The Legal 500

United States > Finance

Editorial

Overview

The asset finance market has been pushing the boundaries in terms of innovation, particularly when it comes to using Enhanced Equipment Trust Certificates (EETC) for financings; these structures are becoming far more international in nature, with notable deals for airlines such as Air Canada and British Airways, the latter of which was the first EETC to involve a jurisdiction that hadn’t ratified the Cape Town Convention. Glimmers of light are also to be seen in the ship finance side, which has been dormant for several years. Shipping transactions and shipbuilding contracts are on the up, and lawyers are seeing a significant amount of work in energy-related ship financings.

The bank-lending sector has been relatively buoyant recently and borrowers are enjoying favorable rates within the market. The convergence of traditional bank lending and capital markets work also continues apace, allowing for far greater flexibility. Despite this, transactional activity is some way off the levels seen pre-2008, particularly when it comes to high-end leveraged buyouts, the bread and butter for several of the law firms ranked. The real growth has been from European borrowers seeking access to capital in the US owing to the higher levels of liquidity. This has created ample opportunities for those US firms with well-established offices in London and Frankfurt which can offer a seamless service. Surprisingly, when it comes to major financings, the same cannot be said for the UK firms, which have yet to find a particularly competitive foothold in New York.

There was a significant uptick in activity levels in the capital markets generally in 2013. The equity markets saw a sharp increase in deal flow, with the record-breaking stock market performances drawing a steady stream of IPOs from a broad range of sectors. The debt markets were also buoyant as investors were drawn to the favorable rate conditions to issue new debt, and to refinance existing debt at even more favorable terms. The year saw a number of records fall, starting with Apple’s $17bn notes issue which initially set the record as the largest-ever debt offering, before being dwarfed by Verizon’s $49bn issue. Latin America continued to drive US-led cross-border capital markets work, with corporate and financial institution issuers in Brazil and Mexico underpinning activity in the region.

2013 saw another successive drop in bankruptcy filings, driven by continued low interest rates and increased liquidity in the US market. In essence, the availability of cheap finance is encouraging troubled companies to borrow more to stave off bankruptcy in the short-term. During 2012, the level of filings fell by 13% on the previous year. During 2013 filings fell by a further 13%, while the level of business bankruptcies shrank by 24%. No great change is expected in 2014. Firms remain certain that as the US economy continues to recover and finance continues to be affordable, bankruptcies will continue to dwindle. Among the industries that are expected to be the most vulnerable going into 2014, firms are highlighting energy, particularly oil and gas following the shale revolution, which is driving down the price of oil and so making expensive projects unviable. Healthcare is another, as the so-called Obamacare is expected to cause a big shake-up across the industry, as well as retail, as the continued growth of online shopping will continue to restructure the sector.

Participants across the financial services industry have been under increased scrutiny by regulators since the credit crunch. Agencies have flexed their ever more powerful muscles, and a reorganization of the industry has led to new bodies being established, notably the Consumer Financial Protection Bureau. Enforcement actions regularly run in parallel with private litigation, and law firms are under increasing demand to be able to handle both elements. Although many new cases are time-barred, lawyers remain very active defending clients in the well-publicized mortgage-backed securities cases, most of which are brought by investors seeking to demonstrate that the issuers and underwriters of securities misrepresented the quality of their underlying collateral. Global investigations and litigation regarding Libor continue, and foreshadowed more recent regulator interest in market manipulation in areas such as foreign exchange. Law firm practices at the top of the ranking have demonstrated active participation in these high-profile disputes, as well as overarching expertise in other areas affecting financial institutions, including commercial litigation and antitrust. Although firms are active throughout the US, New York remains the primary location for this work.

Detroit’s bankruptcy officially became the US’ largest Chapter 9 case to date. In the same ruling, federal bankruptcy courts also legitimized cutting pension liabilities, a decision currently under dispute, which would set a dramatic precedent for future cases. Leading lawyer Lawrence Larose moved his practice from Winston & Strawn LLP to Chadbourne & Parke LLP in October 2013. The team continues to enjoy an outstanding reputation in the market following the move, with ongoing, high-profile instructions including Assured Guaranty in Detroit’s Chapter 9. Detroit’s instruction of Jones Day has, for many, cemented the firm’s position as a leader in the field. The location of the case has also given rise to the involvement of East Coast firms traditionally known for their corporate recovery expertise. These includes the likes of Kirkland & Ellis LLP and Weil, Gotshal & Manges LLP. Elsewhere, there are growing concerns about Puerto Rico’s mounting financial liabilities, and a number of major investors are seeking legal advice over their interests in the jurisdiction.

There has been growing scrutiny of not-for-profit organizations following recent developments in the sector. It was revealed that the IRS had targeted groups applying for tax-exempt status for closer scrutiny, based on their political alliances. A number of scandals were uncovered within leading organizations over the misappropriation of funds. Federal overhauls are anticipated, and internal investigations within not-for-profit bodies are reportedly on the increase. In other developments, many lawyers are reporting a growing emphasis on collaborative activities between profit- and non-profit-making organizations. These ventures have focused on more efficient use of charitable assets in the latter, with program-related investment featuring highly for the former.

The US shale boom continues to drive forward considerable economic development in the sector. Amongst other activities, there has been a steady stream of import-to-export conversion projects, reflecting the complete reversal of the nation’s trading position within the energy market. The future of the alternative energy market is once again uncertain, following the tax credit expiries. Activity remains high for the time being however, particularly in the solar field. The PPP market continues to be highly active, with recent headline projects including Puerto Rico’s Luis Muñoz Marín International Airport privatization. Latin America remains a focus for a number of the larger US practices, particularly in the area of mining and energy projects. White & Case LLP is particularly active in this area, benefiting from its presence in Mexico City and São Paulo.

In the structured finance area, which covers securitization, derivatives and structured products, firms reported a notable trend in the significant increase in layers of regulation and the resulting necessity of regulatory advice on top of transactional. Firms are busy advising on the Dodd-Frank Act, including rulemakings in the area of swaps as well as the recently approved Volcker Rule, and the US Securities and Exchange Commission (SEC)’s new structured products estimated value disclosure requirement, among others. Despite uncertainties about how these regulatory requirements will play out on structured products, and with no illusions that the market will return to pre-crisis conditions, an optimistic look towards the future nevertheless prevails. On the transactional side, while there remains a lot of clean-up, work-outs and restructurings of existing transactions, certain asset-backed securities (ABS), in particular auto loans, continued to do well even throughout the financial crisis. Other impaired areas are now re-emerging: The collateralized loan obligation (CLO) market has experienced a resurgence since 2010, again with increased levels of issuance in both the US as well as Europe in 2013. Commercial mortgage-backed securities (CMBS) have also kept firms with a focus on that particular area busy, and with the substantial growth in mortgage-backed securities, some are expecting to see a new generation of residential mortgage-backed securities (RMBS), which currently is still looking for its footing after an encouraging but temporary increase in activity. It has been a particularly positive year for firms advising on new asset classes, for instance, mortgage servicing rights and so-called esoteric. Most recently, solar securitization deals mark a new frontier. Firms active in the derivatives space have noted a return to equity, as investors have been drawn to equity-linked products and have shown renewed interest in options, warrants and other notes linked to mutual, hedge and private equity funds.


Asset finance and leasing

Index of tables

  1. Asset finance and leasing
  2. Leading lawyers

Leading lawyers

  1. 1

The ‘excellent’ practice at Clifford Chance in New York has an abundance of market-leading partners. Overall, ‘the depth of knowledge at this firm, given the wide array of transactions in which it is involved, is unparalleled’. The group’s standing in the market reflected in its workload, which has recently included advice to Avolon on its $636m asset-backed securitisation (ABS) for its newly established special purpose company, Emerald Aviation Finance; the ABS portfolio comprises 20 aircraft and was the first successful aircraft ABS under Rule 144A in five years. Another highlight was representing LATAM Airlines Group on a $270.9m ECGD-guaranteed bond issue, the first of its kind for an airline. On the underwriter side, the firm acted for Goldman Sachs and Citigroup on the public offering of $1.7bn of senior aircraft secured notes issued by GE Capital, the only public corporate bond issue secured by aircraft. The group is jointly headed by John Howitt and global head of transport and logistics Zarrar Sehgal, who is ‘highly responsive and provides excellent legal advice tempered with commercial pragmatism’. Geoffrey White is also singled out as ‘one of the most experienced lawyers in this field’ whose ‘most notable strength is his attention to detail and experience based on a large track record of very complex transactions’. The firm’s capabilities were added to in 2013 following the recruitment of Emily DiStefano from Debevoise & Plimpton LLP.

Milbank, Tweed, Hadley & McCloy LLP has a top-notch reputation for asset finance and in particular, an extremely strong reputation for representing banks and underwriters; these regularly turn to it for some of the more groundbreaking transactions. A good example of this was the firm’s advice to Citibank as lead structuring agent for British Airways (BA)’s first-ever enhanced equipment trust certificate (EETC), which raised $927m. The highly complex deal, which financed BA’s purchase of 14 new aircraft, is the first transaction of its kind involving a jurisdiction outside of the US that hasn’t been ratified by the Cape Town Convention. This followed the firm’s advice to the underwriters, including J.P. Morgan, TD Securities and Citibank, of Air Canada’s EETC financing, the first US-style EETC by a non-US airline. The team boasts some of the best-known lawyers in the market, including, in New York, practice head Elihu Robertson, Drew Fine and Helfried Schwarz. It also boosted its partner ranks through the promotion of James Pascale in January 2014. The firm’s expertise isn’t limited to aviation assets, and in Peter Nesgos and Washington DC-based Dara Panahy it has two of the country’s most eminent satellite-finance lawyers; this side of the practice was further added to following the recruitment of Phillip Spector, also in Washington DC, former general counsel of Intelsat.

Vedder Price is widely considered to be unmatched in terms of scale and breadth, however the size of the group, ‘which sets the bar very high’ does not come at the expense of quality, since ‘the level of service is excellent’ and the group as a whole provides ‘deep industry knowledge and experience’ and ‘extremely good value for the money’. Clients often entrust the firm with the most innovative deals and it recently advised Air Canada on its first ever EETC financing, following Canada’s ratification of the Cape Town Convention and Aircraft Protocol. The $714.5m deal involved the acquisition of five new Boeing 777-300ER series aircraft. On the aircraft finance side, the firm also has huge experience, advising export credit agencies such as the Export-Import Bank of the United States (Ex-Im Bank), which ensures a steady flow of work. The firm’s all-embracing practice covers most asset classes, including railway stock, in which it advised Trinity Industries on a joint venture and related rail car portfolio acquisition and financing worth over $1bn. The firm has also been involved in several significant maritime financings on behalf of lenders involving the multimillion acquisition of newbuilds and existing vessels. The ‘extremely bright’ and ‘expert’ Dean Gerber heads the team from Chicago, which is expanding globally following the arrival of some high-profile recruits in London. In the US, Gerber is backed up by several highly rated partners, including the ‘very responsive, very proactive and business-oriented’, Cameron Gee in New York, who ‘understands clients’ needs’ and is ‘good at maths. Other key partners include John Bycraft and Geoffrey Kass.

Holland & Knight LLP has a very strong and versatile practice, covering almost every asset class including aircraft, ships, and rail transport, for both borrowers and lenders. On the aviation side, a particular highlight was advising LOT Polish Airlines on a multimillion-dollar guaranteed secured loan financing and capital market refinancing from US Ex-Im Bank for five new Boeing 787-8 aircraft. Another highlight was advising GE Capital Aviation Services on a $169m aircraft engine financing. On the maritime front, the firm, and in particular the highly experienced Nancy Hengen, carries out a lot of work on deep sea drill financings and recently advised the underwriters and lenders on a $1.9bn note offering to finance Vantage Drilling’s drillship fleet, including four jack-up rigs and three deepwater drillships. The team, which is headed by the highly rated John Pritchard, boasts several leading names, including Fred Bass, San Francisco-based William Piels, and the up-and-coming Phillip Durham, who was promoted to partner in 2013. The practice was also boosted by the arrival of a team of partners from Squire Patton Boggs in Dallas. Named attorneys are located in New York unless otherwise stated.

White & Case LLP is quickly establishing itself as one of the foremost asset finance firms in the market, and has demonstrated commitment to growing its ‘excellent’ practice through its recruitment of Shearman & Sterling LLP’s Ji Hoon Hong, one of the market’s leading experts on EETCs. The team as a whole has ‘extensive knowledge and experience’ and its lawyers are ‘extremely talented at drafting and negotiating complicated finance documents’. The ‘extremely reactive’ team is also commended for its ‘exceptional, detailed knowledge of very specific legal issues related to satellites’. Christopher Frampton and the ‘superb’ Someera Khokhar jointly head the team out of New York. Recent highlights include Deutsche Bank as administrative and collateral agent on a $265m facility to the Milestone Aviation Group, which was the first syndicated portfolio financing for a helicopter leasing company. Beyond aviation, the firm represented Banco Itaú and Banco Do Brasil on a $792m financing for the construction of six ultra-deepwater drillships, which will be chartered by Petrobras. The firm also acts for a number of major borrowers and leasing companies, including JetBlue, BBAM Aircraft Leasing and Management and Waypoint Leasing. Clients single out ‘the very practical and solution-oriented’ Michael Smith, who is ‘a real pleasure to work with’. Miami-based Richard Furey is also ‘very good to deal with and knowledgeable in the aviation sector’.

Debevoise & Plimpton LLP has an excellent reputation for representing the airlines, and is praised for its ‘very deep “well"’ and ‘ability to bring numerous highly qualified lawyers of various levels into the effort when necessary’. This bench strength has proved particularly useful in some of the firm’s more recent mandates, such as its ongoing advice to American Airlines and its parent company, AMR Corporation, regarding their Chapter 11 proceedings, as this involved the restructuring of complex financing and purchase agreements relating to over 1,000 aircraft. The firm also assisted American Airlines with its offer of $1.4bn worth of EETCs to help refinance 75 Boeing aircraft, as well as a $3bn loan secured by its route authorities, slots and foreign gate leaseholds; the fact that such financings, including new aircraft deliveries, were achieved while the company was in Chapter 11 made the work all the more impressive. Other highlights include advising Sukhoi Civil Aircraft as the seller in the purchase and leasing of three Sukhoi Superjet 100 aircraft to the Lao Central Airlines Public Company. Delta Air Lines is another major client, which it advised on the offering of $479.9m worth of EETCs to refinance 31 Airbus and Boeing Aircraft. John Curry heads the highly regarded team from New York, which includes Raymond Wells and Jaeyong So.

Hughes Hubbard & Reed LLP has long been distinguished for its aviation finance work, where it represents an impressive mix of airlines and lenders. John Hoyns heads the highly rated team out of New York, and is backed up by several highly experienced partners including Steven Chung in Washington DC and Jeffrey Tenen and Mark Denham in Miami. Recent highlights include advising Wells Fargo on an aircraft leasing joint venture with Avolon that has a portfolio target of $550m. The firm also represented Goldman Sachs, Citigroup, Morgan Stanley and Crédit Agricole on a $630m EETC issue by DNA Alpha Limited (Doric) that will allow Emirates Airways to lease four Airbus A380-381s from the company. On the borrower side, United Airlines is a major client of the firm, which it advised on a $1.9bn credit agreement secured by international route authorities, airport takeoff and landing slots and airport gates. The firm also advised the airline on a $929m EETC to finance the purchase of 21 new Boeing aircraft. Other active borrower clients include JetBlue, Hawaiian Airlines and Aeroflot.

Norton Rose Fulbright has built on the respective strengths of both legacy firms to establish a diverse and truly international transport finance group. The ‘excellent’ New York aviation finance practice is headed by Jim Tussing, who is praised for ‘bringing a vast body of experience to his work’. Other key partners include the ‘extremely efficientSean Corrigan who is ‘excellent at focusing on the important issues without getting bogged down in matters that are not commercially significant’. Meanwhile, David Gillespie is ‘at the top of his field as a tax partner with significant experience and knowledge in asset finance’, and Marc Latman is ‘the ultimate service provider’ and ‘very well respected in the aircraft finance industry’. The team is very adept when it comes to aviation finance and regular clients include AWAS Aviation Capital, Mitsui & Co and Apollo Aviation. The firm has also invested heavily into the maritime finance side of the practice, following the recruitment of ‘outstanding’ shipping finance partner Brian Devine from Blank Rome LLP and the experienced Brad Berman from Holland & Knight LLP. The firm has already carried out a number of significant ship and rig financings on behalf of banks, including Deutsche Bank.

The ‘very knowledgeable, easy to work with and pragmatic’ team at Pillsbury Winthrop Shaw Pittman LLP is a ‘go-to’ choice and considered by banks and lessors to be ‘one of the best firms in the aviation business’. The team, which acts for a variety of lenders and airlines, works ‘in an excellent atmosphere’ and keeps ‘good relations with all parties in a transaction while remaining very firm regarding the key issues for the client’. Structured finance and leasing expert Mark Lessard jointly heads the ‘outstanding’ team with San Francisco-based Thomas Zimmer who recently joined the practice from Holland & Knight LLP. Recent highlights include advising Ethiopian Airlines on a $1.1bn financing of 11 aircraft in a deal supported by the US Ex-Im Bank. On the lender side, the firm represented BNP Paribas on a $635m note issue by Emerald Aviation Finance. ECA financing experts include Michael Schumaecker, who provides ‘experience, deep knowledge and creative solutions’ and Charlotta Otterbeck , who is commended for ‘her thorough work and excellent memory of past transactions’. William Bowers is singled out for his capital markets expertise. The firm was also boosted by the recruitment of structured finance and capital markets expert Peter Morgan from Dentons. Named attorneys are based in New York except where stated.

Shearman & Sterling LLP has undergone several significant personnel changes in the past year: former head of transportation finance Jonathan Goldstein left to join Katten Muchin Rosenman LLP, while highly rated aviation finance counsel Ji Hoon Hong left to become a partner at White & Case LLP. The arrival of asset finance expert Bjorn Bjerke from Davis Polk & Wardwell LLP has gone some way to offset these losses. The team changes have brought about a shift in strategy for the group, which is now more focused on acting for the major financial institutions, rather than airline companies and lessors. Advice to the banks, including Deutsche Bank Securities, Morgan Stanley and Citigroup Global Markets on the $1.4bn issue of EETCs by American Airlines secured against 75 aircraft, is reflective of the sort of work the firm is capable of. Beyond aviation finance, the firm also represented John Deere on a $1.7bn notes issue backed by agricultural and construction equipment retail instalment sale and loan contracts. As well as Bjerke, the firm boasts a selection of highly experienced partners in New York, including global finance head Joshua Thompson, William Yaro, Robert Evans, Maura O’Sullivan and capital markets expert Stuart Fleischmann.

Kaye Scholer LLP has a strong aviation finance and leasing group although the recent departure of highly active counsel Stewart Herman to become a partner at Katten Muchin Rosenman LLP is a considerable loss. Nevertheless, under the leadership of the highly experienced Michael Mulitz in New York, and with partners Henry Morriello and Chicago-based Daniel Hartnett, the firm retains a strong reputation for advising banks, lessors, airlines, and high-net-worth individuals. The private equity and hedge funds side of the practice is particularly strong, representing several funds including BlackRock, Guggenheim Aviation Partners and TPG Credit Management on their investments into the aviation sector. Recent highlights include advising Wheels Up Partners, a private aviation membership-based company, on a $1.4bn deal for the acquisition of 105 King Air 350i aircraft, thought to be the largest general aviation propeller-driven aircraft order in history. The firm has also been representing eight major financial institutions, including Bank of America’s leasing and capital arm and AT&T Credit Holdings, on issues related to American Airlines’ Chapter 11 proceedings.

Latham & Watkins LLP’ structured finance and securitization practice has a very strong focus on asset finance. The firm’s expertise covers a broad range of asset classes, from aircraft finance to broadcast tower securitizations and rental car fleet financings. Kevin Fingeret heads the highly versatile team from New York. It recently represented US Airways as issuer on $819m worth of EETCs to finance the purchase of 14 Airbus aircraft. Another highlight was representing Deutsche Bank as initial purchaser of a $177m securitization of revenues from the Distributed Antenna Systems network, which makes cellular services possible in subways and other enclosed spaces. The firm also acted for J.P. Morgan as initial purchaser of $950m of rental car asset-backed notes issued by Hertz Vehicle Financing LLC. Recently promoted partner Graeme Smyth and Loren Finegold are both very experienced in this area.

Headed in New York by George Miller, Mayer Brown’s asset finance team also has partners in Chicago and Los Angeles and works closely with teams in France and Asia. The group’s expertise extends across a range of asset classes, including aviation, maritime, automotive, as well as energy and equipment finance. The firm acts for both lenders and lessors and recently advised the underwriter in a multimillion-dollar railcar securitization. Another highlight was representing Key Equipment Finance on a $50m secured equipment finance facility. Jason Bazar and Barbara Goodstein are both very active on this front. Clients include Credit Suisse Securities, Mitsui Rail Capital, Con Edison and the Bank of Montreal.

Alan Brenner heads the well-regarded team at Simpson Thacher & Bartlett LLP, which acts for both borrowers and lenders on a wide range of asset financings. The firm has been acting for several aircraft leasing creditors in the bankruptcy of American Airlines. Another highlight was advising J.P. Morgan as lead arranger on a $1.7bn revolving credit facility to Air Lease Corporation. The firm has also been very active on the capital markets side and advised Avianca Holdings on a $300m inaugural bond offering used to finance its fleet modernization. The firm also acted for CHC Helicopter on a $300m note issue. Outside of the aviation sector, the firm has advised Volvo Car Financial Services on structuring a program with Bank of America for the origination and financing of automobile retail instalment contracts and leases.


Bank lending (including other sources of financing)

Index of tables

  1. Bank lending (including other sources of financing)
  2. Leading lawyers

Leading lawyers

  1. 1

At Cravath, Swaine & Moore LLPthe overall level of service is outstanding’ and ‘the team is wonderful, providing analysis that is always thoughtful and exhaustive’ meaning the attorneys do a ‘fantastic job representing their clients’. Michael Goldman heads the New York-based team, which those on the other side of the table say is ‘a tough, yet reasonable counterparty that we respect deeply’. The firm’s primary focus is bank-led work for major institutions such as Goldman Sachs, J.P. Morgan and Credit Suisse. The work covers the full range of matters including leveraged and investment-grade acquisition financings, and the firm was at the cutting edge of deals where traditional bank loans and bond issues converged. A major highlight was advising Bank of America Merrill Lynch and Credit Suisse on the $3.7bn financing of Community Health Systems’ $7.6bn acquisition of Health Management Associates. Another significant deal was the firm’s advice to J.P. Morgan as arranger of a $6.5bn syndicated credit facility for Facebook; James Cooper, who has a very good reputation for investment-grade debt, advised on the deal. Other key partners include Tatiana Lapushchik, who advised Credit Suisse on a highly complex $450m covenant-lite loan to Alon USA Energy Inc, and Stephen Kessing, who became a partner in 2013. B Robbins Kiessling is noted for his sports finance practice. The firm’s presiding partner C Allen Parker also continues to handle bank lending work, despite his increased managerial responsibilities.

The ‘top-notch’ practice at Simpson Thacher & Bartlett LLP regularly acts for the full range of strategic investors, private equity sponsors and bank lenders in major acquisition financings. Having such a balanced portfolio of clients is rare, particularly at such a high level. In spite of this, the New York-based group has managed to marry both sides of the practice, acting on some of the largest deals the market has to offer. On the sponsor side, a team led by Jennifer Hobbs successfully advised Silver Lake Partners on the financing of its $24.4bn acquisition of Dell, alongside the computer manufacturer’s founder, Michael Dell. Brian Steinhardt also led the banking team advising Hellman & Friedman LLC on the financing of its $4.4bn acquisition of Hub International. The firm’s lender work was equally high profile; for instance, department head Patrick Ryan acted for J.P. Morgan Securities and Barclays on a $12.5bn bridge financing to Thermo Fisher Scientific for its acquisition of Life Technologies Corporation. The firm also assisted Barclays and HSBC with the $4.35bn financing for Perrigo Company’s $8.6bn acquisition of Elan Corporation. James Cross and James Knight are also highly regarded for sponsor and lender work respectively, while Houston-based Robert Rabalais is noted for his energy finance expertise.

Cahill Gordon & Reindel LLP has an incredibly strong and deep bench of finance lawyers located in New York, who are almost entirely focused on bank-led work. The firm is praised for its commercial approach, particularly when it comes to advising the lenders on major leveraged buyouts, and while few could challenge its standing based on deal volume alone – it handled 232 in 2013 – the quality and big-ticket nature of these financings also makes the practice stand out. The firm’s advice to Bank of America Merrill Lynch as lead arranger on the multibillion-dollar financing of Silver Lake Partners and Michael Dell’s joint $24.9bn buyout of Dell, was an obvious high point, and the largest LBO since 2007. James Clark, who led the team on the Dell transaction, has a fantastic reputation within the market. Another highlight was representing J.P. Morgan, Wells Fargo, Barclays and Citigroup on $11.5bn worth of credit facilities for the $23bn LBO of Heinz by 3G Capital Partners and Berkshire Hathaway. The firm also acted for Bank of America Merrill Lynch as lead arranger on the $5.3bn debt financing of Grupo Modelo by Constellation Brands. Singling out partners from such a large team is difficult, but Daniel Zubkoff, William Hartnett, Jonathan Schaffzin and Susanna Suh have all been extremely active over the past year.

The ‘exceptional’ practice at Davis Polk & Wardwell LLP provides a ‘responsive, professional and first-rate service’, with ‘levels of knowledge and experience within this field that are without peer’. James Florack and the ‘deeply skilled and always practical’ Joseph Hadley jointly head the team in New York, which includes Jason Kyrwood and Lawrence Wieman, who are equally adept at advising borrowers and lenders. The partnership numbers increased in 2013 through the promotion of Meyer Dworkin and the lateral hire of Monica Holland from Shearman & Sterling LLP. When it comes to acquisition finance work and LBOs, the firm is almost always on the lender side for major institutions such as J.P. Morgan, which it advised as joint lead arranger with Morgan Stanley, Barclays and Merrill Lynch on the $75bn financing of Verizon Communications’ acquisition of Vodafone Group’s 45% stake in the Verizon Wireless joint venture. The firm also advised the lenders, including J.P. Morgan, on the $4.1bn financing provided to the Tribune Company for its acquisition of Local TV Holdings. The firm’s borrower led work is primarily for major corporate: it advised Oracle on a $3bn unsecured revolving credit facility, advised Ford on $10.7bn worth of revolving loans, and advised Facebook on a new $6.5bn senior unsecured revolving credit facility.

In an industry populated with extremely motivated, highly qualified and experienced teams’, Latham & Watkins LLPstill stands out significantly’. The ‘outstanding’, ‘highly creative and super commercial’ team is praised for its ‘seamless execution’ and blending of bank debt and high-yield work. New York-based global co-chair Michele Penzer and New York and Los Angeles-based John Mendez are key members of a team where the expertise extends to both borrower and lender work, with the Carlyle Group a particularly large client on the sponsor side. ‘Wonderful’ LA-based partner John Jameson has ‘years of experience, a down-to-earth manner and a practical approach’, and Chicago-based Jeffrey Moran is ‘very responsive and knowledgeable’. Recommended partners in Washington DC include Jeffrey Chenard and Jennifer Van Driesen; the latter is ‘extremely motivated and highly qualified’. The firm has been very active in cross-border deals, particularly as European borrowers increasingly seek access to US debt; on this front, it recently advised Actavis on the $4.25bn financing linked to its acquisition of Warner Chilcott. On the lender front, a significant highlight was advising the banks, including Goldman Sachs and Morgan Stanley, on a $1.6bn facility, including a $1.034bn covenant-lite term loan, to finance Altice Group’s acquisition of Groupe Outremer Telecom. On the refinancing side, it represented Goldman Sachs, J.P. Morgan and Lloyds Banking Group on the $1.4bn refinancing of Oberthur Technologies.

Kirkland & Ellis LLP has ‘extraordinary quality’ and ‘great knowledge of the bank/lending space’, providing clients with a ‘strong team from top to bottom’. The team is led from Chicago by Linda Myers who has ‘excellent industry knowledge and legal expertise as a lending lawyer’. The firm acts for a number of private equity sponsors, with a roster of major clients such as KKR and Apax Partners providing a regular flow of high-end transactional work. The firm was on the buy side of some of the biggest deals to hit the market, including advice to 3G Capital Partners for the $14.1bn financing required for its $28bn acquisition of Heinz with Berkshire Hathaway. Another highlight was advising Bain Capital and Golden Gate Capital on the $6.2bn financing of their $6.9bn acquisition of BMC Software, and representing Community Health Systems on the $6bn financing for its $7.6bn acquisition of Health Management Associates. While it is best known for borrower work, lender-side advice has been increasing, for hedge fund and CLO clients. The ‘phenomenalAshley Gregory brings ‘tremendous insightfulness’ and ‘an ability to see the whole chessboard of what the client is trying to achieve’. Jason Kanner has ‘strong market knowledge coupled with a high dose of welcome pragmatism’. In San Francisco, Francesco Penati is praised for his ‘excellent service on the financing side’.

