Christopher M.Kelly (Chris)

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Cleveland + 1.216.586.1238 New York + 1.212.326.3438

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Chris Kelly is a corporate lawyer with more than 30 years of experience. He represents corporations and financial institutions in diverse domestic and international corporate finance matters including public equity and debt offerings, Rule 144A high yield offerings, private capital raisings, reorganizations, restructurings, recapitalizations, and acquisition transactions. He regularly advises SEC reporting companies on corporate governance, board of directors, securities laws, stock exchange rules, and related public company regulatory compliance matters.

Notable corporate clients include Athersys, Eaton Corporation, The J.M. Smucker Company, KeyCorp, National Fuel Gas, Olympic Steel, Owens Corning, and TransDigm Group. Chris's extensive financial institution representations include Jefferies and KeyBanc Capital Markets, among others, in public and private offerings of both debt and equity securities.

Chris was co-chair of the Greater Cleveland United Way Campaign (2017-2018). He served as a co-chair of the Host Committee for the 2016 Republican National Convention; serves as a board member of The Cleveland Orchestra, Rock and Roll Hall of Fame, Catholic Community Foundation, and EDWINS Foundation; and serves as a trustee of the Kulas Foundation. Chris also sits on the board of trustees of Canisius College. He previously served on the boards of Team NEO, the Make-a-Wish Foundation, the Canisius College Board of Regents, Business Volunteers Unlimited (BVU), and Sisters of Charity Health System. Chris is a graduate of Leadership Cleveland (Class of 2006).

