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Jesse Fairley

Partner

Banking and Finance

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Profile

Jesse is a specialist in corporate and acquisition/leveraged finance, debt capital markets, asset-backed and receivables finance, and debt restructuring solutions. He also regularly advises on financial services law and regulation.
 
With extensive experience advising major corporates, financial institutions and sponsors on a range of complex and innovative transactions, Jesse is sought out by clients for his technical excellence and collaborative approach.

Experience

Most recently, Jesse has advised:

  • The arranging bank on the financing to FountainVest Partners to acquire Ziwi.
  • Genesis Energy on the establishment of its sustainable finance framework and $250m of sustainability linked loans with Westpac, BNZ and MUFG which are also aligned with the Climate Transition Finance Handbook.
  • ANZ Bank on its sale of UDC Finance to Shinsei Bank.  Running parallel to the M&A process, Jesse advised UDC and ANZ on the structuring, syndication and implementation of UDC's $2 billion stapled financing offer, which funded into completion of the share sale.
  • The New Zealand Bankers' Association and the participating banks on the $6.25 billion business finance guarantee scheme provided to support NZ businesses impacted by COVID-19.

Other representative matters include advising:

Acquisition and corporate finance

  • Emergent Cold on its financing to acquire Polarcold from Scales Corporation.
  • Inspired Education on the NZ aspects of its TLB financing to acquire ACG Schools from Pacific Equity Partners.
  • The banking syndicate on the development financing of an international franchise hotel in Queenstown.
  • The banking syndicate to Stride Property, including in relation to various portfolio demergers.
  • Bank of China on the structuring and implementation of a development finance product to be marketed to developers on a joint basis with a non-bank lender (as co-lenders).
  • Westpac on its financing to a Mercury Capital sponsored borrower to acquire a significant NZ bolt-on business.
  • Genesis Energy on all its corporate financing arrangements, including bank and bond.
  • Kiwi Property on all its corporate financing arrangements, including bank and bond.
  • An NZX 10 corporate on its sale of a portfolio company and related vendor financing.
  • The senior lender on its MBO financing of a water bottling plant.
  • Credit Suisse as arranger and the related banking syndicates on various multi-jurisdictional acquisition and portfolio facilities to the Rank Group (including Carter Holt Harvey and Reynolds).
  • Terra Firma on the £4 billion bank and bond refinancing of its Annington Homes portfolio.
  • RBS and Deutsche Bank as arrangers of the £3 billion refinancing of the AA Group, a capital structure consisting of senior secured facilities, investment grade bonds and structurally subordinated high-yield bonds.
  • RBS on its acquisition bridge to Venn Partners to acquire a loan portfolio from GE Artesia Bank.


Sustainable finance

  • Genesis Energy on the establishment of its sustainable finance framework and $250m of sustainability linked loans with Westpac, BNZ and MUFG which are also aligned with the Climate Transition Finance Handbook.
  • Genesis Energy on its inaugural $125 million listed green bond issue.
  • Kiwi Property on the establishment of its sustainable finance framework and inaugural $150m listed green bond issue.


Structured finance and securitisation

  • ASB Bank on the establishment of its covered bond programme.
  • Kiwibank on Kiwi Capital Securities' issue of listed callable preference shares.
  • A buy now, pay later lender on the establishment of its NZ warehouse securitisation.
  • Deutsche Bank on the wholesale restructuring of its €15 billion asset-backed commercial paper conduit programme.
  • Virgin Money on a number of multi-currency Rule 144A / Reg S RMBS, including the first transaction to comply with both the EU and US risk retention rules.
  • ZIM Shipping on the establishment of its multi-jurisdictional freight receivables financing programme.


Restructuring

  • Deutsche Trustee on the wholesale capital restructuring of the Punch Taverns group, which included 16 classes of creditors across two WBS funding arrangements and a debt-for-equity swap.
  • An ad hoc group of credit funds in relation to the restructuring scenarios of a distressed CMBS.
  • The statutory supervisor on the distressed trading position of a non-bank deposit taker.


Advisory

  • Telecom New Zealand, now Spark New Zealand, on the liability management aspects of its demerger into Spark and Chorus.
  • NZ banks on their participation in the Kāinga Ora shared equity housing scheme.

Jesse has also been seconded to the structured debt desk at RBS and to Genesis Energy.

Credentials

LLB (Hons), University of Waikato

Professional

Jesse began his career at Russell McVeagh in 2008. He returned to the firm in early 2018 after spending five years in London at Freshfields Bruckhaus Deringer.

Jesse has been recognised in the Best Lawyers® 2023 New Zealand Guide for Banking and Finance. 

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