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Who Represents Who

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Allen & Overy LLP regularly advises underwriters and issuers on the UK and US aspects of a range of equity transactions. The team’s roster of investment bank clients and its integration with the firm’s wider EMEA capital markets practice enables it to act on some of the largest London and cross-border issuances and listings. In one of the department’s largest deals of 2016, practice head David Broadley and James Roe advised Coca-Cola Iberian Partners on its three-way merger with Coca-Cola Enterprises and Coca-Cola Erfrischunsgetränke to form Coca-Cola European Partners, which involved listings on the NYSE, LSE and five other European exchanges. On the lender side, Roe advised a 14-bank syndicate as joint bookrunners on the €2.45bn capital raising by Steinhoff, which has a primary listing on the Frankfurt Stock Exchange and a secondary listing in Johannesburg. Adam Wells heads the US corporate finance practice and acted alongside Richard Browne to advise Cobham in connection with its £500m capital raising. Additionally, Jeff Hendrickson assisted Tullett Prebon with its issuance of 310 million new shares to ICAP shareholders in connection with the client’s acquisition of ICAP. Other significant mandates in 2016 have included the CMC Markets IPO and the highly publicised Clydesdale Bank IPO.

With an even split of issuer and underwriter work and a deep specialism in the oil and gas sector, Ashurst is regularly involved in some of the largest London-market IPOs. Indeed, Karen Davies and Eric Stuart advised EnQuest plc, the largest independent UK oil producer in the North Sea, on the placing and open offer in multiple jurisdictions in connection with the client’s multibillion-dollar restructuring. Nicholas Holmes heads the equity capital markets practice and advised a syndicate of lenders, including Barclays and J.P. Morgan, on Countryside Properties’ successful £1.1bn main-market London IPO. Similarly, he acted for a group of leading investment banks in relation to the €815m block trade in Abertis Infraestructuras. Jennifer Schneck leads the firm’s US securities practice, and Nick Williamson is an active member of the equity capital markets group, who specialises in the energy and natural resources sectors. The department is instructed by issuers such as Time Out Group and Chesnara, while sponsor clients include UBS, Bank of America Merrill Lynch and Jefferies International.

Clifford Chance has continued to attract enviable bank-side and issuer-side work throughout the London and European equity capital markets. In one of the department’s flagship deals of 2016, Adrian Cartwright, who heads the global equity capital markets practice, acted for National Australia Bank and CYBG in relation to the demerger of the two entities, and CYBG simultaneous IPO and listing on the LSE. Additionally, Cartwright and US securities expert John Connolly advised Informa on its £715m rights issue, which was used to fund the client’s £1.2bn acquisition of Penton. As underwriter’s counsel, the team acted for a consortium of banks led by Goldman Sachs International and Bank of America Merrill Lynch on Ascential’s IPO and listing on the LSE. Similarly, the group was instructed by the underwriter banks in relation to Metro Bank’s £400m pre-listing equity capital raise and subsequent listing on London’s main market. In the wider European market, Iain Hunter and Christopher Walton worked alongside the firm’s Warsaw office to advise the underwriters of Alior Bank’s PLN2.2bn rights issue to fund the acquisition of the banking business of Bank BPH from GE Capital.

Freshfields Bruckhaus Deringer LLP is regarded as having one of the most formidable corporate teams in London. Mark Austin acts for corporates and investment banks on a range of public and private securities offerings and is a member of the Primary Markets Group, which advises the LSE on capital markets issues. Christopher Mort has notable experience of headline listings, and was recently instructed by ConvaTec Group on what was the UK’s largest IPO in 2016. Doug Smith has experience acting for sponsors, issuers and underwriters on a range of capital markets transactions, such as IPOs, secondary offerings and private placements. Specialising in US-securities, Sarah Murphy acts for corporates seeking an opening to the US and international capital markets and Julian Makin is another key contact.