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Experience

  • KeyBanc Capital Markets-led syndicate completes $1.2 billion Senior Notes offering, including issuance of SOFR Senior Notes, by KeyBankJones Day represented KeyBanc Capital Markets Inc.; Credit Suisse Securities (USA) LLC; Deutsche Bank Securities Inc.; RBC Capital Markets, LLC; Wells Fargo Securities, LLC; and the other agents, in connection with KeyBank National Association’s offering of $800 million aggregate principal amount of Fixed-to-Floating Compound SOFR Senior Bank Notes due June 14, 2024 and $400 million aggregate principal amount of Floating Compound SOFR Senior Bank Notes due June 14, 2024 in a transaction exempt from registration pursuant to Section 3(a)(2) of the Securities Act of 1933.
  • National Fuel Gas completes $500 million Senior Notes offeringJones Day represented National Fuel Gas Company, a diversified energy company, in connection with its registered public offering of $500 million of 2.95% Senior Notes due 2031.
  • KeyBanc Capital Markets-led syndicate completes $1.1 billion Senior Notes offering, including inaugural issuance of SOFR Senior Notes, by KeyBankJones Day represented KeyBanc Capital Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, RBC Capital Markets LLC, and the other agents, in connection with KeyBank National Association’s (“KeyBank”) offering of $750 million aggregate principal amount of Fixed-to-Floating SOFR Senior Bank Notes due January 3, 2024 and $350 million aggregate principal amount Floating SOFR Senior Bank Notes due January 3, 2024 in a transaction exempt from registration pursuant to Section 3(a)(2) of the Securities Act of 1933.
  • Goldman Sachs and KeyBanc Capital Markets act as lead agents on update to KeyCorp's Medium-Term Note ProgramJones Day represented Goldman Sachs & Co. LLC and KeyBanc Capital Markets Inc., as lead agents, in connection with an update to KeyCorp's Medium-Term Note Program, under which KeyCorp may issue, from time to time, Senior Medium-Term Notes, Series Q and Subordinated Medium-Term Notes, Series R.
  • National Fuel Gas completes $500 million Senior Notes offeringJones Day represented National Fuel Gas Company, a diversified energy company, in connection with its registered public offering of $500 million of 5.50% Senior Notes due 2026.
  • National Fuel Gas completes $172.6 million public offering of Common StockJones Day represented National Fuel Gas Company, a diversified energy company, in connection with the $172.6 million underwritten public offering of 4,370,000 shares of Common Stock.
  • Owens Corning completes $300 million Senior Notes offeringJones Day represented Owens Corning, a global producer of residential and commercial building materials and of glass fiber reinforcements and other materials for composites, in connection with its registered public offering of $300 million of 3.875% Senior Notes due 2030.
  • KeyBank issues $700 million of Senior Bank NotesJones Day represented KeyBanc Capital Markets Inc. and the other agents, in connection with KeyBank National Association’s ("KeyBank") offering of $700 million aggregate principal amount of 1.250% Senior Bank Notes due March 10, 2023 in a transaction exempt from registration pursuant to Section 3(a)(2) of the Securities Act of 1933.
  • KeyBanc Capital Markets-led syndicate completes $800 million offering of 2.250% Senior NotesJones Day represented KeyBanc Capital Markets Inc., as lead-left book-running manager, together with the other underwriters, in KeyCorp's public offering of $800 million of 2.250% Senior Notes due April 2027 under KeyCorp's Medium-Term Notes Program.
  • KeyBanc Capital Markets-led syndicate completes $750 million offering of 2.550% Senior NotesJones Day represented KeyBanc Capital Markets Inc., as lead-left book-running manager, together with the other underwriters, in KeyCorp's public offering of $750 million of 2.550% Senior Notes due October 2029 under KeyCorp's Medium-Term Notes Program.
  • Morgan Stanley-led syndicate completes $450 million public offering of Depositary SharesJones Day represented Morgan Stanley & Co. LLC, KeyBanc Capital Markets Inc., and the other underwriters in connection with KeyCorp’s $450 million public offering of 18,000,000 Depositary Shares, each representing a 1/40th ownership interest in a share of Fixed Rate Perpetual Non-Cumulative Preferred Stock, Series G (included as Tier 1 regulatory capital).
  • KeyBank issues $350 million of Subordinated Bank NotesJones Day represented KeyBanc Capital Markets Inc. and the other agents, in connection with KeyBank National Association’s offering of $350 million aggregate principal amount of 3.900% Subordinated Bank Notes due April 13, 2029 in a transaction exempt from registration pursuant to Section 3(a)(2) of the Securities Act of 1933.
  • KeyBank issues $1.0 billion of Senior Bank NotesJones Day represented KeyBanc Capital Markets Inc. and the other agents, in connection with KeyBank National Association’s (“KeyBank”) offering of $400 million aggregate principal amount of Floating Rate Senior Bank Notes due February 1, 2022 and $600 million aggregate principal amount of 3.300% Senior Bank Notes due February 1, 2022 in a transaction exempt from registration pursuant to Section 3(a)(2) of the Securities Act of 1933.
  • KeyBanc Capital Markets-led syndicate completes $500 million offering of 4.150% Senior NotesJones Day represented KeyBanc Capital Markets Inc., as lead-left book-running manager, together with the other underwriters, in connection with KeyCorp's public offering of $500 million of 4.150% Senior Notes due October 2025 under KeyCorp's Medium-Term Notes Program.
  • KeyBanc Capital Markets-led syndicate re-establish bank note program for issuance of $20 billion aggregate principal amount of Unsecured Senior and Subordinated Notes of KeyBank National AssociationJones Day represented KeyBanc Capital Markets Inc., Morgan Stanley & Co., and other dealers in connection with the re-establishment of a bank note program for the issuance of up to $20 billion aggregate principal amount of Unsecured Senior and Subordinated Notes of KeyBank National Association.
  • National Fuel Gas completes $300 million registered public offering of 4.75% NotesJones Day represented National Fuel Gas Company in connection with its registered public offering of $300 million of 4.75% Notes due 2028.
  • KeyBanc Capital Markets-led syndicate completes $425 million public offering of Depositary SharesJones Day represented Morgan Stanley & Co., KeyBanc Capital Markets Inc., and the other underwriters in connection with KeyCorp’s $425 million public offering of 17,000,000 Depositary Shares, each representing a 1/40th ownership interest in a share of Fixed Rate Perpetual Non-Cumulative Preferred Stock, Series F.
  • KeyBanc Capital Markets participates in $500 million Senior Notes offering by KeyBankJones Day represented KeyBanc Capital Markets Inc. in connection with KeyBank National Association’s offering of $500 million aggregate principal amount of 3.350% Senior Notes due June 15, 2021 in a transaction exempt from registration pursuant to Section 3(a)(2) of the Securities Act of 1933.
  • KeyBanc Capital Markets-led syndicate completes $750 million offering of 4.100% Senior NotesJones Day represented KeyBanc Capital Markets Inc.; Goldman Sachs & Co. LLC; J.P. Morgan Securities LLC; Morgan Stanley & Co. LLC; Citigroup Global Markets Inc.; Credit Suisse Securities (USA) LLC; Academy Securities, Inc.; and CastleOak Securities, L.P. in connection with KeyCorp's public offering of $750 million of 4.100% Senior Notes due April 2028 under KeyCorp's Medium-Term Notes Program.
  • KeyBanc Capital Markets-led syndicate completes $500 million Senior Notes offering by KeyBankJones Day represented KeyBanc Capital Markets Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, and Credit Suisse Securities (USA) LLC, as lead agents, in connection with KeyBank National Association’s offering of $500 million aggregate principal amount of 3.375% Senior Notes due March 7, 2023 in a transaction exempt from registration pursuant to Section 3(a)(2) of the Securities Act of 1933.
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    November 2017 Jones Day Publications

    Department of the Treasury Issues Report Recommending U.S. Capital Markets Regulatory Reforms

    August 2017 Commentary

    Delaware Becomes the First State to Allow Corporations to Maintain Corporate Records Using Blockchain Technology

    December 2016 Alert

    Proxy Access Denied: Company Rejects Investor's Attempted Use of Proxy Access Bylaw

    August 2015 Video

    Capital Markets Transactions and Risk

    September 2013 Alert

    PCAOB Proposes Important Changes to Audit Reports

    August 2012 Commentary

    The U.S. JOBS Act: Implications for Non-U.S. Companies

    March 2012 Alert

    Congress Passes JOBS Act: Reducing the Burden for Capital Raising Activities for Smaller Companies

    March 2012 Alert

    "Forgotten" Say-On-Pay Frequency Disclosure

    January 2012 Alert

    NYSE Further Limits Discretionary Voting by Brokers

    September 2011 Commentary

    SBLF Capital—Now or Never
    View All

    Additional Speaking Engagements

    • February 14, 2013
      Jones Day Regional Energy Conference, Harnessing Regional Opportunity in the new Energy Economy
    • September 16, 2010
      2010 Speaker Series: Survival in Today’s M&A and Capital Markets Arena
    • October 17, 2008
      TARP Capital Purchase Program

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