Ferrell M.Keel

Partner

Dallas + 1.214.969.4851

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Ferrell Keel has significant experience counseling clients on corporate governance, securities law compliance, and the full range of complex capital markets transactions.

Ferrell advises on SEC disclosure and compliance, corporate governance, stock exchange rules and regulations, and general corporate law matters. She also has in-depth experience guiding boards through their annual board assessment process.

Additionally, Ferrell has extensive experience leading the full range of capital markets transactions, including IPOs and follow-on equity offerings; spin-offs; high yield, investment-grade, and convertible debt offerings; commercial paper programs; rights offerings; private placements of equity and convertible securities; and tender and exchange offers.

Ferrell works regularly with a diverse set of clients that span a wide range of industries — energy, technology, financial services, consumer, retail, industrials, and health care, as well as all of the major U.S. investment banks. Notable clients that Ferrell has recently worked with include Lennox International, CITGO Petroleum, MPLX, Cleveland-Cliffs, ExxonMobil, Newell Brands, Nutrien, AMERISAFE, KKR, Enhabit, and Nanobiotix.

Experience

  • Invitation Homes completes $650 million acquisition of single-family rental home portfolioJones Day represented Invitation Homes (NYSE: INVH), as buyer, in connection with its portfolio acquisition of nearly 1,900 single-family rental homes for a purchase price of approximately $650 million.
  • Lennox completes $500 million Senior Notes offeringJones Day represented Lennox International Inc. in connection with its SEC-registered offering of $500 million aggregate principal amount of 5.500% Senior Notes due 2028.
  • Lennox International obtains $350 million incremental increase to its existing credit facility with JPMorgan Chase Bank, N.A.Jones Day represented Lennox International Inc., a leading global provider of climate control solutions, in connection with an incremental increase of its unsecured credit facilities led by JPMorgan Chase Bank, N.A., as administrative agent for the bank syndicate, which provides for total revolving credit commitments of $1.1 billion.
  • Cleveland-Cliffs completes $750 million Senior Guaranteed Notes offeringJones Day represented Cleveland-Cliffs Inc., the largest flat-rolled steel producer and supplier of iron ore pellets in North America, in connection with its Rule 144A and Regulation S offering of $750 million aggregate principal amount of 6.750% Senior Guaranteed Notes due 2030.
  • Nutrien completes US$1.5 billion Senior Unsecured Notes offeringJones Day represented Nutrien Ltd. in connection with a public offering of US$1.5 billion of Senior Notes, consisting of (i) US$750 million aggregate principal amount of 4.900% Senior Notes due 2028 and (ii) US$750 million aggregate principal amount of 5.800% Senior Notes due 2053.
  • MPLX completes $1.6 billion public offering of Senior NotesJones Day represented MPLX LP in connection with a public offering of $1.1 billion aggregate principal amount of 5.00% Senior Notes due 2033 and $500 million aggregate principal amount of 5.65% Senior Notes due 2053.
  • Nutrien completes US$1 billion Senior Unsecured Notes offeringJones Day represented Nutrien Ltd. in connection with a public offering of US$1 billion of Senior Notes, consisting of (i) US$500 million aggregate principal amount of 5.900% Senior Notes due 2024 and (ii) US$500 million aggregate principal amount of 5.950% Senior Notes due 2025.
  • MPLX completes $1 billion public offering of Senior NotesJones Day represented MPLX LP in connection with a public offering of $1 billion aggregate principal amount of 4.950% Senior Notes due 2032.
  • MPLX completes $1.5 billion public offering of Senior NotesJones Day represented MPLX LP in connection with a public offering of $1.5 billion aggregate principal amount of 4.950% Senior Notes due 2052.
  • Follett Corporation acquired by private investor groupJones Day advised Follett Corporation in the sale of its corporate entity as well as Follett Higher Education, the company’s collegiate retail and Follett ACCESS business, to a group of private investors led by Jefferson River Capital LLC, a private investment company controlled by the James family.