Milbank, Tweed, Hadley & McCloy LLP’s team has ‘great creative energy and ability to add to a deal rather than simply process it’. Marc Hanrahan heads the largely bank-side practice, which includes a highly focused team of six partners in New York, including Marcus Dougherty and Lauren Hanrahan. The practice has an enviable core client base that includes names such as Goldman Sachs and Credit Suisse. It has also been heavily involved in several major cross-border transactions, leveraging off its offices in major financial centres in Europe and Latin America; a major highlight in this regard was advising the senior lenders – including Deutsche Bank, Barclays Bank, Goldman Sachs, J.P. Morgan and Morgan Stanley – on the $1.45bn cross-border financing for Warbur Pincus LLC and General Atlantic’s $2.7bn acquisition of Banco Santander’s asset management business. The firm also advised Bank of America as special US counsel on a $662m loan to the state of Maranhão in Brazil, only the fourth private credit agreement ever entered into by a Brazilian state. The firm has also been involved in several significant refinancings and represented Goldman Sachs and Barclays on the $640m refinancing of Topaz Power Holdings LLC. A rare borrower mandate came from MGM Resorts International regarding its $5.35bn refinancing.

Shearman & Sterling LLP is a popular choice for ‘high-profile transactions that demand the very best’ and is praised for its ‘outstanding reliability and service’. The team is ‘well organised, communicates throughout the process and takes initiative in managing the deal process’. Led out of New York by co-head of global finance Joshua Thompson, the practice has seen significant investment of late, and while Monica Holland did join Davis Polk & Wardwell LLP, partner Bjorn Bjerke moved in the exact opposite direction. February 2014 also saw the arrival of three partners from Orrick, Herrington & Sutcliffe LLP’s leveraged finance practice: Ronan Wicks, Patrick Flanagan and Jason White. In Washington DC, highly rated finance partner Gus Atiyah joined from Fried, Frank, Harris, Shriver & Jacobson LLP. Transactional highlights included advising Deutsche Bank on the $2.05bn financing to American Airlines, a notable deal due to the fact it was negotiated while the airline was in bankruptcy. Borrower clients include Advent International and Oberthur Technologies, which it advised on the $745m refinancing of the latter’s senior bank debt. Steven Sherman is singled out for his ability to ‘understand sponsor-backed transactions’ and ‘provides key market intelligence’ to borrower clients. Maura O’Sullivan is recommended for lender work.

Skadden, Arps, Slate, Meagher & Flom LLP has an extremely well-regarded practice, particularly for complex corporate borrower-led work with domestic and cross-border elements. The firm was involved in several cutting-edge deals and advised Activision Blizzard Inc on the $5bn financing for the buyback of Vivendi’s controlling stake in the company; the deal was made all the more complex since the client had never issued debt and therefore wasn’t rated by agencies. Fortress Investment Group LLC is another major client, which it advised on over $1.7bn worth of financings in 2013, including a $150m Shariah-compliant DIP facility for its portfolio company Arcapita Bank, which was the first New York law-governed murabaha facility. The firm is active on the creditor side as well, and recently advised the lenders, including HSBC, Mizuho Bank, and Bank of Tokyo Mitsubishi on loans to Coca-Cola FEMSA over its respective acquisitions of Spaipa Industria Brasileira de Bebidas and also Coca-Cola Bottlers Philippines. In New York, recommended attorneys include Sarah Ward and global co-head Tom Gowan. Other recommended attorneys include Seth Jacobson in Chicago and David Reamer in Los Angeles.

White & Case LLP enjoys a good reputation for being highly commercial, and has a substantial banking practice. Global banking head Eric Berg and head of banking for the Americas Eric Leicht are key names to note, and additional lawyers are based in New York, Los Angeles and Miami. Internal promotions to partner level have seen the practice expand further, with Justin Wagstaff and Eric Klar being made up in 2013 and 2014 respectively. The banking group’s relationship with Deutsche Bank is key to its standing; it advised it on an $800m asset-backed revolving credit facility to fund the acquisition of Neiman Marcus by Ares Corporate Opportunity Fund and The Canadian Pension Plan Investment Board. Another highlight was advising Credit Suisse and Bank of America Merrill Lynch on the $1.3bn refinancing of the existing senior debt of Doncasters Group, a UK-based portfolio company of Dubai International Capital. The firm also advised Morgan Stanley on the $585m financing for the acquisition of CTI Foods Holding by Thomas H. Lee Partners LP and Goldman Sachs’ Merchant Banking Division.

Cleary Gottlieb Steen & Hamilton LLP has established a strong reputation for complex cross-border financings and refinancings, particularly for its corporate and private equity client base. Highlights include advising Texas Pacific Group on the multimillion-dollar financing for its acquisition of Envision Pharmaceutical Holdings Inc. The firm was also counsel to Aerostar Airport Holdings LLC, a joint venture between Grupo Aeroportuario del Sureste and Highstar Capital in a groundbreaking $350m financing relating to its 40-year lease of the Luis Muñoz Marin International Airport in Puerto Rico; this was the first privatization of a major US airport under the Federal Aviation Administration’s privatization pilot program. The firm also does a considerable amount of lender work and represented J.P. Morgan, Goldman Sachs and Morgan Stanley on the refinancing of Technicolor’s senior secured debt. The highly regarded team includes several top partners based in New York, including Meme Peponis, Laurent Alpert and Duane McLaughlin.

The ‘excellent’ team at Debevoise & Plimpton LLP in New York is ‘one of the best’ for borrower-led finance advice. ‘Always responsive on time sensitive matters’, the team’s ‘significant depth of industry knowledge’ makes it a ‘go-to for bank financing transactions’. Among the firm’s team of partners, practice head David Brittenham and Pierre Maugüé are ‘trusted advisers’ who ‘help clients achieve goals in the most efficient manner’. Major highlights included advising The Tribune Company on the financing for its $2.7bn acquisition of Local TV Holdings. The firm is regularly instructed by some of the major private equity houses, including Clayton, Dubilier & Rice, which it advised on the financing of its highly complex combined acquisition of Brand Energy & Infrastructure Services and Harsco Infrastructure, which was followed by the merger of both companies. Other recommended partners include William Beekman, Paul Brusiloff and Jeffrey Ross.

The ‘top-notch’ team at Fried, Frank, Harris, Shriver & Jacobson LLP does ‘a very good job of providing integrated service across finance and capital markets’. Clients appreciate the fact it ‘works for banks, sponsors and borrowers, which gives the attorneys insight into the different perspectives of each of these industry participants’. The firm’s ‘superb’ global head of finance William Reindel really ‘knows what he is doing’. Daniel Bursky’s ‘experience with both finance and capital markets and his general knowledge allow him to be a very effective overall point person for the finance team’. Viktor Okasmaadoes a very good job communicating complicated legal points to his banker brethren’ and is commended for his ‘tireless work ethic’. The ‘very experiencedBrian Murphyseems to think about everything’, ‘is very constructive, and focused on finding creative solutions to resolve disagreements and getting deals done’. On the sponsor side, the firm advised Onex Corporation on the $1.175bn financing for its acquisition of USI Insurance Services. On the lender side, it advised Bank of America and Deutsche Bank on the $395m financing of Paulson & Co’s acquisition of Steinway Musical Instruments Inc. The firm will miss Gus Atiyah, who recently joined Shearman & Sterling LLP’s Washington, DC office.

Ropes & Gray LLP enjoys a strong reputation for sponsor-led finance advice. The practice is jointly headed by Byung Choi and Jay Kim out of Boston and New York respectively, and its roster of partners was increased through the internal promotion of Alex Zeltser in New York. A popular choice among private equity firms, clients include Bain Capital, Berkshire Partners and The Blackstone Group. The nature of the firm’s work is reflective of its standing in the market, and a major highlight was advising TPG Capital on the $1.2bn financing of its acquisition of Par Pharmaceutical. It also advised Madison Dearborn Partners on the $1.18bn financing, using a mix of senior secured facilities and high-yield senior notes, to fund its acquisition of National Financial Partners Corporation. A new client is H.I.G Capital, which it advised on the $400m financing for the acquisition of Caraustar Industries.

Recent top-line changes at Weil, Gotshal & Manges LLP are difficult to ignore; it lost Dallas-based US co-head Angela Fontana, as well as Kelly Dybala to Sidley Austin LLP in 2013. These departures seem likely to affect the firm’s sponsor-side offering, where Fontana has an outstanding reputation. On the lender side, John Cobb also left for Paul Hastings LLP. However, new arrivals Allison Liff, a former head of the leveraged finance legal team at Goldman Sachs, and Courtney Solcher Marcus from Norton Rose Fulbright in Dallas are both highly experienced in advising sponsor clients. Liff’s advice to Advent International on the dividend recapitalization of its Germany-based portfolio company Oxea, illustrates the firm’s ongoing capacity for complex deals on this side of the table. The lender side also remains active, and global finance head Daniel Dokos is ‘excellent at working for banks and getting extremely difficult cross-border deals done’. Advising Credit Suisse, Goldman Sachs, UBS and Barclays as lenders to Carlyle on its acquisition of the UK-based packaging company Chesapeake was a particular highlight, especially given its international nature.

Gibson, Dunn & Crutcher LLP has a very active corporate borrower practice, which works on a steady stream of secured and unsecured financings and refinancings. The 12-partner group is primarily based in New York and Los Angeles, with Joerg Esdorn and Robert Cunningham heading the team from the East Coast, and Jeff Hudson managing the West Coast. Highlights for the practice included advising Coty on a $2.5bn refinancing and Marriott International on obtaining a $2bn revolving credit facility. Other major clients include The Williams Companies Inc, Cardinal Health Inc, Bally Technologies Inc, AlixPartners Holdings and Wolverine World Wide. Janet Vance, Linda Curtis and Cromwell Montgomery have all been very active on this front. The practice was also boosted by the arrival of partner Jose Fernandez in New York, who was previously Assistant Secretary of State for Economic, Energy and Business Affairs.

The ‘absolutely outstanding’ team at Jones Day is one of the premier choices for mid-market leveraged finance. The firm provides ‘phenomenal value for money’ and its exhaustive geographic spread means that a broad variety of both borrower and lender clients are catered for. On the lender side it does a lot of work for Bank of America Merrill Lynch, advising it as lead arranger on a $1.1bn syndicated loan for WEX Inc. Another highlight was advising Jefferies Finance LLC on a $350m term loan to J.G. Wentworth for a debt refinancing and dividend distribution. On the borrower side, it advised ConAgra Foods on the $6bn financing required for its acquisition of Ralcorp Holdings. Highly rated partners Brett Barragate and Robert Graves jointly head the practice out of New York and Chicago respectively. The expanding practice was also boosted by the arrival of two partners and several associates from Winston & Strawn LLP in Chicago: Matt O’Meara and Loren Weil are both ‘phenomenal attorneys’ whose ‘depth of experience cannot be beaten’. The ‘extremely responsive’ Vanessa Spiro receives rave reviews from clients, as do the ‘terrific’ Cindy Brazell and Bruce Moorhead in Atlanta, Charles Bensinger in New York and Rachel Rawson in Cleveland.

Mayer Brown has established a strong reputation for lender work, where it practices out of offices in Chicago, New York, Houston, Charlotte and Washington DC. Doug Doetsch and David Duffee jointly head the expanding team, which has recruited three new partners in the past year, including Bill Hart from Baker Botts L.L.P. in Houston, Larry Berkovich from Dechert LLP in Charlotte, and George Baptista from Allen & Overy LLP in New York. The firm has become increasingly dominant on the fund finance side and recently advised Bank of America as lead arranger on a $1bn subscription credit facility for GSO Capital Solutions Funds. Also of note is its ‘exceptional’ energy finance practice in Houston, which is ‘absolutely top in terms of experience and commercial attitude’; in particular, Tristan Propst provides ‘superb legal advice’ and is ‘proactive in the right measures’. A recent highlight for this side of the practice was advising an American subsidiary of HSBC on a $300m loan to LLOG Bluewater, a joint venture between Blackstone and LLOG Exploration.

Having invested heavily in its finance practice in recent years, Paul Hastings LLP has been making quite an impression on the market. John Hilson and William Schwitter jointly head the bicoastal practice, which has a presence in both New York and Los Angeles. It includes the ‘energeticMichael Michetti and Michael Baker. The firm’s relationship with RBC Capital Markets has given it a steady flow of financing work totaling around $5bn for 2013, this included multimillion-dollar loans and refinancings for Hargray Communications, Saxon Energy Services and New Young Broadcasting Holding Co Inc. The firm also has a commendable energy finance group working out of Houston and headed by Paris Theofanidis, whose clients include J.P. Morgan, Citibank, Merrill Lynch and Wells Fargo. A particular highlight here was advising the lead arrangers on a groundbreaking $650m second lien term loan for Sabine Oil & Gas, one of the first covenant-lite second lien financings for an exploration and production company. Another highlight was advising UBS on the multibillion-dollar financing of KKR’s acquisition of Gardner Denver. The firm also acts for major borrowers including Dole Food Company Inc and Delphi Corporation. The firm also boosted its ranks following the arrival of John Cobb from Weil, Gotshal & Manges LLP.

The ‘incredibly responsive’ team at Paul, Weiss, Rifkind, Wharton & Garrison LLP provides a ‘first-class level of service’, usually to private equity funds and corporate borrowers. The group ‘has a wealth of experience and it shows through’ as it provides ‘well-thought-out answers (innovative and cutting-edge where situations demand) that are commercially viable even in short time frames’. The team is ‘terrific from top to bottom’ and jointly headed by the ‘wonderfulTerry Schimek and the equally well-regarded Gregory Ezring. The firm’s relationship with Apollo Global Management ensures a strong flow of work, and additional clients include Oak Hill Capital, Oaktree Capital Management and TowerBrook Capital Partners. Recent highlights include advising Talos Production LLC on a $500m financing for its acquisition of Energy Resource Technology from Helix Energy Solutions Group. The firm also advised The Tribune Company on the company’s chapter 11 exit financings, which involved a $1.1bn term loan facility and a $300m asset-based facility. The firm also advised investment funds affiliated with Apollo Management and Oaktree Capital Management on a $3.3bn debt restructuring for Nine Entertainment Company.

The ‘fantastic’ and ‘extremely responsive’ team at Proskauer Rose LLP is praised for the ‘senior partner-level attention it provides on all deals’. The firm has carved out several market-leading niches in areas such as sports finance and is said to be ‘by far the most knowledgeable law firm representing mezzanine lenders in the market place’. Finance co-head Stephen Boyko, who splits his time between Boston and New York, provides ‘client service that is unmatched’ and he ‘knows the middle market as well or better than any attorney in the market’. Fellow co-head Ron Franklin is an ‘exceptional lawyer’ whose ‘balanced approach and even temperament have allowed for resolution of the most contentious issues’. Clients also praise the ‘extremely responsive, knowledgeable and pragmaticJustin Breen and Andrew Bettwy for their ‘excellent guidance’. In 2013 the firm carried out several billion dollars worth of lender work for the likes of GE Capital, Ares Capital and Jefferies Finance. On the borrower side, a particular highlight was advising Grifols on the $1.5bn financing required for its $1.7bn acquisition of Novartis’ diagnostic unit. The firm also advised Celgene Corporation on a $1.5bn revolving credit facility.

Sidley Austin LLP’s sponsor side practice is said to be on the up following the recruitment of Weil, Gotshal & Manges LLP’ Dallas-based finance co-head Angela Fontana and partner Kelly Dybala in 2013. Their arrival gives extra strength to the ‘top-notch’ team, which was already ‘strong across the board’ and particularly well regarded for mid-market work. The practice advises an impressive roster of banks including Wells Fargo, J.P. Morgan, Bank of America and Barclays Bank. An array of talent sits across various offices, including Chicago, New York, Los Angeles, Houston, and now Dallas, following the arrival of Fontana. Key partners include James Clark, Robert Lewis and Mark Kirsons in Chicago, and Pamela Martinson in Palo Alto. Clients also single out the ‘smart, efficient, knowledgeable and responsive’ Chicago-based Zulfiqar Bokhari.

John Estes and Neal McKnight jointly head Sullivan & Cromwell LLP’s well-established credit and leveraged finance group out of New York. The firm is best known for advising borrowers, but not averse to taking on lender mandates as well. Goldman Sachs is an increasingly important client, which the firm advised, alongside the Royal Bank of Canada, on the multimillion-dollar refinancing of Tervita’s existing term and revolving credit facilities. On the borrower side, the firm is seeing an increase in private equity work and advised Ares Management and The Ontario Teachers’ Pension Plan Board on financing the acquisition of CPG International Inc. The firm also advised GETCO Holding Company on the $1bn financing for its acquisition of Knight Capital Group, plus a further $450m revolving credit facility. Amgen is another major corporate client, which it advised on the financing for its $10.5bn acquisition of Onyx Pharmaceuticals Inc. Most of the firm’s partners, including the highly rated Robert Downes and Erik Lindauer, are based in New York, although Dennis Sullivan in Washington DC is also very active.


Capital markets: debt offerings

Index of tables

  1. Capital markets: debt offerings – advice to issuers
  2. Capital markets: debt offerings – advice to managers
  3. Leading lawyers

Leading lawyers

  1. 1

The order of the editorial paragraphs below follows the order of the tiered tables above. Each firm has a single editorial paragraph, regardless of it being ranked in one or both of the above tables. If a firm is ranked in different tiers across the tables then its highest ranking in either of those tables is taken into consideration to determine which tier bracket its paragraph is listed in. Firms are ordered alphabetically within each tier bracket.

Cleary Gottlieb Steen & Hamilton LLP drew on its international network and reputation as a leading capital markets practice to act on the largest-ever debt offering by an emerging market company: the SEC-registered offering of $11bn aggregate principal amount of guaranteed senior notes by Petrobras; the deal, led by Francesca Odell, was critical to the corporation’s 2013-2017 business plan. Another standout Latin American deal saw Nicolas Grabar and John Palenberg advising América Móvil in its SEC-registered offering of MXN$15bn principal amount of 6.45% senior notes due 2022. Highly regarded lawyers Alan Beller and Jeffrey Karpf represented Citigroup and the underwriting syndicate led by RBC Capital Markets on the exchange of $2.42bn subordinated notes for the remaining $2.25bn of trust-preferred securities held by the FDIC and subsequent public offering of the trust-preferred securities by the US Treasury; the deal marked the US government’s final exit as a holder of Citi securities following the banking group’s bailout in 2008. Pamela Marcogliese, who was a key member of the team that first issued contingent convertible securities, was promoted to partner. Michael Volkovitsch is also recommended. All named attorneys are based in New York.

Cravath, Swaine & Moore LLP’s ‘excellent’ New York-based team draws praise for its ‘unmatched depth of experience’ and ‘incredibly responsive approach’. Andrew Pitts represented chemicals company Ashland Inc in its $2.8bn registered debt exchange offer, and also acted for the underwriters (led by RBS, Barclays, Bank of America Merrill Lynch and J.P. Morgan) in ConocoPhillips’ $2bn registered debt offering. Johnny Skumpija was particularly active in 2013, advising issuers such as Northrop Grumman and Lazard, and also advising various managers and initial purchasers of debt. LizabethAnn Eisen is a ‘great securities lawyer, very pragmatic and responsive’; she acted for Weyerhaeuser, the private owner of more than 6 million acres of timberland, in its $500m registered debt offering. William Fogg and William Whelan are also recommended; the former having advised Interstate Power and Light Company on a $250m debt issue and the latter having represented RBC Capital Markets, US Bancorp, Credit Suisse and J.P. Morgan as underwriters on the $525m Black Hills Corporation registered debt offering. Scott Bennett was promoted to partner in November 2013.

Highly recommended by peers and clients alike, Davis Polk & Wardwell LLP maintains a leading practice globally, with issuers and underwriters availing of its broad-ranging expertise and deep bench of highly regarded lawyers. Bruce Dallas, a founding partner of the firm’s Menlo Park office, led work for Comcast and NBCUniversal on a series of debt offerings (totaling more than $5bn) following Comcast’s acquisition of GE’s 49% remaining stake in the latter. Dallas also acted for Oracle in a €2bn SEC-registered debt offering, a rare instance of a foreign currency-denominated offering on the NYSE. Alan Denenberg, another Menlo Park partner, represented Morgan Stanley and Goldman Sachs as joint book-running managers on Amazon's $3bn debut SEC-registered debt offering. In New York, Richard Truesdell advised international mining company FCX on its $6.5bn Rule 144A/Reg S offering of senior notes to fund its mergers with Plains Exploration & Production Company and McMoRan Exploration Company. Michael Kaplan is ‘very easy to work with, a fantastic lawyer’, and Sarah Beshar, who acted as designated underwriter’s counsel on a series of issuances by Praxair totaling over $2.5bn, is also recommended; both are based in New York.

2013 was an eventful year for Sidley Austin LLP’s capital markets practice that saw it advise on a series of high-profile deals and hire a number of notable practitioners. The recruitment of former chief counsel and associate director of the SEC Thomas Kim in August 2013, provided a significant boost to the team’s regulatory capabilities, while the Houston office, a key source of energy-related deals, expanded through the hiring of Herschel Hamner from Baker Botts L.L.P. and Tim Langenkamp from Andrews Kurth LLP. In New York, James O’Connor represented Caterpillar Financial Services Corporation in 18 medium-term note offerings totaling $4.65bn, and in Chicago Paul Choi, along with newly promoted partner Michael Heinz, advised the manufacturer on its $1.7bn offering to exchange privately issued debentures. New York-based real estate expert Gerard Cummins acted for Starwood Property Trust in two convertible notes offerings totaling $925m. The practice is particularly well-regarded by underwriters, regularly working for international and bulge bracket banks; among recent highlights, the firm represented the underwriters in Morgan Stanley’s offerings of over 620 medium-term notes totaling $17.4bn; advised BNP Paribas, Citigroup, Deutsche Bank, HSBC, J.P. Morgan, Mitsubishi Securities, Mizuho Securities and RBS on Daimler Finance North America’s two offerings of notes totaling $6bn; and served as underwriter’s counsel on BHP Biliton’s $5bn notes issue.

Simpson Thacher & Bartlett LLP provides an ‘outstanding service’ by drawing on its team of ‘responsive, knowledgeable and approachable’ lawyers. Covering a broad spectrum of debt work, the practice counts the likes of Microsoft, Sharp, and Aramark as clients. In Palo Alto, Kevin Kennedy and Daniel Webb represented the underwriters, led by Goldman Sachs and Deutsche Bank Securities, in Apple’s registered public offering of $17bn aggregate principal amount of notes over six tranches with maturities ranging from three to 30 years; this was the company’s first offering since 1996, and one of the largest in history. John Lobrano advised a group of underwriters including Deutsche Bank, Merrill Lynch, Pierce, Fenner & Smith Incorporated, RBS Securities, Credit Suisse Securities, HSBC Securities and Wells Fargo Securities on Wal-Mart’s $1.75bn offering of debt securities; it offered and sold $1bn of its 1.95% notes due 2018 and $750m of its 4.75% notes due 2043. Joshua Ford Bonnie and Andrew Keller acted for air conditioning business Ingersoll-Rand in its Rule 144A/Regulation S offering of $350m worth of 2.875% senior notes due 2019, $700m worth of 4.25% senior notes due 2023, and $500m worth of 5.75% senior notes due 2043. Also recommended are Roxane Reardon and William Hinman. Arthur Robinson heads the practice. Named attorneys are located in New York except where stated.

With ‘abilities matched only by a very small number of firms’, Sullivan & Cromwell LLP’s sizeable team attracts praise for its ‘outstanding knowledge and judgment’ and breadth of expertise. Noted for its strengths in the financial services space, the practice advised CIT Group in its $750m SEC-registered senior unsecured notes offering; John Estes led on the deal from New York. In Los Angeles, Patrick Brown led advice to Zions Bancorporation in a series of SEC-registered offerings, including a $297.2m senior notes issue. In addition, Brown acted for a consortium of underwriters in a $4.1bn debt private exchange offer and a $4bn senior notes offering by AT&T. In another multibillion-dollar deal, Alison Ressler, also in Los Angeles, advised the underwriters on Northrop Grumman’s $2.85bn SEC-registered senior unsecured notes offering. New York-based leading lawyer Robert Buckholz represented Caterpillar Financial Services in both a $1.1bn SEC-registered senior notes offering and a $300m medium-term notes offering, and fellow New York attorney David Harms advised Goldman Sachs on six offerings including a $6bn SEC-registered medium-term notes issue. Andrew Sousslof has retired as a partner.

Home to one of the largest capital markets practices in the country, Latham & Watkins LLP handles issuer and underwriter mandates from a multitude of sectors and debt products. A cross-office team of New York and Orange County lawyers recently advised Watson Pharmaceuticals on the issuance of $1.2bn worth of 1.875% notes due 2017, $1.7bn worth of 3.25% notes due 2022, and $1bn worth of 4.625% notes due 2042; proceeds of these offerings were used to fund a portion of its acquisition of Actavis Group. The aforementioned deal was led by Wesley Holmes and Peter Labonski; both are based in New York, where the latter serves as office chair of the corporate department. In Los Angeles, Steven Stokdyk represented Bank of America Merrill Lynch and J.P. Morgan as managers in Costco Wholesale Corporation’s issuance of a series of senior notes due between 2015 and 2019 for the aggregate principal amount of $3.5bn. In Washington DC, Senet Bischoff acted for Barclays as manager in AutoZone’s 2.875% offering of senior notes due 2023. Patrick Shannon, also based in Washington DC, and New York partner Marc Jaffe co-head the practice with support from Lene Malthasen in London.

Shearman & Sterling LLP’s New York-based team of ‘responsive, practical and readily available lawyers’ are ‘very active in the matters they handle’. Lisa Jacobs has recently worked on deals spanning the food and drinks, entertainment, energy, and natural resources industries among others; she also advised BNP Paribas, Bradesco BBI, Goldman Sachs, J.P. Morgan, Barclays, Citigroup, HSBC, Morgan Stanley, Crédit Agricole CIB, Credit Suisse, Deutsche Bank, Bank of America Merrill Lynch and RBS as joint book-running managers on a $6.5bn series of offerings by Ford as part of its return to the debt markets, including a $2bn registered offering of investment grade notes. The practice’s strong tradition of representing managers combines with an ever-increasing profile among issuers; Stephen Giove, alongside Robert Evans and Jacobs, acted for Viacom in a $3bn and a $550m offering investment grade senior notes and senior debentures, respectively. US practice head Antonia Stolper is recommended for work on Latin American deals, and Jeremy Dickens, who recently made partner, is also recommended.

Skadden, Arps, Slate, Meagher & Flom LLP has strong experience in debt capital markets, having worked on innovative transactions across a variety of business sectors for issuers and managers alike. New York-based practice head Stacy Kanter, who is very highly regarded in the market, was recently instructed by regular client Realogy Holdings Corporation on a $500m senior notes issue as part of a series of complex offerings issued over five years. Alongside fellow New York attorney Michael Zeidel, Kantor also acted for Rite Aid in a multi-part $5.6bn debt refinancing. Gregory Fernicola and Andrea Nicolas advised Travelport on the restructuring of $2.1bn aggregate principal amount of debt, including extending the maturity of $478m of senior notes, and a debt-for-equity exchange at a parent company. In Los Angeles, Rodrigo Guerra represented a group of joint book-running managers led by Merrill Lynch, Pierce, Fenner & Smith, Barclays, and J.P. Morgan Securities in a $250m offering of 2% senior notes due 2018 and a $1bn offering of 3.5% senior notes due 2023 by banking software developer FIS.

Baker Botts L.L.P.’s sizeable corporate practice includes close to 20 experienced capital markets lawyers spread across Houston, Dallas and New York, who have acted for issuers and underwriters alike on substantial transactions, mainly from the energy sector. Joshua Davidson and Tull Florey represented Morgan Stanley, J.P. Morgan, Bank of America Merrill Lynch and Royal Bank of Canada as underwriters in Spectra Energy Partners’ public offering of $500m of senior notes due 2018, $1bn of senior notes due 2024 and $400m of senior notes due 2043. Kelly Rose advised longstanding client Halliburton on a public offering of $3bn of senior notes issued in four series and due between 2016 and 2043; the proceeds of the offering were used to complete a complex $3.3bn tender offer. David Kirkland heads the team. Herschel Hamner joined Sidley Austin LLP while Bonnie Barsamian was hired in New York. All other named attorneys are based in Houston.

Renowned for its underwriter practice, Cahill Gordon & Reindel LLP is regularly instructed by some of the world’s leading financial institutions and most prominent banks. Jonathan Schaffzin and Corey Wright represented Bank of America Merrill Lynch, Citigroup and J.P. Morgan as joint book-running managers on the $750m Rule 144A/Reg S offering of 3.125% senior notes due 2023 by pharmaceutical company Mylan. James Clark, alongside Ann Makich, advised Deutsche Bank and the other underwriters in the public offering by the NASDAQ OMX Group, owner and operator of the renowned stock exchange, of €600m aggregate principal amount of 3.875% senior notes due 2021; the proceeds were used in part to finance the acquisition of electronic trading platform eSpeed. On the issuer side, Susanna Suh, who was particularly active in 2013, represented Praxair in a series of three public offerings, including senior notes, due between 2016 and 2042 and totaling over $2bn.

