Rosa A. Testani is a partner in Akin Gump’s New York office and a member of the corporate practice. Ms. Testani advises private equity clients and corporate clients on corporate finance transactions, particularly in the area of high-yield debt offerings, restructuring transactions, bridge loan financings and initial public offerings, and she regularly advises clients on securities law compliance and corporate governance matters. She has substantial experience representing issuers, selling stockholders and underwriters/initial purchasers in public and private offerings of equity and high-yield debt, restructuring transactions, consent solicitations, debt tender offers and exchange offers.
Ms. Testani’s representative transactions include serving as counsel to—
- a bondholder committee in connection with a negotiated restructuring, including a debt exchange offer, for a magazine publisher
- a bondholder committee in connection with a negotiated restructuring for a commercial vehicle supplier
- a global logistics company in connection with an international debt exchange offer, a $1.4 billion bridge loan financing and a partial refinancing of the bridge loan with a $400 million second-lien secured note offering issued in a “Rule 144A for life” offering
- an audio and electronic systems manufacturer in connection with an automatic shelf registration statement and a takedown $200 million primary equity offering
- a provider of marketing services and loyalty programs in connection with several Rule 144A debt offerings and related exchange offers for over $800 million of senior and senior subordinated notes and a $350 million PIK toggle bank loan
- a satellite Internet access provider in connection with a $175 million universal shelf registration statement, a $112 million primary and secondary equity offering pursuant to the shelf registration statement, and several Rule 144A debt offerings and related registered exchange offers for $600 million of senior notes
- a real estate brokerage franchisor and residential real estate brokerage firm in connection with a $3.1 billion Rule 144A debt offering of senior notes, senior PIK toggle notes and senior subordinated notes and related registered exchange offer and a change of control debt tender offer
- a distributor of agricultural products in connection with its $500 million initial public offering, a universal shelf registration statement and subsequent secondary offerings pursuant to the shelf registration statement, a debt tender offer and consent solicitation for the high-yield notes, several Rule 144A debt offerings and related exchange offers
- a private equity fund in connection with private and public sales of its equity holdings in public companies.
Prior to joining Akin Gump, Ms. Testani was a partner at another international law firm in New York and a partner at its predecessor firm as well.
Ms. Testani received her B.S. summa cum laude in accounting from Fordham University in 1985 and her J.D. from Yale Law School in 1988, where she was a senior editor of the Yale Law Journal. She is a member of the New York Bar.