Jennifer Taylor is a partner in O’Melveny’s corporate finance and restructuring practice groups. She is also a member of O’Melveny’s Crypto & Blockchain and Emerging Technologies industry groups. Jennifer has deep experience negotiating debt financing transactions of all varieties, including financings for leveraged buyouts, asset based facilities, secured and unsecured working capital facilities, venture debt loans, and other structured financings, including mezzanine loans, high yield, and DIP financing for debtors in bankruptcy.
In the restructuring realm, Jennifer represents clients in connection with workout transactions and Chapter 11 reorganizations. She also regularly represents investors in connection with distressed acquisitions of businesses and debt and with matters related to liability management transactions.
Jennifer has been inducted as a fellow in the American College of Commercial Finance Lawyers, ranked in Chambers, recognized among The Best Lawyers in America, named one of the “500 Leading Bankruptcy and Restructuring Lawyers in the US” by Lawdragon, and honored as one of the “Top Women Dealmakers” by The Deal Magazine.
Illustrative Corporate Finance Experience
- Clean Energy Fuels, a leading provider of renewable natural gas, in its US$400 million term loan facility from Stonepeak Capital
- Clean Energy Fuels, a leading provider of renewable natural gas, in its sustainability-linked US$150 million credit facility from Riverstone Credit Management
- ID.me, provider of secure identity proofing, in a US$150 million revolving credit facility from Fortress Credit Corp.
- Myriad Genetics, publicly traded provider of genetic testing for medical diagnostic purposes, in a US$90 revolving credit facility from JPMorgan Chase Bank.
- Establishment Labs, a public medical technology company, in its US$225 million delayed draw term loan from Oaktree Capital
- Urovant Sciences, publicly traded clinical-stage biopharmaceutical company focused on developing and commercializing innovative therapies for urologic conditions, in connection with its US$100 million credit facility from Hercules Capital
- Appvion, a major producer of specialty coated paper and pulp, in connection with its US$105 million term loan facility and US$80 million ABL facility
- Alaska Air Group in connection with its US$992 million funding under the Payroll Support Program of the CARES Act
- Centrus Energy Corp., a leading supplier of enriched uranium fuel for commercial nuclear power plants, in its US$234 million exchange offer
- RSI Corporation in connection with its US$350 million senior secured revolving credit facility and its $US550 million secured bond financing
- Nektar Therapeutics, a San Francisco-based biopharmaceutical company, in a 144A offering of US$125 million of senior secured notes
- Healthcare Trust of America, a publicly traded REIT and leading owner of medical office buildings, in loan transactions raising up to US$1.3 billion
- Deutsche Bank in connection with US$300 million refinancing of a senior secured credit facility to Hexcel Corporation
- A leading financial institution in connection with the financing of the leveraged acquisition of one of the world's largest floral marketers
- Planet Financial Group, LLC in connection with two fully secured credit facilities of US$140 million and the acquisition of existing scratch and dent residential mortgages
- A leading US investment bank in connection with the arrangement of US$2.1 billion in senior secured credit facilities for the acquisition of the Washington Group by URS Corporation
- A number of leading private equity sponsors, including Kayne Capital, Montreux Equity Partners, Seidler Equity Partners, Clarity Partners, Francisco Partners, and Vector Capital, in connection with credit facilities for their portfolio companies
- A variety of emerging growth technology companies in connection with their debt facilities from venture lenders such as Silicon Valley Bank, TriplePoint Capital, Hercules Capital, Square One Bank, Fortress, and others
Illustrative Restructuring and Distress Experience
- Secured lender, UBS, in the chapter 11 bankruptcy of HVI Cat Canyon, recognized with the M&A Advisor's Turnaround Award for “Restructuring of the Year ($10-$50mm)” (2021)
- Secured lender, Franklin Templeton, in the chapter 11 reorganization of Appvion, producer of specialty coated paper and pulp. Franklin's acquisition of Appvion was the recipient of the M&A Advisor's Turnaround Award for “Distressed M&A Deal of the Year” (2019)
- Secured lender, Franklin Templeton, in the chapter 11 reorganization of Fieldwood Energy, the recipient of the M&A Advisor's Turnaround Award for “Restructuring of the Year (Over $1B to $5B)” (2019)