A team of Debevoise & Plimpton LLP lawyers, led by Steven Slutzky, acted on Verizon Communications’ record-breaking corporate bond issue of $49bn; the deal, which attracted over 3,000 orders from more than 800 investors, will help fund its $130bn offer for Vodafone’s 45% stake in Verizon Wireless, the joint-venture between the two groups. Paul Rodel advised American Airlines in its offering of $1.4bn of class A enhanced equipment trust certificates, its first standalone deal during bankruptcy. Drawing on the firm’s expertise in insurance, Ethan James represented Bank of America Merrill Lynch, Wells Fargo, Citigroup and J.P. Morgan as joint book-runners in Liberty Mutual’s $600m offering of 4.25% of senior notes due 2023. The practice’s lawyers are praised as ‘practical, knowledgeable and always responsive on time sensitive matters’. Alan Paley and Peter Loughran co-chair the group, and Matthew Kaplan is a ‘trusted adviser you can rely on’. All named attorneys are located in New York.

Fried, Frank, Harris, Shriver & Jacobson LLP’s ‘incredibly strong legal capabilities’ are a credit to its sizeable team of experienced lawyers, led by Valerie Ford Jacob and based in New York. The practice is renowned for representing underwriters on investment-grade deals; a recent example saw Jacob, alongside Daniel Bursky and Andrew Barkan, acting as designated underwriters’ counsel in over $5bn of debt offerings during 2012 and 2013 by Procter & Gamble. The team also represented underwriters including Merrill lynch, Pierce, Fenner & Smith Incorporated, US Bancorp Investments, and Wells Fargo in Kroger’s offering of $600m aggregate principal amount of senior notes due 2023 and $400m aggregate principal amount of senior notes due 2043. On the issuer side, Stuart Gelfond (a ‘very safe pair of hands’) and Michael Levitt advised Merck & Co in its $6.5bn series of six public offerings of senior unsecured notes due between 2016 and 2043. The team can also count on a steady stream of private equity-driven work. Paul Tropp is recommended.

Gibson, Dunn & Crutcher LLP demonstrates broad capabilities in the debt capital markets, acting for blue-chip issuers such as Amazon, GE, and Heineken as well as bulge bracket banks including Bank of America, J.P. Morgan, and Citigroup. New York practice group head Andrew Fabens has been particularly active, with recent highlights including acting on Pitney Bowes’ $425m public offering of notes and MetroPCS Communications’ $3.5bn Rule 144A/Reg S offering of senior notes. San Francisco-based practice co-head Stewart McDowell is regularly instructed by Intel Corporation and recently handled a $175m public offering of senior notes for the technology giant; Kevin Kelley advised BNP Paribas as manager on the $941.8m public offering of notes issued by Brazilian multinational mining firm Vale; and Douglas Smith is a key adviser to Wells Fargo. Named attorneys are based in New York except where stated, although the practice also has senior lawyers on the ground in Dallas, Washington DC, and Denver.

Jones Day draws on its integrated global platform of close to 130 capital markets specialists to act for leading issuers and international banks in domestic and cross-border offerings. A cross-office team of New York, Chicago and California-based lawyers, led by Chicago-based Edward Winslow and New York partners Joel Telpner and Timothy Curry, advised global flash memory cards provider SanDisk Corporation on its $1.5bn Rule 144A/Reg S offering of 0.5% convertible senior notes due 2020. Winslow also acted for Starbucks in its issuance of $750m of 3.85% senior notes due 2023. Also in New York, John Owen advised underwriters including Goldman Sachs, Merrill Lynch, Pierce, Fenner & Smith Incorporated, and Morgan Stanley on PepsiCo’s public offering of $1.7bn of senior notes, consisting of $850m of floating rate notes due 2015 and $850m of 2.25% senior notes due 2019. Christopher Kelly and Michael Solecki are key contacts in Cleveland; the former also spends a portion of time in New York.

The ‘prompt, knowledgeable and efficient’ practice at Kirkland & Ellis LLP has a solid track record advising issuers. In Chicago, Dennis Myers acted for Bristol-Myers Squibb in a series of three offerings of senior unsecured notes including $500m of 1.75% notes due 2019, $500m of 3.25% notes due 2023, and $500m of 4.5% notes due 2044. In New York, Christian Nagler advised Wyndham Worldwide Corporation in two public offerings: $450m worth of 2.5% notes due 2018 and $400m of 3.9% notes due 2023; the proceeds were used to repurchase outstanding debt at higher rates. Drawing on the firm’s global network, a London and Chicago cross-office team acted for Smurfit Kappa Group in its €400m offering of 4.125% senior secured notes due 2020. Paul Beck and Bradley Reed, located in New York and Chicago respectively, made partner in October 2013.

Mayer Brown’s team is spread across various financial centers through out the US, enabling it to deliver a ‘reliable and prompt service’. In Chicago, Edward Best and Jennifer Carlson, represented J.P. Morgan Securities, Goldman Sachs, and Bank of America Merrill Lynch as underwriters in The Allstate Corporation’s issuance of $500m 5.1% fixed-to-floating rate subordinated debentures due 2053. The practice has particular expertise in automotive finance; example highlights include Best advising Hyundai Capital America in its inaugural Rule 144A/Reg S issuance of $500m 1.625% senior notes due 2015 and $500m 2.125% senior notes due 2017, and representing Nissan Motor Acceptance Corporation in the issuance of $300m of 2.65% notes due 2018 as well as $700m worth of floating rate notes due 2016. Also recommended are John Berkery in New York and Philip Niehoff in Chicago.

Milbank, Tweed, Hadley & McCloy LLP’s nine-partner New York-based team ‘delivers excellent legal services’. Although the majority of clients are major financial institutions, the firm has been acting regularly for the Canadian government in SEC-registered bond offerings over the past few years. Paul Denaro – noted for his ‘fantastic knowledge of the market and drafting abilities’ – alongside Robert Mullen, recently advised Canada’s export credit agency in two separate $1bn offerings due 2018. The pair also acted on the largest corporate debt offering in history, Verizon’s $49bn bond sale issued in eight separate tranches, where it represented Barclays Capital, J.P. Morgan Securities, Bank of America Merrill Lynch and Morgan Stanley as underwriters. The practice is known for its aviation finance capabilities; Arnold Peinado’s work for Citibank as lead structuring agent on British Airways’ first-ever issuance of enhanced equipment trust certificates, raising $927m, is a case-in-point. New arrival Carlos Albarracín attracts praise for his cross-border expertise and ‘works very well under strong time-frame pressures’.

Combining ‘standout commercial judgment’ with a ‘strong knowledge of the developments in the capital markets’ enables Morrison & Foerster LLP to deliver advice that ‘takes into account all the relevant commercial considerations’. ‘Overwhelmingly experienced’ practice head James Tanenbaum is a ‘strategic thinker’, and his team is lauded for its ‘constant availability, immediate response times and overall dedication’. Anna Pinedo, singled out for her ‘creative approach to complex legal issues’, served as designated underwriter’s counsel for Capital One Financial Corporation on a $1.34bn exchange offer of senior notes, a $850m bank note offering, and a $1.5bn exchange offer of subordinated notes. Ze’-ev Eiger, an ‘excellent lawyer’, advised Israel Electric Corporation on a number of global offerings, including a $5bn update to the electricity supplier’s global medium-term note program. The departure in San Francisco of Andrew Thorpe to Orrick, Herrington & Sutcliffe LLP was balanced by the arrival of former SEC veteran Martin Dunn in Washington DC. The group also expanded its REIT expertise significantly by hiring John Good and Justin Salon from Bass, Berry & Sims PLC. David Lynn is a ‘superb securities lawyer’. Recommended attorneys are based in New York except where stated.

O'Melveny & Myers LLP’s practice is co-chaired by Michael Schiavone in New York, who is a key adviser to a number of managers, and Brophy Christensen in San Francisco. Schiavone advised J.P. Morgan Securities, Wells Fargo, Barclays Capital, Citigroup Global Markets and Morgan Stanley as representatives of the initial purchasers in a $1.5bn notes offering by Cox Communications. The notes were issued in a private placement under Rule 144A/Reg S and consisted of $1bn aggregate principal amount of 2.95% notes due 2023 and $500m aggregate principal amount of 4.5% notes due 2043. In Los Angeles, John-Paul Motley represented Honda Financial Services in establishing its public medium-term note program to replace its existing Rule 144A medium-term note program through a $2.75bn public offering. Martin Dunn left to join Morrison & Foerster LLP’s Washington DC office in November 2013. New York-based William Kuesel is also recommended.

Paul, Weiss, Rifkind, Wharton & Garrison LLP’s 14-partner team routinely handles large investment-grade debt, convertible debt and hybrid securities offerings for issuers and underwriters alike. The practice has particular expertise in the leisure and retail sectors; for example, John Kennedy advised Carnival Corporation & plc on two separate public offerings of $500m 1.875% senior notes due 2017 and $500m 1.2% senior notes due 2016, and Raphael Russo acted for Ralph Lauren in a public offering of £300m worth of 2.125% senior notes due 2018. On the underwriter side, Christopher Cummings represented HSBC and Deutsche Bank as lead underwriters in TransCanada’s $500m offering of floating rate senior notes due 2016. Other key contacts include Gregory Ezring and Edwin Maynard.

Proskauer Rose LLP attracts praise for its ‘excellent response times, business acumen, industry knowledge’ and ‘strength-in-depth of the team’. The practice acts for a broad cross-section of bulge bracket, middle-market and boutique investment banks. Longstanding client Lazard Capital Markets regularly instructs the firm as underwriter or placement agent on transactions; recent examples include FuelCell Energy’s offering of senior unsecured convertible notes, and Pacific Ethanol’s offering of common stock and senior unsecured notes. On the issuer side, Ares Capital Corporation is a key client, and a team led by Los Angeles-based private equity group co-head Monica Shilling represented it in a $600m institutional investment grade offering of 4.875% senior unsecured notes due 2018 and a $300m offering of 4.375% convertible senior notes due 2019. In New York, Frank Lopez acted for Celgene in a $1.5bn bond offering that included $400m of senior notes due 2018, $700m of notes due 2023, and $400m of senior notes due 2043. Fellow New York attorneys Julie Allen and Stuart Bressman are also recommended.

Vinson & Elkins LLP’s ‘outstanding team’ is very active in the energy space – unsurprising given its core members sit in Houston – and advises a mix of issuers and underwriters. The group is co-headed by Kevin Lewis and David Oelman; the latter recently acted for Plains All American Pipeline on its $750m note offering. Mark Kelly advised Barclays Capital on a $450m senior notes offering and $300m convertible senior notes offering, both by Hornbeck Offshore Services. Douglas McWilliams represented J.P. Morgan Securities, Wells Fargo and Citigroup Global Markets as underwriters/sale agents on two senior notes offerings by Enterprise Product Partners collectively valued at $4bn, including a recent $2.25bn two-tranche offering. Other issuer clients include Western Gas Partners LP, FCM Technologies and Endeavour International Corporation.

The service is top notch’ at Weil, Gotshal & Manges LLP, with its 30 capital markets lawyers lauded for their ‘extraordinary response times, firm grasp of market developments and great negotiating style’. Highly regarded practice head Matthew Bloch advised DIRECTV on a £350m senior notes offering, a €500m senior notes offering, and a $750m senior notes offering; this series of transactions included its first-ever euro-denominated offering and second-ever sterling denominated offering. Bloch is also recommended for his underwriter practice and he represented Goldman Sachs and Merrill Lynch as joint book-running managers on the five-tranche $4bn public offering of senior notes, including floating rate notes, by Walgreens. Corey Chivers represented Leucadia National Corporation in its $1bn two-tranche senior notes offering. Jennifer Bensch acted for GE in its sale of $4bn worth of senior unsecured notes received as part of the sale of its remaining 49% stake in NBCUniversal to Comcast. All named attorneys are based in New York.

Andrews Kurth LLP has a strong track record for investment-grade debt and high-yield deals within the energy space, acting mainly for issuers but also increasingly for managers. Michael O’Leary and David Buck co-head the practice from Houston and other senior figures are located in New York, Washington DC and Dallas. Dudley Murrey was instructed by Wal-Mart on the issuance of four series of unsecured notes, including $1bn of 0.6% notes due 2016, $1.25bn of 1.125% notes due 2018, $1.75bn of 2.55% notes due 2023, and $1bn of 4% notes due 2043. Other recommended Houston partners include Henry Havre and Stephanie Conklin Beauvais. In Washington DC, William Cooper represented the underwriters, including J.P. Morgan, US Bancorp, and Deutsche Bank, in Sunoco Logistics Partners Operations’ issuance of $350m principal amount of 3.45% senior notes due 2023 and $350m principal amount of 4.95% senior notes due 2043. Gislar Donnenberg joined Paul Hastings LLP’s Houston office.

A popular choice among energy companies, Houston-based Bracewell & Giuliani LLP ‘s experienced team includes Michael Telle, who led a cross-office team acting for Chesapeake Energy Corporation in its three-tranche $2.3bn offering consisting of 3.25% senior notes maturing in 2016, 5.375% senior notes maturing in 2021 and 5.75% senior notes maturing in 2023. Gregory Bopp and Gary Orloff advised Kinder Morgan in a $1bn aggregate principal amount offering comprised of $600m worth of 3.5% senior notes due 2023 and $400m worth of 5% senior notes due 2043. Other notable clients include ConocoPhillips, Sysco Corporation and the Apache Corporation. Charles Still and Troy Harder are additional key contacts.

Clifford Chance’s 50-strong team leverages the firm’s strong international network to act on a range of cross-border offerings. The group’s co-heads are Jay Bernstein and Alex Camacho; the latter, along with counsel Per Chilstrom, advised the initial purchasers and joint book-runners in the issuance of $300m aggregate principal amount 4.9% senior notes due 2023 by Metalsa. Camacho had a particularly busy year that also saw him advise Morgan Stanley, HSBC and Scotiabank as book-runners and initial purchasers of Grupo Idesa’s $300m notes issue. John Howitt and Gary Brooks advised Goldman Sachs as representatives for the underwriters on GE Capital’s $1.7bn public offering of senior secured notes comprising two fixed-rate series and one floating rate. The group is also a trusted adviser to some FIBRAs, a form of Mexican REIT. All named attorneys are based in New York.

Covington & Burling LLPprovides a great level of service’ through its ‘expert legal advice and deal execution in the capital markets space’. In Washington DC, Kerry Burke represented industrial distributor of electronic components Avnet in its £350m public offering of 4.875% notes due 2022, and acted for Delmarva Power & Light Company in a $300m registered offering of first mortgage bonds 3.35% series due 2023. The ‘experienced and hard-working team’ provides ‘the right level of support and guidance necessary to book-run high-quality transactions’. Eric Blanchard advised Jefferies as sole book-running manager to Jefferies Group in an aggregate of $1bn senior notes made up of $600m 5.125% senior notes due 2023 and $400m 6.5% senior notes due 2043. Blanchard also represented the underwriters, led by BNP Paribas, Citigroup, Mitsubishi UFJ Securities International plc and Wells Fargo, in The Clorox Company’s $600m registered offering of 3.05% senior notes due 2022. Bruce Bennett and David Martin co-head the practice out of New York and Washington DC respectively. David Engvall is also a key contact.

Combining ‘strong technical abilities’ with ‘excellent business sense’, DLA Piper’s capital markets practice ‘delivers outstanding service in cost-effective fashion’. Practice head Christopher Paci attracts praise for his ‘very substantive knowledge of the capital markets’, regularly handling investment-grade and high-yield offerings. Renowned lawyer Berge Setrakian represented Goldman Sachs, BNP Paribas Securities Services, J.P. Morgan, Morgan Stanley, and SG Americas Securities LLC on Telefónica’s $2bn notes offering. In Baltimore, Robert Smith is a ‘first-rate business counsellor’ and Jason Harmon is a ‘technically very solid and level-headed lawyer’ with ‘deep capital markets experience’. Harmon acted for Deutsche Bank, Goldman Sachs and 16 other underwriters on Marriott International Inc’s $350m offering of 3.375% series M notes due 2020 pursuant to an automatic shelf registration statement, and also advised Ryland Homes in its $267.5m offering of 0.25% convertible senior notes due 2019. Jack Kantrowitz and Gregory Hayes are also recommended. Named attorneys are based in New York except where stated otherwise.

Dechert LLP’s capital markets practice spans the US, with a strong presence on both coasts and in the Midwest. The team regularly handles issuer and manager work in complex high-yield offerings and is noted for its strengths in cross-border matters. New York attorney Howard Kleinman represented Itaú CorpBanca in its $750m issuance and sale of senior notes in a registered offering; the proceeds raised are to be used to help fund lending activities. The practice has developed niche expertise in advising business development companies (BDCs) and has also been able to leverage the firm’s reputation in the technology and life sciences spaces to act on a number of transactions. David Rosenthal and Thomas Friedmann co-head the practice from New York and Washington DC respectively.

Faegre Baker Daniels is recognised as a leading presence in the Midwest, advising some of the region’s best known names such as Craig-Hallum, Archer Daniels Midland Company and TW Telecom. In Minneapolis, Practice head Sonia Shewchuk and Dawn Holicky Pruitt regularly advise Wells Fargo on a broad range of capital-raising activities, spanning Rule 144A offerings, senior and subordinated note offerings, and structured securities. Indianapolis partner David Worrell acted for Simon Property Group in its $500m registered offering of 2.75% notes due 2023, a $750m Rule 144A/Reg S offering of 1.5% notes due 2018, and a registered offering of €750m principal amount of 2.375% notes due 2020. Douglas Wright in Denver and Lisa Pugh and Morgan Burns in Minneapolis, are additional key contacts.

Hogan Lovells has ‘strong expertise in debt capital markets matters’. The firm regularly acts for issuers, and increasingly for managers, while remaining active in the regulatory space, something the Washington DC-headquartered group is well-known for. Global corporate co-head Stuart Stein and Eve Howard led a cross-office team representing Apple in its $17bn public offering of senior debt, its first capital markets offering since 1996. Richard Parrino handled a $2.25bn investment-grade offering by UnitedHealth Group and Jon Layman, who splits his time between San Francisco and Silicon Valley, advised pharmaceutical company Vivus on its $220m offering of 4.5% convertible senior notes due 2020. Practice head David Bonser is also a key contact. Former assistant director of the SEC’s real estate group Michael McTiernan joined the firm in November 2013.

Morgan, Lewis & Bockius, LLP’s versatile team of capital markets lawyers handled deals for issuers and managers across an array of industries in 2013. New York-based energy finance specialist Douglas Davidson represented Morgan Stanley, J.P. Morgan Securities and RBS Securities as lead book-runners in the two-series offering and sale by FirstEnergy Corporation of $1.5bn of its unsecured senior notes. Stephen Farrell, also in New York and noted for his significant expertise in shipping-related deals, acted for Jefferies Group in its $1bn debt offering of 5.125% ten-year senior notes and 6.5% 30-year senior notes. Fellow New York attorney Howard Kenny advised Pearson plc in its recent Rule 144A/Reg S private placement of $500m aggregate principal of 3.25% guaranteed notes due 2023. Washington DC partner Linda Griggs is also recommended. The team in Irvine was strengthened by the arrival of Ellen Bancroft and Bryan Gadol from Dorsey & Whitney LLP.

The ‘overall level of service is excellent’ at Orrick, Herrington & Sutcliffe LLP, which has strong teams on the ground in Los Angeles, San Francisco, and New York. In San Francisco, Brett Cooper is regularly instructed by PG&E and recently handled a series of senior notes offerings totaling $1.55bn, comprised of notes due between 2023 and 2043. Levi Strauss & Co has been a capital markets client since 2010, and in May 2013, Cooper handled a $140m private placement of senior notes conducted pursuant to Rule 144A/Reg S. Practice co-chair Alan Benjamin, based in Los Angeles, serves as relationship partner for Wells Fargo, which provides a steady source of underwriter-side work. In New York, Alan Benjamin is recommended.

Wachtell, Lipton, Rosen & Katz draws on its first-rate corporate practice to act for issuers in large investment-grade and high-yield debt transactions. Within the seven-partner restructuring and finance group, Eric Rosof, Joshua Feltman, and Gregory Pessin are regularly instructed on debt-side deals, including a $3.5bn bridge financing and subsequent bond take-out by Walgreens for its initial investment in 45% of Alliance Boots. The team also advised United Technologies Company on its $10bn issuance of senior notes to fund its acquisition of aerospace manufacturing company Goodrich.

White & Case LLP draws on its banking group and extensive international network to act, mainly for issuers, on large investment-grade issuances. Gary Kashar represented Avon Products in its public offering of $250m principal amount of 2.375% notes due 2016, $500m of 4.6% notes due 2020, $500m of 5% notes due 2023, and $250m of 6.95% notes due 2043. John Donovan heads the practice and has acted on such high-profile deals as Canada Housing Trust No1’s offering and sale of CAD$29.65bn in aggregate principal amount of Canada Mortgage Bonds. Latin America expert John Vetterli, who has recently returned from a posting in Sao Paulo, is also recommended. All named attorneys are based in New York.

Winston & Strawn LLP is ‘excellent on the private placement and public offerings of debt securities’. In Chicago, chair of M&A, securities and corporate Oscar David, alongside Cabell Morris, served as issuer’s council to Motorola Solutions in connection with its $600m public offering of 3.5% senior notes due 2023 in a deal that was underwritten by Citigroup, HSBC and Morgan Stanley. Highly regarded New York based lawyer James Junewicz represented AAR Corp in the aviation support company’s put right purchase offer for 1.75% convertible senior notes due 2026. Steven Gavin is recommended as ‘practical and easy to work with’.


Capital markets: equity offerings

Index of tables

  1. Capital markets: equity offerings – advice to issuers
  2. Capital markets: equity offerings – advice to managers
  3. Leading lawyers

Leading lawyers

  1. 1

The order of the editorial paragraphs below follows the order of the tiered tables above. Each firm has a single editorial paragraph, regardless of it being ranked in one or both of the above tables. If a firm is ranked in different tiers across the tables then its highest ranking in either of those tables is taken into consideration to determine which tier bracket its paragraph is listed in. Firms are ordered alphabetically within each tier bracket.

Cleary Gottlieb Steen & Hamilton LLP’s work on precedent-setting financings continues apace from its flagship New York office; for example, Craig Brod and Jeffrey Karpf recently represented the underwriters in the final sale of AIG shares by the US Treasury for $7.6bn. Karpf also acted for Citigroup Global Markets, Morgan Stanley, RBC Capital Markets, UBS and Wells Fargo as underwriters in a registered offering of $400m 5.1% trust-preference securities; this first-of-its-kind transaction allowed the issuer, SCE Trust II to access its preferred stock market without becoming subject to certain NYSE equity listing requirements. Michael Volkovitsch represented the underwriters, including Goldman Sachs, Barclays, Bank of America Merrill Lynch, Credit Suisse, Deutsche Bank, UBS, J.P Morgan and Macquarie Capital, in Northern Tier Energy’s $262m IPO of approximately 18.7 million common units representing master limited partnership interests. The practice also draws on a sizeable issuer client base and Brod, alongside Filip Moerman, advised Genting Hong Kong and its wholly owned subsidiary Star NCLC Holdings Limited as selling shareholder in a registered $331m secondary offering of ordinary shares of Norwegian Cruise Line Holdings. Pamela Marcogliese, a key member of the team that first issued contingent convertible securities in 2011, was made partner.

The lawyers at Cravath, Swaine & Moore LLP are ‘valuable advisers on important and strategic transactions’. William Whelan, alongside Joseph Zavaglia, acted for the underwriters (led by Credit Suisse and Citigroup) in the $723m IPO of Taylor Morrison Home Corporation, a portfolio company of a consortium of private equity sponsors including TPG Capital, Oaktree Capital Management, and JH Investments. In another private equity-sponsored deal, Whelan and the ‘incredibly smart’ Steven Burns advised the underwriters (led by J.P. Morgan, Credit Suisse, Goldman, Sachs, UBS and Deutsche Bank) on the $381m IPO of manufacturer Ply Gem Holdings. Burns is also regularly instructed by Crown Castle International Corporation and recently advised it on a $3bn registered common stock offering. William Fogg advised CyrusOne on its NASDAQ-listed $361m carve-out IPO. The New York-based group also includes Kris Heinzelman, who chairs the securities practice, LizabethAnn Eisen and Scott Bennett, who made partner in November 2013.

Davis Polk & Wardwell LLP is a ‘leader in the equity markets’, having acted on a string of high-profile IPOs in 2013. Menlo Park-based Alan Denenberg acted for the underwriters, including Goldman Sachs, Morgan Stanley, and J.P. Morgan Securities, in the $2.1bn Twitter IPO, one of the largest-ever flotations in the tech sphere. In New York,Michael Kaplan, a ‘very thoughtful lawyer’ who is ‘great to have on a deal’, advised Bank of America Merrill Lynch, Deutsche Bank, Goldman Sachs, J.P. Morgan, Morgan Stanley, and Wells Fargo as joint book-running managers on Hilton Worldwide Holdings’ $2.35bn IPO, the largest-ever in the hospitality sector. Kaplan also represented J.P. Morgan Securities, Merrill Lynch and Morgan Stanley as joint book-running managers on Coty’s $1bn New York flotation, highlighting the practice’s cross-border capabilities. On the issuer side, Richard Truesdell, an ‘intelligent and effective adviser’, acted for Cobalt International Energy on its $1.3bn SEC-registered secondary offering of common stock and Martin Wellington represented Pandora Media Inc in its $523m secondary offering. Richard Drucker and Bruce Dallas (Menlo Park) are also recommended.

Latham & Watkins LLP’s sizeable team of capital markets lawyers, which includes over 60 partners spread across ten cities, stands out for its versatility and wide-ranging expertise. Practice co-chair Marc Jaffe in New York and Chicago office deputy managing partner Cathy Birkeland represented Goldman Sachs and J.P. Morgan Securities as joint book-running managers in SeaWorld Entertainment’s IPO; a portfolio company of private equity fund Blackstone, it raised $807.3m. In Houston, master limited partnerships specialist Ryan Maierson led advice to Southcross Energy Partners LP on its $180m IPO, one of the first offerings by a master limited partnership to be filed confidentially as an emerging growth company under the recently enacted JOBS Act. Technology and Silicon Valley-based life sciences expert Patrick Pohlen acted for underwriters Citigroup and Morgan Stanley in the $98m follow-on offering by Tesaro; this follows a successful June 2012 IPO where it raised close to $87m. Los Angeles partner Julian Kleindorfer advised Spirit Realty Capital on its $500m NYSE-listed float in one of the largest REIT IPOs of recent times. Kirk Davenport is another key Los Angeles contact.

The New York-based group at Simpson Thacher & Bartlett LLP attracts praise for its ‘deep team, strong leadership, exceptional industry knowledge’ and ‘expertise in conducting transactions’. Practice head Arthur Robinson and Lesley Peng acted for the underwriters, led by sole book-running manager J.P. Morgan Securities, in Cellular Dynamics International Inc’s IPO, a deal that raised $43m. Another life sciences highlight was Joshua Ford Bonnie’s work for Quintiles Transnational Holdings – a company controlled by a private investor group that includes 3i Group and Bain Capital, in its $1.1bn IPO. The practice is also a ‘powerhouse when it comes to representing publicly traded private equity firms’; by way of example, Andrew Keller advised Blackstone Mortgage Trust on its $660m common stock offering and Joseph Kaufman, who is ‘highly responsive, knowledgeable and committed to his clients’, acted for HCA Holdings and its principal stockholder on three secondary offerings totaling $4.2bn. Other clients include SeaWorld Entertainment, Credit Suisse, Bright Horizons Family Solutions and Citigroup.

Skadden, Arps, Slate, Meagher & Flom LLP’s practice head Stacy Kanter and Dwight Yoo acted on one of the largest domestic IPOs of 2013, representing Pfizer in Zoetis’ $2.6bn offering; the deal was based around an innovative structure whereby Pfizer, instead of selling shares of Zoetis’ common stock directly to the underwriters for cash, exchanged shares with certain of the underwriters for outstanding indebtedness; the pair also advised Pfizer on a related $13bn carve-out IPO. Phyllis Korff is a ‘go-to lawyer for equity deals’; she represented, alongside David Goldschmidt, Bank of America Merrill Lynch, Citigroup Global Markets, J.P. Morgan Securities and Wells Fargo as joint book-running managers in the $949m IPO of common stock of Brixmor, a portfolio company of Blackstone. In Los Angeles, Gregg Noel and Rodriguo Guerra acted for Goldman Sachs as sole underwriter in a $721m secondary offering of common stock of Fidelity National Information Services. Laura Kaufmann and Los Angeles-based Michelle Gasaway made partner in April 2013. Michael Zeidel is highly recommended. Partners are located in New York except where stated.

