Gena Olan Panter
Overview
Gena Olan Panter's practice focuses on securities and corporate finance transactions. Gena represents issuers, underwriters and sponsors in securities offerings including equity and debt offerings, at-the-market programs, 144A private placements, tender and exchange offers, follow-on offerings, financing rounds and corporate governance and reporting compliance. She also has represented a number of public and private companies in M&A transactions.
Gena earned her J.D. from New York University School of Law where she was Managing Editor of the Journal of Law & Liberty and a participant in the Business Law Transactions Clinic. She received her B.A. with high distinction from Duke University, where she graduated magna cum laude and was elected Phi Beta Kappa.
Experience
Representative Matters
Since joining Kirkland, Gena has advised on the following transactions:
Initial Public Offerings and Other Equity Offerings
- Shoals Technologies in its offering of 13,384,155 Shares of Class A Common Stock
- Shoals Technologies, a portfolio company of Oaktree, in its $1.9 billion initial public offering
- Array Technologies, a portfolio company of Oaktree, in its $1.2 billion initial public offering
- Chewy in its offering of $275 million of shares of its Class A common stock
- Studio City in its $500 million private placement
- PetSmart in its $690 million mandatory exchangeable trust securities offering
Mergers and Acquisitions, PIPES and Principal Investments
- SK Capital Partners in its agreement to sell Perimeter Solutions to publicly listed acquisition company EverArc Holdings Ltd. for $2 billion
- Warburg Pincus in its $150 million Series E Financing Round for Aura
- AE Industrial Partners in its $1.6 billion de-SPAC and merger of portfolio company BigBear.ai (NYSE: BBAI) with GigCapital4, Inc. (formerly Nasdaq: GIGGU)
- Oaktree Transportation Infrastructure Investing Group in its purchase of a minority stake in Rand Logistics from American Industrial Partners
- Trinseo in its acquisition of Arkema’s PMMA business for $1.4 billion
- Institutional investors, including Caledonia, on acquiring stake in Scientific Games from MacAndrews & Forbes
- Grubhub in its $7.3 billion acquisition by Just Eat Takeaway.com N.V.
- Tripadvisor on its strategic partnership with Trip.com, a China-based travel service provider, to expand global cooperation, including a joint venture, global content agreements and a governance agreement
Acquisition Financing
- Reverence Capital Partners and Advisor Group in Advisor Group’s $500 million high yield secured notes offering in connection with Advisor Group’s acquisition of Ladenburg Thalmann Financial Services
- Reverence Capital Partners in its $350 million high yield notes offering in connection with its acquisition of Advisor Group
- Viagago in connection with its financings to fund its $4.05 billion acquisition of StubHub from eBay
High Yield and Other Debt Offerings
- Victra Finance Corp., a portfolio company of Lone Star, in its $85 million add on senior secured high yields notes offering
- LBM, a portfolio company of Bain Capital, in its $270 million add on high yields notes offering
- Victra Finance Corp., a portfolio company of Lone Star, in its $75 million add on senior secured high yields notes offering
- Imperial Dade, a portfolio company of Bain Capital, in its $660 million high yield notes offering
- Tripadvisor in its $345 million convertible notes offering
- Prestige Brands in its $600 million high yield notes offering and notes redemption
- Victra Finance Corp., a portfolio company of Lone Star, in its $660 million senior secured high yield notes offering
- Frontier Communications in the first ever $1.150 billion Debtor-in-Possession (DIP) first lien secured notes offering
- Tripadvisor in its $500 million high yield notes offering
- Radiology Partners in its approximately $700 million high yield notes offering
- Grubhub in its $500 million high yield notes offering
- Prestige Brands in its $400 million high yield notes offering and notes redemption
- Allied Universal, a portfolio company of WarburgPincus and Wendel, in its approximately $2 billion high yield notes offering
- Staples in connection with an offering of $2.0 billion of secured high-yield notes and $1.0 billion of unsecured high-yield notes as part of a dividend recapitalization transaction
Corporate Governance
- Public company representation of BigBear.ai following de-SPAC transaction
- Public company representation of Shoals Technologies following IPO
- Public company representation of Phibro Animal Health
- Public company representation of Chewy following IPO
- Public company representation of OneSpaWorld Holdings Limited following sale to Steiner Leisure Limited
- Public company representation of Tripadvisor
- Public company representation of Grubhub
Tender Offers
- Kraft Heinz cash tender offer for up to $2.2 billion aggregate purchase price of certain of its outstanding notes
- PetSmart tender offer for up to $205 million aggregate purchase price of certain of its outstanding notes
Prior to joining Kirkland, Gena advised on the following transactions:
Capital Markets
- Restoration Hardware in a $300 million convertible notes offering
- Spark Networks in a public offering of ADSs by selling shareholders
- Ekso Bionics in setting up an ATM program of up to 25,000 shares of common stock
- Pain Therapeutics in a $11.3 million registered direct offering
- Clean Energy Fuels Corps in a private placement of 50.8 million shares of common stock
- Elminda in connection with its Series C1 financing and bridge loan
- Great Ajax in its $76 million convertible senior notes transaction
- Protalix in its exchange offer and reopening of senior convertible notes
- Underwriters RBC and KBW in $125 million fixed to resetting junior subordinated debt transaction
- Underwriters BMO and Stifel in preferred offering of 7.25% Series A cumulative redeemable preferred stock
Mergers & Acquisitions
- Mobileye in its sale to Intel for $15.3 billion
- Harry Abrams in sale of Harry Abrams Talent Agency to employees
- ACEA Biosciences in its sale to Agilent
- IAR Systems in its acquisition of Secure Thingz
Prior Experience
More
Credentials
Admissions & Qualifications
- New York
- Florida
Education
- New York University School of LawJ.D.2016Managing Editor, Journal of Law & Liberty
- Duke UniversityB.A., History & International Comparative Studies; Spanish Minorwith High Distinction, magna cum laude2013Phi Beta Kappa