- BeachPoint Capital as secured creditor in the chapter 11 bankruptcy Variant Holding Company, owner and operator of multifamily residential, self-storage and office properties, which was recognized as “Restructuring Deal of the Year ($250m to $500m)” by the M&A Advisor's Turnaround Awards (2018)
- Puerto Rico Fiscal Agency and Financial Authority in the restructuring of the debt obligations of Puerto Rico
- Cal Dive International, offshore construction and services, in its chapter 11 bankruptcy. The Cal Dive matter garnered the Turnaround Atlas Award for “Cross-Border Distressed M&A Deal of the Year (Middlemarkets)” (2016)
- Clearlake Capital in the successful acquisition of clothing retailer Ashley Stewart through a section 363 name. The acquisition was named as M&A Advisor's “Restructuring of the Year” (2014)
- The Ad Hoc Group of Second Lien Lenders in the chapter 11 case of AMF Bowling, including the acquisition of the company and merger with Bowlmor. The matter received the Turnaround Atlas Award for “Restructuring of the Year” (2014)
- Official committee of unsecured creditors in the Chapter 11 reorganization of Philadelphia Newspapers
- Lennar as the largest unsecured creditor and 16% equity holder in the chapter 11 of LandSource, a developer of master planned communities. The LandSource restructuring was awarded Global M&A Network's Turnaround Atlas Awards for the Reorganization of the Year (2010)
Illustrative Pro Bono Experience
- Working Solutions CDFI, TMC Community Capital, El Pajaro and other non-profit micro-finance lenders, in connection with their loans to women- and minority-owned small businesses
- Inclusive Action for the City, a non-profit community development financial institution serving the Los Angeles area, in connection with micro-investments in the form of convertible debt
- Verdugo Mental Health, a nonprofit mental health clinic, in its chapter 11 proceeding. The transition of VMH's services garnered a commendation from the Los Angeles County Board of Supervisors
Admissions
Bar Admissions
- California
Court Admissions
- US District Court for the Northern, Central and Eastern Districts of California
- US Court of Appeals for the Second Circuit
Education
- University of California, Hastings College of the Law, J.D.: cum laude; Member: Hastings Law Journal; Recipient: American Bankruptcy Institute Medal of Excellence, Witkin Award for Academic Excellence in Bankruptcy, CALI Awards in Legal Writing and Research, Bankruptcy, and Secured Transactions
- Stanford University, B.A., Political Science and Economics
Honors & Awards
- Honored with induction as a fellow of the American College of Commercial Finance Lawyers (2024)
- Recognized by Best Lawyers in America® for Bankruptcy and Creditor Debtor Rights/Insolvency & Reorganization Law in San Francisco, CA (2024-2025)
- Named as one of the “Top Women in Dealmaking” by The Deal Magazine (2022)
- Chambers USA "Up & Coming" in Bankruptcy/Restructuring (2021-2023)
- Lawdragon 500 Leading US Bankruptcy & Restructuring Lawyers (2020-2023)
- Selected as a member of ABI’s 40 under 40 Program (2019)
- Recommended by The Legal 500 US for Finance - Restructuring (Including Bankruptcy) - Corporate (2017, 2022)
- Recognized as a “Rising Star” and one of the “top bankruptcy attorneys under 40” by Law360 (2016)
- Recognized as a “Rising Star” finalist by the International Women’s Insolvency & Restructuring Confederation (2014)
- Recognized as a Northern California “Rising Star” by Law & Politics Media Inc. (2012-2015)
- Warren Christopher Values Award (2013)
- American Bankruptcy Institute Medal of Excellence (2004)
Professional Activities
Clerkship
- Hon. Leslie Tchaikovsky, US Bankruptcy Court, Northern District of California
Externships
- Hon. Whitney Rimel, US Bankruptcy Court, Eastern District of California
- Hon. Maxine Chesney, US District Court, Northern District of California
Member
- Financial Lawyers Conference (former Board of Governors)
- Financial Women’s Association of San Francisco
- Northern California Chapter of the International Women’s Insolvency and Restructuring Confederation (former Co-Chair)
- San Francisco Botanical Garden (former Board of Directors)
Author
- “Some Bargain: How Bankruptcy Courts May Now Require a Debtor to Relinquish Expectations of Privacy as a Condition of the Bankruptcy Bargain,” 56 Hastings L.J. 609 (2005)
Co-Author
- “Private Credit and Middle Market Update 2024: Rising Returns and Increasing Risk of Default Driving Priming Liability Management Structures”, International Comparative Legal Guide (April 2024)
- “Lenders Guide to Priming Exploitation”, O’Melveny (November 30, 2022)
- “NFTs and Secured Transactions”, O’Melveny (September 14, 2022)
- “2022 Private Credit and Middle Market Update: Key Trends and Developments,” International Comparative Legal Guide (April 7, 2022)
- “Bankruptcy Court Ruling Imposes Lender Liability”, O’Melveny (January 26, 2022)
- “Texas Uniform Commercial Code Updated to Recognize Cryptocurrency”, O’Melveny (September 9, 2021)