Sullivan & Cromwell LLP is a ‘firm you hire for its knowledge and judgment’. It advised ING U.S on its $1.27bn flotation, the largest by an insurance company in the last ten years and a significant part of its substantial recapitalization program; this follows the firm’s successful work for AIG over the past few years in a number of high-profile offerings aimed at reducing the US Treasury’s stake in it. New York-based Robert Buckholz, who is ‘sharp and effective’, acted for a consortium of underwriters in a $1bn series of secondary offerings by retailer Five Below. He also represented J.P. Morgan Securities as underwriter in the $413m SEC-registered Class A common shares offering by GNC Holdings. A Los Angeles-based team, led by Patrick Brown and Rita-Anne O’Neill, acted for the underwriters in Oaktree Capital Group LLC’s $375m follow-on offering. Among the firm’s other ‘market-leading lawyers’, Robert Reeder, Marion Leydier and Palo Alto-based Sarah Payne are also recommended.

Debevoise & Plimpton LLP’s New York-based capital markets practice, co-chaired by Peter Loughran and Alan Paley, was involved in a number of private equity-driven IPOs, drawing on the firm’s longstanding relationships with a range of funds. Loughran advised Envision Healthcare, a portfolio company of Clayton, Dubilier & Rice, on its $1.1bn IPO of common stock, while Steven Slutzky and Paul Brusiloff acted for HD Supply in its $1.1bn IPO. Other areas of expertise within the practice include insurance, where the team has closed over 100 debt and equity offerings in the last five years including a recent $317m IPO for property and casualty reinsurer Third Point, and aviation, where Matthew Kaplan recently acted for Gogo Inc in its $187m flotation. Underwriter clients of the practice include Credit Suisse, Goldman Sachs and J.P. Morgan.

Fried, Frank, Harris, Shriver & Jacobson LLP is lauded for its ‘highly professional, focused and responsive approach’ making it a ‘go-to firm for capital markets deals’. Paul Tropp is praised for his ‘incredible knowledge and forward-thinking attitude’ and the ‘client-centricStuart Gelfond is a ‘very safe pair of hands on any deal’. Recent highlights include representing the joint book-running managers to retailer Dollar General’s $1.7bn offering of 30m shares of common stock, acting as representatives of the underwriters to Ellington Residential Mortgage REIT’s $129m IPO, and advising Extended Stay America and its subsidiary ESH Hospitality, on the successful $565m IPO and issuance of Class B common stock in a sophisticated pairing structure. Daniel Bursky regularly handles private equity-led deals. The New York-based team, headed by Valerie Ford Jacob, welcomed two new special counsel and saw Vasiliki Tsaganos join the US Department of Transportation.

At Gibson, Dunn & Crutcher LLP, New York based practice co-chair Andrew Fabens is an experienced and versatile lawyer who is particularly strong when it comes to representing issuers from the retail sector; he advised Coty on its $1.2bn IPO, and acted for Noodles & Company in its $100.4m IPO, the proceeds of which were used to repay a credit facility as well as for general corporate purposes. San Francisco-based practice co-chair Stewart McDowell is recommended for her tech expertise, having represented Goldman Sachs as lead book-running managers on Marin Software’s $105m IPO, and also acted for Barclays on Xoom Corporation’s $100m IPO. Los Angeles-based practice co-chair Peter Wardle advised Del Frisco’s Restaurant Group – a portfolio company of lone star funds – in its IPO and subsequent secondary offering of common stock. New York-based Kevin Kelley is recommended for his Caribbean and Latin America-focused practice.

Hogan Lovells’ ‘great team’ is ‘client-friendly and highly accessible’. The firm is ‘very active in the REIT space’; head of department David Bonser acted for QTS Realty Trust Inc in its $300m IPO, and firm co-CEO Warren Gorrell, alongside Stuart Barr, advised Goldman Sachs and Bank of America Merrill Lynch as underwriters to Empire State Realty Trust’s $1.07bn IPO. Other recent clients of the practice include Uranium Resources Inc, Hyperion Therapeutics, and Webster Financial Corporation. Michael McTiernan was hired from the SEC in November 2013, further enhancing the firm’s regulatory capabilities. The core of the practice is Washington DC based, but includes recommended attorneys Laura Berezin in Silicon Valley, Paul Hilton in Denver and Michael Silver in New York. Former assistant director of the SEC’s real estate group Michael McTiernan joined the firm’s Washington DC office in November 2013.

Kirkland & Ellis LLP attracts praise for its ‘high level of service’, delivering ‘added value’ through its ‘pragmatic and timely advice’. The practice has significant experience of representing private equity portfolio companies in the equity markets; in New York Joshua Korff acted for Burlington Stores, an investment of Bain Capital, on its $260m IPO, and in Chicago, the ‘thoughtful and practicalRobert Hayward advised US Silica Holdings Inc – a Golden Gate Capital portfolio company – on two secondary offerings totaling $485m. In addition to its strong issuer practice, the firm regularly represents Goldman Sachs, Morgan Stanley and Credit Suisse as underwriters in an extensive range of deals. Dennis Myers and Alexander Fine are ‘top-notch attorneys who provide valuable advice and representation’ from Chicago and Washington DC respectively. Myers acted for Sensata Technologies Holding in two secondary offerings of common stock by certain selling shareholders totaling more than $950m. Paul Beck, in the firm’s New York offices, and Bradley Reed, in Chicago, were promoted to partner in October 2013.

Paul Hastings LLP’s lawyers combine a ‘client-friendly and responsive’ approach with ‘good industry knowledge’ to deliver ‘excellent service’. The practice has continued its steady expansion of the last few years by recruiting, in Houston, master limited partnerships specialist Gislar Donnenberg from Andrews Kurth LLP. The firm’s Latin America practice is a significant source of work; in New York, Michael Fitzgerald represented Mexican private equity firm Ventura Capital Privado in the restructuring of Maxcom Telecomunicaciones in a deal that involved simultaneous SEC-registered and Mexican equity offerings. Fitzgerald, global capital markets chair Michael Zuppone, and Arturo Carrillo, acted for Bank of America Merril Lynch (global coordinator), BBVA, Santander, Barclays and Morgan Stanley as joint book-runners to the SEC-registered secondary offerings by Aerodynamic Investments in a $230m transaction. Zuppone also represented the joint book-running managers on Blackstone Mortgage Trust’s follow-on public offering; a re-IPO that raised $660m for the Blackstone Group subsidiary.

Building on its relationships with various private equity firms, New York-based Paul, Weiss, Rifkind, Wharton & Garrison LLP has worked on a steady stream of offerings and receives praise for its ‘very good sponsor-side practice’. Highlights include the Taylor Morrison Home Corporation $722m IPO, the Intelsat $400m IPO and the Ply Gem Holdings $381 IPO, all led by John Kennedy. Gregory Ezring and Monica Thurmond are key members of the group, and David Huntington is also recommended, having advised Sandler O’Neill & Partners LP and Raymond James as lead underwriters in Silvercrest Asset Management Group’s $60m IPO.

Proskauer Rose LLP’s ‘very seasoned team knows the market, is excellent interacting with clients’ and is ‘very user friendly’. Clients also praise the combination of ‘senior level attention’ and ‘excellent value for money’. From the New York office, Julie Allen and Frank Lopez oversee the global capital markets practice, which welcomed a number of new arrivals in 2013, including senior counsel Robin Feiner (‘she gets to the root of client concerns’), who was formerly executive director of equity capital markets at UBS. American Realty Capital is a longstanding and regular client, and real estate capital markets team co-heads Peter Fass and Steven Lichtenfeld represented it on the $1.75bn equity offering of American Realty Capital Healthcare Trust. The team further bolstered its REIT capabilities in Chicago, with the recruitment of Michael Choate and senior counsel Kevin Lippert in 2013. Additional key clients include GNC, Solera Capital, Lazard Capital markets and Citigroup. Monica Shilling in Los Angeles is also recommended.

Sidley Austin LLP significantly expanded its capital markets practice in 2013 via internal promotion and a number of lateral hires: Thomas Kim, former chief counsel and associate director of the SEC, joined in August 2013, bringing considerable regulatory expertise; in the Houston office, it hired Herschel Hamner from Baker Botts L.L.P. and Tim Langenkamp from Andrews Kurth LLP, while in Chicago, Michael Heinz made partner. The Houston office is a strong source of energy-related deals, while the New York office’s recent highlights include acting as issuers counsel and selling stockholders’ counsel in TRI Pointe Homes’ $232m IPO; real estate expert Gerard Cummins led on the deal. New York practice head Edward Petrosky worked alongside Jonathan Freedman to advise Deutsche Bank as underwriter on WhiteHorse Finance’s $115m IPO. Jonathan Babb represented provider West Corporation in its $425m IPO, a return to the capital markets for the company following the decision by Thomas H. Lee and Quadrangle Group LLC to take it private in 2006. ‘Versatile lawyer’ Samir Gandhi is also recommended.

Shearman & Sterling LLPputs its clients first’ and ‘delivers services that always exceed expectations’. Americas practice head Antonia Stolper has considerable expertise in representing Latin American issuers and managers in complex cross-border transactions. Further highlighting the team’s international focus, Danielle Carbone advised HeartWare in a $149.2m registered offering of common stock listed on NASDAQ. The firm also handles some impressive work for underwriters, including regular client Credit Suisse. Robert Evans represented Credit Suisse, Merril Lynch, Jefferies and William Blair as lead underwriters for the $204m IPO of Fairway Group Holdings Corporation, and also acted for Morgan Stanley and Citigroup as underwriters in a $1bn secondary offering of common stock by Cobalt International Energy. Jason Lehner, who splits his time between New York and Toronto, attracts praise for his broad-ranging practice.

Weil, Gotshal & Manges LLP’s team of respected partners, including practice head Matthew Bloch and key figure Alexander Lynch, are supported by an impressive cast of junior lawyers, representing a wide range of clients, including companies from the technology, food, beverage and retail industries. Bloch and Lynch advised AMC Entertainment Holdings, a portfolio company of Chinese conglomerate the Dalian Wanda Group, on its successful $379m IPO, its third flotation attempt. The practice is active in sponsor-driven deals and Lynch represented Generac Holdings in three secondary public offerings by funds affiliated with private equity sponsor CCMP Capital, raising $950m for the industrial generator manufacturer. Barclays is a regular client on the manager side; recent highlights for this client include the $411m offering of limited liability company interests and the $128m follow-on public offering of limited liability interests by Macquarie Infrastructure Company. Jennifer Bensch and David Lefkowitz are also recommended. All named attorneys are based in New York.

David Kirkland heads Baker Botts L.L.P.’s capital markets practice from its Houston headquarters, where it is renowned for handling high-profile energy and natural resources deals for issuers and underwriters alike. Joshua Davidson advised Barclays, Goldman Sachs and J.P. Morgan as lead book-running managers on Plains GP Holdings’ $2.82bn IPO, the largest IPO of 2013; he also acted for EQT Midstream Partners LP in its $530m public offering of common units, the largest-ever follow-on equity offering for a master limited partnership. The team is equally strong in handling complex transactions involving novel structures; for example, Austin-based Mike Bengtson and Paul Perea advised longstanding client Jones Energy on its $172m IPO, a transaction based on a structure whereby its pre-IPO owners retained their ownership interests in the firm as part of the offering. Other recommended attorneys include Hillary Holmes and Bonnie Barsamian; the latter’s arrival from Fried, Frank, Harris, Shriver & Jacobson LLP strengthens the team’s New York presence. Herschel Hamner left to join Sidley Austin LLP. Attorneys are based in Houston except where stated.

Cahill Gordon & Reindel LLP is renowned for its extensive and enviable list of banking clients, regularly handling high-profile offerings as underwriter’s counsel across all areas of securities law. James Clark represented the joint book-running managers and the other underwriters to the $260m IPO of retailer Burlington Stores, William Hartnett and Douglas Horowitz represented Citigroup Global Markets, Morgan Stanley, Credit Suisse and Deutsche Bank as joint book-running managers in PBF Energy’s $579m NASDAQ flotation, and Jonathan Schaffzin represented UBS and Barclays as lead managing underwriters on the $515m IPO of Norwegian Cruise Line Holdings. William Miller and Corey Wright are also singled out from the team, the core of which is based in New York.

Clifford Chance’s New York-based practice has particular expertise in both REIT-driven offerings and cross-border equity deals, drawing on the firm’s tax structuring capabilities. Larry Medvinsky, Jason Myers, and Richard Catalano advised Empire State Realty Trust in its high-profile $930m IPO, the proceeds of which will be used to cash out existing holders, repay debt and fund future acquisitions. On the underwriter side, practice co-head Jay Bernstein, alongside Andrew Epstein and Donald Carden, advised Hannon Armstrong Sustainable Infrastructure Capital in its $177m IPO. Practice co-head Alex Camacho represented Bank of America Securities LLC as joint book-runner on Tandem Diabetes Care Inc’s $120m IPO. The practice has been instrumental in shaping Mexico’s FIBRA market and also acts, from its New York base, for foreign issuers and underwriters acting across the world’s capital markets.

Bruce Bennett and David Martin head the ‘knowledgeable and responsive’ team at Covington & Burling LLP, singled out for its ‘ability to think outside of the box and provide innovative solutions to complex situations’. Within this ‘well-staffed’ practice, life sciences expert Donald Murray attracts praise for his ‘solid industry knowledge’ as well as his ‘commercial and user-friendly approach’. He advised, alongside special counsel Brian Rosenzweig, the underwriters, led by Bank of America Merrill Lynch, Citigroup and Jefferies, on Acadia Healthcare’s $275m follow-on public offering. Eric Blanchard handled, for Jefferies, a $60m registered offering by Cell Therapeutics, a company specializing in the development of cancer treatments. In Washington DC, Kerry Burke regularly represents issuers in equity offerings. In San Francisco, Nora Gibson is acting in two IPOs by technology firms that have filed confidentially with the SEC under the JOBS Act.

Dechert LLP has an ‘extremely proficient and experienced’ team of lawyers who are ‘timely, responsive and knowledgeable with regard to securities laws and regulations’. Life sciences is a particular strength at the firm, and New York-based practice co-head David Rosenthal led advice to Novadaq Technologies Inc on its NASDAQ-listed $40m IPO and two follow-on offerings of $58m and $105m’s worth of common shares. The practice is also a ‘leader in the alternative investment sector’ and its lawyers ‘understand the BDC space very well’. Washington DC-based practice co-head Thomas Friedmann advised WhiteHorse Finance on its $100m IPO, and James Lebovitz, who splits his time between Philadelphia and New York, represented Franklin Square Capital Partners in close to $3bn worth of continuous public offerings by two BDCs it sponsors. William Tuttle, also a BDC expert and based in Washington DC, was made partner.

The 70-strong capital markets team at Goodwin Procter LLP delivers ‘fantastic equity markets advice’, drawing on the firm’s strong bi-coastal presence to act for clients from the technology, life sciences, financial services and REIT industries. New York and Boston-based practice head Ettore Santucci represented Citigroup Global Markets, Credit Suisse, Goldman Sachs, J.P. Morgan, and Morgan Stanley as underwriters for Digital Realty Trust’s $258m follow-on preferred equity offering. Menlo Park partner Richard Kline and Boston partner William Schnoor acted for Control4 in its $73m IPO. Mitchell Bloom in Boston, alongside Michael Maline in New York, advised J.P. Morgan as underwriters in the $160m IPO of Intrexon Corporation. Other clients include Foundation Medicine (a $106m IPO), Bank of America Merrill Lynch (as underwriters on two IPOs), and Boston Properties. Real estate capital markets group chair Gilbert Menna, who splits his time between Boston and New York, is recommended.

Milbank, Tweed, Hadley & McCloy LLP, praised for its ‘client-friendly and responsive approach’, has expanded its practice by hiring Latin America securities expert Carlos Albarracín from Chadbourne & Parke LLP and leveraged finance specialist Stuart Morrissy from Weil, Gotshal & Manges LLP. The firm’s strong New York presence means it is regularly instructed on high-profile deals by a wide range of banks including Barclays and Bank of America. The firm ‘knows the Latin American market well’ and Albarracín’s arrival complements the international expertise of practice head Marcelo Mottesi. Arnold Peinado is an aircraft finance specialist. Rod Miller and Paul Denaro ‘are excellent lawyers that have a wide range of experience which includes representing public and private issuers’.

Morrison & Foerster LLP is an ‘incredible and cost-effective resource’ and ‘the client service experience, combined with its legal prowess, makes this firm a great one to call on for high-value projects’. The arrivals in Washington DC of regulatory expert Martin Dunn from O'Melveny & Myers LLP, and REIT experts John Good and Justin Salon from Bass, Berry & Sims PLC adds further depth to this team of ‘attorneys that are instantaneously responsive, ever-available, and thorough’. Practice head James Tanenbaum and Anna Pinedo, (praised for her ‘depth of knowledge and nuanced understanding of capital markets’), represented, from their office in New York, Merrill Lynch, Pierce, Fenner & Smith, Morgan Stanley, and Citigroup Global Markets as joint book-running managers in the $2.9bn offering of common stock by Capital One Financial Corporation. Recent issuer clients include Israeli drug development company BioLineRx, Alexandria Real Estate Equities, and Marrone Bio Innovations. In San Francisco, Andrew Thorpe left for Orrick, Herrington & Sutcliffe LLP.

O'Melveny & Myers LLP’s seven-partner capital markets team is co-chaired by New York-based Michael Schiavone, a well-regarded managers’ counsel; he represented J.P. Morgan Securities and Barclays Capital in a registered public offering of shares of common stock by Thermo Fisher Scientific, raising $2.53bn, and also acted for a handful of underwriters including Morgan Stanley, Goldman Sachs and Wells Fargo on the $1.48bn offering by REIT Prologis. On the issuer side, William Kuesel advised Norwegian Cruise Lines Holdings on its successful $515m IPO. San Francisco-based practice co-chair Brophy Christensen is also recommended for his work with public companies and first-time issuers. The practice is regularly instructed by big names from the automotive industry on a range of capital markets transactions. Martin Dunn joined Morrison & Foerster LLP’s Washington DC office in November 2013.

Vinson & Elkins LLP’s co-practice leader David Oelman handled a stream of high-profile master limited partnership IPOs, including advising Plains All American Pipeline on its $2.73bn flotation, the largest of 2013, and representing Barclays in Tallgrass Midstream’s $315m IPO. As a Houston-based firm, energy is a core source of work and the practice balances issuer and underwriter representation, acting for leading public companies, emerging firms and bulge bracket banks. Douglas McWilliams acted for J.P. Morgan Securities, Wells Fargo, and Citigroup Global Markets as underwriters and sales agents in three common unit offerings by Enterprise Products Partners; the deal totaled close to $2bn, with offerings made across a number of months. McWilliams also has particular expertise in handling private equity-driven energy IPOs. Also recommended are Mark Kelly and James Prince.

The eight-partner team at White & Case LLP has seen the return of John Vetterli from the firm’s Sao Paulo office, further bolstering its cross-border capabilities. Colin Diamond handled two prominent international matters, advising Wix.com on its $127m NASDAQ IPO and representing the underwriters, led by Credit Suisse Securities, on the $288m secondary offering of shares by NASDAQ-listed QIWI. Holt Goddard acted for UBS, Jefferies and Deutsche Bank as joint book-runners in the $270m IPO and NASDAQ listing of SFX Entertainment. John Donovan heads the practice from New York, where the aforementioned attorneys are also based.

Houston firm Andrews Kurth LLP is recommended for oil and gas upstream transactions, acting for issuers and underwriters alike. Practice co-head Michael O’Leary, alongside Stephanie Conklin Beauvais, advised Barclays Capital as underwriter in a $663m follow-on block trade for Energy Transfer Partners in one of the largest-ever registered block trades by a master limited partnership. Clients on the issuer side include El Paso Pipeline Partners, Cheniere Energy Partners and Wal-Mart. Practice co-head David Buck is also recommended. Gislar Donnenberg left for Paul Hastings LLP.

The capital markets practice at Houston-based Bracewell & Giuliani LLP is naturally focused on energy-related transactions. Michael Telle is representing FTS International in its planned IPO, expected to be one of the largest in the oilfield services industry, and is also handling Chesapeake Oilfield Services’ proposed IPO. Kinder Morgan is a regular client, which Gregory Bopp and Troy Harder advised on a $306.5m public offering of 4.6 million common units representing limited partnership. Gary Orloff, noted for his strengths in representing underwriters, is recommended.

Delivering very good value for money’, DLA Piper is active across a broad range of sectors and is praised for its ‘cross-border expertise’. Gregory Hayes advised Equity Residential (EQR) in its $1.6bn follow-on equity offering. New York-based Christopher Paci regularly represents international issuers. In Silicon Valley, Curtis Mo and Peter Astiz focus mainly on technology and life sciences-related deals, while the Austin team is recommended for its work with venture capital firms. Sam Zabaneh, based in Austin, represented RetailMeNot in the filing of its S-1 in anticipation of its IPO. Clients also note the firm’s ‘excellent service levels’ and ‘ability to hit all the deadlines’.

Renowned technology and life sciences firm Fenwick & West LLP is ‘very knowledgeable about all capital-raising products, with experts offering safe advice on key terms beneficial to their clients’. Securities and corporate finance co-chair Horace Nash is singled out for his industry knowledge; he advised, alongside Cynthia Hess, digital advertising provider YuMe on its $53m IPO. Practice co-head Jeffrey Vetter, Gordon Davidson and James Evans represented Goldman Sachs and others as underwriters on Tableau Software’s $292m IPO, the biggest of any venture-backed company in 2013. All named attorneys are based in the firm’s Mountain View office.

Clients value Jones Day as a ‘great firm with great lawyers’, with the capital markets practice noted for the breadth of its expertise. In Cleveland, Michael Solecki represented self-managed REIT DDR in its public offering of $739m worth of common shares. In Silicon Valley, and in collaboration with the firm’s Paris office, Khoa Do advised France-based Criteo on its $288m IPO in the form of American Depositary Shares (ADS) on NASDAQ. In New York, Boris Dolgonos acted for Jefferies and Piper Jaffray & Co as underwriters on the $60.9m IPO of Marrone Bio Innovations and also represented FLY Leasing Limited in its issuance of 11,428,571 common shares in the form of ADS in a $160m public offering.

Mayer Brown represents issuers and underwriters alike on deals spanning a broad range of industries. Chicago-based Edward Best and James Barry worked alongside John Berkery in New York to represent Goldman Sachs as underwriter in MGIC Investment Corporation’s offering of 135 million shares of common stock and $450m worth of 2% convertible senior notes due 2020 in a transaction totaling close to $700m. Best also represented Potbelly Corporation in its $105m IPO. The team expanded its Houston presence by hiring William Heller and Harry Beaudry from Thompson & Knight LLP.

The ‘overall level of service is top notch’ at Morgan, Lewis & Bockius, LLP, owing to the team’s ‘responsive and knowledgeable’ lawyers. The firm’s managing partner of operations David Pollak, who is based in New York, acted for Jefferies LLC and Piper Jaffray as lead underwriters in AcelRx Pharmaceuticals’ $41.6m follow-on public offering of shares of common stock. Howard Kenny represented Sprouts Farmers Market in a December 2013 secondary offering and July 2013 IPO, raising over $1bn in net proceeds for the company and selling stockholders. The firm is ‘among the best at representing shipping companies in equity transactions’; by way of example, Steve Farrell and Finn Murphy advised StealthGas Inc on its $115m follow-on public offering of common stock, and represented Jefferies and Morgan Stanley as lead underwriters in a series of common stock offerings for Baltic Trading Limited, raising a total of $142m for the company. Ellen Bancroft and Bryan Gadol were hired from Dorsey & Whitney LLP to further expand the firm’s Irvine office, bringing with them years of experience in advising on a wide range of corporate and securities matters including equity offerings and regulatory issues. Other named attorneys are based in the New York office.

Orrick, Herrington & Sutcliffe LLP’s strengths include representing emerging companies from early-stage venture financing all the way to IPO planning, and acting for foreign private issuers on transnational matters via its international network of offices and capital markets lawyers. Silicon Valley partners John Bautista and Brett Cooper acted for Sequans Communications in its $15m public offering of ADS. New arrival Andrew Thorpe, who joined the firm in San Francisco from Morrison & Foerster LLP, advised JMP Securities as underwriter in AxoGen’s $18.6m uplisting to NASDAQ. In New York, Brian Margolis and Stephen Ashley represented Shutterstock and certain of its selling stockholders in a follow-on offering that raised $317.4m.

Reed Smith LLP is particularly active in at-the-market deals; in 2013/14, US practice head Yvan-Claude Pierre and Daniel Goldberg, acted in over ten such deals for clients such as Sunesis Pharmaceuticals, NewLink Genetics, and Enzo Biochem. Pierre also represented Aegis Capital Corporation as underwriter in a series of follow-on offerings totaling $70m by Cancer Genetics Inc and also as sole book-running manager in Heat Biologics’ $28.8m IPO. On the issuer side, Aron Izower led advice to SFX Entertainment in its $260m IPO and also acted for LTC Properties Inc in its sale of 4,025 million shares of common stock in a $180m offering. All named attorneys are based in New York.

Sutherland Asbill & Brennan LLP has developed a leading niche practice in representing BDCs, representing them in all matters related to the formation, structuring, financing and regulation of their operations. The practice, headed in Washington DC by Steven Boehm and Cynthia Krus, represented Capitala Finance Corporation in its $80m IPO and also advised Fifth Street Senior Floating Rate Corporation in its $100m flotation. Other clients include THL Credit, BlackRock Kelso Capital, and various boutique and middle-market banks on the underwriter side.

WilmerHale’s practice saw a number of significant developments in 2013, starting with the return in Washington DC of Meredith Cross after her four years as director of the Division of Corporation Finance of the SEC, where she led efforts to implement the JOBS Act. The practice’s regulatory expertise was further bolstered by the arrival of Cross’ former SEC colleagues Lillian Brown and Jennifer Zepralka. The team is particularly active in the technology sector, and the recruitment of Glenn Luinenburg, formerly at Wilson Sonsini Goodrich & Rosati, will enhance its capabilities in this sphere. New York based practice co-head Brian Johnson represented Merrimack Pharmaceuticals Inc in concurrent public offerings of convertible senior notes and common stock, raising $153.8m, and Washington DC-based practice co-head Erika Robinson advised Thermo Fisher Scientific in an equity forward transaction and related public offering of $2.53bn of common stock to finance an acquisition.


Capital markets: global offerings

Index of tables

  1. Capital markets: global offerings – advice to financial institutions
  2. Capital markets: global offerings – advice to corporates
  3. Leading lawyers

Leading lawyers

  1. 1
    • Manuel Garciadiaz Davis Polk & Wardwell LLP
    • Phyllis Korff Skadden, Arps, Slate, Meagher & Flom LLP
    • Marcelo Mottesi Milbank, Tweed, Hadley & McCloy LLP
    • William Rogers Cravath, Swaine & Moore LLP
    • Leslie Silverman Cleary Gottlieb Steen & Hamilton LLP

New York-based Cleary Gottlieb Steen & Hamilton LLP’s ‘top-notch’ team comes highly recommended as market leader. The firm has acted for both issuers and underwriters in an impressive range of deals throughout Asia, Europe and Latin America. Francesca Odell recently led advice to the firm’s long-standing client Petrobras on its SEC-registered offering of $11bn aggregate principal amount of guaranteed senior notes, issued in six tranches by the client’s Dutch finance subsidiary, Petrobras Global Finance, and listed on the New York Stock Exchange (NYSE). Craig Brod and Filip Moerman recently advised Genting Hong Kong and its wholly-owned subsidiary Star NCLC Holdings on a registered secondary offering of ordinary shares in Norwegian Cruise Line Holdings; 11.5 million ordinary shares in the company were sold for approximately $331m. The firm also recently advised América Móvil on its SEC-registered MXN15bn offering of 6.45% senior notes due 2022; the notes are listed on the Mexican Stock Exchange and on Luxembourg’s Euro MTF Market. Nicolas Grabar led on the aforementioned deal, alongside São Paulo-based Francisco Cestero. John Palenberg, who sadly passed away in January 2014, also played a leading role.

Davis Polk & Wardwell LLP’s ‘solid, cross-disciplinary’ practice is noted for its strong Latin America presence and market-leading transactional offering. Manuel Garciadiaz, who is based between the firm’s São Paulo and New York offices, is highly regarded for both debt and equity work, and recently advised the joint book-runners on the $5.7bn Rule 144A/Reg. S IPO of common shares in BB Seguridade; the deal was the largest Latin American IPO of 2013. The ‘extremely knowledgeable’ Maurice Blanco, who is also based between the São Paulo and New York offices, led advice to the global coordinators and joint book-runners in Enersis S.A’s $2.4bn, SEC-registered rights offerings of new shares. Highlight debt deals include assisting Digicel with its issuance of $2.8bn aggregate of notes, which include a $1.5bn senior note offering, the largest high-yield offering by a Caribbean issuer to date. Nicholas Kronfeld and Michael Kaplan in New York are also recommended.

