Partner

John P. Berkery

Financial Services M&A, Capital Markets, Banking & Finance

New York +1 212 506 2552

jberkery@mayerbrown.com

Overview

John Berkery represents underwriters, issuers and selling stockholders in a wide range of capital markets transactions, including registered public offerings (IPOs, follow-on offerings, continuous offering programs), private placements (including Rule 144A/Reg S offerings and PIPE (private investment in public equity) transactions), leveraged buyouts, restructurings and liability management transactions (exchange offers, tender offers and consent solicitations). He is experienced in a broad spectrum of securities products, ranging from high-yield to investment-grade debt securities and from simple common equity to complicated convertible debt and other hybrid and equity-linked securities. His practice also includes assisting clients with their ongoing reporting obligations, corporate governance requirements and other compliance issues arising under the Securities Exchange Act of 1934, the NYSE and NASDAQ, as well as general corporate law matters.

Experience

High-Yield Debt

$2.1 billion of 5% Senior Notes due 2024 and 5.24% Senior Notes due 2026 by subsidiaries of YUM! Brands, Inc. Represented YUM! Brands, Inc.
$300 million of 6.00% Senior Notes due 2022 by AES Panamá, S.R.L. Represented Deutsche Bank Securities and Banco General, as joint lead and bookrunning managers.
$250 million of 5.375% Senior Notes due 2025 (Rule 144A/Reg S) by Oshkosh Corporation. Represented BofA Merrill Lynch, J.P. Morgan, RBS, Wells Fargo Securities and other initial purchasers
$350 million of 6.625% Senior Notes due 2019 (Rule 144A/Reg S) by Ocwen Financial Corporation. Represented Ocwen Financial Corporation.

$365 million of 11.75% Senior Secured Notes due 2019 and $135 million of 10.0%/12.0% Senior Subordinated PIK Toggle Notes due 2019 and 135 Warrants to Purchase Series A Units (Section 4(a)(2) private placement) by New Gulf Resources. Represented New Gulf Resources.
$350 million of 6.0% Senior Notes due 2022 by Exterran Partners, L.P. Represented Wells Fargo Securities, Credit Agricole CIB and RBS.
$530 million of Extendible PIK Step-up Notes (Section 4(a)(2) private placement) by Carrington Holding Company. Represented Carrington Holding Company.
$55 million of 8.25% Senior Notes due 2021 (public offering) by Cowen Group, Inc. Represented Stern Agee and other underwriters.
$65 million of 8.125% Senior Notes due 2021 (public offering) by General Finance Corporation. Represented Stern Agee and other underwriters.
$375 million 6.5% Senior Notes due 2021 (Rule 144A/Reg S offering) by Plastipak Holdings, Inc. Represented Plastipak Holdings.
€275 million 6.5% Senior Secured Notes (Rule 144A/Reg S offering) by WEPA Hygieneprodukte GmbH. Represented WEPA.
$40 million of 8.5% Senior Notes due 2020 (public offering) by INTL FCStone, Inc. Represented Stern Agee and other underwriters.
$35 million of 8.00% Senior Notes due 2020 (public offering) by Homeowners Choice, Inc. Represented Stern Agee and other underwriters.
$350 million 6.0% Senior Notes due 2021 (Rule 144A/Reg S offering) by Exterran Partners, L.P. Represented Wells Fargo Securities, Credit Agricole, J.P. Morgan and RBC Capital Markets.
$650 million Senior Notes offering (Rule 144A/Reg S) by Chesapeake Oilfield Operating LLC. Represented BofA Merrill Lynch and other initial purchasers.
$350 million 8.875% Senior Subordinated Notes due 2020 (Rule 144/Reg S offering) by Isle of Capri Casinos. Represented Isle of Capri Casinos.
$300 million Senior Notes offering (Rule 144A/Reg S) by Isle of Capri Casinos Inc. Represented Isle of Capri Casinos.
$500 million Senior Notes offering (Rule 144A/Reg S) by Oshkosh Corporation. Representing BofA Merrill Lynch, Goldman, Sachs & Co. and J.P. Morgan.
$250 million Senior Notes offering (Rule 144A/Reg S) by GEO Group, Inc. Represented BofA Merrill Lynch, Wells Fargo Securities, BNP Paribas and Barclays Capital.
$275 million Senior Secured Notes offering (Rule 144A/Reg S) by One Communications Corp. Represented Morgan Stanley and J.P. Morgan.
$800 million Senior Notes offering (Rule 144A/Reg S) by NII Capital Corp. Represented Morgan Stanley and J.P. Morgan.
$1.5 billion Senior Toggle Notes offering (Rule 144A/Reg S) by Univision Communications Inc., as part of a $13.0 billion acquisition financing of Univision Communications by a consortium of private equity funds. Represented Credit Suisse and the other initial purchasers.
$1.9 billion Senior Secured Notes offering (Rule 144A/Reg S) by InterGen N.V. (a global power generation company), as part of a $2.6 billion debt restructuring by InterGen. Represented Merrill Lynch International, Lehman Brothers, Inc. and other initial purchasers.
$200 million Senior Notes offering (Rule 144A/Reg S) by Time Warner Telecom Holdings Inc. Represented Morgan Stanley and other initial purchasers.
$200 million Senior Subordinated Notes offering (Rule 144A/Reg S) by Nexstar Broadcasting, Inc. Represented Banc of America Securities and other initial purchasers.
$150 million Senior Subordinated Notes offering (Rule 144A/Reg S) by The National Mentor Network. Represented Banc of America Securities, J.P. Morgan and UBS Investment Bank.
$100 million Senior Notes offering (Rule 144A/Reg S) by Steel Dynamics, Inc. Represented Morgan Stanley and other initial purchasers.
$175 million Senior Subordinated Notes offering (Rule 144A/Reg S) by Esterline Technologies Corporation. Represented Wachovia Securities LLC.
$1.8 billion Second Priority Senior Secured Notes (Rule 144A/Reg S) by The AES Corporation, in connection with AES’s debt restructuring. Represented Citigroup and other initial purchasers.
$200 million Senior Notes offering (Rule 144A/Reg S) by Steel Dynamics, Inc. Represented Morgan Stanley and other initial purchasers.
$750 million Senior Secured Notes offering (Rule 144A/Reg S) by IPALCO Enterprises Inc. Represented Lehman Brother and ABN AMRO Incorporated.
$1.25 billion Senior Serial Redeemable Notes offering (Rule 144A/Reg S) by Nextel Communications, Inc. Represented Goldman, Sachs & Co. and other initial purchasers.
$650 million Senior Serial Notes offering (Rule 144A/Reg S) by Nextel International, Inc. Represented Morgan Stanley and other initial purchasers.
$300 million Units (Senior Notes and Warrants) offering (Rule 144A/Reg S) by Colo.com., Inc. Represented Goldman, Sachs & Co. and Bear, Sterns & Co. and other initial purchasers.
$250 million Senior Notes offering (Rule 144A/Reg S) of Mpower Communications Corp. Represented Mpower Communications.