The equity capital markets department at Herbert Smith Freehills LLP ‘ranks among the highest quality teams in the London market’. Known particularly for its FTSE 100 client-base, it is currently involved in two substantial and highly sensitive European equity transactions, and also has deep expertise in emerging market listings. Department head Charles Howarth, rated for his ‘technical excellence’, is advising Barclays and Deutsche Bank as joint sponsors and financial advisers on the highly publicised merger of London Stock Exchange Group plc and Deutsche Börse AG and the subsequent admission to the premium listing segment of the Official List of the UK Listing Authority and the LSE. Mike Flockhart specialises in corporate finance transactions and acted for the banks, including HSBC and Morgan Stanley, on the £735m rights issue by Phoenix Group in order to fund its acquisition of Abbey Life from Deutsche Bank. Other recent highlights include advising the underwriters of Allied Irish Banks’s €12bn IPO. Tom O’Neill heads the US securities practice, and Dinesh Banani is also highly recommended and specialises in the US-law aspects of international offerings by non-US issuers. James Palmer is another key contact.

Latham & Watkins’ equity capital markets team is especially well-known for its presence in the Nordic, Benelux and Swiss markets and has particular expertise in private equity-backed IPOs and foreign private issuances on US exchanges. European equity capital markets department head Olof Clausson advised Morgan Stanley & Co, J.P. Morgan and Nordea as underwriters on the part-privatisation and DKK19.7bn IPO by DONG Energy; this was Europe’s largest PE-backed IPO in 2016. Similarly, Clausson acted for Deutsche Bank, Morgan Stanley & Co and Nordea as underwriters of Nets’ IPO on Nasdaq Copenhagen, which was 2016’s second largest PE-backed European IPO. On the issuer-side, David Boles acted for the issuer and sponsor in relation to Resurs Holding’s IPO and listing on Nasdaq Stockholm. He also acted alongside Clausson for VAT Group AG in relation to its IPO of 12 million registered shares on the SIX Swiss Exchange. Richard Brown heads the firm’s UK equity capital markets group and was instructed by TI Fluid Systems in connection with its proposed IPO and listing on the LSEs. Joshua Kiernan joined from White & Case LLP in 2016.

‘Given the commerciality and breadth of industry knowledge within the team’, Linklaters LLP’ equity capital markets department is ‘one of the highest quality groups’ in the City. It attracts instructions from issuer, sponsor and underwriter clients and has been involved in a number of recent UK main market IPOs. Jason Manketo, who jointly leads the department, acted for Credit Suisse Securities as global coordinator of Detsky Mir’s £295m IPO, which was offered to Russian and international investors. Mike Bienenfeld and James Wootton, ‘an exceptional young partner’, acted for multiple banking syndicates as joint managers, global coordinators, and bookrunners, in addition to UBS as sponsor, on ConvaTec Group’s IPO, which raised £1.46bn and was the largest UK IPO of 2016. Joint practice head John Lane helped advise Metro Bank on its £400m IPO – one of the few successful London IPOs in Q1 2016. In another issuer-side mandate, Iain Wagstaff assisted CMC Markets with its IPO offering to qualified US and UK investors and a further offer to retail investors. In the wider European market, the London group led a cross-office team that advised the underwriters on Dutch-insurer ASR’s IPO on Euronext Amsterdam. The department was also involved on the issuer’s side of the Countryside Properties IPO, and on the underwriter’s side of the CYBG IPO.

With a sprawling global network and instructions from investment banks and issuer clients, Cleary Gottlieb Steen & Hamilton LLP is particularly active in the Nordic region and also has experience of emerging markets equity transactions. Sebastian Sperber and counsel Sarah Lewis acted for Goldman Sachs International and Nordea Bank, in addition to a number of other managers and bookrunners, on Ahlsell’s SEK6.9bn IPO, comprising an offering to Swedish retail and institutional investors and an international private placement; this was one of the top-ten successful European IPOs of 2016. In one particularly noteworthy issuer-side mandate, David Gottlieb, Simon Ovenden and Raj Panasar advised Alrosa on its sale of RUB52.2bn of its share capital in a domestic Russian offering and further international offering; the London team acted alongside the firm’s Moscow office, which was Russian counsel to both Alrosa and to the Russian Federation. The UK team also acted for Credit Suisse in relation to Engro Fertilizers’ secondary offering of 295 million ordinary shares through a block trade; the client is listed on the Pakistan Stock Exchange.