The ‘outstanding’ team at Simpson Thacher & Bartlett LLP is ‘extremely knowledgeable and responsive’ and advises a range of issuers and underwriter clients globally on the full gamut of offerings, including high-yield debt and investment grade debt offerings, structured finance deals and IPOs. The US team draws on the expertise of lawyers in offices across Asia, Latin America and Europe to service the firm’s enviable client base. Recent issuer-side highlights include acting for Chilean telecoms company Empresa Nacional de Telecomunicaciones in a Rule 144A/Reg. S offering of $1bn of 4.875% senior notes due 2024. The firm has a strong East Asia presence, as evidenced by its role advising the underwriters of the Rule 144A/Reg. S initial public offering by Hydoo International Holding; the offering raised approximately HK1.65bn in proceeds. New York-based David Williams, who heads the Latin America practice, has over 25 years’ experience advising on cross-border deals.

The ‘outstanding’, New York-based team at Sullivan & Cromwell LLP is ‘extremely knowledgeable’. It continues to act for an impressive array of issuers and underwriters in various cross-border offerings. The firm, which is active across the globe, has a particularly strong client following in Canada; Donald Crawshaw is a key name for Canada-related work, and recently acted for Barrick Gold in its $3bn unsecured notes offering. The team also provided extensive advice to Bank of Canada and Bank of Montreal in connection with debt offerings. Recent Latin America experience includes acting as issuers’ counsel in the Republic of Paraguay’s debut Rule 144A offering of $500m principal amount of 4.625% bonds, due 2023. Also of note is the firm’s impressive activity in Asia and Australasia, as evidenced by its recent work assisting Chinese automotive manufacturer Geely Automobile Holdings in in its $307m Rule 144A/Reg S. offering of common stock. Robert Buckholz, John Estes and Jay Clayton are also recommended.

New York-based Cravath, Swaine & Moore LLP has a truly international focus, noted in particular for its strong European client roster. The team assists a range of issuers and underwriters across the full range of cross-border deals, including debt, equity and high-yield offerings. Recent highlights include the firm’s work for Shell International Finance in three SEC-registered debt offerings with an aggregate value of $9.5bn, listed on the NYSE; William Rogers led on the deal. Recent equity-side instructions include Craig Arcella’s work advising Bermuda-based Blue Capital Reinsurance Holdings in connection with its $125m common stock IPO listed on the NYSE and Bermuda Stock Exchange. William Whelen represented the initial purchasers, led by Bank of America Merrill Lynch and Jeffries, in Ultrapetrol (Bahamas) Ltd’s $200m 44A/Reg. S high-yield debt offering. Equity and debt capital markets lawyer Scott Bennett made partner in 2014.

Operating ‘in the upper echelon of Latin American capital markets lawyers’, the ‘experienced and responsive’ team at Milbank, Tweed, Hadley & McCloy LLP provides ‘an excellent level of service’. The team has continued to build on its already impressive Latin American presence, handling a range of equity and debt offerings in the region. Recent representative debt deals include regional expert Marcelo Mottesi’s work advising Bank of America Merrill Lynch and J.P. Morgan Securities as underwriters in a $1bn, dual-tranch bond offering by Banco Nacional de Costa Rica. On the equity side, Mottesi also led the representation of Chilean bottler and beverage producer Compañía Cervecerias Unidas in its $670m offering of shares in the form of American depository receipts (ADR) and rights, listed and traded on the NYSE. The ‘experienced, diligent and resourceful’ New York and São Paulo-based Andrew Jánszky is recommended, alongside New York-based Carlos Albarracín.

The ‘highly knowledgeable’ team at Morrison & Foerster LLP is recommended for its broad structured products practice that provides ‘fantastic value for money’. The firm’s extensive global offerings practice spans debt and equity, derivatives, securitization and global covered bonds, and the team is active across Europe, Latin America, Israel and Asia. The firm recently advised Israeli client Protalix BioTherapeutics on a $69m private placement of 4.50% convertible senior notes, initially purchased by Citigroup Global Markets under Rule 144A. Equity highlights include acting for South African company MiX Telematics in its $116m IPO of American depository shares (ADS) trading on NASDAQ. The ‘outstanding’ Anna Pinedo led on both deals from New York. The team also acts extensively for Canadian financial institutions, and is underwriters’ counsel to Toronto-Dominion Bank, Bank of Montreal, Scotiabanks and National Bank of Canada. Notably, Jerry Marlatt and counsel Melissa Beck recently assisted Royal Bank of Canada with its first ever SEC-registered covered bond offering, which consisted of $1.5bn of 0.625% covered bonds due 2015. Christopher Forrester left the firm in 2014 to join Shearman & Sterling LLP.

With offices in the UK, France and Germany as well as a solid Canada and Asia presence, Shearman & Sterling LLP is highly regarded for its extensive global reach in capital markets transactions. Of particular note is the firm’s impressive track record for Latin America offerings, as evidenced by its recent work advising Mexican airline Volaris in its $381m IPO of ADS trading on the NYSE. The listing was concurrent with an IPO in Mexico of Series A shares. New York-based Antonia Stolper, who led on the aforementioned transaction, also oversaw the firm’s advice to Ecopetrol S.A in a $2.5bn SEC-registered public offering of investment grade notes, listed on the NYSE. It has recently advised a number of financial institutions, including representing Barclays, Morgan Stanley, Santander, BBVA, Citigroup and J.P. Morgan as joint lead managers and joint book-runners in a $5.1bn Rule 144A/Reg. S debt offerings by Petróleos Mexicanos; Stuart Fleischmann led on the transaction from New York. Palo Alto and San Francisco-based Christopher Forrester joined the firm from Morrison & Foerster LLP in 2014.

Skadden, Arps, Slate, Meagher & Flom LLP has a strong issuer and underwriter client following, and is recognized for its expertise in a range of debt, equity and high-yield transactional work. New York-based Alejandro Gonzalez Lazzeri and Andrea Nicolas recently acted for BBVA, Citigroup Global Markets and Goldman Sachs as underwriters in Fomento Económico Mexicano (FEMSA)’s $1bn offering of two tranches of US dollar-denominated bonds. Recent issuer-side highlights include the firm’s work for BTG Pactual, led by New York-based Michael Civale, São Paulo-based Mathias von Bernuth and Richard Aldrich. The team assisted with a $160m Reg. S offering of 4.1% Chinese Renminbi-denominated senior notes and $1bn US dollar-denominated Rule 144A/Reg. S offering of 4% senior notes. Of counsel Phyllis Korff in New York is also recommended.

Clifford Chance leverages its worldwide presence to act for issuers and managers in both debt and equity offerings, with particular strength in the areas of REITS, covered bonds and healthcare. Lewis Cohen in New York is the key contact; his previous experience includes working in conjunction with the London office to advise Deutsche Bank as arranger on the establishment of a $500m covered bond programme by Panama-based Global Bank; the first issue under the programme, a $200m five year Rule 144A/Reg.S offering, closed in October 2012.

Debevoise & Plimpton LLP has a strong issuer-side practice, which draws on the strength of its London, Paris, Frankfurt, Moscow, Shanghai and Hong Kong offices whilst also benefitting from collaborative relationships with firms throughout Latin America. The ‘excellent’ team is noted for its ‘significant depth of industry knowledge’ and ‘responsiveness on time-sensitive matters’. The firm works extensively for Brazilian bank Itaú Unibanco, and advises on the ongoing updates and takedowns under its $10bn medium-term note (MTN) program, as well as all matters relating to SEC reporting and US securities law; recent instructions in this capacity include advising on the bank’s $1.37bn offering of 5.5% subordinated notes due 2022. Paul Rodel and Peter Loughran led on the aforementioned deal, and Matthew Kaplan is also recommended; all are based in New York.

Dechert LLP advised on an impressive range of debt and equity offerings this year, as its global presence continued to grow. Of note is the firm’s expertise in cross-border IPOs, with recent highlights such as advising German 3D printing company voxeljet AG on its $97.2m IPO of ADS trading on the NYSE. Having recently advised Novadaq Technologies on its IPO, the firm has since assisted with $57.8m and $104.7m follow-on offerings; New York-based David Rosenthal, who has an active life-sciences roster, led the work for both aforementioned clients. Recent cross-border debt highlights include advising Tanner Servicios Financieros in its first international bond offering, which consisted of $250m aggregate principal amount of 4.375% Senior Notes due 2018, pursuant to Rule 144A/Reg. S; New York-based Howard Kleinman led on the deal. Thomas Friedmann in Washington DC is also a key name to note.

The ‘highly professional’ and ‘responsive’ team at Fried, Frank, Harris, Shriver & Jacobson LLP is noted for its strong Asia presence, with offices in Hong Kong and Shanghai. Valerie Ford Jacob, who has extensive experience representing both issuers and underwriters in cross-border deals, heads the global team from New York. Recent work includes representing Bank of America Merrill Lynch and CCB International in Cabbeen Fashion Limited's $57m global offering and related listing on the Hong Kong Stock Exchange. The team also acted for Grupo Televisa in its MXN6.5bn offering of peso-denominated senior notes. New York-based Joshua Wechsler is a key name for Asia-related deals, and the ‘extremely reliableStuart Gelfond is also recommended.

Latham & Watkins LLP’s well-established practice assists corporates, investment banks and sovereign governments in debt and equity offerings in the US, Asia, Middle East, Europe, and Latin America. The team’s recent achievements include advising on a number of significant cross-border IPOs, such as advising IEnova in connection with its MXN7.4bn global IPO of common stock, which was was sold in a registered offering in Mexico, and in a private placement in the US and outside Mexico; Roderick Branch, who splits his time between New York and Chicago, led on the deal. Other recent equity highlights include advising French company Criteo in its $287m IPO of ADS trading on NASDAQ; New York-based Marc Jaffe led the transaction.

Paul Hastings LLP has significantly expanded its global offerings over the past two years, having recruited four former Dewey & LeBoeuf lawyers in 2012 and, more recently, hiring Houston-based Gislar Donnenberg in April 2013. The firm has an impressive reach and was recently active advising on a range of significant transactional work in Europe, Asia and Latin America. William Schwitter, Joel Simon and Michael Baker worked with colleagues in Europe to advise RBC Capital Markets, BNP Paribas, Crédit Agricole CIB, DNB Markets and ING Bank as initial purchasers in LBC Tank Terminals’ Rule 144A/Reg. S offering of $350m senior notes. Michael Chernick led the firm’s work for Shuanghui International Holdings Limited (now WH Group) in a $900m offering of senior notes. The firm has a substantial Latin America practice, where the highly recommended Michael Fitzgerald is a key name. Fitzgerald, alongside Scott Saks, Arturo Carrillo and counsel Steven Sandretto, recently represented Citigroup, Deutsche Bank, HSBC and Morgan Stanley as underwriters in Grupo Televisa’s SEC-registered offering MXN6.5b of 7.25% peso-denominated senior notes due 2043. All lawyers are based in the New York head office, except where noted otherwise.

Proskauer Rose LLP’s ‘solid’ New York-based team works closely with the firm’s offices worldwide to advise clients in the US, Asia, Europe and Latin America. Head of the Latin America Practice Group Carlos Martinez recently led the firm’s advice to Banco GNB Sudameris in its $300m offering of 3.875% high-yield notes due 2018. Martinez, alongside David Fenwick led advice to Pacific Rubiales in three separate high-yield offerings, which have an aggregate value of $2.6bn and consist of $1.3bn high-yield guaranteed 5.375% senior notes due 2019, $300m reopening of high-yield guaranteed 7.25% senior notes due 2021 and $1b senior unsecured notes, at the rate of 5.125% due 2023. The latter offering set the benchmark for the lowest interest rate for a high-yield offering in Latin America at the time of issue.

White & Case LLP has a strong following for global cross-border capital markets work and is active throughout the Middle East, Africa, Asia and Latin America. New York-based Colin Diamond recently led advice to Israeli tech company Wix.com in its IPO and NASDAQ listing. The offering raised an aggregate of $127m in proceeds for the company and the selling shareholders. Also of note is New York and São Paulo-based John Vetterli’s work representing J.P. Morgan Securities and Citigroup as global coordinators and joint book-runners in Avianca Holdings’ $409m IPO of ADS trading on the NYSE. The team is also well-regarded for its work on cross-border high-yield offerings, for which Holt Goddard is the key name.

Allen & Overy LLP is an ‘outstanding law firm’ with an impressive Latin America cross-border practice. Recent highlights include assisting Samarco Mineração with its debut international offering of $1bn Rule 144A/Reg. S 4.125% notes due 2022; the ‘highly experienced’ Cathleen McLaughlin in New York led on the deal. Also of note is the team’s recent work advising Grupo México and México Generadora de Energía in the issuance of a $575m 5.5% senior secured notes project bond due 2032, trading on the Luxembourg Stock Exchange. The firm also has expertise advising on sovereign bonds, with recent clients including the Government of Bolivia.

Arnold & Porter LLP’s key strength lies in advising sovereigns in significant debt offerings. The firm has a strong track record acting for the governments of states in Latin America, with recent highlights including its instruction by the Federal Republic of Brazil in two separate SEC-registered, global bond issuances with an aggregate value of $4.05bn; Washington DC-based Whitney Debevoise and Gregory Harrington were the key partners in the deal. The State of Israel instructed the firm in connection with its SEC-registered offering of $1bn 3.5% bonds due 2023 and $1bn 4.5% bonds due 2043, where Steven Tepper in New York led the work. The firm also worked extensively for the Republic of Turkey, advising on five separate bond offerings.

The New York-based team at Linklaters LLP works closely with the firm’s other offices in Europe and Latin America to advise on a range of global offerings. Recent significant instructions include advising Chilean client Falabella in its debut international bond offering of $500m 3.75% notes due 2023, and CLP 94.6m 6.50% notes due 2023; Conrado Tenaglia who has over 17 years’ experience advising on cross-border offerings, led the team. Also of note is the firm’s work for Minerva SA in its BRL495m primary public offering of 45m common shares, pursuant to Rule 144A/Reg. S; Jeffrey Cohen led the work on this deal, which saw the firm’s New York office collaborate with colleagues in São Paulo and London.

Based across the firm’s Chicago, New York and Houston offices, the team at Mayer Brown has expertise advising clients in Europe, Canada and Latin America on a range of cross-border offerings. Recent issuer-side highlights include advising TransCanada PipeLines in its investment grade issuance of $1bn 2.5% senior notes due 2022. Chicago-based Michael Hermsen led on the deal. The firm also continued to represent Turkish private bank Garanti Bank in global capital markets matters, and recently advised on its issuance of TL750m 7.375% Notes due 2018. Bernd Bohr, who is based between London and New York, and James Patti in Chicago led on the deal.

Paul, Weiss, Rifkind, Wharton & Garrison LLP is noted for its ‘round-the-clock client support’, ‘high degree of partner attention’ and ‘top-quality work’. The team advises on cross-border debt, equity and high-yield offerings arising in Europe and Asia, and has a strong Canadian presence, where the ‘highly versatileEdwin Maynard heads the group. Maynard is noted for his ‘consistent, sound advice’ and is an ‘excellent communicator’. New York-based Maynard and Andrew Foley recently led the firm’s work for the Hudson’s Bay Company in its Rule 144A/Reg. S IPO Regulation D private placement in the US of CAD $365m of common shares.


Capital markets: high-yield debt offerings

Index of tables

  1. Capital markets: high-yield debt offerings – advice to issuers
  2. Capital markets: high-yield debt offerings – advice to managers
  3. Leading lawyers

The order of the editorial paragraphs below follows the order of the tiered tables above. Each firm has a single editorial paragraph, regardless of it being ranked in one or both of the above tables. If a firm is ranked in different tiers across the tables then its highest ranking in either of those tables is taken into consideration to determine which tier bracket its paragraph is listed in. Firms are ordered alphabetically within each tier bracket.

The New York-based group at Cahill Gordon & Reindel LLP retained its status as a ‘real leader in the space’ by acting on more high-yield offerings for underwriters than any other firm owing to its team of specialist lawyers. William Hartnett and Adam Dworkin acted in the high-profile $24.9bn leveraged buyout of Dell; their role in the deal was representing Barclays and Credit Suisse as lead joint book-running managers in connection with the Rule 144A/Reg S offering of $1.5bn aggregate principal amount of 5.625% senior first lien notes due 2020 by Denali Borrower, Denali Finance Corp, and Denali Acquiror Inc, to be merged with and into Dell; the firm also advised Bank of America Merrill Lynch as administrative agent on a series of loans and credit facilities taken out by Dell to partially fund the acquisition. Daniel Zubkoff, Douglas Horowitz (who ‘understands the high-yield market very well’), and Timothy Howell represented J.P. Morgan Securities and the other initial purchasers in Griffey Intermediate and Griffey Finance Sub’s $550m Rule 144A/Reg S offering of 7% senior notes due 2020. John Tripodoro and William Miller acted for Citigroup and the other joint book-running managers in connection with the $1bn aggregate principal amount of 8% first-priority senior secured notes due 2020, and $1.15bn aggregate principal amount of 11% second-priority senior secured notes due 2021 by Caesars Entertainment Resort Properties. Jonathan Schaffzin, James Clark, and Corey Wright are also recommended.

Cravath, Swaine & Moore LLP is lauded as ‘one of the top law firms in this market’, noted for the versatility of its lawyers, breadth of expertise and impressive roster of clients. Andrew Pitts represented the initial purchasers, including Citigroup, Bank of America Merrill Lynch, Wells Fargo, Goldman Sachs and Morgan Stanley, in Rite Aid’s $800m rule 144A/Reg S high-yield senior debt offering. Securities practice chair Kris Heinzelman and Joseph Zavaglia advised the initial purchasers, led by Credit Suisse, on the $650m 144A/Reg S senior debt offering by Beverage Packaging Holdings, an affiliate of Reynolds Group Holdings. Heinzelman, alongside William Rogers and LizabethAnn Eisen, again acted for Credit Suisse as lead to the initial purchasers on BlueScope Steel’s $300m Rule 144A/Reg S high-yield offering. On the issuer side, William Fogg represented CyrusOne in its $525m 144A/Reg S high-yield senior debt offering and Stephen Burns and Johnny Skumpija acted for wireless infrastructure operator Crown Castles and its subsidiaries in a series of capital markets deals including a $1.65bn registered high-yield debt exchange offer. All named attorneys are based in New York.

Latham & Watkins LLP has one of the biggest capital markets teams in the US, with key practitioners based in New York, Washington DC, San Francisco, Chicago and Houston among others. It advises a broad selection of issuer clients and is renowned for its work with private equity sponsors and portfolio companies. In Washington DC, global capital markets co-chair Patrick Shannon, alongside Jason Licht, advised The Carlyle Group on its acquisition of DuPont Performance Coatings by way of leveraged buyout in a transaction that included a $750m offering of 7.375% senior notes due 2012, and €250m of 5.75% senior secured notes due 2021. In the New York office, co-chair Marc Jaffe acted for WellCare Health Plans in its SEC-registered shelf takedown for a high-yield note issuance with the healthcare issuer issuing $600m of 5.75% of senior notes due 2020. On the underwriter side, Jaffe represented Jefferies and Deutsche Bank in an offering by Golden Nugget Escrow of $295m of 8.5% senior notes due 2021 and Julian Kleindorfer, alongside Kirk Davenport, advised Barclays Capital as lead purchaser in CyrusOne’s offering of $525m in senior unsecured notes.

Simpson Thacher & Bartlett LLP combines a prominent issuer practice, noted for representing first-time issuers and private equity sponsors, with a strong manager practice where clients include Bank of America Merrill Lynch, Barclays Capital and Goldman Sachs. In New York, Richard Fenyes led advice to First Data Corporation, a portfolio company of KKR, in four high-yield offerings including a $1bn Rule 144A/Reg S offering of senior subordinated notes due 2021 and a $815m Rule 144A/Reg S offering of 10.625% senior notes due 2021. John Ericson acted for the underwriters, led by J.P. Morgan Securities, in American Equity Investment Life Holding’s first high-yield offering of $400m worth of 6.625% senior notes due 2021. Practice head Arthur Robinson represented the underwriters, led by Credit Suisse, Deutsche Bank Securities, Citigroup and Goldman Sachs as joint global coordinators and joint book-running managers in the $450m aggregate principal amount offering by Energy Transfer Equity of 5.875% senior notes due 2024. Edward Tolley advised Crestwood Midstream Partners LP and Crestwood Midstream Finance Corporation as co-issuers in a Rule 144A/Reg S offering of $600m aggregate principal amount of 6.125% senior notes due 2022. Other key contacts include Kenneth Wallach and Palo Alto partner William Brentani.

Davis Polk & Wardwell LLP’s broad range of high-yield capabilities are valued by issuer and underwriter clients alike. Menlo Park office head Alan Denenberg acted for Equinix in its $1.5bn SEC-registered high-yield notes offering and Richard Truesdell advised AES Corporation on an SEC-registered offering of $500m of high-yield senior notes and also on its concurrent tender offers for any and all of certain of its outstanding senior notes. Leading lawyer Michael Kaplan, who is ‘easy to work with’, represented Merrill Lynch, Deutsche Bank, Goldman Sachs, J.P. Morgan and Wells Fargo as joint book-running managers in the $1.5bn high-yield senior notes offering by Hilton. Richard Drucker advised Citigroup Global Markets as initial purchaser in the $4.5bn Rule 144A/Reg S high-yield senior notes by General Motors; the funds were used to repurchase 120 million shares of its outstanding Series A preferred stock held by the UAW Retiree Medical Benefits Trust. Joseph Hall and John Meade are also singled out for praise by clients and peers. All named lawyers are based in New York unless stated.

A ‘responsive’ as well as ‘prompt and pragmatic’ approach makes Kirkland & Ellis LLP an ‘incredibly client-focused firm’. The capital markets practice is staffed with ‘great partners’ and a ‘deep bench of associates’ that are valued for their ‘very deep knowledge of the high-yield and leveraged loan markets’. It does ‘very good work on the sponsor side’, the team, led by James Rowe represented Clear Channel Communications, a portfolio company managed by Bain Capital, in a private offering of $575m 11.25% priority guarantee notes due 2021. Also on the private equity side, Joshua Korff acted for Trinseo, a company also managed by Bain Capital, in its 8.75% offering of senior secured notes due 2019. Christian Nagler advised Charter Communications in its Chapter 11 restructuring, which included four offerings of senior notes due between 2021 and 2024 totaling $3bn. Dennis Myers in Chicago is also highly recommended; other named attorneys are based in New York.

Shearman & Sterling LLP has a solid track record of work for underwriters on a range of deals including cross-border offerings and complex issuances. Highly regarded lawyer Michael Benjamin acted for Morgan Stanley and Deutsche Bank as joint global coordinators, joint book-running managers and representatives of the several initial purchasers on Alcatel-Lucent’s $500m Rule 144A/Reg S offering of high-yield notes. Jason Lehner and Jonathan DeSantis are also singled out for their ‘strong high-yield expertise’ and recent highlights for the pair include representing Citigroup and Bank of America Merrill Lynch as joint book-running managers and representatives of the underwriters on the $750m registered offering of high-yield senior notes by Dana Petroleum, and advising Service Corporation International in a $425m Rule 144A/Reg S offering of high-yield senior notes. Credit Suisse and Morgan Stanley are regular clients of the practice. Latin America expert Antonia Stolper heads the practice from New York, where other named attorneys are also based.

Skadden, Arps, Slate, Meagher & Flom LLP’s team of high-yield lawyers in New York acts for a solid base of issuer clients including international companies. Richard Aftanas represented Valeant Pharmaceuticals International in a $3.23bn Rule 144A/Reg S high-yield offering of senior notes in two tranches issued by its subsidiary VPII Escrow Corporation. Capital markets practice head Stacy Kanter and Michael Zeidel advised Rite Aid on its $5.6bn multi-part debt refinancing which included a $900m issue of 9.25% senior notes due 2020 and a $810m offering of 6.75% senior notes due 2021; the deal and its structure allowed it to extend its debt maturity profile, lower interest expense and provide additional covenant flexibility. Kanter also represented Revlon in its cash tender offer and consent solicitation for any and all of its outstanding $330m of 9.75% senior secured notes due 2015 and a concurrent $500m Rule 144A/Reg S offering of 5.75% senior notes due 2021. Gregory Fernicola advised Citigroup Global Markets as lead initial purchaser in a €250m Rule 144A/Reg S offering of 6% senior notes due 2021 by Avis Budget Finance plc, a subsidiary of Avis Budget Group Inc. Other underwriter clients include Deutsche Bank, Merrill Lynch, and U.S Bancorp.

Sullivan & Cromwell LLP’s highly regarded capital markets practice advises issuers and managers involved in high-yield offerings, acting domestically and internationally across such industries as banking, healthcare, energy, natural resources and telecommunications. In New York, general practice group co-head Robert Downes is recommended for his ‘knowledge and judgment’. John Estes represented Aurora USA Oil & Gas Limited in its $300m senior unsecured notes offering pursuant to Rule 144A/Reg S and also acted for HudBay Minerals in a Rule 144A/Reg S $150m senior unsecured notes re-opening. Neal McKnight, alongside Estes, represented the underwriters, including Goldman Sachs, RBC Capital Markets, and RBC Dominion Securities, in Tervita’s issue of $650m and CAD$200m worth of notes due 2018. In Palo Alto, John Savva advised CNH Global, through its captive finance company CNH Capital, on its $600m Rule 144A/Reg S senior unsecured notes offering and Scott Miller handled two very large high-yield offerings for Dish DBC Corporation: a $2.3bn senior unsecured notes offering in April 2013 and a $2.6bn senior unsecured notes offering in May 2013.

A leading capital markets firm in the US and internationally, Cleary Gottlieb Steen & Hamilton LLP’s versatile lawyers in New York have expertise spanning the whole range of high-yield products, advising both issuers and underwriters. Duane McLaughlin and newly promoted partner Pamela Marcogliese continued to advise Nationstar Mortgage and its wholly owned subsidiary National Capital Corporation in 2013, handling three SEC-registered senior notes offering totaling $775m and a $225m Rule 144A/Reg S senior unsecured notes offering. McLaughlin, alongside Sandra Flow, also acted for J.P. Morgan Securities, HSBC Securities, BNP Paribas, Crédit Agricole, Barclays Capital, RBS Securities and ING Financial Markets as initial purchasers in the Rule 144A/Reg S $1bn bond offering of 6.5% senior notes due 2019 by CEMEX. In another cross-border deal, Jorge Juantorena represented Citigroup Global Markets, Credit Suisse and Morgan Stanley as initial purchasers in the debut global high-yield bond offering by Nemak: a Rule 144A/Reg S $500m offering of 5.5% senior notes due 2023. David Lopez and Adam Fleisher advised Sabre in a $400m Rule 144A/Reg S senior secured notes reopening to repay the tech company’s outstanding loan debt. Leslie Silverman is also a key contact.

The capital markets practice at Dechert LLP is led by Thomas Friedmann and Washington DC-based David Rosenthal. It was particularly active on high-yield offerings in 2013. Howard Kleinman represented Chilean retailer SMU in its first international bond offering, a Rule 144A/Reg S $300m offering of 7.75% senior notes due 2020. In Philadelphia, Stephen Leitzell advised Select Medical on its Rule 144A/Reg S offering of $600m aggregate principal amount of 6.375% senior notes due 2021 and subsequent amendment of its senior secured credit facilities. A cross-office team, including banking, tax, IP and real estate lawyers from the US and London and led by Carmen Romano and Eric Siegel, acted for Edgen Murray Corporation in its Rule 144A/Reg S $540m offering of 8.75% senior secured notes due 2020. Attorneys are located in New York except where stated otherwise.

Fried, Frank, Harris, Shriver & Jacobson LLP served as underwriter counsel on a series of high-yield offerings, drawing on its longstanding relationships with a number of banks, and also acted for a range of issuers, including private equity sponsors. Highlights included advising Navios Maritime Acquisition Corporation in its $610m offering of high-yield senior notes, acting for Merrill Lynch, and Pierce, Fenner & Smith Incorporated as representatives of several underwriters in Sally Beauty Holding’s $200m senior notes offering, and representing J.P Morgan Securities as lead underwriter in Sinclair Broadcast Group’s $600m issue of senior high-yield notes. Head of practice Valerie Ford Jacob, the ‘client-centricStuart Gelfond, the ‘professional and responsivePaul Tropp, and Daniel Bursky are all recommended. Vasiliki Tsaganos left to join the US Department of Transportation while Philip Colbran and Christine Strumpen-Darrie joined as special counsel from Sullivan & Cromwell LLP and Cravath, Swaine & Moore LLP respectively. All are based in New York.

Jones Day’s high-yield expertise has earned it a solid issuer client base, representing a broad range of US and international companies from its New York base. John Owen acted for TransDigm Group in its issuance of $500m worth of 7.5% senior subordinated notes filed under Rule 144A/Reg S. A cross-office team of New York, London and Mexico City lawyers, led by Boris Dolgonos, advised KUO Group in its $325m Rule 144A/Reg S offering of 6.25% senior notes due 2022 and the concurrent tender offer and consent solicitation relating to its 9.75% notes due 2017. The team is also regularly instructed by Jefferies; Ian Blumenstein, who splits his time between New York and Boston, advised it as initial purchaser and sole book-running manager on Stearns Holdings’ $250m offering of 9.375% senior secured notes due 2020 pursuant to Rule 144A/Reg S. Eric Maki is also recommended.