Investment-Grade and Other Debt Securities

$750 million Senior Notes offering (public) by CME Group, Inc. Represented Barclays, BofA Merrill Lynch, Citigroup, Wells Fargo Securities and other underwriters.
$500 million Senior Notes offering (public) by Cooper US, Inc. Represented BofA Merrill Lynch, Citi and Goldman, Sachs & Co. and other underwriters.
$250 million Senior Notes offering (public) by BorgWarner, Inc. Represented Morgan Stanley and other underwriters.
$700 million Senior Notes offering (Rule 144A/Reg S) by Fidelity Investments. Represented Barclays Capital, Citi, J.P. Morgan and Morgan Stanley.
$850 million Senior Notes offering (public) by Prologis. Represented Banc of America Securities, Deutsche Bank Securities, JP Morgan and other underwriters.
$350 million Senior Notes offering (public) by Markel Corporation. Represented Barclays Capital, Wells Fargo Securities, BofA Merrill Lynch, Citi, BB&T Capital Markets and U.S. Bancorp Investments.
$1.3 billion Senior Notes offering (public) by Sprint Nextel Corporation. Represented J.P. Morgan, Citi and Wells Fargo Securities.
$900 million Senior Notes offering (public) by Prologis. Represented Banc of America Securities, Citigroup and JP Morgan and other underwriters.
$3 billion Senior Notes offering (public) by Time Warner Cable Inc. Represented Banc of America Securities, Citi, Deutsche Bank, UBS Investment Bank and Wachovia Securities.
$2.0 billion Senior Notes offering (public) by Sprint Nextel Corporation. Represented Banc of America Securities, Citigroup, JPMorgan and other underwriters.