Davis Polk & Wardwell LLP runs an extremely active equity capital markets practice from its London office, which is well-regarded for its advice to issuers and underwriters in global IPOs and equity-related offerings. The department is consistently involved in some of the most valuable equity transactions throughout the whole of the European market. Paul Etienne Kumleben and Simon Witty jointly head the practice group, while John Banes and Reuven Young are also key contacts. Past issuer clients have included Abn Amro Group NV, Novo Nordisk AS and Bravida Holding AB.

Shearman & Sterling LLP is regularly instructed by issuers and underwriters in major UK, US and international equity capital markets transactions, but was particularly active on the bank-side in 2016. European equity capital markets department head David Dixter advised Danske Bank and Morgan Stanley, as joint global coordinators and bookrunners, on the €474m IPO and Nasdaq Helsinki listing of DNA Oyj. He also advised the underwriters, led by Goldman Sachs and UBS, in the €2.4bn capital increase by Banco Popular Español through a rights offering of about 2 billion ordinary shares. Outside of Europe, the team acted for EFG Hermes Promoting, as sole global coordinator and bookrunner, on the IPO and listing on the Egyptian Stock Exchange of Cleopatra Hospital Company. Issuer clients include Tele2, Nokia, Sasol and Norrporten. Apostolos Gkoutzinis leads the firm’s wider European capital markets department. Pawel Szaja was promoted to counsel and counsel Alejandro Gordano joined the firm from Credit Suisse in 2016. Richard Price joined Anglo American in 2017.

‘Taking commitment to the next level’, Skadden, Arps, Slate, Meagher & Flom (UK) LLP ‘combines great client service with technical ability’. Working in conjunction with its European and wider, international network, the London team is well-positioned to advise on high-value equity transactions across the globe. Danny Tricot, noted for his ‘incredible work-rate and responsiveness’, advised Phoenix Group Holdings on a £735m rights issue, which was used to partly-fund the client’s £935m acquisition of Abbey Life. As issuer’s counsel, James McDonald is acting for IC Power in connection with its IPO and listing of ordinary shares on the NYSE. He is also working alongside James Healy as underwriter’s counsel to Banca IMI, Citi, Credit Suisse, Société Générale and UBS in relation to the Rule 144a/Reg S offering by Veneto Banca of new ordinary shares for €1bn; this high-profile transaction represents one of the largest recapitalisations of an Italian bank in history. The London team also worked with the firm’s Frankfurt office as issuer’s counsel in DNA Oyi’s €474m IPO. Pranav Trivedi is another contact in the practice group.

‘Impressive at every level of the organisation’, Slaughter and May acts for a litany of listed companies and consequently has one of the most well-known issuer-side equity capital markets practices in the London market. In one of the firm’s largest IPO deals of 2016, corporate department head Andy Ryde advised GE Capital International Holdings and MONETA Money Bank in connection with the listing of CZK 34.75bn of MONETA’s shares, which was the largest IPO in the Czech Republic in almost a decade. John Papanichola, who has ‘excellent technical and market knowledge’, acted for Centrica on the placing of 350 million ordinary shares, which raised £700m, He also assisted esure Group and Gocompare.com Group with their demerger, also advising the latter on its premium listing on the main market of the LSE. Practice head Nilufer von Bismarck, Susannah Macknay and David Johnson are key contacts. Other notable clients include SEGRO and Ensco.

With instructions from issuers and underwriters, Sullivan & Cromwell LLP is strong throughout the European equity capital markets, but has been especially active in the Nordic and Benelux markets. In one of the flagship deals of the year, the team advised New Energy Investment, as shareholders, on DONG Energy’s DKK19.7bn IPO and listing on Nasdaq Copenhagen; the largest European IPO of the year and the largest-ever Danish IPO. In the Benelux markets, David Rockwell acted as issuer’s counsel for Basic-Fit on its €994m IPO and listing on Euronext Amsterdam. In 2016, John O’Connor advised Koninklijke Philips on the €839 IPO of 25% of its shares in Philips Lighting. Similarly, he acted for GE Capital on the IPO of one of its subsidiaries, MONETA Money Bank; the offering consisted of over 260 million shares listed on the Prague Stock Exchange. George White focuses on the US securities aspects of international capital markets transactions and splits his time between the firm’s London and New York offices.