Milbank, Tweed, Hadley & McCloy LLP’s New York-based team ‘consistently impresses with the level of service it provides’, delivering ‘excellent work product and solid advice, always with a smile’. The firm is also ‘very good at keeping in-house counsel in the loop’. Rod Miller is ‘personable and great at working with investment banking professionals’; he advised Citigroup Global Markets and Barclays Capital as underwriters on two separate debt offerings by Israel Electric Corporation, which is 99% owned by the Israeli government, with an aggregate value of $1.4bn. Miller also represented Bank of America Merrill Lynch, Barclays Capital, Citigroup Global Markets, and Wells Fargo as underwriters in Tenet Healthcare Corporation's three offerings – two secured and one unsecured – of high-yield notes worth $1.85bn in total. Arnold Peinado advised J.P. Morgan Securities, Morgan Stanley, Barclays, Deutsche Bank, and Bank of America Merrill Lynch as underwriters to United Continental Holdings' $300m offering of 6.375% senior notes due 2018 guaranteed by United Airlines, and also acted on one of the largest high-yield offerings of 2013 when he advised the underwriters to Intelsat's Rule 144A/Reg S offering of three series of notes due between 2018 and 2023 for an aggregate principal amount of $3.5bn. The hiring of leveraged finance expert Stuart Morrissy from Weil, Gotshal & Manges LLP has further bolstered the practice.

Paul Hastings LLP’s newly established leveraged finance group, with more than 100 lawyers spread across the US and key international financial centers, is developing a solid track record in representing managers on high-yield offerings. From its New York base, William Schwitter and Joel Simon led advice to RBC Capital Markets, BNP Paribas, Crédit Agricole CIB, DNB Markets and ING as initial purchasers in the Rule 144A/Reg S offering of $350m worth of 6.875% senior notes due 2023 by LBC Tank Terminals Holdings Netherlands B.V. Richard Farley, whose practice centers on acting for leading commercial and investment banks in leveraged buyout financings, advised Cowen and Company as placement and exchange agent on Smith & Wesson’s $75m offering of 5.875% senior notes due 2017. The practice has also acted for a number of international issuers and Michael Chernik recently advised Shuanghui Group. Jeffrey Pellegrino and Joy Gallup, noted for her cross-border debt restructuring expertise, are also recommended.

Paul, Weiss, Rifkind, Wharton & Garrison LLP attracts praise for its 'very deep knowledge of the high-yield debt and leveraged loan markets'. The practice is noted for its private equity expertise: 'it is very good on both the sponsor and company sides'. Gregory Ezring and Monica Thurmond advised McGraw-Hill Education on its Rule 144A/Reg S $800m offering of 9.75% first-priority senior secured notes due 2021. The firm's sector strengths span gaming and leisure, telecommunications, and energy. Ezring and Thurmond acted for Caesars Entertainment Corporation in the casino operator’s two Rule 144A/Reg S offerings by subsidiaries: one two-tranche offering of $1bn of 8% first-priority senior secured notes due 2020 and $1.15bn of 11% second-priority senior secured notes due 2021, and a second one-tranche offering of $1.5bn 9% senior secured notes due 2020. John Kennedy and Raphael Russo represented Intelsat in a series of Rule 144A/Reg S offerings including $2bn of 5.5% senior notes due 2023 and $2bn of 7.75% senior notes due 2021. Other clients include Talos Energy, Vantage Oncology and Taylor Morrison. David Huntington and Lawrence Wee are recommended. All named attorneys are located in New York.

Clients praise Proskauer Rose LLP's ‘excellent service levels’ and ‘solid value for money’. The practice is noted for its real estate expertise; for instance, a team of Los Angeles and New York lawyers acted for Ares Commercial Real Estate Corporation in a $69m private offering of unsecured 7% convertible senior notes due 2015. New York-based Frank Lopez and Justin Breen led advice to Citigroup, Credit Suisse, J.P. Morgan and Bank of America Merrill Lynch as initial purchasers in WCI Community's offering of $200m worth of 6.875% senior notes due 2021; the pair also represented Global Hunter Securities as book-running manager in RAAM Global Energy Company's Rule 144A/Reg S $50m 12.5% senior secured notes due 2015 bond deal. The practice, with lawyers across the firm's international network of offices, is also active on cross-border deals. New York partner Carlos Martinez worked with the Sao Paulo office to advise Banco GNB Sudameris in its $300m offering of 3.875% high-yield notes due 2018; the team had previously acted for the Bogota-based company in 2012, in its first incursion into the international capital markets.

Weil, Gotshal & Manges LLP frequently advises corporate issuers and private equity sponsors on high-yield debt deals. Heather Emmel advised Centerbridge Partners in the $225m senior notes offering by logistics services provider syncreon Holdings to part-finance Centerbridge's acquisition of syncreon; she also represented Milacron, a portfolio company of CCMP Capital Advisors, in a $465m senior notes offering. Todd Chandler acted for AK Steel in its $350m offering of senior secured notes, and advised Thomas H. Lee Partners portfolio company Ceridian in its $475m senior exchangeable notes offering. On the underwriter side, for which the firm is also recommended, practice head Matthew Bloch represented Citi, Barclays, J.P. Morgan, RBC and UBS as initial purchasers in the Rule 144A/Reg S $500m offering of senior notes by Lear Corporation, and John Cobb advised Barclays and other initial purchasers in the $350.9m high-yield offering of senior notes by Sequa Corporation, a portfolio company of The Carlyle Group. Leveraged finance expert Stuart Morrissy joined Milbank, Tweed, Hadley & McCloy LLP. All named attorneys are based in New York.

White & Case LLP’s experienced seven-partner high-yield team works closely with the firm's renowned banking group to form an integrated leveraged finance practice. Operating out of New York, the main focus of the team is advising managers and clients including leading domestic and international investment banks. Gary Kashar represented Morgan Stanley as sole representative of the joint book-running managers, senior co-managers and co-managers in the offering and sale by Walter Energy of $450m in aggregate principal amount of 8.5% senior notes due 2021. Jin Kin advised Jefferies, Goldman Sachs, Knight Capital Americas, and Pierpont Securities as initial purchasers in connection with the issuance by GETCO Financing Escrow of $305m in aggregate principal amount of 8.25% senior secured notes due 2018. On the issuer side, Kashar acted for Dynegy in a $500m 5.875% senior notes offering and represented Avon Products in a series of note offerings and an entry into a revolving credit facility. Kenneth Suh is also recommended.

Baker Botts L.L.P. handled a steady stream of energy-related high-yield offerings, reflecting the firm's strong Houston presence, where team headDavid Kirklandis based; he advised Forum Energy Technologies on a private $300m offering pursuant to Rule 144A/Reg S of 6.25% senior notes due 2021. Also in Houston, Joshua Davidson represented the underwriters to Access Midstream Partners' public offering of $1.4bn of its 4.875% senior notes due 2023, and Gerald Spedale acted for CST Brands in its private offering of $500m in aggregate principal amount 5% senior notes due 2023 in connection with the company's spin-off Valero Energy Corporation. Dallas partner Doug Rayburn represented Bank of America Merrill Lynch, Wells Fargo and J.P. Morgan as initial purchasers in RAAM Global Energy Company’s Rule 144A/Reg S offering of $500m worth of 5% senior notes due 2024. Herschel Hamner left for Sidley Austin LLP. Bonnie Barsamian joined the firm's New York office.

Debevoise & Plimpton LLP draws on its strengths in private equity, representing portfolio companies and funds to act on leveraged finance deals including high-yield offerings. Recent clients have included Reynolds Group Holdings, HD Supply, and ServiceMaster. The core of the practice is New York-based, where Steven Slutzky, practice co-chair Peter Loughran, Matthew Kaplan and Paul Rodel are all singled out for mention.

Gibson, Dunn & Crutcher LLP’s high-yield lawyers are drawn from the firm’s multi-office capital markets practice. In New York, Darius Mehraban acted for SemGroup Corporation in its $300m Rule 144A/Reg S offering of 7.5% senior notes and Peter Hanlon advised Coeur d'Alene Mines Corporation on its $300m 7.875% Rule 144A/Reg S offering. In Colorado, Robyn Zolman represented D.R. Horton in a $700m two-part offering of five and ten-year senior notes. On the underwriter side, Wells Fargo is a key client for the firm. Fellow Colorado attorney Andrew Fabens is also recommended along with California-based Douglas Smith.

Mayer Brown handled a wide-range of high-yield offerings in 2013, reflecting its broad expertise on the issuer sie. A team led by New York partners John Berkery and Rory Cohen and Chicago-based Paul Theiss, advised Plastipak Holdings in its issuance of $375m 6.5% senior notes due 2021. Berkery also acted for Wells Fargo as underwriter in Exterran Partners’ issuance of $350m 6% senior notes due 2021. In Houston, Bill Hart, Tristan Propst and Marc Folladori represented ION Geophysical Corporation in its offering of $175m 8.125% senior secured second priority notes due 2018. In Washington DC, counsel Leslie Cruz acted for Indo Energy Finance II on a $500m issue of 6.375% senior notes due 2023.

O'Melveny & Myers LLP’s practice co-head Michael Schiavone who is based in New York, represented Merrill Lynch, and Pierce, Fenner & Smith as initial purchasers in DreamWorks Animation SKG’s offering of $300m aggregate principal amount of 6.875% senior notes due 2020 and also acted for RSI Home Products in its inaugural offering of $525m aggregate principal amount of 6.875% senior secured second lien notes due 2018. Los Angeles partner John-Paul Motley advised Legendary Pictures Funding in the issuance and sale of $425m aggregate principal amount of 8% senior secured notes to affiliates of Weddell & Reed Financial, and also represented Vector Group in its sale of $450m aggregate principal amount of 7.75% senior secured notes due 2021 in a private offering pursuant to Rule 144A/Reg S. Martin Dunn joined Morrison & Foerster LLP while the practice hired, in New York, derivatives and structured finance expert Jaroslaw Hawrylewicz as special counsel from Barclays.

Houston firm Vinson & Elkins LLP is a ‘great asset for clients involved in high-yield deals’, owing to its ‘very deep team of experienced lawyers’. The practice’s core strength lies in representing issuers from the energy and natural resources sector. Mark Kelly represented Concho Resources in a $850m offering of senior notes, and Michael Harrington advised MarkWest Energy Partners in its $1bn senior notes issue; Harrington also acted for three privately held exploration and production companies in offerings of senior notes totaling $1.275bn. On the underwriter side, James Prince represented J.P. Morgan as underwriter in a $600m notes offering by Halcón Resources Corporation.

New York partner James Junewicz at Winston & Strawn LLP is highly recommended, having recently handled a $740m offering for Hub International Limited and representing Bank of America Merrill Lynch as underwriter in Boise Cascade’s IPO and $250m high-yield debt offering. David Sakowitz, also in New York, is recommended. Oscar David heads the practice from Chicago.


Corporate restructuring (including bankruptcy)

Index of tables

  1. Corporate restructuring (including bankruptcy)
  2. Leading lawyers

Leading lawyers

  1. 1

One of the few firms in the market with strength in both creditor and debtor-side cases, Davis Polk & Wardwell LLP has ‘emerged as one of the top choices for companies in major restructurings’ and is considered a ‘safe bet for complex issues’. The New York-based, 12-partner team is ‘calm under pressure’, ‘responsive and knowledgeable’ and possesses ‘great client skills’. Co-chaired by Marshall Huebner, who ‘represents the best of what makes this group good’, and the ‘technically excellent and highly commercial’ Donald Bernstein, the group also includes the ‘communicative and highly practical’ Damian Schaible, ‘excellent litigator’ Timothy Graulich and Benjamin Kaminetzky who is also well regarded for contentious matters. The firm’s ongoing work for the joint administrators of Lehman Brothers International (Europe) remains a prominent case and involves claims of over $100bn. Among its company-side highlights, the firm advised Tokyo-headquartered Elpida Memory in obtaining US recognition of its Japanese corporate reorganization plan; notably, the case marked the first time a US court fully recognized a Japanese reorganization plan under Chapter 15. On the energy side, it is acting for Patriot Coal Corporation on its multibillion-dollar Chapter 11 case, which includes a related $802m debtor-in-possession (DIP) financing. Over the past year the firm has also undertaken high-profile work for Pinnacle Airlines, J.P. Morgan and Citibank.

Widely considered to rank among the country’s top three debtor shops, Kirkland & Ellis LLP is ‘simply a leader in restructuring work’. Indeed, its success can be demonstrated by the fact it was involved in six of the 20 largest public company bankruptcy filings in the US in 2013. Its senior partners are ‘all absolute pros’ and ‘sit at the very top of the market in terms of experience and ability’. In particular, Chicago-based James Sprayregen heads the national 100-lawyer team and is singled out for his ‘overall experience and vision’ and ‘top-notch knowledge’. In New York, Richard Cieri is recommended for his ‘high intellect, preparation and readiness’ and for his ‘ability to stay calm during intense negotiations’, and Paul Basta has ‘excellent business acumen and industry knowledge’. However, the firm’s ‘gold standard’ reputation is also partly due to its ‘excellent ability to nurture and bring on new talent, which ensures that the firm always has formidable strength-in-depth’ – notably, Edward Sassower is widely rated as ‘one of the future stars in the field’. In one of the year’s headline mandates, a team led by Cieri and Ray Schrock acted for Ally Financial and Ally Bank in the bankruptcy cases of Ally’s wholly owned mortgage subsidiary Residential Capital (ResCap), which obtained approval from the bankruptcy court for its disclosure statement in August 2013. In another highlight, the firm successfully advised aerospace manufacturer Beechcraft in its operational and financial restructuring, which saw it emerge from Chapter 11 after negotiations to deal with its $2.5bn of funded debt. Other representative clients include AMF Bowling Worldwide, Cengage Learning and Edison Mission Energy.

Clients roundly praise Paul, Weiss, Rifkind, Wharton & Garrison LLP as ‘one of the best law firms in the world’ and many commend its ‘ability to provide solid cross-practice support in nearly every area you need’. The firm’s financial institutions experience translates into a strong creditor-side practice, but it also receives a significant amount of instructions from debtors and investors in distressed assets. The New York-based team ‘manages to strike the right balance between providing reasoned and commercial advice’. Department chair Alan Kornberg is widely acknowledged as a ‘creditor-side specialist’ and a ‘high-profile figure in the market’. Other key names in the nine-partner team are Andrew Rosenberg, a ‘fabulous lawyer with a deservedly excellent reputation’, and the ‘commercially oriented and highly practicalJeffrey Saferstein. On the contentious side, bankruptcy litigation specialist Stephen Shimshak is also recommended as an ‘astute and commercial counsel’. In 2013, Elizabeth McColm acted alongside Kornberg and Saferstein to advise School Specialty in its Chapter 11 case, which saw it successfully restructure more than $525m of debt. In a representative piece of creditor-side work, the firm represented the senior secured lenders to Australian-based Nine Entertainment Co in the restructuring of over AUS$2bn of debt through a scheme of arrangement. It also acted for an ad hoc group of lenders to UK-based CEVA Logistics in its successful out-of-court restructuring of over $1bn of secured and unsecured debt and a capital investment of $300m. Other clients included the unofficial committee of prepetition senior secured noteholders of Exide Technologies and the steering committee of lenders of Revel Atlantic City.

Skadden, Arps, Slate, Meagher & Flom LLP maintains a ‘thoroughbred debtor practice’ that brings to bear ‘exactly the right blend of technical knowledge, commercial acumen and senior experience that one would expect from a market leader’. The group benefits from a broad national network and is spread across the firm’s offices in New York, Chicago, Wilmington and Los Angeles. Clients also commend its strong international presence, which awards it ‘an excellent platform for cross-border cases’. Global corporate restructuring head, Jay Goffman, leads the team from New York and is an ‘absolute wonder’ – ‘that rare breed of partner that knows the commercial angles as well as the legal perspective’. Jack Butler is a ‘restructuring star’ and sources are quick to commend him as ‘one of the very best’. Deputy practice heads Ken Ziman (‘technically superb and very knowledgeable’) and George Panagakis (‘highly respected in the field’) are also highly recommended. The firm is traditionally seen as a company-side specialist but it also wins a substantial share of high-profile creditor-side cases and distressed M&A deals. Most notably, it acted for the unsecured creditor’s committee of AMR Corporation in the company’s proposed $11bn merger with US Airways Group as part of AMR Corporation’s Chapter 11 reorganization. However, the group also continues to secure headline debtor-side mandates. In 2013 it won an instruction from Excel Maritime Carriers in its $1bn cross-border Chapter 11 reorganization. Other headline matters include advising Exide Technologies in its Chapter 11 cases and representing Savient Pharmaceuticals in the sale of nearly all its assets as part of its Chapter 11 bankruptcy process.

The consensus is that Weil, Gotshal & Manges LLP has a ‘tradition of excellence in restructuring work’ and clients highlight its ‘superlative global reputation’ that makes it a top choice for ‘complex insolvency work with an international angle’. The firm’s ‘premier bench strength’ is also highly praised and partners are highlighted as ‘very accessible and good at deploying the resources in the firm’ and ‘quick to spot issues in advance and act on them’. In addition to its ‘very high-quality partners’, the team is also valued for its ‘very motivated associates’ and ‘ability to nurture talent’. Led from New York by the ‘first-class’ and ‘technically excellentMarcia Goldstein, the practice also benefits from a significant presence in Houston and Dallas. Leading names include: ‘dean of the bankruptcy barHarvey Miller; ‘absolutely fantastic bankruptcy counselStephen Karotkin; and the ‘highly experienced and knowledgeableLori Fife. Debtor-side work is undoubtedly the firm’s sweet spot and in 2013 it continued to advise Lehman Brothers on matters arising from its headline bankruptcy, which was worth $604bn and led to the largest Chapter 11 cases in US history. In another high-profile debtor-side case, the firm is acting as lead counsel to AMR Corporation and 19 of its affiliates – including American Airlines – in its reorganization, which was confirmed subject to the closing of its merger with US Airways. Although the firm is considered a company-side powerhouse, it does also advise other parties in major bankruptcies. In a recent example, it advised the ad hoc committee of senior noteholders in the Chapter 11 cases of K-V Pharmaceutical.

Akin Gump Strauss Hauer & Feld LLP is a ‘top choice in the market for creditor-side work’ and has ‘the bench strength and partner experience necessary to support any size of client’. Lawyers are ‘pragmatic and commercial’ and ‘understand the main issues and angles, which allows them to cut right through to the heart of a case’. Driven out of New York by Fred Hodara, who is a ‘go-to lawyer for complex creditor-side representations’, the 14-partner group also has sizeable platforms in Los Angeles, Texas and Washington DC. In one of the firm’s headline cases, Michael Stamer, David Botter and James Savin led advice to an ad hoc group of holders of second lien notes in the Chapter 11 cases of Eastman Kodak Company. New York managing partner Daniel Golden has a ‘leading reputation in advising creditors’ and bondholder committees’ and acted alongside Hodara in representing the official committee of unsecured creditors of Overseas Shipholding Group (OSG) in its Chapter 11 proceedings. In a highlight company-side instruction, the firm advised CEVA Logistics in its cross-border out-of-court restructuring of debt and equity interests, which saw the company reduce its consolidated net debt by over €1.2bn. Other representative clients include Bayside Capital and the official committee of unsecured creditors of Edison Mission Energy.

Described as a ‘great firm with great people’, Jones Day is ‘simply outstanding’ in bankruptcy and corporate restructuring matters. Global chair Paul Leake is ‘one of the most respected names in the business’ but the team is credited for fielding a ‘big bench filled with plenty of seasoned and up-and-coming lawyers’. Among the most experienced names, Los Angeles-based Bruce Bennett stands out as a ‘brilliant tactician with a strong ability to adapt to changing situations’. In New York, distressed M&A specialist Corinne Ball is ‘highly experienced, with the strong personality you need to drive deals through’. On the litigation side, Dallas partner Gregory Gordon is a ‘strong litigator who immediately develops credibility with courts and opposing counsel’. The group’s strong national penetration is also supported by partners in Chicago, Cleveland, Columbus, Houston, San Francisco and Washington DC and clients say ‘lawyers have tremendous communication skills and manage resources across the firm seamlessly’. The firm continues to garner roles in some of the market’s most prominent restructurings and is equally adept in advising creditors and debtors. In a company-side highlight, the firm represented Hostess Brands, which had more than $800m in secured debt, in its Chapter 11 cases and subsequent asset sale and wind-down plan. On the creditor side, it represented an ad hoc group of holders of senior unsecured notes issued by Travelport in its comprehensive out-of-court restructuring. Over the past year, the firm has also undertaken work for former Tesco subsidiary, Fresh & Easy Neighborhood Market, and the plan administrator in the confirmed reorganization plan for MF Global.

Lauded as ‘one of the best creditor specialists around’, Kramer Levin Naftalis & Frankel LLP’s stock continues to rise; it won a major role in the biggest bankruptcy of 2013 (City of Detroit) as well as in three of the top five biggest bankruptcies in 2012. Its ever-strengthening prominence distinguishes it as a ‘clear top pick in the bankruptcy and insolvency community’ and clients ‘recommend the team without hesitation due to the strength of their work and the results obtained’. The ‘responsive and proactive’ New York-based team has ‘strong depth’, which equips the firm with ‘the requisite resources to assign appropriate lawyers – at all experience levels – with the necessary business, industry and legal expertise needed to bring a case to conclusion’. The ‘absolutely outstanding’ Thomas Moers Mayer is singled out as a ‘creditor-side phenomenon – you would be hard-pressed to find his equal in the market’ and co-chairs the group alongside Kenneth Eckstein, an ‘exceptional lawyer with invaluable experience in complex bankruptcy cases’. The ‘pragmatic and experienced’ Amy Caton is also recommended as ‘very strong in distressed municipal and tax-exempt debt matters’. Among its most high-profile mandates, the firm is representing the official unsecured creditors’ committees in the mammoth ResCap bankruptcy – notably the largest of 2012 – as well as in the Patriot Coal Corporation and Hostess Brands cases. It is also advising an ad hoc group of holders of $375m of certificates of participation in the Detroit bankruptcy.

Latham & Watkins LLP is a ‘premier legal adviser’ and its corporate restructuring team leverages its global reputation to offer clients ‘strong pockets of supplementary expertise’ and ‘seamless and effective cross-border capability’. Its lawyers are ‘outstanding, from senior partners through to associate level’ and ‘display not only technical expertise, but remarkable sensitivity to those involved in the bankruptcy process’. Jan Baker provides ‘untiring counsel and expertise’ and is ‘particularly effective in sharing his invaluable judgment and providing a calm hand’. Baker co-chairs the global team from New York alongside Mitchell Seider, while the ‘highly knowledgeablePeter Gilhuly heads the firm’s West Coast practice. The 19-partner group also includes Chicago-based Caroline Reckler, who is a ‘strong advocate in the face of difficult opposing counsel’. The firm continues to secure headline restructuring mandates from both debtor and creditor clients and it also receives instructions relating to distressed M&A. In terms of company-side highlights, the firm represented US Airways on the $17.5bn Chapter 11 of AMR Corporation, including advising it on the acquisition of AMR subsidiary American Airlines, through a merger under American Airline’s Chapter 11 plan. It also advised A123 Systems on its Chapter 11 and restructuring proceedings, which involved a highly contentious negotiation of the sale of its assets to Wanxiang America. On the finance side, the firm represented Goldman Sachs on a shariah-compliant DIP financing in the Chapter 11 cases of Arcapita Bank, which notably marked the first-ever approval of a shariah-compliant DIP financing and exit financing package by a US Bankruptcy court.

Milbank, Tweed, Hadley & McCloy LLP provides ‘advice that is right on the money’ and its lawyers are ‘well known by the investment community and bondholder legal counsel, which is invaluable in ensuring that consensual restructuring terms are reached’. Indeed, the firm’s status as a ‘front-runner for all the major bondholder and creditor committee roles that hit the market’ is recognized by both clients and peers and is reflected in its enviable case list. In New York, global restructuring co-chair Dennis Dunne is a ‘formidable talent that knows how to get deals done’ and is a key figure in the firm’s advice to the official committee of unsecured creditors in the $6.7bn Chapter 11 of Eastman Kodak. Los Angeles-based Paul Aronzon co-heads the restructuring group and provides ‘strategic counsel that is pivotal to achieving the client’s aims’ and acted alongside Thomas Kreller to advise Franklin Advisors, which holds more than $1bn bonds in a $3.5bn capital structure, in the Dynegy case. Gerard Uzzi is also a leading figure in the team and is recommended for his ‘zealous representation of clients in adversarial negotiations’; he is representing an ad hoc group of junior secured noteholders of ResCap in hotly contested bankruptcy proceedings. In a further high-profile engagement, the firm represented the unsecured creditors’ committee of Arcapita Bank in a landmark case that set the precedent for bankruptcies involving shariah-compliant financial institutions.

Wachtell, Lipton, Rosen & Katz is ‘a, if not the, premier firm in the US market’ and attracts superlative praise for its ‘specialist creditor practice that is simply the best at what it does’. Based in New York, the group leverages off the firm’s prestigious institutional client base to focus exclusively on advising banks, hedge funds, private equity funds and other creditors and acquirers in bankruptcy cases and out-of-court restructurings. Chair of the restructuring and finance group, Harold Novikoff, is widely considered as a ‘reference in the area of restructuring law’ and clients draw particular attention to his ‘tremendous commercial and technical abilities, which make even the most complex case run more smoothly’. Other leading names include Richard Mason, who is a ‘consummate tactician with a sharply analytical mind’, and the ‘very experiencedScott Charles. The firm has been involved in most of the country’s headline bankruptcies over the past two years, including advising senior secured lender JPMorgan Chase in the Chapter 11 proceedings of MF Global. Contentious work continues to be prevalent; it is representing JPMorgan Chase in high-value litigation in the Lehman Brothers and Madoff bankruptcy cases, as well as acting for Credit Suisse in lawsuits relating to the Thornburg Mortgage bankruptcy case. In addition, the firm’s reputation as a leading M&A powerhouse ensures it is a top choice for advising investors in distressed assets and it notably acted for the acquirers in the chapter 11 proceedings of Innkeepers and of Hospitality Staffing Solutions.

The ‘masterful’ group at Bingham McCutchen LLP is commended for ‘properly listening to its clients’ and for its ‘instantaneous response times’ and ‘strong industry knowledge’. Co-chaired out of New York by ‘excellent negotiator and steadying counsel’ Michael Reilly and ‘client-oriented lawyer who understands business realities’ Jeffrey Sabin, the team also calls on lawyers in the firm’s Boston, Hartford, Silicon Valley and Washington DC offices – as well as linking up with specialists in Europe and Asia. The firm regularly acts for lenders, investors, creditors’ committees and other financial institutions in restructurings and has recently acted on a diverse spread of cases within the municipal, energy, telecoms and transport sectors. In a recent highlight, it advised debt holders and aircraft investors on a series of issues relating to the American Airlines bankruptcy, including the restructuring of debt secured by aircraft and aircraft leasing arrangements. On the bondholder side, Timothy DeSieno, Sabin Willett and Julia Frost-Davies acted together to advise Grenada’s sovereign debt bondholder committee in the restructuring of approximately $195m of Grenada’s sovereign debt. The firm has also recently undertaken work for the trustee of the LandAmerica Trust, OSX bondholder group and UBS as swap counterparty in the Detroit Chapter 9 bankruptcy.

Lawyers at Cleary Gottlieb Steen & Hamilton LLP are commended for the ‘strong depth and application of their knowledge, which exceeds expectations’ and for their ability to ‘communicate well with both clients and advisers to provide outstanding service’. Led by New York-based global practice head James Bromley, who ‘possesses a strong and calming presence’, the team also includes Richard Cooper, who ‘always sees the big picture’, the ‘very smart and analyticalLisa Schweitzer and Sean O’Neal, who provides advice that is ‘well above the curve’. The practice strikes a good balance between company and creditor-side instructions and its extensive global network ensures a strong capability for cross-border cases. In a headline debtor-side role, the firm advised OSG in its Chapter 11 bankruptcy. It also represented SuperMedia in a landmark pre-packaged Chapter 11 in Delaware to effect its merger with Dex One Corporation, which also filed a pre-packaged Chapter 11 on the same day; notably, the companies’ successful emergence from bankruptcy protection marked the first time that two public companies have utilized Chapter 11 as a tool to consummate a merger. Among its non-debtor-side work, the firm is representing Wilmington Trust as special counsel to the indenture trustee in ResCap. Other recent representative clients include Nortel, an ad hoc group of Maxcom bondholders and Fintech Advisory.

Over recent years Morrison & Foerster LLP has successfully established itself as ‘a credible and effective alternative to the traditional top-choice debtor shops’. The firm also maintains a capable creditor-side practice, meaning it has an ‘invaluable all-round understanding of how to get deals done’. New York managing partner Brett Miller attracts strong reviews for his ‘practical approach’ and ability to ‘lay out choices clearly with appropriate views on risks and opportunities’. Business restructuring and insolvency chair Gary Lee is also based in New York and is praised for his ‘great common sense and judgment’ and for being ‘quick at thinking on his feet’. In San Francisco, West Coast head Larry Engel is singled out for his ‘masterful understanding of the law’. In the firm’s leading debtor-side highlight, it is acting as lead bankruptcy counsel to ResCap in its headline $15bn bankruptcy case – significantly the largest Chapter 11 filed in 2012. In another high-profile engagement, it also represented the Chapter 11 trustee for MF Global. On the creditor side, the team has secured significant roles in the Chapter 11 proceedings of Ambac Financial Group and PMI Group, notably acting for the official committee of unsecured creditors in each case. Other representative clients include Triad Guaranty and the official committee of unsecured creditors in the Pinnacle Airlines Chapter 11.

