Chapman served as US counsel to the indenture trustee in the successful consummation of the Chapter 11 Plan of Reorganization for All Year Holdings Ltd., a British Virgin Islands company whose US subsidiaries were engaged in the acquisition and development of real estate projects located in New York.
Chapman represented YieldX, a portfolio management technology company, in its acquisition by FNZ, a global wealth management platform. The acquisition of YieldX is part of FNZ’s growth plan to expand its wealth management solutions in the US and around the globe. The sale of YieldX to FNZ was structured as a tax efficient forward triangular merger and followed a regulatory strategy and several successful venture round financings in which Chapman worked closely with the YieldX founders.
Chapman served as US counsel to the indenture trustee in connection with the issuance by Israel Discount Bank of US$800 million of senior notes, the bank’s first US dollar-based international bond issue.
Chapman served as US counsel to the indenture trustee in connection with the issuance by Bank Leumi of US$500 million of tier 2 contingent convertible (CoCo) green notes, the bank’s first offering under its new Green Bond Framework.
Underwriter's counsel in a first-of-its-kind limited public offering for commercial and residential broadband expansion in Montana.
Counsel to Perceptive Advisors, a life sciences-focused hedge fund, in a term loan facility for a data-driven diagnostics solutions company focused on lung disease.
Counsel to the investment company in a $20 million secured debt facility for a Canadian fixed wireless access and private network service provider.
Chapman served as counsel to the Wilson Sheehan Foundation in an agreement with the Rocking Horse Children's Health Center and Second Harvest Food Bank to finance the Health Bus, a state-of-the-art mobile clinic serving Springfield, Ohio, and surrounding areas.
Chapman served as counsel to the lender in a senior secured term loan for a tech-enabled health insurance company.
Chapman served as US counsel to the indenture trustee in the issuance of Tel Aviv Stock Exchange traded bonds secured by the NoMo Soho hotel in New York.
Chapman served as underwriters' counsel in the public offering of green bonds to finance several innovative, energy efficient projects at the University of Utah.
Chapman served as counsel to the indenture trustee in the first international issuance of a senior unsecured note by an Israeli lender.
Chapman served as counsel to Northern Trust Corporation in a new Pay for Success financing initiative by the Denver Housing to Health (H2H) program that provides housing and wraparound services for people experiencing chronic homelessness.
Chapman served as bond counsel for a C-PACE financing of water and energy efficiency measures for a new multifamily housing development.
Chapman served as lead counsel to a US investment bank, as agent and senior lender, in connection with a $100+ million warehouse financing for an originator of consumer loans in Canada.
Chapman represented the underwriters in the $638 million refinancing of three outstanding debt obligations issued in 2019, 2017, and 2012 by the Virginia Small Business Financing Authority to finance the construction of the Fredericksburg Extension of I-95 in Stafford County, Virginia, as well as HOV/HOT Lanes (Express Lanes) along I-95 and I-395 in northern Virginia pursuant to a long-term concession between the Virginia DOT and an entity owned by affiliates of Transurban.
Chapman represented a financial services company in the Pay for Success financing of a new social impact project that aims to address the underlying causes of asthma by providing in-home asthma care and environmental interventions to low-income New Yorkers. The project is the first of its kind to use private sector investment to fund preventative asthma care services.
Chapman served as placement agent’s counsel in an issuance of tax-exempt sustainability bonds on behalf of a non-profit community development financial institution which financed the equity contribution to a limited partnership to finance a 296-unit senior-designated multifamily rental housing project in Long Beach, California. The project is designed to further United Nations Sustainable Development Goals by providing secure and affordable housing for families and individuals of modest means.
Chapman represented private equity firm ASGARD Partners & Co. and its portfolio company, Angstrom Technology, in connection with the financing of Angstrom's acquisition of two UK-based cleanroom design and production companies, Connect 2 Cleanrooms Limited and Specific Environments Limited. The acquisitions bolster strategic investments in life sciences, cell and gene therapy, biotech, and pharmaceutical end markets.
Chapman served as US counsel to the indenture trustee in connection with the restructuring of $250 million of bonds issued by All Year Holdings Ltd. and secured by one of two residential apartment buildings that comprise The Denizen, a 911-unit complex located on the site of the former Rheingold Brewery in the Bushwick neighborhood of Brooklyn, New York.