The EMEA equity capital markets team at White & Case LLP ‘displays a pragmatic, business-focused approach’ to a range of equity transactions throughout various European jurisdictions. The London office is a hub for UK and US qualified lawyers and works alongside the firm’s local securities specialists based in EMEA’s most active capital markets. Working alongside the firm’s Moscow office, Inigo Esteve acted for CJSC Sberbank CIB as agent to the Russian Federation, and Sberbank CIB and VTB Capital as joint global coordinators and bookrunners in connection with the $812m privatisation of the Russian Federation’s 10.9% stake in PJSC ALROSA. In the largest-ever rights issue in Italy, Michael Immordino advised Morgan Stanley, UniCredit, UBS, BAML, J.P. Morgan and Mediobanca as joint global coordinators of UniCredit’s €13bn rights issue. A large team, including Laura Sizemore and Jonathan Parry who is ‘an excellent negotiator and an able diplomat’, was instructed by Parques Reunidos on its €525m IPO on the Spanish Stock Exchange and a subsequent €114m block trade. Acting for issuers and underwriters, the department has also been increasingly active in London main market transactions.

Baker McKenzie ‘instils confidence’ in issuer and investment bank clients and is best known for handling international listings and offerings of emerging market corporates, but is also active throughout the European market. Nick O’Donnell and US securities expert Adam Farlow advised TBC Bank in connection with the establishment of a UK plc as the group’s holding company through a tender offer and premium listing of the plc’s shares on the LSE. Department head Edward Bibko has been involved in a number of IPOs in the Middle East, including Domty’s $127m IPO, which was structured to an international standard and listed on the Egyptian Stock Exchange. He also acted for Ros Argo in connection with its issue of Reg S/Rule 144a global depositary receipts listed on the LSE and Moscow’s MICEX. James Thompson has particular experience in EMEA capital markets deals and joined the firm from Linklaters LLP while Don Guiney retired.

Cravath, Swaine & Moore LLP runs ‘a top-notch’ US securities practice from its London office and is involved in some of the largest transactions in the US and global equity capital markets. George Stephanakis jointly leads the EMEA capital markets practice and has ‘unrivalled knowledge of US securities laws’. Department co-head Philip Boeckman advised innogy SE in relation to its €4.9bn IPO and listing on the Frankfurt Stock Exchange. Additionally, David Mercado assisted Becle SAB de CV (Jose Cuervo) in connection with its MXN11bn international offering in the US and concurrent MXN5bn IPO and listing on the Mexican Stock Exchange and Latin American Integrated Market; this represents the largest IPO in Mexico since 2013. In addition to its issuer-side practice, the team also has long-standing relationships with banks such as Citigroup, Credit Suisse, Goldman Sachs and J.P. Morgan.

With UK and US law capabilities, Mayer Brown International LLP’s London equity capital markets team has a reputation for advising issuers and underwriters on high-value equity transactions throughout Europe. Robert Flanigan and Kate Ball-Dodd are active members of the practice group, and Bernd Bohr is triple-qualified in New York, Germany and England and Wales. Issuer clients have included Aena SA, Entertainment One and Adaptimmune Theraputics plc, while the department has also worked for bank-side clients such as J.P. Morgan Securities, UBS and Numis Securities.

The equity capital markets team at Norton Rose Fulbright is instructed by issuers and investment banks and provides UK and US law advice in connection with a variety of equity transactions. Most notably, the group has been involved in multiple high-value share buy-backs and sell-downs in 2016. Indeed, Fiona Millington and Nick Adams acted for Barclays plc in a 62% sell-down of its stock in Barclays Africa Group, through a bookbuild placing to institutional investors. Similarly, Richard Crosby advised HSBC Holdings on its $2.5bn share buy-back on the LSE. Thomas Vita heads the US corporate finance department and acted, alongside the firm’s Paris office, for Mediawan on the €250m international private placement and listing on the professional segment of Euronext Paris, which represents the first special purpose acquisition company listing in France. The department also has experience of emerging market listings and acted for Obour Land for Food Industries as transaction counsel on its IPO and listing on the Egyptian Stock Exchange. Mark Lloyd Williams is also recommended.