Quinn Emanuel Urquhart & Sullivan, LLP attracts rave reviews for providing ‘the highest levels of service’ and for its ‘responsive, committed and supportive culture’. The firm’s litigation prowess ensures it is ‘the firm you want on your side in contentious cases’ as ‘courtroom skills don’t come any better than those shown by the lawyers at this firm’. Led out of New York by the ‘absolutely fantastic’ Susheel Kirpalani, who is ‘creative, industrious and magnificently authoritative’, the 13-partner group also has a physical presence in San Francisco and Los Angeles. Other key partners include the ‘strategic, responsive and hardworking’ Benjamin Finestone, ‘dedicated and tireless counsel’ Andrew Rossman and Eric Winston. Among the team’s standout work in 2013 was representing the ResCap investor group in the ResCap Chapter 11, where it played an important role in mediation to negotiate a settlement of $235m to be shared between 21 parties holding securities claims against Ally and ResCap. The firm also leveraged its market-leading reputation in securities litigation to secure a plum role representing the official committee of unsecured creditors of Lehman Brothers Holdings; and it continues to advise on various issues relating to the headline bankruptcy, including advising on the pursuit over $8bn worth of fraudulent transfer claims and common law claims; the case is slated for trial in 2014.

The restructuring group at Sidley Austin LLP provides ‘outstanding service’ and attracts particular praise for its ‘savvy business sense’ and ability to draw on the team’s ‘deep, collective experience, which allows lawyers to analyze complex problems from numerous angles and promptly provide constructive solutions’. Larry Nyhan is considered a ‘star bankruptcy lawyer globally’ and his ‘heavyweight experience and knowledge adds value to any complex deal’. Nyhan co-chairs the team out of Chicago alongside James Conlan, who is a ‘single-minded and brilliant lawyer that can translate creative solutions into practical advice’. The firm also has significant restructuring capability in its Dallas, Los Angeles, New York, San Francisco and Washington DC offices. It acts regularly for both debtors and senior debt syndicates and its ‘excellent reputation in contested bankruptcies’ is a significant strength. Among its recent cases, the firm represented Dynegy Holdings in its Chapter 11 proceedings, which involved approximately $6.2bn in total liabilities. It also successfully represented Federal-Mogul Corporation in a case before the US Court of Appeals for the Third Circuit, which upheld its right under the bankruptcy code to assign over $1bn in insurance proceeds and rights to a trust established for the benefit of asbestos claimants as part of its confirmed plan of reorganization. Lee Enterprises, Rodeo Creek Gold and US Bank Trust National Association are also recent clients.

Simpson Thacher & Bartlett LLP’s eight-partner team is ‘great to work with’ and calls on an ‘excellent bench of extremely smart and “can-do" lawyers’. Peter Pantaleo is commended as a ‘tenacious and hard-working lawyer that works tirelessly for the client’ and heads a New York-based group that also includes Steve Fuhrman, who is a ‘collaborative and first-rate counsel’, and bankruptcy litigator William Russell, who is an ‘absolute “go-to" lawyer for complex, contentious cases’. The firm’s market-leading securities and M&A capability translates into a steady stream of financial services-related instructions and it is representing J.P. Morgan in matters relating to Jefferson County’s Chapter 9 case, including in litigation arising from the county’s default on more than $3bn in municipal sewer warrants and municipal derivative transactions. In another headline piece of litigation, the firm acted for the former directors of BearingPoint in issues relating to the Chapter 11 of the company, including claims that the directors breached their fiduciary duties in failing to sell the company before entering bankruptcy. The case settled in March 2013, with no admission of any liability by the defendants. Asbestos-related bankruptcy cases are a niche area for the group.

Willkie Farr & Gallagher LLPplays a prominent role in most of the major restructurings to hit the market’ and lawyers are ‘quick on their feet and understand how to get deals done’. The firm has a broad and diverse practice and clients encompass the full spread of debtors, institutional lenders, creditors’ and shareholder’s committees, investors and other agents involved in restructuring and bankruptcy cases. The ‘business savvy’ Marc Abrams co-chairs the group and shines in debtor-side work and cross-border restructurings, leveraging the firm’s strong European footprint to excel in advising on foreign insolvency regimes. Among his recent work, Abrams represented an independent director of Cengage Learning in an investigation into particular prepetition transactions, including the acquisition of certain debt instruments. Matthew Feldman co-heads the business reorganization and restructuring group; he acted alongside Paul Shalhoub to advise K-V Pharmaceutical in its successful emergence from Chapter 11 bankruptcy protection in 2013, following the restructuring of around $570m in debt to approximately $125m. Margot Schonholtz is a creditor and lender-side specialist and was part of the team that advised Bank of America in Patriot Coal’s Chapter 11 cases. Rachel Strickland is also recommended and led the firm’s representation of Otelco in its Chapter 11 plan of reorganization, which was confirmed 43 days after filing. All named attorneys are based in New York.

According to one Brown Rudnick LLP client, ‘many law firms are good, but none provide the level of support, timing of response or depth of analysis of this team.’ The firm has ‘resources and strength-in-depth to represent clients in large cases while practicing law at the highest level’ and is praised for its ‘cost-effective and culturally sensitive approach to cross-border issues’ as well as its strong litigation expertise. Practice head Edward Weisfelnergoes out of his way to ensure the best result’. Other leading figures in the group include Robert Stark, a ‘tenacious lawyer who is relentless in his pursuit of his client's objectives’, finance head Mary Bucci, who is a ‘first port of call for complex or difficult matters’ and ‘excellent negotiatorSteven Pohl. The firm has represented a significant number of official unsecured creditors’ committees in high-profile cases over the past year including A123 Systems, Dewey & LeBoeuf and Green Field Energy Services. Other recent mandates came from the official committee of equity security holders of KIT digital and the Central Bank of Bahrain in the Arcapita case. All named attorneys are based in New York.

Cravath, Swaine & Moore LLP has ‘excellent credibility in the market’ owing to its ‘sound advice and top-notch communication skills’. Among the names to note are ‘pragmatic’ group head Richard Levin for his ‘sharp brain and strong analytical skills’, while litigator Michael Paskin is recommended for contentious work; both are based in New York. The team concentrates on advising lenders, creditors and acquirers of distressed assets in bankruptcy and restructuring work but also has substantial debtor-side experience. In a recent highlight case, Levin and Paskin worked together to defend Goldman Sachs entities in litigation arising out of the Tribune bankruptcy, which involved allegations that the $8.5bn leveraged buyout of Tribune in 2007 constituted an actual fraudulent transfer and rendered the company insolvent. The firm also represented Credit Suisse as a creditor in the ResCap Chapter 11 and acted for Barclays Capital as post-petition lender to the City of Detroit in its municipal bankruptcy.

In June 2013, Debevoise & Plimpton LLP boosted its restructuring capability through the hire of Craig Bruens as counsel from Kirkland & Ellis LLP. Another significant change was the elevation of Natasha Labovitz to joint co-head alongside ‘terrific leader’ and ‘strong negotiatorRichard Hahn. Jasmine Ball is the other stand-out name in the New York-based team and is praised for her ‘strong management skills and critical thinking’. The firm retains strong niche expertise in the debt restructuring of aircraft financing and ‘is probably the most experienced firm in this area’. Indeed, its eminence for this type of work is evidenced by its role advising American Airlines as special aircraft financing counsel in its high-profile Chapter 11 case. The group’s strength is not limited to aircraft-related matters; it is active across a diverse range of industries and acts for debtors, creditors, sponsors, boards of directors and acquirers in a wide spread of bankruptcy and work-out issues. In another notable case, the restructuring department acted hand-in-hand with the firm’s litigation, securities and insurance practices to advise MBIA Inc on the potential restructuring of around $2bn in parent-company obligations.

Fried, Frank, Harris, Shriver & Jacobson LLP makes ‘efforts to move Heaven and earth to serve the client’ and its lawyers ‘match deep legal acumen with solid business judgement’. Although the firm has a well-known track record advising lenders, creditors and investors, it also has an active presence in acting on debtor-side mandates. As a case-in-point, ‘strong lawyerGary Kaplan led the team’s advice to Greece-based company NewLead in its efforts to restructure $665m of debt. However, financial institution clients continue to provide the bulk of instructions; it advised American Securities Opportunities Advisors LLC and Gates Capital Management in the restructuring of Geokinetics and it also represented Fidelity Management & Research Company in negotiations relating to the restructuring of $38bn in debt owed by Energy Future Holdings. Brad Eric Scheler, who chairs the bankruptcy and restructuring department from New York, as an ‘invaluable strategic adviser who also happens to be an excellent legal counselor’.

Gibson, Dunn & Crutcher LLP attracts praise for its ‘high service levels’ and ‘exceptional business sense’. The 27-partner group’s national coverage is among the most extensive in the market – it is well represented in the firm’s New York, Denver, Orange County, Dallas and Los Angeles offices. New York-based David Feldman jointly leads the group along with Los Angeles-based Jeffrey Krause and Orange County-based Craig Millet and Michael Rosenthal, who splits his time between New York and Dallas. In terms of its debtor-side highlights, the firm represented Arcapita in its precedent-setting cross-border Chapter 11 restructuring; notable for being the first Chapter 11 filing for a shariah-compliant investment bank, the eventual plan of reorganization was approved in the Cayman Islands and the US. In another cross-border case, Panamanian corporation Newland International Properties instructed the firm to advise it on its pre-packaged Chapter 11 case filed in New York. Among its highlight creditor-side work, the firm is representing Credit Suisse, as agent, and the senior secured lenders in the Chapter 11 restructuring of Rural/Metro Corporation, which holds more than $450m of senior secured debt and $350m of unsecured bond debt.

Greenberg Traurig LLP has ‘some of the most talented legal professionals in the market’ and ‘understands the business needs of an organization every bit as much as it understands the legal needs’. Although the departure of group co-chair Bruce Zirinsky in 2014 to Southwinds Strategies was a significant loss for the team, it retains significant top-level strength. In New York, Nancy Mitchell is highlighted for ‘her rich experience and background, which are unparalleled in this industry’. In Miami, Mark Bloom is ‘one of the most prepared lawyers around’, and Chicago-based Keith Shapiro is noted for his ‘impeccable experience and expertise’. Considered an ‘eminent and “go-to" firm for complex and sophisticated cases’, the team has strong experience in acting for debtors, creditors, lenders and acquirers of distressed assets in bankruptcy and restructuring situations. In a recent case, Indianapolis Downs LLC and Indiana Downs Capital instructed the firm in Chapter 11 proceedings involving $600m in debt. On the contentious side, the firm is representing a group of bondholders holding a substantial amount of the bonds issued by General Motors Nova Scotia in $1.2bn litigation relating to an earlier settlement allowing General Motors Canada to avoid filing Canadian insolvency proceedings; representatives of the unsecured creditors’ committee are challenging the settlement.

The ‘effective and knowledgeable’ team at Kasowitz, Benson, Torres & Friedman LLP shines in complex restructuring litigation and creditor’s rights matters. Group co-chair David Friedman is an ‘excellent tactician’ and is leading the firm’s work for Harbinger Capital Partners, owner of LightSquared, in fraud claims against Charles Ergen and his company DISH relating to LightSquared’s Chapter 11 reorganization plan. David Rosner, who also has a high profile in the market, is leading advice to Law Debenture Trust Company of New York – indenture trustee for 18% of the total outstanding senior notes issued by Tribune – in Tribune’s Chapter 11 cases, which involve claims related to the $11bn leveraged buy-out entered into by the company prior to bankruptcy. In another high-profile case, the firm was instructed by The Federal Housing Finance Agency as conservator for Freddie Mac in the ResCap bankruptcy cases. Five Mile Capital Partners LLC, Le-Nature’s Liquidation Trust and JEC Capital Partners are also representative clients. Named attorneys are located in New York.

From Los Angeles, boutique firm Klee, Tuchin, Bogdanoff & Stern LLP concentrates exclusively on the areas of corporate and municipal restructuring, corporate finance and M&A. Its specialist emphasis translates into a broad practice advising debtors, creditors and investors in some of the market’s most high-profile cases. Municipal bankruptcy is a notable strength but it also has a strong reputation for its presence in corporate work. Clients value its ability to provide ‘discrete and supportive counsel in out-of-court restructurings’. Lawyers are roundly praised as being ‘at the top their game’, with Kenneth Klee considered an ‘absolute reference in the areas of bankruptcy and corporate reorganization law’; he is playing a key role for Jefferson County in its $4bn Chapter 9 bankruptcy. Michael Tuchin has a strong record for creditor-side work and recently acted for Suzuki Motor Corporation as the largest creditor in the Chapter 11 case of American Suzuki Motor Corporation. Lee Bogdanoff and David Stern are also highly regarded in the market.

Mayer Brown’s extensive international network means it has ‘strong capability in multi-jurisdictional cases’, placing it firmly among the ‘top international bankruptcy firms’. The restructuring practice, which has a strong creditor-side bias, is a ‘top choice for large distressed debt transactions’ and billings are ‘always reasonable and never need to be rationalized to the borrower’. Additional plus-points are its ‘deep bench of talent from partner to associate’, with lawyers praised as ‘highly commercial and technically very savvy’. Group head Brian Trust is ‘very well known in restructuring circles’ and is leading the team’s advice to BNP Paribas/Fortis Bank as agent for a syndicate of lenders in the out-of-court restructuring of a series of project finance loans worth $500m. Howard Beltzer is an ‘extremely knowledgeable bankruptcy practitioner with exceptional interpersonal skills’; in a rare debtor-side mandate, Beltzer represented ATP Oil & Gas Corporation in its Chapter 11 case, which involved over $3bn in debt. Also singled out are Frederick Hyman, a ‘strong negotiator who presses the interest of the client towards a better-than-expected outcome’, and Joel Moss, whose former in-house experience means he has ‘a deep and unique understanding of what his bank clients are looking for’. Named attorneys are based in New York.

As one of two eminent corporate restructuring boutiques in the market, Pachulski, Stang, Ziehl, Young, Jones & Weintraub’s specialist focus encompasses business reorganizations and workouts, bankruptcy litigation and related corporate matters. Unusually for a niche practice, it has a broad national network and maintains four offices across the East and West Coast, including platforms in New York and Los Angeles. In one of its headline mandates, Richard Pachulski, James Stang and Dean Ziehl successfully represented American Suzuki Motor Corporation in its Chapter 11 proceedings; its plan was approved by creditors just three months after filing for protection. The firm also played a lead role advising Solyndra in its Chapter 11 proceedings, which it successfully exit bankruptcy through a Chapter 11 plan despite an employee class action and various priority and administrative claims. Creditor-side work is also a significant source of instructions and the firm is engaged as co-counsel to the creditors’ committee in the Chapter 11 case of ResCap. Additionally, it is recognized for its reputation in the healthcare sector and recently advised the official unsecured creditors’ committees in the bankruptcy cases of LifeCare Holdings and San Diego Hospice & Palliative Care Corporation. Laura Davis Jones heads the Wilmington office and is also recommended.

Following the 2012 arrival of a six-partner team from Dewey & LeBoeuf, Proskauer Rose LLP is now considered ‘among the top firms in the country for the areas of restructuring and financing’ with lawyers who are ‘all highly competent, commercial and deal oriented’. In particular, New York-based global restructuring chair Martin Bienenstock is highlighted as a ‘stand-out name in the field’ with ‘deep industry knowledge and a strategic mind’. Other leading figures include co-national group heads Jeff Marwil and Mark Thomas, who are both based in Chicago – the 16-partner team also benefits from platforms in Boston and Los Angeles. The firm has a diverse restructuring practice that is equally adept in advising debtors and creditors, and also acts for investors and independent fiduciaries. In 2013, the firm successfully obtained confirmation of the joint Chapter 11 reorganization plans of Rotech, which restructured more than $500m of debt. In a highlight example of its creditor-side work, the firm advised the statutory creditors’ committee in the MF Global Chapter 11. Distressed M&A deals are also a notable strength; it advised HMX Group on its going-concern sale to Authentic Brands Group as well as its Chapter 11 plan of liquidation, which was confirmed in May 2013. The group also recently secured instructions from Capmark Financial Group, Ocala Funding LLC and Souper Salad and Grandy's.

Sullivan & Cromwell LLPis expensive but worth every single penny’, as the ‘smart, creative and responsive’ team provides such an ‘excellent experience that it actually saves time and money’. New York-based group head Andrew Dietderichknows how to press the advantage in situations and how to not give away too much when the advantage is with others’. Other key names are ‘truly brilliant professionalMichael Torkin and of counsel John Jerome, who ‘has seen it all and done it all, which makes him a unique resource’. Undoubtedly, the firm’s major highlight over the past year was its work for Eastman Kodak in its high-profile cross-border restructuring, which saw it successfully emerge from Chapter 11 in September 2013. The firm is equally at home in advising creditors, lenders and investors in reorganization and bankruptcy proceedings. As a case-in-point, the firm is representing several parties in litigation arising from Lehman Brothers, including advising Canary Wharf in its multi-million-dollar claim for damages resulting from the termination of a London real estate lease. On the M&A side, it advised Colony Capital, with a syndicate of co-investors, on the acquisition of LodgeNet Interactive Corporation through a pre-packaged reorganization.

White & Case LLP’s global group head Thomas Lauria is an ‘aggressive and zealous defender of his client’s interests’ and splits his time between the firm’s New York and Miami offices. The team also includes New York-based Scott Greissman, noted for his ‘extreme dedication, availability and highly valuable legal and non-legal input’. The 11-partner team secured a good volume of new instructions over the past year, due in no small part to its decision to maintain a diverse practice that acts for the full spectrum of creditors, investors, debtors and lenders. A good example of its transactional and cross-border expertise is its work for Roust Trading in its $300m acquisition of Central European Distribution Corporation through a pre-packaged Chapter 11 bankruptcy. On the lender-side, the firm represented an ad hoc group of lenders holding the majority of $1.8bn of LightSquared’s secured debt in its Chapter 11. Bankruptcy litigation specialist Christopher Shore has ‘great ability to quickly synthesize and argue a client’s point of view in very technical situations’ and is leading the firm’s advice to a group of bondholders in Elpida Memory’s Chapter 15 case.

Bracewell & Giuliani LLP distinguishes itself through its ‘phenomenal commitment’ and ‘vast global experience’. Financial restructuring chair Evan Flaschen wins particular praise for his ‘superb knowledge of the law’, ‘fine commercial sense’ and ability to ‘advocate directly and pointedly’. Flaschen splits his time between New York and Connecticut but the practice also counts platforms in Texas – the firm’s stronghold – and Washington DC. Shipping is a significant area of expertise; it recently represented Marco Polo Seatrade and its affiliates in landmark Chapter 11 filings in New York. In another key piece of work, Kurt Mayr led advice to an ad hoc group of noteholders in the complex $2.2bn restructuring of Foxwoods Resort Casino, which concluded in July 2013 with an out-of-court agreement following four years of negotiations. Renée Dailey is also highly rated for her ‘assertive but non-aggressive approach that helps to steer parties through troubled waters’.

In 2013, Cadwalader, Wickersham & Taft LLP’s financial restructuring department suffered a blow with the departure of some of the groups most revered names. In May, former global co-chairs John Rapisardi and George Davis moved to O'Melveny & Myers LLP, along with highly rated rising star’ Peter Friedman. Also in May, Douglas Mintz left for Orrick, Herrington & Sutcliffe LLP, while earlier in the year Scott Greenberg joined Jones Day – bringing the number of partner defections up to five. The firm has responded by bolstering its London offering through three significant partner hires and, significantly, newly promoted co-chair Gregory Petrick splits his time between New York and London. Washington DC-based Mark Ellenberg is the other co-chair of a group that now has five partners in the US, including Petrick. The firm continues to represent MBIA Insurance Corporation as the largest unsecured creditor in the ResCap Chapter 11, involving claims of over $2bn. The firm also represented an ad hoc committee of 2016 noteholders of senior secured notes in the restructuring of Central European Distribution Corporation.

Chadbourne & Parke LLP’s ‘excellent team’ stands out for its ‘super-responsive and very accomplished lawyers’ and ability to ‘supplement strong restructuring skills with specialist advice from across the firm’. In particular, ‘terrific’ global chair Howard Seife is highlighted for being ‘extremely knowledgeable and easy to work with’, while David LeMay and Douglas Deutschcombine specialist legal knowledge with strong business acumen’. During 2013, the firm continued to play a key role in the $15bn ResCap case by representing former chief judge Arthur Gonzales in his role as court-appointed examiner. In a strong example of its creditor-side work, it acted for the official creditors’ committee in the Tribune Chapter 11 proceedings – the reorganization plan was confirmed in December 2012. Furthermore, the department’s profile for municipal work is expected to blossom following the arrival of highly recommended municipal bankruptcy specialists Lawrence Larose and Samuel Kohn from Winston & Strawn LLP; both are leading advice to Assured Guaranty in the City of Detroit Chapter 9. Named attorneys are based in New York.

DLA Piper’s ‘incomparable international network’ gives it ‘broad jurisdictional reach and scope’ and makes it ‘a leader for cross-border restructurings’. Gregg Galardi and Richard Chesley co-head the 21-partner group from New York and Chicago respectively and the team also includes the ‘commercially savvy and very strategicChris Dickerson in Chicago. The practice predominantly handles debtor-side cases but also has experience representing creditors; for example, it recently acted as US and cross-border insolvency counsel to the Canadian Creditors’ Committee in the Nortel Networks insolvency proceedings, including advising on litigation relating to the allocation of more than $9bn in asset proceeds among the several estates. Among its highlight company-side work, the firm acted for Ahern Rentals in its $700m Chapter 11 cases and successfully advised West Penn Allegheny Health System on successfully restructuring its debt and merging with a larger insurer. Over the past year, the team has also undertaken work for Education Holdings 1, Virginia United Methodist Homes and Trident Microsystems.

Dechert LLP’s restructuring group is led out of New York by the ‘highly commercial’ Allan Brilliant and Michael Sage, a ‘fantastic senior partner who knows how to get deals done’ and has ‘excellent credibility in the market’. While better known for its creditor focus, the firm does attract a steady flow of instructions from debtors too: in 2013 it assisted Velo Holdings with obtaining confirmation of its Chapter 11 reorganization plan. Nevertheless, its work for first and second lien lenders, bondholders, hedge funds and other creditors remains the mainstay of the practice. Among highlight cases, it represented an ad hoc group of Vitro noteholders in the complex, cross-border restructuring of around $1.6bn in defaulted senior notes issued by the company. The firm also advised Greywolf Capital Partners as part of an investor group of junior noteholders in the Chapter 11 cases of KV Pharmaceutical. In 2013, long-serving partner Glenn Siegel left to join Morgan, Lewis & Bockius, LLP.

The ‘very sensible, strategic and experiencedJames Giddens chairs Hughes Hubbard & Reed LLP’s corporate reorganization and bankruptcy group. Driven out of New York, the national team also benefits from platforms in Miami, Los Angeles and Washington DC and is also supported by partners in the firm’s Paris outpost. Among its most high-profile cases, Giddens continues to act as trustee in the $135bn liquidation of Lehman Brothers, and the firm successfully litigated the trustee’s position that claims for damages arising from the close-out of repurchase transactions are not entitled to priority status. Giddens is also acting as trustee in the $40bn liquidation of MF Global. Christopher Kiplok is the group’s other key name and led advice to Credit Suisse on issues relating to the bankruptcy of Excel Maritime, including on its participation in a $1.4bn syndicated loan and a $75m bilateral facility. Other key matters include acting for the joint administrators of Nortel Networks Corporation’s EMEA business unit in a $7.5bn cross-border bankruptcy case and advising the FDIC in several matters relating to the failure of IndyMac.

Under the leadership of bankruptcy, workout and corporate reorganization chair Daniel Murray, Jenner & Block LLP’s restructuring practice has carved a solid reputation for complex, and often contentious, bankruptcy cases. Areas of expertise include fraudulent transfer, preference and other avoidance actions. In a highlight example of the firm’s work in this area, bankruptcy litigation co-chairs Vincent Lazar and Catherine Steege are leading advice to Frederick Grede, the liquidation trustee of Sentinel Management Group, on matters relating to the ongoing $1bn investment-adviser fraud case. Other highlights include representing Ronald Peterson as the Chapter 7 trustee in 19 cases relating to the failed Lancelot and Colossus hedge funds, and acting for Public Service Enterprise Group as a creditor in the Chapter 11 cases of Edison Mission Energy and Midwest Generation. Named attorneys are located in Chicago.

McDermott Will & Emery LLP provides ‘first-rate levels of service’ and clients specifically praise the firm’s ‘quick response times’ and ‘very sound and practical legal advice, which goes beyond bankruptcy to include litigation and media strategy’. From New York, Timothy Walsh heads the firm’s global team, which nationally also includes partners in the firm’s Chicago, Los Angeles, Silicon Valley and Washington DC bases. In Chicago, William Smith is singled out for his ‘ability to take very complex legal issues and explain them to non-lawyers in a way they can understand’ and also for his ability to ‘anticipate the other side’s next moves and formulate a plan to block those moves’. Smith is acting alongside Nathan Coco and Erich Eisenegger to advise US Bank as the trustee in the City of Detroit’s $1.4bn restructuring. Among its other active matters, the team is representing a number of hospitals and healthcare providers in financial distress in a series of cases worth between $50m to $100m each.

In 2013, Morgan, Lewis & Bockius, LLP hired Glenn Siegel from Dechert LLP to co-chair its finance and restructuring practice alongside James Garrity. Headquartered in the firm’s New York office, although the eight-partner group also benefits from a significant presence in Boston, it maintains a diverse practice that represents creditors, debtors and purchasers of distressed assets across the full range of bankruptcy and reorganization situations. Neil Herman is a ‘committed counsel’ and led the team’s advice to The Scooter Store Holdings in its Chapter 11 bankruptcy filing, which involved secured debt of $100m and unsecured debt of $50m. Also on the company side, the firm acted for The Journal-Register Company in its successful Chapter 11 case and public sale. Privately held investment company Sun Capital Partners is an active client; the firm represented it in a series of investments over the past year, including advising it on its successful $30m purchase of all assets of Contessa Premium Foods out of its Chapter 11 bankruptcy cases.

Since its transatlantic merger, the corporate restructuring team at Norton Rose Fulbright has gone from strength-to-strength. Most notably, both already had leading reputations in the energy space, ensuring a flood of instructions in that area, while Norton Rose’s global heavyweight shipping presence has encouraged further development in that industry. The ‘patient and quick-to-respondLouis Strubeck heads the US bankruptcy team from Dallas, and although Texas remains the group’s powerbase, it also has footholds in New York and across the West Coast. On the creditor side, the firm is representing CEXIM as the largest secured creditor in the international bankruptcy case of OSG. It also advised Diamond offshore Drilling in $250m worth of actions against ATP Oil & Gas relating to oil and gas interests that the debtor is attempting to void. Company-side cases include advising ten affiliates of Mexican glassmaker Vitro on Chapter 11 bankruptcy cases.

In May 2013, O'Melveny & Myers LLP received a boost through the arrival of a trio of partners from Cadwalader, Wickersham & Taft LLP: new global co-chairs John Rapisardi and George Davis join the firm in New York, while Peter Friedman bolsters its Washington DC arm. The new additions bring the number of US-based restructuring partners up to 13 and other key names in the group include San Francisco-based national chair Suzzanne Uhland and the ‘very commercial’ Ben Logan in Los Angeles. The team’s experience encompasses the full breadth of debtor, lender, creditor and acquirer mandates and it has strong capabilities in contentious bankruptcies. Among key highlights, the firm advised Vertis on its global restructuring, which culminated in the sale of all its assets through section 363. In another headline case, the firm represented U.S. Bank as trustee, and as holder of more than $575m in unsecured certificates issued by subsidiaries of Dynegy Holdings, in matters relating to Dynegy’s Chapter 11 cases.

Orrick, Herrington & Sutcliffe LLP is ‘superior to other firms in terms of advice, work product and efficiency in billing’ and lawyers ‘shine in creative, complex and difficult restructuring assignments’. Spread between the firm’s New York, Washington DC and California practices, the group is chaired by Raniero D’Aversa, who is highlighted for his ‘great client service, excellent connections and ability to tailor advice to the client’. The team also calls on the services of the ‘creative, innovative and savvy’ Laura Metzger and of counsel Douglas Mintz, who joined from Cadwalader, Wickersham & Taft LLP in May 2013 – along with managing associate Timothy Brown. Although the team has been in growth mode, it did also see the departure of former co-chair Roger Frankel, who left to establish his own practice. Nationally the firm does have experience in advising debtors on bankruptcy and restructuring work but lenders, creditors and investors in distressed companies continue to provide the bulk of instructions. In a stand-out recent case, the firm advised the steering committee of lenders in the $6bn restructuring of the Indiana Toll Road and related concessions.

