Shoshana E.Litt (Shana)

Counsel

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Shoshana Litt has extensive experience counseling both private and public companies on executive compensation and employee benefits issues. She devotes a significant portion of her practice to international equity compensation matters. As part of her practice, she has implemented numerous equity incentive plans and programs, including long-term incentive plans, stock option plans, and employee stock purchase plans, for U.S. and non-U.S. multinational corporations and has advised those companies regarding a variety of ongoing legal issues that affect such plans in their operation in the U.S. and abroad. In addition, Shoshana advises employers on employee benefits and compensation issues that arise in corporate acquisitions and dispositions and has significant experience drafting employment agreements, severance agreements, and equity incentive arrangements.

Shoshana also has experience analyzing potential prohibited transaction and plan asset issues in connection with investments by benefit plans in derivative securities and structured finance transactions as well as venture capital operating companies.

Shoshana is a member of the National Association of Stock Plan Professionals (NASPP) and is an editor of its International Stock Plans treatise. An active violinist and avid supporter of classical music, she was a longtime member of the board of the Cleveland Chamber Music Society before moving to New York, and she performs regularly with the New Amsterdam Symphony Orchestra.

经验

  • Diebold Nixdorf completes $950 million Senior Secured Notes offering and obtains $310 million revolving credit facilityJones Day represented Diebold Nixdorf, Incorporated (“Diebold”), a global market leader in providing mission-critical hardware, software, and services to global blue-chip banking and retail clients, in connection with various financing transactions, including (i) a Rule 144A and Regulation S offering by Diebold of $950 million aggregate principal amount of 7.750% Senior Secured Notes due 2030, (ii) obtaining a new $310 million revolving credit facility, and (iii) a Dutch auction to repurchase all of the outstanding term loans under its existing term loan credit facility.
  • Anteris Technologies completes U.S. IPO, dual-listing, and re-domiciliation to U.S.Jones Day represented Anteris Technologies Global Corp. (NASDAQ: AVR; ASX: AVR) ("Anteris") in a first-of-its-kind series of transactions, including a concurrent U.S. re-domiciliation of an ASX-listed company, U.S. initial public offering (the "IPO") and dual-listing on NASDAQ and ASX.
  • Avient completes $650 million Senior Notes offeringJones Day represented Avient Corporation in connection with a Rule 144A and Regulation S offering of $650 million aggregate principal amount of 6.250% Senior Notes due 2031.
  • PHINIA Inc. completes $450 million Senior Notes offeringJones Day represented PHINIA Inc. in connection with a Rule 144A and Regulation S offering of $450 million aggregate principal amount of 6.625% Senior Notes due 2032.
  • Lincoln Electric issues $550 million Senior Unsecured NotesJones Day represented Lincoln Electric Holdings, Inc. in connection with its private placement of $400 million aggregate principal amount of Senior Unsecured Notes with an additional $150 million issued on August 22, 2024.
  • Sherwin-Williams completes $850 million public offering of Senior NotesJones Day represented The Sherwin-Williams Company in connection with its underwritten public offering of $400 million aggregate principal amount of 4.550% Senior Notes due 2028 and $450 million aggregate principal amount of 4.800% Senior Notes due 2031.
  • Partech Partners leads €37 million Series B financing of CintooJones Day represented Partech Partners as lead investor in the €37 million Series B financing of Cintoo, the leading provider of cloud-based Reality Data management and collaboration solutions.
  • Lincoln Electric obtains $1 billion revolving credit facilityJones Day represented Lincoln Electric Holdings, Inc. in connection with a new $1 billion senior unsecured revolving credit facility with PNC Bank, National Association, as lead administrative agent, and KeyBank National Association, as co-administrative agent.
  • Silver Lake Waterman, Eurazeo, Partech Partners, Eight Roads, F-Prime, and Serena Capital participate in $54 million Series C financing of OdasevaJones Day advised Silver Lake Waterman, the lead new investor, and Eurazeo, a new investor, as well as historical investors Partech Partners, Eight Roads, F-Prime and Serena Capital in connection with the $54 million Series C financing of Odaseva, the leading enterprise data security platform for Salesforce, along with new investor Crescent Cove.