With ‘strengths at partner and associate-level’, Simmons & Simmons’ equity capital markets practice is ‘hard to match in terms of value of service and partner oversight’. It acts for issuers and underwriters and has particular experience in main market transactions involving share offers to the US. Chris Horton is highly recommended and advised J.P. Morgan Cazenove and RBC Europe, as joint sponsors and bookrunners, in connection with the £350m capital raising by 3i Infrastructure through an open offer and placing. The ‘experienced and commercial’ Colin Bole acted for Sanne Group in connection with the firm placing and open offer of 5.8 million consideration shares, the proceeds of which will be used to fund the acquisition of IFS – a Mauritius-based financial services group. Managing associate Andrew Scott joined from Freshfields Bruckhaus Deringer LLP and US securities partner Julian Perlmutter left to join a US software company in 2016.

‘Quick, responsive and knowledgeable’, the team at Travers Smith LLP has been historically strong as underwriter counsel and has carved out a specialism in acting for issuers or management teams in private equity-backed IPOs. Indeed, Adrian West advised the management team of Ascential on its pre-IPO corporate reorganization as well as post-IPO issues. Corporate finance team head Neal Watson was instructed by RBC Capital Markets as sponsor to Greencoat UK Wind in connection with its placing, offer and subscription and placing programme to raise up to £300m. In early 2017, the team acted for Zeus Capital and Deloitte LLP in relation to Xafinity’s £190m main market IPO. Key contacts also include Richard Spedding and US securities group head Dan McNamee. The team has also received significant mandates from Numis Securities, Hostelworld Group and Liberium Capital.

With ‘strong knowledge of share placings for brokers and corporates’, CMS has an active transactional and regulatory equity capital markets practice, with particular strength in the mid-market. Cathy Pitt was especially active in 2016 and acted for Winterflood Investment Trusts as sponsor to Hadrian’s Wall Secured Investments’ £80m IPO. James Parkes advised Hollywood Bowl Group on its IPO and admission to the LSE’s main market, and also handled a debt and equity restructuring immediately prior to the client’s IPO. Additionally, Parkes and practice head Gary Green acted for Hunting plc in relation to a cash box placing, which raised about £70.9m. The firm strengthened its US securities capabilities through its highly publicised three-way-merger in 2016. Daniel Winterfeldt left for Reed Smith LLP. The team also has a strong Scotland-based practice, and Graeme Bruce is recommended in the Glasgow office.

DLA Piper has been instructed by underwriter and issuer clients and sees a steady flow of main market London IPO work and secondary offerings. Alex Tamlyn heads the EMEA capital markets practice and Charles Severs and Robert Salter are also key contacts in the department. The team has been instructed by various underwriter clients such as Canaccord Genuity, Deutsche Bank AG and BMO Capital Markets, and has also acted for issuers such as Bonmarché Holdings, Conviviality and PureTech Health. Martin Penn was promoted to partner in 2016.

Dechert LLP’s equity capital markets department is best known for providing UK and US law advice in relation to emerging markets equity transactions, spanning the Middle East, Africa, the CIS and the Caucasus. In 2016-2017, the team, which is led by Camille Abousleiman, handled a variety of matters with cross-border implications in Lebanon, Ukraine, Egypt and Latin America. Sean Geraghty advised Zenith Energy on its admission to the LSE and a related equity raising. The department brought on a number of new partners in 2016: Philip Butler and David Miles joined from DLA Piper, Ross Allardice joined from White & Case LLP and John Markland joined from Kirkland & Ellis International LLP. Significant clients have included Cenkos Securities, Banque Centrale de Tunisie and the International Bank of Azerbaijan.

The team at Greenberg Traurig, LLP has experience in a range of equity capital markets transactions throughout the US, Europe and emerging markets. Andrew Caunt and James Mountain advised Numis Securities as sole bookrunner and sponsor to Luceco’s £200m main market IPO. The London team regularly works alongside the firm’s Warsaw office and was involved in a number of Poland-facing matters in 2016. As an example, Dorothee Fischer-Appelt acted with two Warsaw-based partners to advise Alior Bank on its PLN2.2bn rights offering on the Warsaw Stock Exchange, which was aimed at financing the acquisition of BPH’s banking business from GE Capital. Fischer-Appelt also jointly led advice for Pfleiderer Grajewo in connection with its PLN744m re-IPO on the Warsaw Stock Exchange.

