Francesca C.Dickson

Associate

New York + 1.212.326.3662

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Francesca Dickson assists in advising companies on the tax aspects of complex transactions including international and domestic mergers and acquisitions, financings, and debt and equity offerings. She has represented borrowers and lenders on numerous financings including cross-border and incremental financings and financings involving mezzanine and second lien debt. Francesca also has provided tax advice on offerings of U.S. and foreign issuer notes, as well as exchange offers, tender offers, and consent solicitations.

Francesca has drafted tax opinions and private letter ruling requests and has helped clients navigate a variety of complex tax issues, both internally and before the Internal Revenue Service.

Experience

  • Public Service Company of Colorado completes $700 million public offering of First Mortgage BondsJones Day represented Public Service Company of Colorado, a wholly owned subsidiary of Xcel Energy Inc., in connection with its underwritten public offering of $300 million in aggregate principal amount of 4.10% First Mortgage Bonds, Series No. 38 due June 1, 2032 and $400 million in aggregate principal amount of 4.50% First Mortgage Bonds, Series No. 39 due June 1, 2052.
  • Northern States Power completes $500 million public offering of Green BondsJones Day represented Northern States Power Company, a Minnesota Corporation and wholly owned subsidiary of Xcel Energy Inc., in connection with its underwritten public green bond offering of $500 million in aggregate principal amount of 4.50% First Mortgage Bonds, Series due June 1, 2052.
  • Xcel Energy completes $700 million public offering of Senior NotesJones Day represented Xcel Energy Inc. in connection with its underwritten public offering of $700 million in aggregate principal amount of 4.60% Senior Notes, Series due June 1, 2032.
  • Cintas completes $1.2 billion Senior Notes offeringJones Day represented Cintas Corporation, a leading provider of uniform rental and facility services and first aid and safety services, in connection with the registered offering by Cintas Corporation No. 2, its wholly-owned subsidiary, of $400 million aggregate principal amount of 3.450% Senior Notes due 2025 and $800 million aggregate principal amount of 4.000% Senior Notes due 2032.
  • Sensata Technologies acquires DynapowerJones Day is advising Sensata Technologies (NYSE: ST), a leading industrial technology company and provider of sensor-rich solutions and insights for customers, in connection with its acquisition of Dynapower Company, LLC, a leading provider of energy storage and power conversion systems, from private equity firm Pfingsten Partners for $580 million in cash.
  • J.F. Lehman portfolio company acquires InlinerJones Day advised long-standing client J.F. Lehman & Company, a leading mid-market private equity firm focused on the defense, aerospace, and maritime sections, in connection with the acquisition by portfolio company Inland Pipe Rehabilitation of Inliner, a leading, vertically integrated provider of trenchless pipe rehabilitation solutions addressing wastewater and storm water infrastructure, from Granite Construction Incorporated.
  • Goode Partners invests in JOCKO FUELJones Day advised Goode Partners LLC in its $30 million minority investment in JOCKO FUEL, a disruptive and rapidly-growing provider of premium sports and lifestyle nutritional products.
  • Peabody Energy establishes $150 million unsecured revolving credit facility and $225 million at-the-market equity programJones Day represented Peabody Energy Corporation, a large private-sector coal company, in connection with the establishment of a $150 million unsecured revolving credit facility with Goldman Sachs Lending Partners LLC, as administrative agent, and the lenders party thereto, and a related at-the-market equity program for the sale of shares of its Common Stock having an aggregate gross sales price of up to $225 million through or to Goldman Sachs & Co. LLC, as sales agent.
  • Peabody completes offering of $320 million of Convertible Senior Notes to refinance outstanding Senior Secured NotesJones Day represented Peabody Energy Corporation, a large private-sector coal company, in connection with a Rule 144A offering of $320 million aggregate principal amount of 3.250% Convertible Senior Notes due 2028, and the concurrent redemptions of all of the Company's outstanding 8.500% Senior Secured Notes due 2024 and a portion of its outstanding 6.375% Senior Secured Notes due 2025.
  • Sensata Technologies acquires Elastic M2MJones Day advised Sensata Technologies in its acquisition of Elastic M2M, a privately-held innovator of connected intelligence for operational assets across heavy-duty transport, warehouse, supply chain and logistics, industrial, light-duty passenger car, and a variety of other industry segments.
  • Ulanqab Lamb Weston Food Co., Ltd. obtains RMB1.079 billion term loan facilityJones Day represented Ulanqab Lamb Weston Food Co., Ltd., a limited liability company incorporated under the laws of the People's Republic of China and a wholly-owned subsidiary of Lamb Weston Holdings, Inc., in connection with a RMB1.079 billion term loan facility provided by HSBC Bank (China) Company Limited, Shanghai Branch, as the facility agent, and its related capital investment in a new french fry processing facility in Ulanqab, Inner Mongolia.
  • Monster Beverage acquires CANarchyJones Day advised Monster Beverage Corporation in the $330 million acquisition of CANarchy Craft Brewery Collective LLC, a craft beer and hard seltzer company.
  • Major distributor of alcoholic beverages amends and extends $150 million revolving credit facilityJones Day represented a major distributor of alcoholic beverages in connection with an amendment and extension of its $150 million revolving credit facility.
  • Life insurance company provides NAV credit facility to middle-market direct lending fund and invests in Class A debtJones Day represented a life insurance company, as lead lender, in connection with a NAV revolving credit facility provided to a middle-market direct lending fund, and as Class A debt holder under an indenture pursuant to which the middle-market direct lender issued secured and unsecured notes.
  • Goode Partners acquires ReadyWiseJones Day advised Goode Partners in the acquisition and financing of ReadyWise, the leader in emergency food preparedness.
  • Hard Rock International acquires The Mirage Las Vegas Hotel and CasinoJones Day is representing Hard Rock International (Hard Rock) on the acquisition of The Mirage Las Vegas Hotel and Casino in Las Vegas from MGM Resorts International.
  • North American Coal obtains $30 million incremental increase to existing revolving credit facility with PNC BankJones Day represented The North American Coal Corporation, an American coal mining and mining services company and a subsidiary of NACCO Industries, Inc., in connection with a $30 million incremental increase to its existing revolving credit facility with PNC Bank, National Association, as administrative agent, bringing the total size of the facility to $150 million.
  • Omnicom Group completes £325 million public offering of Senior NotesJones Day represented Omnicom Group Inc., a leading global marketing and corporate communications company, in connection with the public offering by Omnicom Capital Holdings plc, its wholly-owned subsidiary, of £325 million aggregate principal amount of 2.250% Senior Notes due 2033.
  • North American Coal obtains $120 million revolving credit facilityJones Day represented The North American Coal Corporation, an American coal mining and mining services company and a subsidiary of NACCO Industries, Inc., in connection with a new $120 million revolving credit facility with PNC Bank, National Association, as administrative agent.
  • Lamb Weston completes $1.67 billion private placement of Senior NotesJones Day represented Lamb Weston Holdings, Inc., a leading global producer, distributor, and marketer of value-added frozen potato products, in connection with its private placement of $1.67 billion aggregate principal amount of Senior Notes, comprised of $970 million of 4.125% Senior Notes due 2030 and $700 million of 4.375% Senior Notes due 2032.
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