- “2021 Private Credit and Middle Market Update: Pandemic Priming Shifts Debt to Defense,” International Comparative Law Suite (April 8, 2021)
- “Legal Considerations for Distressed Debt Investors,” The Recorder (August 26, 2020)
- “CARES Act Expands Simpler Bankruptcy Restructuring Under New Subchapter V to Businesses With up to $7.5 Million in Debt,” Journal of Bankruptcy Law (August 18, 2020)
- “Best Practices for Agents and Trustees Dealing with Distressed Credits,” ABI Journal (July 2020)
- “CLO Issues in Workouts and Debt Restructurings”, O’Melveny (July 2020)
- “New York Federal Court Affirms Long-Held Market Understanding that Syndicated Loans are not Securities”, O’Melveny (June 2, 2020)
- “Delaware Bankruptcy Court Rules That Intercreditor Agreement Does Not Promise Senior Creditors a ‘Smooth Bankruptcy’”, O’Melveny (April 15, 2019)
- “The Cryptic Case of Cryptocurrency Security Interests: Have You Properly Perfected Your Interest In Cryptocurrency And Blockchain-Based Assets?,”BlockTribune (2019)
- “Recent Developments Affecting Workouts of Secured Loans,” 8 Pratt’s J. Bankr. L. 679 (2012)
- “Seventh Circuit Takes the (River) Road Less Traveled, Creating a Circuit Split on the Issue of Right to Credit Bid a Sale Pursuant to a Chapter 11 Bankruptcy Plan,” 7 Pratt's J. Bankr L. 708 (2011)
- “Bad Bankruptcy Citizen,” The Deal (April 2010)
- “Working Through a Workout: A Practitioner's Guide from the Perspective of Private Equity Sponsors, Venture Capital Funds and Other Significant Equity Investors,” 5 Hastings Bus. L.J. 101 (2009)
- “Travelers and the Implications on the Allowability of Unsecured Creditors’ Claims for Post-Petition Attorneys’ Fees Against the Bankruptcy Estate,” 81 Am Bankr. L.J. 123 (2007), reprinted in 29 Cal. Bankr. J. 379 (2007)
- “Sustaining Power: Applying 11 U.S.C. § 366 in Chapter 11 Post-BAPCPA,” 22 Bankr. Dev. J. 371 (2006)
Speaker
- “Debtor-In-Possession Financing”, Columbia Law School (March 6, 2024)
- “Recent Developments in Business Bankruptcy,” Bay Area Bankruptcy Forum (February 28, 2024)
- “Pre-Bankruptcy Planning: Too Much or Too Little?”, American Bankruptcy Institute Southwest Bankruptcy Conference (August 29, 2023)
- “Pre-Chapter 11 Priming Transactions: Creating Liquidity, Delaying Maturities, Removing Covenants,” Strafford (July 12, 2023)
- “Hot Topics in Bankruptcy,” Northern District Judicial Conference (April 22, 2023)
- “Recent Developments in Business Bankruptcy,” The Bar Association of San Francisco & The Bay Area Bankruptcy Forum (November 1, 2022)
- “One Year Into COVID-19: Trends and Forecasts in Commercial Restructurings,” The Bar Association of San Francisco (April 20, 2021)
- “Distressed Company Priming Transactions,” International Women's Insolvency and Restructuring Confederation (March 2021)
- “Fraud and the Implications for Claims Trading and Plans,” American Bankruptcy Institute Winter Leadership Conference (December 4, 2020)
- “Lender on Lender Priming”, The Cramdown Podcast (December 3, 2020)
- “Musings of a Chapter 11 Mind,” National Conference of Bankruptcy Judges (October 23, 2020)
- “Insolvency in the Time of COVID-19: Guidance for Directors and Officers,” Forum for Corporate Directors OC (September 10, 2020)
- “Perfecting and Enforcing Security Interests in Cryptocurrencies”, International Women’s Insolvency Confederation Regional Conference (September 2018)
- “Bankruptcy Issues Related to FinTech & Cryptocurrency,” The Bar Association of San Francisco (June 2018)
- “Drilling Down: Issues in Oil and Oilfield Services Bankruptcies”, Financial Lawyers Conference, Los Angeles (January 2017)
- “Nuts & Bolts of Real Estate Restructurings,” Financial Lawyers Conference, Los Angeles (June 2016)
- “Emerging Technologies in Big Law,” Stanford Law School, Palo Alto (April 2016)
- “Makewhole Mishaps, Collateral Gaps, and Interest Caps,” Financial Lawyers Conference, Beverly Hills (February 2015)
- “IP Issues in Business Transactions 2014,” Practising Law Institute, San Francisco (February 28, 2014)
- “The Ins and Outs of DIP Financing: Good Money After Bad (How to Make DIP Financing Better),” American Bankruptcy Institute, Incline Village (August 23, 2013)
- “ABI Commission to Study the Reform of Chapter 11,” American Bankruptcy Institute, Tucson (November 30, 2012)
- “DBSD v. DISH: Designation, Gifting, and Standing . . . Did the Second Circuit Get it Right (And what are the implications for the loan market?),” Loan Syndications and Trading Association, New York (March 9, 2011)
- “After Philly News, Pacific Lumber, Chrysler, and Metaldyne: Plans, Sales, Secured Lenders' Objections (And More),” Financial Lawyers Conference, El Segundo (December 9, 2010)
- “Bankruptcy Practice: A Practical Primer Taught by Court Attorneys,” Pincus Professional Education, San Francisco (May 10, 2007)
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