Chapman served as lead counsel to Clairvest Group Inc., Clairvest Equity Partners VI, and Rubico Gaming LLC in the acquisition and financing of the Delaware Park casino and racetrack in Wilmington, Delaware.
Chapman served as bond counsel on the C-PACE financing of a hydroponic vertical farm facility. Once completed, the project will be among the nation’s largest indoor vertical farms.
Chapman served as US counsel to Reznik Paz Nevo Trusts Ltd. in connection with the issuance by Bank Hapoalim of US$1 billion of green CoCo bonds, the first international issuance of green contingent convertible (CoCo) notes by an Israeli bank in accordance with the Green Bond Principles published by the International Capital Market Association.
Chapman served as US legal counsel to Austrian technology company PSPDFKit in the company’s first growth investment. PSPDFKit is a Vienna-based technology company that provides software employed by thousands of companies, organizations, governments, and developers to power document processing and productivity tools, serving nearly one billion end-users in over 150 countries.
Chapman served as bond counsel for the C-PACE financing of a historic theater rehabilitation in Chicago.
Chapman served as US counsel to the indenture trustee in the first international issuance of contingent convertible (CoCo) notes by an Israeli bank. The transaction involved a US$750 million (NIS 2.6 billion) issue of CoCo deferred notes, the proceeds of which will be used to refinance existing deferred debt and manage exposure to foreign currency.
Chapman represented Turnspire Capital Partners LLC, a special situations-focused private investment firm, in its acquisition of Daniel Measurement and Control, a global leader in providing measurement technologies and services for the energy industry, from Emerson Electric Co.
Chapman served as bankruptcy co-counsel to Avadim Health, Inc., a health care and wellness company, in the sale of substantially all of its assets to a European-based private credit alternative asset management firm in a section 363 sale process accomplished through a chapter 11 plan of reorganization. Prior to entering bankruptcy, Chapman also represented the Restructuring Committee of Avadim Health’s Board of Directors.
Chapman served as counsel to the underwriter in a $297 million first-of-its kind tax-exempt green bond financing of a senior living facility. The Zen-inspired life plan community is designed to achieve net zero energy status, will be built using sustainable construction materials, and will feature food recycling and other sustainability-minded upgrades. In addition to market-rate independent living apartments, the community will incorporate low- and moderate-income housing, as well as assisted living and memory support units.
Chapman served as underwriter’s counsel in a series of bond transactions that financed the expansion of business and residential broadband access in Utah, particularly in underserved rural areas, by a community-owned open access fiber optic network.
Chapman served as counsel to a social impact fund managed by Local Initiatives Support Corporation that provides project loans to acquire, preserve, and improve affordable housing in the Detroit metropolitan area. Chapman assisted in the formation of the fund, which involved raising capital through multiple credit facilities with local, regional, and national financial institutions.
Chapman served as counsel to the underwriter in connection with a first-of-its-kind $236 million tax-exempt receivables financing of the Lincoln South Beltway public-private partnership (P3) project, which was named The Bond Buyer’s 2020 P3 Deal of the Year. The transaction involved an innovative contractor-led build finance structure and is the largest single-contract project in the history of the project grantor, the Nebraska Department of Transportation. Chapman also served as underwriter’s counsel for the Fredericksburg toll road extension P3 financing in Virginia that was named The Bond Buyer’s inaugural P3 Deal of the Year in 2019.
Chapman represented Turnspire Capital Partners LLC, a special situations-focused private investment firm, in its acquisition of the assets of MPI Holdings, LLC, a leading supplier of formed metal products to the North America automotive industry.
Chapman represented Turnspire Capital Partners LLC, a special situations-focused private investment firm, in its acquisition of Infinity Engineered Products, a leading provider of premium air springs for trucks, trailers, buses, and specialty vehicles.
Chapman represented the note purchaser in a $45 million private placement to finance construction of a new water intake system at The Claude “Bud” Lewis Carlsbad Desalination Plant, the first-plant-of-its-kind in California and the largest desalination facility in the Americas. The transaction was unique in that the initial phase of this project was financed with a senior secured bank direct purchase, as opposed to a more traditional tax-exempt bond issue, expediting the access to capital and the start of construction on the new system.