Initial Public Offerings

CoreSite Realty Inc., $300 million initial public offering. Represented Citi, Banc of America and RBC.
Stanley, Inc., $820 million initial public offering. Represented Citigroup and other underwriters.
Golfsmith International Holdings, Inc.,,$70 million initial public offering. Represented Merrill Lynch & Co., J.P. Morgan and other underwriters.
Texas Roadhouse, Inc.,,$160 million initial public offering (primary and secondary shares). Represented Banc of America Securities, Wachovia Securities and other underwriters.
Nexstar Broadcasting Group, Inc., $140 million initial public offering. Represented Banc of America Securities and other underwriters.
JetBlue Airways., $158 million initial public offering. Represented Morgan Stanley and other underwriters. April 2002.
Nextel International Inc., $660 million initial public offering. Represented Goldman, Sachs & Co. and other underwriters.
Webvan Group., $375 million initial public offering. Represented Goldman Sachs & Co.

Convertible Debt Securities

$450 million Covertible Senior Notes offering (public) by MGIC Investment Corporation. Represented Goldman, Sachs & Co. and other underwriters.
$200 million Convertible Senior Notes offering (Rule 144A/Reg S) by Comtech Telecommunications Corp. Merrill Lynch & Co. and J.P. Morgan.
$500 million Convertible Senior Notes offering (public) by Prologis. Represented Goldman, Sachs & Co., Banc of America Securities and Morgan Stanley.
$200 million Convertible Senior Notes offering (public) by Coeur d’Alene Mines Corporation. Acted as underwriters counsel for Deutsche Bank Securities and other underwriters.
$1.1 billion Convertible Senior Notes offering (public) by Prologis. Represented Wachovia Securities and Merrill Lynch & Co.
$100 million Convertible Senior Notes offering (Rule 144A/Reg S) by CapLease Inc. Represented Deutsche Bank Securities and other initial purchasers.
$225 million Convertible Subordinated Notes offering (Rule 144A/Reg S) by SafeNet Inc. Represented Merrill Lynch & Co.
$110 million Senior Convertible Notes offering (Rule 144A/Reg S) by Pinnacle Airlines Corp. Represented Merrill Lynch and Raymond James.
$100 million Convertible Subordinated Notes offering (Rule 144A/Reg S) by Steel Dynamics. Represented Morgan Stanley and Goldman, Sachs & Co.
$810 million Liquid Yield Option Notes (LYONs) offering by Stilwell Financial Inc. Represented Merrill Lynch & Co.

M&A; Exchange Offers; Tender Offers; Consent Solicitations; Restructurings and Reorganizations

Represented Azur Pharma plc in connection with its acquisition by Jazz Pharmaceuticals, Inc. pursuant to a reverse merger and its subsequent SEC registration and listing on the NYSE.
Represented the Creditor’s Committee in connection with a pre-packaged plan of reorganization by Haights Cross Communications Inc.
Represented The AES Corporation in connection with its:
- $377 million cash tender offer for several series of its Senior Notes (May 2008);
- $1.2 billion cash tender offer for several series of its Senior Notes; and
- Exxon Capital A-B exchange offer for its $2.0 billion Senior Notes.
Represented Morgan Stanley, as dealer manager, in connection with Dayton Superior Corporation’s exchange offer and consent solicitation for its Senior Subordinated Notes.
Represented Wachovia Securities and Merrill Lynch & Co., as deal managers, in connection with Timer Warner Entertainment Company’s consent solicitation for various series of its debt securities.
Represented Citigroup and UBS Investment Bank, as dealer managers, in connection with Laidlaw International’s cash tender offer and consent solicitation for its outstanding senior notes.
Represented Merrill Lynch & Co., as dealer manager, in connection with a cash tender offer by Kansas City Southern Industries, Inc. for its outstanding Senior Notes and Debentures.
Represented Mpower Communications Corp. in connection with its:
- registered Exxon Capital A-B exchange offer for its $429 million Senior Notes;
- corporate restructuring into a public holding company;
- acquisition of Primary Networks, Inc., a competitive local exchange carrier, in a share for share exchange; and
- prepackaged plan for Chapter 11 reorganization.
Represented Discovery Zone, Inc., in connection with its:
- consent solicitation with respect to its outstanding Senior Notes;
- debt-for-debt exchange offer; and
- private placement of two series of preferred stock and warrants to purchase common stock.

Includes engagements executed prior to joining Mayer Brown LLP.

Recognition

The Legal 500 US 2024 recommends John in for Capital Markets: High-Yield Debt Offerings.
The Legal 500 US notes that “New York’s John Berkery is a recognized expert in high-yield and investment grade debt transactions, including offerings by financial institutions.”

Education

Emory University School of Law, JD
Le Moyne College, BA

Admissions

New Jersey
New York

Professional & Community Involvement

New York Bar Association