  • Spark Networks obtains chapter 15 recognition of first-ever cross-border restructuring under German StaRUGJones Day represented Spark Networks SE in the first-ever cross-border restructuring under the recently enacted German restructuring law ("StaRUG") and chapter 15 of the U.S. Bankruptcy Code involving over $100 million of funded debt issued by a U.S.-based credit fund and guaranteed by other German and U.S. entities.
  • TransDigm completes $1 billion Senior Secured Notes offering and $1 billion incremental term loanJones Day represented TransDigm Group Incorporated (“TransDigm Group”), a leading global designer, producer and supplier of highly engineered aircraft components, in connection with the Rule 144A and Regulation S offering by TransDigm Inc., its wholly-owned subsidiary, of $1 billion aggregate principal amount of 7.125% Senior Secured Notes due 2031 (the “Notes”).
  • Monongahela Power Company completes $400 million private placement of First Mortgage BondsJones Day represented Monongahela Power Company, an electric public utility subsidiary of FirstEnergy Corp., a diversified energy holding company, in connection with its Rule 144A and Regulation S offering of $400 million aggregate principal amount of its 5.850% First Mortgage Bonds due 2034.
  • The Potomac Edison Company completes $150 million private placement of First Mortgage BondsJones Day represented The Potomac Edison Company, an electric public utility subsidiary of FirstEnergy Corp., a diversified energy holding company, in connection with its private placement of $100 million aggregate principal amount of its 5.64% First Mortgage Bonds due 2028 and $50 million aggregate principal amount of its 5.73% First Mortgage Bonds due 2030.
  • Greystar completes $850 million refinancingJones Day advised Greystar Real Estate Partners, LLC, a fully-integrated property management, investment management and development and construction services company specializing in the multifamily real estate industry, in connection with its $850 million refinancing, consisting of (i) a new $450 million syndicated “term loan B” credit facility, and (ii) the issuance of $400 million in aggregate principal amount of 7.750% Senior Secured Notes due 2030 in a Rule 144A and Regulation S offering.
  • TransDigm completes $1.45 billion Senior Secured Notes offeringJones Day represented TransDigm Group Incorporated (“TransDigm Group”), a leading global designer, producer and supplier of highly engineered aircraft components, in connection with the Rule 144A and Regulation S offering by TransDigm Inc., its wholly-owned subsidiary, of $1.45 billion aggregate principal amount of 6.875% Senior Secured Notes due 2030 (the “Notes”).
  • Conagra Brands completes $500 million public offering of 5.300% Senior NotesJones Day represented Conagra Brands, Inc., one of North America's leading branded food companies, in connection with its underwritten public offering of $500 million 5.300% Senior Notes due 2026.
  • GrafTech completes $450 million Senior Secured Notes offeringJones Day represented GrafTech International Ltd., a leading manufacturer of high-quality graphite electrode products essential to the production of electric arc furnace steel and other ferrous and non-ferrous metals, in connection with the Rule 144A and Regulation S offering of $450 million aggregate principal amount of 9.875% Senior Secured Notes due 2028 (the "Notes") by GrafTech Global Enterprises Inc., its wholly-owned subsidiary.
  • American Transmission Systems completes $150 million private placement of Senior NotesJones Day represented American Transmission Systems, Incorporated, a transmission-only subsidiary of FirstEnergy Transmission, LLC, which is a majority-owned subsidiary of FirstEnergy Corp., a diversified energy holding company, in connection with a private placement of $150 million aggregate principal amount of 5.13% Senior Notes due 2033.
  • Citigroup Global Markets and Scotiabank-led syndicate purchases 117,049,735 CBFIs in global offering by FIBRA PrologisJones Day represented Citigroup Global Markets Inc. and Scotia Capital (USA) Inc., as representatives of the several initial purchasers, as U.S. securities counsel in connection with the global offering by FIBRA Prologis of 117,049,735 real estate trust certificates (certificados bursátiles fiduciarios inmobiliarios, or “CBFIs”).
  • FirstEnergy completes $1.5 billion Convertible Senior Notes offeringJones Day represented FirstEnergy Corp., a diversified energy holding company, in connection with its Rule 144A offering of $1.5 billion aggregate principal amount of 4.00% Convertible Senior Notes due 2026.
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    January 2021 White Paper

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    June 2020 White Paper

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    July 2019 Jones Day Publications

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    August 2018 Commentary

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