The ‘responsive and pragmatic’ equity capital markets team at Hogan Lovells International LLP is instructed by issuers and underwriters, specialising in AIM floats and step-ups to the London main market. The ‘committed and commercial’ practice head, Maegen Morrison, acted for Canaccord Genuity in relation to its AIM IPO. John Basnage is the firm’s London-based US securities expert and acted, alongside Daniel Simons, for J.P. Morgan Cazenove in relation to its £102m block sale of shares in Regus. Simons also advised Sepura on its main market £65m capital raising, which was the first such transaction following the Brexit referendum. Additional clients include issuers such as Acal and va-Q-tec AG, and underwriters such as Numis Securities and Jefferies International. Fergus Gallagher is a recommended senior associate.

Bolstered by a strong overall corporate department, Macfarlanes LLP has extensive experience in acting for various deal-participants and is especially strong on dual track transactions. Indeed, a team led by Graham Gibb advised Visa on its acquisition of Visa Europe, which included a preferred stock issue of €5.3bn. Harry Coghill acted for Schroder Investment Management as a cornerstone investor in the IPO of Arabian Food Industries Company, which is listed on the Egyptian Stock Exchange). Senior counsel Mark Slade has particular strength in the listed funds and asset management sectors and advised Regional REIT on its listing on the main market of the LSE. Robert Boyle has a broad corporate practice and leads the equity capital markets team.

Paul Hastings LLP’s London-based equity capital markets team has experts in US and UK law, and the firm has been investing heavily in its capital markets practice globally. James Cole acts as international counsel to Hidroelectrica in relation to its dual-listed IPO in Bucharest and London. Peter Schwartz advised Gulf Keystone Petroleum on a financial restructuring, which involved a series of debt-to-equity conversions and also acted for Global Fashion Group on a private placement of €330m convertible preference shares to a group of existing shareholders. The department has acted for a litany of global investment banks, while issuer clients have included CVC Capital Partners and BlackRock.

With ‘technically excellent service and exceptional response times’, Paul, Weiss, Rifkind, Wharton & Garrison LLP ‘punches well above its weight’ in the areas of capital markets and US securities law. The department regularly provides US-law support to leading City law firms in relation to offerings with US aspects, and has also handled international offerings on a stand-alone basis. Indeed, John Satory and the highly recommended Mark Bergman advised Takeaway.com NV in relation to its IPO and listing on Euronext Amsterdam. Bergman jointly heads the department with David Lakhdhir. Other key clients include Swiss Reinsurance Company, Arrow Global Group and UBS.

In terms of transaction-volume and personnel additions, 2016 was a strong year for Simpson Thacher & Bartlett LLP’s equity capital markets team, which has extensive experience in US and European listings. The London group has particular strength in UK IPOs and recently advised Ascential plc on its IPO and listing on the LSE. Adam Signy and Clare Gaskell acted for Melrose Industries on its rights issue of over 1.7 billion shares to fund its acquisition of Nortek. The department has taken on a fair amount of France-facing work, and Alvaro Membrillera assisted KKR with three separate block sales of shares of Tarkett SA. Gregory Conway and Derek Baird are active partners in the capital markets and securities group. Corporate partner Ben Spiers, formerly co-head of M&A at Freshfields Bruckhaus Deringer LLP, joined the firm in 2017 and Wim De Vlieger was promoted to counsel.

Weil, Gotshal & Manges (London) LLP maintains an active equity capital markets practice, which is led by two highly experienced partners. In 2016, Peter King advised the selling shareholders of ConvaTec on its London Stock Exchange IPO – the largest UK IPO in 2016. He also handled follow-on offerings by Equiniti Group, DFS Furniture and Worldpay, after having been involved in each of the three companies’ respective IPOs in 2015. In addition to its London-facing work, the team also works closely with its Polish colleagues and has experience in a range of European capital markets. Managing partner Michael Francies is another key contact in the department. Underwriter clients have included Goldman Sachs International and UniCredit Bank.

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