems, Inc. and affiliates of Forstmann Little & Co. in connection with a US$573 million secondary offering of common stock, as well as Community Health's US$250 million high-yield offering of senior subordinated notes.
  • Counsel to Perry Ellis International, Inc. in connection with its US$150 million high-yield offering of senior subordinated notes.
  • Counsel to Fraser Papers in connection with its US$150 million high-yield offering of senior notes.
  • Counsel to Controladora Comercial Mexicana in connection with its US$200 million offering of senior notes.
  • Counsel to Science Applications International Corporation in connection with its US$1.05 billion offerings of notes.
  • Counsel to SPX Corporation in connection with its US$500 million high-yield offering of senior notes.
  • Counsel to Goldman Sachs, Merrill Lynch and Salomon Smith Barney in the IPO of US$675 million of common stock and US$125 million of equity security units of Platinum Underwriters Holdings, Limited.
  • Counsel to Goldman Sachs and related entities in the US$292 million and US$284 million secondary offerings of common stock of Polo Ralph Lauren Corporation.
  • Counsel to Merrill Lynch in connection with the high-yield offering of US$350 million of senior notes and US$850 million of senior subordinated notes by the Jean Coutu Group, Inc., the proceeds of which were used to partially finance the acquisition of the Northern operations of the Eckerd corporation drugstore business.
  • Counsel to Merrill Lynch & Co. and JP Morgan Securities in the primary offering of US$1 billion of common stock of Celgene Corporation.

Practices & Industries

Education

Georgetown University Law Center, LLM – 1994
St. Thomas University School of Law, JD – 1993
  • Associate Editor, Law Review
University of Florida, BA – 1990

Language

  • English
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