Chapman served as counsel to the banks and swap providers on a $6.5 billion financing that was named The Bond Buyer’s 2019 Deal of the Year. The deal involved the merger of Dignity Health and Catholic Health Initiatives into one system, CommonSpirit, which now operates approximately 140 hospitals and health care facilities across 16 states. The financing consisted of both a complex debt restructuring of nearly 50 series of debt and new money reimbursement, generating the largest ever order book for a municipal not-for-profit transaction. Chapman represented each of the banks that provided letters of credit, liquidity facilities, and direct purchase facilities for twenty of the series, as well as a bridge loan. Chapman also represented the swap providers in the related swap amendments.
Chapman served as underwriter’s counsel for a public-private partnership (P3) toll road financing that was named The Bond Buyer’s inaugural P3 Deal of the Year (2019). The Commonwealth of Virginia partnered with Transurban, an Australian toll road operations company, to finance the construction of the Fredericksburg Extension, an extension of the I-95 HOV/HOT Lanes (Express Lanes) in Stafford County, VA. The project is financed in part by $262 million of tax-exempt private activity bonds issued by the Virginia Small Business Financing Authority.
Chapman served as co-counsel to Xapo Inc. and its parent Xapo Holdings Limited, a global cryptocurrency wallet and custody platform, in the $55 million sale of its institutional bitcoin custody business to Coinbase Custody Trust Company. Chapman advised on a variety of regulatory, operational, and subject matter issues relating to the transaction.
Chapman serves as fund counsel to the Syntax Stratified LargeCap ETF (SSPY), a first-of-its-kind ETF that tracks the performance of a uniquely designed equity market index, which is a stratified-weighted version of the S&P 500. The fund’s methodology, an alternative to market cap weighting, is designed to control exposure to business related risks across the entire S&P 500 Index. The ETF was structured to carry-forward performance of its existing private fund’s portfolio of securities, thus launching with four years of prior performance history.
Chapman served as counsel to institutional investors in a £525 million (US$659 million) refinancing for Tottenham Hotspur Stadium in London. Home to Tottenham Hotspur, a Premier League soccer club, the stadium refinancing included the issuance of private placement notes to US investors.
Chapman served as special counsel to an Illinois county in the state’s first transaction under a C-PACE financing program.
Chapman served as counsel to the arranger and bank lessor in a $550 million synthetic lease for a US railroad’s new corporate headquarters. The to-be-constructed headquarters comprises approximately 750,000 square feet of office space and related ancillary services for employees.
Chapman represented a financial services firm that serves as a third-party key agent for digital asset/crypto-collateralized loans, including bitcoin- and ether-backed loans, originated by a decentralized platform operated by a financial technology company.
Chapman served as counsel to a commercial bank in its $1.5 billion acquisition of a portfolio of health care equipment leases and loans involving 1,100 hospitals and 3,600 physician practices and diagnostic and imaging centers across the US. The transaction includes a five-year vendor finance program agreement.
Chapman represented three investors in the first US Pay for Success financing that supports unemployed or underemployed veterans with post-traumatic stress disorder (PTSD) in attaining competitive and compatible employment. The $5.1 million Veterans Coordinated Approach to Recovery and Employment (Veterans CARE) initiative is a partnership of Social Finance, the US Department of Veterans Affairs, local governments, and impact investors, and is the first multi-state project of its kind.
Chapman represented a US investment bank, as lender and agent, in a $150 million senior secured marketplace lending facility in connection with consumer loans to finance the acquisition of solar panels.
Chapman represented a US railroad in a $3.6 billion common stock accelerated share repurchase transaction with two financial institutions. This was the first step of an expected three-year accelerated share repurchase program to repurchase an aggregate of $20 billion of the company’s common stock.
Chapman represented the structuring agent, joint bookrunners, and initial purchasers in a $685 million term securitization backed by a portfolio of large-ticket commercial equipment loans and leases involving a variety of asset classes, including rail, aviation, marine transportation, energy, real estate, and manufacturing. In a second transaction for the same commercial finance and leasing company, Chapman represented the facility agent in a $500 million revolving securitization facility involving a similarly diverse group of assets, and Chapman represented the facility agent when the facility was later extended and amended to $1 billion.
Chapman served as counsel to a health care and life sciences hedge fund in a $10 million debt facility for a biopharmaceutical company. The debt facility will be used to repay an existing debt facility and support the company's build out of its manufacturing facility.