  • The Mission Asset Fund issues Impact SecuritiesJones Day represented The Mission Asset Fund, a California non-profit corporation, in connection with the issuance of Impact Securities in a Regulation D offering due 2025.
  • Cleveland-Cliffs completes $1 billion Senior Guaranteed Notes offering and redeems $531.4 million outstanding Senior NotesJones Day represented Cleveland-Cliffs Inc., the largest flat-rolled steel producer and supplier of iron ore pellets in North America, in connection with its Rule 144A and Regulation S offering of $500 million aggregate principal amount of 4.625% Senior Guaranteed Notes due 2029 and $500 million aggregate principal amount of 4.875% Senior Guaranteed Notes due 2031, and the redemption of $531.4 million aggregate principal amount of outstanding Senior Notes.
  • CITGO completes $650 million Senior Secured Notes offeringJones Day represented CITGO Petroleum Corporation, a North American refiner of complex crudes and producer of high-value petrochemicals, in connection with a Rule 144A offering of $650 million aggregate principal amount of 6.375% Senior Secured Notes due 2026.
  • Cleveland-Cliffs completes public offering of Common SharesJones Day represented Cleveland-Cliffs Inc., the largest flat-rolled steel producer and the largest supplier of iron ore pellets in North America, in connection with its issuance of 20,000,000 Common Shares by Cleveland-Cliffs Inc. and 40,000,000 Common Shares by an indirect, wholly owned subsidiary of ArcelorMittal S.A., as a selling shareholder.
  • OUTFRONT Media completes $500 million private offering of 4.250% Senior NotesJones Day advised OUTFRONT Media Inc., one of the largest providers of advertising space on out-of-home advertising structures and sites in the United States and Canada, in connection with the issuance by two of its wholly-owned subsidiaries of $500 million in aggregate principal amount of 4.250% Senior Notes due 2029 in a Rule 144A and Regulation S offering.
  • TimkenSteel completes $46 million Convertible Senior Notes offeringJones Day advised TimkenSteel Corporation, one of the world's largest manufacturers of alloy steel bar and tubing, in connection with the exchange of $46 million aggregate principal amount of its outstanding 6.00% Convertible Senior Notes due 2021 for an equal aggregate principal amount of its 6.00% Convertible Senior Notes due 2025.
  • Nanobiotix completes $113.3 million IPO on NasdaqJones Day represented Nanobiotix S.A., a French clinical-stage nanomedicine company pioneering new approaches to the treatment of cancer, in connection with its $113.3 million initial public offering in the United States and listing on Nasdaq.
  • Cleveland-Cliffs acquires ArcelorMittal USA for approximately $1.4 billionJones Day advised Cleveland-Cliffs Inc. in connection with the acquisition and financing of substantially all of the operations of ArcelorMittal USA for approximately $1.4 billion.
  • Rayonier establishes $300 million at-the-market programJones Day represented Rayonier Inc., a publicly traded timberland real estate investment trust, in connection with the establishment of an at-the-market offering of $300 million of its common stock.
  • Lennox International completes $600 million Senior Notes offeringJones Day represented Lennox International Inc., a leading global provider of climate control solutions, in connection with its offering of $300 million aggregate principal amount of 1.350% Notes due 2025 and $300 million aggregate principal amount of 1.700% Notes due 2027.
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    January 17 - December 12, 2023 Firm Hosted

    Public Company Speaker Series

    May 2023 White Paper

    SEC Adopts Final Rules Regarding Share Repurchases and Related Disclosures

    December 2022 Webinars

    Webinar Series: Cross-Practice Issues in the Life Sciences

    August 2022 Commentary

    SEC Adopts Mandatory Electronic Filing for Form 144

    September 2020 Commentary

    SEC Adopts Amendments to Modernize Certain Disclosure Requirements Under Regulation S-K

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