Paul Hastings LLP is ‘exceptional in every regard’ and particular praise is reserved for New York-based bankruptcy and restructuring chair Luc Despins. Although the firm is generally known for advising creditors, in a major coup it was instructed by debtors Desarrolladora Homex and Urbi Desarrollos Urbanos to advise on two of the largest restructurings ever in Latin America, which involved more than $7bn of obligations including nearly $2bn of international bonds. However, the practice continues to be dominated by creditor-side work and is advising an informal committee of creditors (including the Government of Quebec, the City of Lac-Mégantic and the victims of the July 6 2013 railway disaster) in the Chapter 11 case of Montreal, Maine & Atlantic Railway. It also represented the unsecured creditors’ committee in the NewPage Chapter 11 bankruptcy and recovered $80m for its clients. Los Angeles-based finance and restructuring chair John Hilson is also recommended.

Reed Smith LLP is considered ‘second-to-none for maritime-related work’ and ‘exhibits a strong drive to protect the client’s interests’ and ‘proactively offer sound advice’. The ‘highly experienced’ Peter Clark chairs the commercial bankruptcy & restructuring group from Philadelphia and the team also includes specialist lawyers in Chicago, Delaware, Los Angeles and New York. The practice has a strong creditor-side focus but does also infrequently act for debtors. In an example of its debtor-side capabilities, the firm successfully concluded a case for Global Industrial Technologies that has been active since 2002; the company finally received plan confirmation in March 2013. In another headline case Edward Estrada, managing partner of the New York office, is advising HTC as the largest unsecured creditor and chair of the creditors’ committee in the bankruptcy of Personal Communications Devices, involving claims of approximately $100m.

In 2013, Ropes & Gray LLP increased its capability for distressed assets transactions by hiring private equity specialists Jonathan Gill and Robb Tretter from Bracewell & Giuliani LLP. Their presence enhances a team that already had sound experience in distressed M&A, and is also well known for its strong track record in advising creditor groups in bankruptcy and restructuring matters. Mark Bane heads the team out of New York and sources recommend him for his ‘deep knowledge and understanding of the private equity space’. The firm recently secured an instruction from an ad hoc committee of senior unsecured noteholders in the Chapter 11 cases of Edison Mission Energy. The firm is also representing an ad hoc group of holders of more than $30bn of residential mortgage-backed securities in the mammoth ResCap case. Other representative clients include Bain Capital, CSC Trust Company of Delaware and Deutsche Bank Trust Company Americas.

Shearman & Sterling LLP is ‘strong in all areas’ and lawyers impress with their ‘strong negotiation skills and excellent business knowledge’. Led by Fredric Sosnick from New York, the three-partner team may be modest in size but it links into the firm’s extensive global network to provide ‘seamless advice across international borders’. The traditionally creditor-focused group acted on a broad range of creditor, debtor and investor assignments over the past year, often working in tandem with the firm’s finance, litigation, M&A and tax groups. In a high-value series of transactions, the firm advised Deutsche Bank Securities, Morgan Stanley and other financial institutions in three financings worth $6.4bn provided to AMR Corporation, which is currently under Chapter 11 protection. It also acted as counsel to the foreign representative of Brazilian companies Centrais Elétricas do Pará (Celpa) and Equatorial Energia in the restructuring of the former through Chapter 15 proceedings, including the latter’s acquisition of a majority equity interest in the bankrupt company.

Vinson & Elkins LLP’s ‘native experience in oil and gas, environmental and regulatory law makes it a top choice for energy restructurings’ and, as a ‘Texas stalwart’, the firm brings to bear a ‘depth of expertise, experience and local relationships that New York firms can’t match’. That said, the restructuring group also fields significant strength in New York in addition to its Dallas and Houston offices, and its experience goes well beyond the energy industry; over the past year the firm has advised on cases in the leisure, telecoms, real estate and retail sectors. William Wallander heads the department and is a ‘strongly strategic bankruptcy lawyer’. Although highly rated partner Dov Kleiner left the firm in October 2013 to join Kleinberg, Kaplan, Wolff & Cohen, P.C., the group still includes the ‘very experienced and client-focusedHarry Perrin and ‘shrewd bankruptcy litigatorDuston McFaul. Recent case highlights include advising an ad hoc committee of second lien bondholders in the ATP Oil & Gas Chapter 11. In another key piece of work, the firm is representing Stan Springel as Chapter 11 trustee for the bankruptcy estate of Innovative Communication Corporation.

The ‘client-focused and results-oriented’ group at Winston & Strawn LLP attracts praise for its ‘immediate response times’ and ‘extremely high-level industry knowledge’. Furthermore, the firm’s extensive US network ‘ranks it as a regional and national powerhouse’ and its ability to call on experienced partners on the East and West Coasts, as well as in the Midwest, ensures that it retains a strong activity across the country. Indeed, its commitment to strengthening its national presence was evident in 2013 through the hire of Lydia Protopapas from Weil, Gotshal & Manges LLP into its Houston office and the arrivals of Jo Ann Brighton and Felton Parrish into the firm’s Charlotte office from K&L Gates. Los Angeles-based Eric Sagerman is a ‘very strong lawyer’ and chairs a practice traditionally known for its role advising creditors. Among its recent work, the firm won a role representing the Solyndra liquidation trust in $1bn worth of claims against defendants relating to anti-competitive behavior and other conduct that allegedly drove the company out of business.

Ken Coleman’s four-partner team at Allen & Overy LLP leverages the firm’s strong global finance reputation to advise on a significant flow of cross-border restructurings. In a key example, the firm is acting as US counsel to Ernst & Young as the appointed monitor of Nortel Networks. It also represented the foreign representative of The Sanko Steamship in its $1bn US reorganization proceedings, including successfully obtaining relief, broadening the scope of the automatic stay.

Andrews Kurth LLP is held in high regard for its ‘exceptional subject matter expertise’, the ‘great strength of its team’ and ‘excellent responsiveness’. New York-based Paul Silverstein is ‘among the best in the business’ and co-chairs the team alongside Robin Russell in Houston. The team also includes David Hoyt, who is singled out for his ‘great integrity and ability to resolve complications’. Highlights include acting as lead debtor’s counsel for GMX Resources in its Chapter 11 case involving over $427m of long-term debt.

Widely considered to be ‘among the best for distressed local government work and Chapter 9 bankruptcies’, Arent Fox LLP also has a strong corporate practice that continues to gain in profile. Lawyers are praised for their ‘highly professional and commercial approach to the law’ and New York-based Andrew Silfen heads a national team that includes Mette Kurth, who is recommended for ‘anticipating the next step beautifully’. In a major coup, the firm was instructed to represent the creditors’ committee in the $5.8bn bankruptcy of Cengage Learning.

At Arnold & Porter LLP, Washington DC-based Michael Bernstein chairs a 16-partner group that includes New York bankruptcy head Michael Canning and Lisa Hill Fenning, who leads the California practice. The firm acts for debtors, creditors, investors, broker-dealers and other parties in a wide range of restructuring, bankruptcy litigation and distressed M&A matters. Most notably, the firm is acting as co-counsel to the Police and Fire Retirement System of the City of Detroit and the General Retirement System of the City of Detroit in the city’s Chapter 9 case. Rosa Evergreen recently made partner.

Caplin & Drysdale, Chartered is ‘dedicated to getting the job done right, on time, and in a cost-efficient manner’ and clients assert that ‘no job is too complex for them to master’. The firm’s specialist expertise in advising official committees of asbestos claimants ensures that it is a top choice in this area, but it has a broad scope of creditor-side experience and it is also representing the union of US Airways pilots in the American Airlines bankruptcy. In New York, Elihu Inselbuch, Trevor Swett and Peter Van Lockwood are the key contacts and all are ‘excellent litigators with a keen sense of how to win bankruptcy cases at trial’.

From Boston, Choate, Hall & Stewart’s ‘responsive and business-focused’ 11-partner group generally acts for creditors. The ‘practical and knowledgeable’ Douglas Gooding is ‘an excellent lawyer’ and co-chairs the team alongside Kevin Simard. John Ventola is also a key member of the group. In a series of notable matters, the firm is representing Hudson Advisors in efforts to recover over $1bn in loans secured by real estate across the US.

UK-headquartered Clifford Chance’s US practice excels in creditor-side representations and distressed M&A deals. The firm recently advised Ocwen on its subsidiary’s successful bid and acquisition of the mortgage servicing assets of ResCap. New York-based Andrew Brozman heads the Americas financial restructuring practice and is recommended.

The four-partner team at Covington & Burling LLP is ‘very responsive to requests’ and provides a ‘partner-led service’. Led by Benjamin Hoch in New York, the group also includes Michael St Patrick Baxter who is ‘extremely knowledgeable and able to anticipate the opponent’s next move’. Corporate restructuring vice-chair Dianne Coffino is working hand-in-hand with the firm’s insurance department to act as special insurance counsel to the Chapter 11 trustee, Louis Freeh, in the MF Global bankruptcy.

Curtis, Mallet-Prevost, Colt & Mosle LLP retains its reputation as a top choice for conflict referrals and the ‘technical and practical’ team is thought to ‘punch above its weight’. In particular, New York-based Steven Reisman is praised as an ‘exceptionally commercial and effective deal-doer’, while Lynn Harrison ‘combines keen intelligence and high technical knowledge with warm client-handling skills’. Among its most high-profile roles, it is acting as debtors’ conflicts counsel in the ResCap, Lehman Brothers and Patriot Coal bankruptcies.

Dentons was formed by the combination of international law firm Salans LLP, Canadian law firm Fraser Milner Casgrain LLP (FMC) and international law firm SNR Denton. This has gifted the newly combined Dentons with an even broader international footprint, ensuring that it is well-positioned to take on a substantial share of the market’s increasing glut of cross-border restructurings. Its profile for national work is also growing and the firm is representing the official committee of retirees in the Detroit bankruptcy case. New York-based Farrington Yates, who is ‘very responsive, always available and highly dedicated’, co-chairs the group with Chicago-based Robert Richards who has ‘first rate technical skills as well as first rate business skills’.

Lawyers at Foley & Lardner LLP have ‘a work ethic that is second-to-none’ and their ability to provide ‘well-reasoned and tailored advice’ represents ‘excellent value’. Most notably, clients single out Chicago-based bankruptcy and business reorganization chair Jill Nicholson as an ‘expert in her field’. Also in Chicago, Geoffrey Goodman is ‘great at explaining risks and benefits of potential courses of action’. The firm represented Computershare Trust Company as successor indenture trustee for several issues of senior and subordinated notes issued by Travelport.

Under the leadership of Robin Keller in New York, Hogan Lovells’ US restructuring team is recommended for its ‘great ability, understanding, flexibility and dedication’, with Christopher Donoho highlighted for his ‘creative and client-focused approach’. In a stand-out case, the firm represented the trustees of the Kodak pension plan in the Eastman Kodak bankruptcy. Other representative clients include Wilmington Trust, Ambac Financial Group and U.S. Bank.

Spread across the firm’s New York, Chicago and California offices, Kaye Scholer LLP’s group predominantly advises financial institution clients in bankruptcy and restructuring matters. However, it does occasionally represent debtors and recently advised 4Kids Entertainment on its successful Chapter 11. Mark Liscio and Michael Solow co-chair the team.

Kelley Drye & Warren LLP has ‘few peers in terms of service’ and group head James Carr is a ‘highly knowledgeable and strategic lawyer’. The team has a strong focus on advising creditors, with a client list that includes bondholders, indenture trustees and committees. It is representing UMB Bank as indenture trustee for the junior secured notes in the ResCap cases. However, the departure of experienced oil and maritime specialist Craig Wolfe to Sheppard, Mullin, Richter & Hampton LLP in 2014 was a blow.

Kilpatrick Townsend & Stockton maintains one of the leading corporate restructuring practices in the South East, under the leadership of Atlanta-based group head Todd Meyers. The firm has a particularly strong record in representing indenture trustees and is advising Wilmington Trust as indenture trustee in the Cengage Learning, Rotech and First Place Financial Corporation bankruptcies. The firm has also recently undertaken work for creditors and purchasers of assets out of section 363 auctions.

Martin Flics heads the three-partner team at Linklaters LLP that is very strong in cross-border restructurings. Most notably, the US practice is working alongside lawyers from across the globe to advise PwC as joint administrators of Lehman Brothers International (Europe), and 18 other former Lehman Group companies. It is also advising KPMG, as the special liquidators for Irish Bank Resolution Corporation, on US law issues arising from the liquidation.

Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. regularly represents debtors and creditors in restructuring work, and also has significant experience acting for acquirers of assets, examiners and trustees. Recent highlights include advising the liquidating trustee of Oscient Pharmaceuticals Corporation in several contentious matters relating to the wind-down of the estate. Richard Mikels is the key contact.

Pillsbury Winthrop Shaw Pittman LLPhas a deep bench for bankruptcy work’ and ‘represents sophisticated clients in important roles in insolvency cases’. San Francisco-based David Minnick heads a team that is praised for its ‘very reasoned, hands-on approach’ and includes the ‘deeply insightful and analytical’ Leo Crowley in New York. Deryck Palmer is also recommended and is advising Berger Group Holdings Inc on aspects of its $1.1bn out-of-court restructuring plan.

Houston firm Porter Hedges LLP’s ‘excellent’ three-partner team is ‘very competitive in terms of value and quality of advice’. John Higgins heads the practice and is leading advice to International Bank of Commerce as the secured creditor in the Chapter 11 cases of real estate companies Sapphire and Diamond Beach. The group has also recently undertaken work for the official committee of unsecured creditors in the ATP Oil & Gas case and Axys Capital Total Return Fund.

Adam Harris’ group at Schulte Roth & Zabel LLP also includes ‘respected expert in the fieldMichael Cook. The firm secures a steady stream of both creditor and debtor-side instructions and has particular strength in complex bankruptcy litigation. In 2013, it successfully obtained confirmation of a reorganization plan for Quigley Company in its highly contentious Chapter 11 proceedings.

Sheppard, Mullin, Richter & Hampton LLP has a strong practice in California but also an expanding New York presence that was boosted in 2014 through the hire of maritime expert Craig Wolfe from Kelley Drye & Warren LLP. Jointly led by Edward Tillinghast (NY) and Alan Martin, the group is particularly strong in advising creditors. The firm is advising the official committee of unsecured creditors in the highly contentious Plant Insulation Company case, which involves over 6000 asbestos-related claims.

Noted for its ‘strong depth and the diversity of its skill set’, Squire Patton Boggs has an ‘incredibly talented and experienced corporate restructuring team’ that is spread across the firm’s offices in Arizona, Florida, New York and Ohio. Stephen Lerner is ‘effective, pragmatic and highly respected’ and heads a ‘responsive and proactive’ department that includes new arrival Nava Hazan, who joined from McDermott Will & Emery LLP in 2013. Among its most high-profile cases, the firm continues to represent Amfin Financial Corporation in its Chapter 11 reorganization, which includes extensive litigation with the FDIC.

Steptoe & Johnson LLP’s group is co-chaired by Washington DC-based Filiberto Agusti and Robbin Itkin. The firm is well known for its expertise in contentious bankruptcy proceedings and it represented PSEG in its attempt to enjoin the restructuring of Dynegy, on the grounds that the proposed restructuring breached Dynegy duties to PSEG. It was also instructed by the Allied Pilots Association to advise it as a labor union and creditor in the American Airlines bankruptcy.

At Stroock & Stroock & Lavan LLP, New York-based financial restructuring chair Kristopher Hansen enjoys a strong profile in the market for his ‘assured, practical and no-nonsense advice’. The firm’s client list is dominated by creditors and lenders and it recently advised certain secured lenders to Affirmative Insurance Holdings. It also acted for the first lien term lenders and DIP lenders in the Chapter 11 case of AMF Bowling Worldwide.

Sullivan & Worcester represented U.S. Bank National Association as indenture trustee in Vitro’s Chapter 15 and Chapter 11 proceedings. Boston-based practice leader Patrick Dinardo is recommended for his ‘strong ability to resolve issues and find solutions’ and heads a group that specializes in advising financial institutions and investors in distressed finance cases. Other representative clients include Elektrobit and Mortgage Bankers Association.

Texas stalwart Thompson & Knight LLP utilizes its cross-practice strength in the energy sector to advise on commodity and oil and gas-related bankruptcies. The firm regularly acts for debtors, creditors and acquirers of distressed assets. In a recent company-side highlight, the firm advised Vitro in its $1bn restructuring. David Bennett heads the team.

Thompson Hine LLP’s practice is led out of Cleveland by Alan Lepene and is recommended for providing ‘a very high level of client service’ and for going ‘above and beyond to assist the client’. Among its recent cases, the firm represented Ronald Glass as the trustee of The Reynolds Lodges Liquidating Trust.

Wiley Rein LLP is considered a ‘strong bankruptcy player in the DC and Northern Virginia markets’ and the practice continues to garner instructions from further afield: notably, it advised on cases in Florida and Texas over the past year. Bankruptcy chair Jason Gold is a ‘seasoned bankruptcy professional’, while Alexander Laughlin is known for his ‘strong experience in complex insolvency matters and disputes’. Gold is serving as the liquidating trustee for the Taneja Group liquidation trust.

Under the leadership of Boston-based bankruptcy chair John Sigel, WilmerHale’s reputation in the restructuring area continues to strengthen. Its strong presence in the bankruptcy litigation space is being increasingly supplemented by its capabilities in reorganization and work-out deals. Andrew Goldman recently led the firm’s advice to Technical Olympic, parent company and shareholder of the land developer Tousa, in the Chapter 11 cases of Tousa.


Financial services: litigation

Index of tables

  1. Financial services: litigation
  2. Leading lawyers

Leading lawyers

  1. 1

A powerhouse of the New York market, Cravath, Swaine & Moore LLP has deeply entrenched ties with numerous major domestic and international banks, and is regularly sought out to handle bet-the-company litigation. Less siloed than many of its competitors, the firm takes a one-stop-shop approach with partners handling work across the spectrum of commercial litigation for financial services clients including securities fraud, antitrust and bankruptcy cases and M&A litigation. ‘Attuned to current market trends’, the team is providing ‘reassuringly robust representation’ of many entities involved in the recent wave of litigation arising out of the credit crisis. Led by the ‘truly superbRichard Clary, the group is national coordinating counsel to Credit Suisse in all its RMBS litigation, and recently successfully secured the dismissal of two claims brought against the bank covering approximately $470m in securities. The ‘excellentDaniel Slifkin secured summary judgment on behalf of JPMorgan Chase in an RMBS case brought by Dexia. Alongside Michael Paskin, the ‘versatile’ Slifkin is also representing Morgan Stanley in ten civil antitrust class actions alleging a conspiracy among numerous financial institutions to restrain competition in the market for credit default swaps. Michael Reynolds and Robert Baron are also recommended.

Drawing on lawyers in its shareholder litigation, white-collar criminal defense and restructuring teams, Davis Polk & Wardwell LLP provides an ‘outstanding’ service to clients involved in wide-ranging domestic and cross-border disputes and investigations. The ‘solutions-orientated, business-minded and responsive’ Jennifer Newstead, a former Deputy Assistant Attorney General at the DOJ, excels in defending clients subject to high-profile regulatory investigations, with a particular focus on alleged OFAC and money laundering offences, and FCPA matters. As well as representing Clearstream Banking, a subsidiary of the German stock exchange, in an OFAC investigation, Newstead is advising AstraZeneca in an industry-wide FCPA investigation by the SEC and DOJ. Linda Chatman Thomsen is another former high-ranking government lawyer and excels in matters involving the enforcement of federal securities laws; she is currently representing a trading institution in an SEC investigation into a high-profile market disruption event. James Rouhandeh is the lynchpin of the firm’s litigation practice for financial institutions, and has secured a raft of successes for Morgan Stanley in cases brought by investors alleging misrepresentation in connection with the bank’s sale of MBS and other structured products. Carey Dunne specializes in cases involving parallel civil, criminal and regulatory proceedings. Also recommended are Scott Muller and Washington DC based Raul Yanes.

Paul, Weiss, Rifkind, Wharton & Garrison LLP provides ‘high-quality advice’, and acts for leading financial institution clients such as Bank of America, Deutsche Bank and UBS. Able to tap into the expertise of numerous former high-ranking governmental lawyers, as well as displaying formidable litigation skills in relation to many of the hot-button issues affecting clients in the industry, the firm excels in complex matters proceeding in multiple forums. The ‘excellentBrad Karp is chair of the firm and a pivotal presence in the highest-profile matters handled by the group; he recently secured summary judgment for core client Citigroup in a $200m lawsuit brought by seven Norwegian municipalities regarding fund-linked notes originally issued by the bank. Along with Bruce Birenboim, Karp also successfully represented the bank before the SDNY after the Abu Dhabi Investment Authority (ADIA) appealed the International Centre for Dispute Resolution’s decision that Citigroup did not fraudulently induce ADIA to invest $7.5bn in the bank. Other notable victories for Citigroup included successful summary judgment in Sungate Securities LLLP, et al v Citigroup. Richard Rosen has a ‘fantastic reputation’, and recently secured summary judgment for UBS before the New York State Supreme Court in an action brought by German investors in CDOs. Other recommended partners include Charles Davidow, Susanna Buergel and Eric Goldstein.

Quinn Emanuel Urquhart & Sullivan, LLP is the go-to-firm for institutional plaintiffs engaged in financial services litigation. With significant resources on both coasts, it has the critical mass to ensure that lawyers develop specialisms across different sectors and product lines, and provides a ‘very thorough and sophisticated service’ to plaintiffs seeking recourse in matters at the forefront of the financial crisis, including disputes relating to RMBS, credit default swaps, CDOs and other structured products. The ‘outstanding’ Philippe Selendy is co-chair of the firm’s structured finance litigation group, and continues to represent the Federal Housing Finance Agency (FHFA) as conservator of Fannie Mae and Freddie Mac in 14 separate securities cases brought against many banks alleging misrepresentation in the sale of billions of dollars of MBS to the two government-sponsored entities. In 2013, the firm secured notable settlements against some of the banks, including UBS for $885m and J.P. Morgan for $4bn, marking the largest recoveries ever by a government plaintiff. Selendy is involved in several other high-profile matters, including representing Massachusetts Mutual Life Insurance in 12 actions against multiple defendants accused of misrepresenting the underlying collateral associated with the RMBS it purchased. The vastly experienced Peter Calamari continues to represent monoline insurer MBIA in claims against Bank of America arising out of collapsed RMBS. Other recommended partners include Jon Pickhardt, in particular for disputes involving structured products, and the ‘outstanding’ Andrew Rossman, who is regularly instructed by private equity firms and hedge funds.

The ‘very smart’ 15-partner team at Simpson Thacher & Bartlett LLP has ‘deep and seasoned knowledge of the financial services industry’, and provides the ‘highest-quality advice’ to many significant institutional clients, acting in the defense of a broad range of matters including antitrust, securities and bankruptcy litigation, and in relation to government and internal investigations. Praised for its ‘responsiveness’ and ‘very practical’ advice, the team has been at the forefront of much of the most significant litigation arising out of the financial crisis. The ‘tactically skilled’ and ‘hardworking’ Thomas Rice is lead counsel for RBS and Deutsche Bank, two of the defendants in the FHFA RMBS litigation, and is defending a raft of other banks including UBS in other RMBS cases. Praised for his ‘great litigation skills’, Rice is also defending J.P. Morgan in all of its Libor-related litigation. As well as representing banks as defendants in cases brought by institutional investors in RMBS, the team has been active defending claims brought by monoline insurers alleging that fraudulent misrepresentation induced the insurance of such products; it recently secured a favorable settlement for Bank of America in the claims brought by MBIA, and is representing the bank in similar actions brought by FGIC and AMBAC. The ‘technically superb’, ‘bright and articulate’ Jonathan Youngwood is recommended and, along with Rice and Washington DC based Peter Bresnan, has been acting for J.P. Morgan in defending auction rate securities cases. Other recommended partners include the ‘extremely professional’ Peter Kazanoff, who has extensive experience acting for private equity firms in M&A-related litigation; the ‘thoughtful and insightful’ Mary Beth Forshaw; Paul Gluckow; Bruce Angiolillo; Paul Curnin; and Mark Stein.

With vast enforcement experience as well as private litigation expertise, Skadden, Arps, Slate, Meagher & Flom LLP is well equipped to handle financial services litigation on behalf of domestic and international institutions, and, leveraging the firm’s global footprint, excels in investigations involving multiple regulatory authorities. Jamie Boucher is representing a major European banking group in a multi-jurisdictional investigation into the bank’s historic compliance with US economic sanctions laws. With an ‘excellent’ securities litigation practice led from New York, the firm has been involved in a plethora of matters related to the financial crisis. Jay Kasner and Scott Musoff recently acted for UBS in the settlement of claims brought by the FHFA seeking to recover alleged losses suffered by Freddie Mac and Fannie Mae in the purchase of RMBS. The firm is also active in the consumer finance field, led from Washington DC by Joseph Barloon and Anand Raman, and regularly acts in connection with government investigations, enforcement actions and class action litigation. Both have handled numerous cases before the Consumer Financial Protection Bureau, and Barloon has represented many regional and national lenders in DOJ fair lending inquiries.

Sullivan & Cromwell LLP provides a ‘very intelligent’ service to a plethora of financial services clients in litigation and parallel regulatory and criminal enforcement actions. The team is at the forefront of cases stemming directly or indirectly from the credit crisis, and is handling a range of high-profile matters for core client Goldman Sachs. ‘A leader for MBS cases’, Richard Klapper has achieved some notable successes for the bank including in matters before the SEC and DOJ and also in private investor litigation. The esteem in which the firm is held is underscored by its ongoing work for five defendants in the high-profile FHFA MBS litigation. Recognized for her expertise in matters at the intersection between investigations, enforcement and the civil actions which often follow, Sharon Nelles is a ‘very subtle and effective thinker and negotiator’ and, along with Los Angeles based Robert Sacks, is handling a raft of RMBS litigation and regulatory matters for J.P. Morgan. Nelles also continues to act for Moody’s in relation to litigation and regulatory investigations regarding its role in the subprime securitization market. Robert Giuffra successfully represented a consortium of banks in a fraudulent conveyance action brought against MBIA following its reorganization into a ‘healthy’ municipal bond insurer and a ‘sick’ insurer of now toxic subprime-related securities. David Braff is also recommended.

Arnold & Porter LLP’s 16-partner team represents financial services clients across an array of matters including enforcement/congressional investigations, securities actions and antitrust litigation. Howard Cayne handles litigation and regulatory proceedings for financial institutions and individuals, and is currently representing the FHFA in a broad range of litigation in state and federal courts. The recent arrival of San Francisco based Peter Obstler from Bingham McCutchen LLP strengthened the firm’s already strong consumer finance litigation offering; Obstler is representing J.P. Morgan in 35 consumer class actions involving home mortgage consumer lending practices. Michael Mierzewski is defending Visa in various antitrust cases, including class actions challenging its interchange rate setting practices. Another area of strength for the firm is federal pre-emption work, with most of it handled from its West Coast offices. Although the firm is not as visible in RMBS litigation as many of its peers, it is representing Bank of America in multiple cases arising out of its underwriting, sponsorship and servicing of mortgage loans and MBS. New York based Pamela Miller is involved in this litigation, and is a key member of the team, which also includes the ‘excellentLaurence Hutt, Charles Berry, Stewart Aaron and David Bergman.

A leader for financial services regulatory work’, Cleary Gottlieb Steen & Hamilton LLP has longstanding knowledge of the most pressing concerns facing the industry, and provides an ‘excellent service’ to many leading domestic and global institutions engaged in enforcement actions and private litigation. With no fewer than nine former Assistant US Attorneys, as well as three former SEC General Counsel, the team has substantial credibility before the regulators and combines this with trial-ready strength to provide a ‘seamless service’. It counts American Express, Citigroup and HSBC among its clients. Lewis Liman provides ‘thorough and business-sensitive advice’, and is acting for Bank of New York Mellon in the wide-ranging Madoff litigation. Along with Robin Bergen, Giovanni Prezioso and David Brodsky, Liman also continues to represent numerous global institutions in regulatory investigations into the structuring and marketing of CDOs and RMBS. Mitchell Lowenthal is regularly engaged in significant securities and M&A-related litigation, and recently successfully represented Bank of America in securing the dismissal of two shareholder derivative suits. Lawrence Friedman provides ‘prudent and appropriate advice’, often with an international complexion.

Although it recently saw the departure of leading securities litigator Douglas Flaum to Paul Hastings LLP, Fried, Frank, Harris, Shriver & Jacobson LLP still has some high-pedigree litigators in its white-collar crime and securities litigation groups. Praised for its ‘solid and responsive advice’, the team includes a raft of partners with former agency experience, and is regularly engaged in matters proceeding on a dual litigation/enforcement track. The ‘outstandingWilliam McGuinness has an excellent reputation for significant disputes affecting financial services clients, and along with Israel David is representing the underwriters in the GMAC securities class action, which involves nearly $26bn in RMBS exposure. William Johnson is regularly involved in high-profile investigations affecting the financial services industry, and has represented a number of individuals in relation to market manipulation investigations, including Libor and the CFTC’s investigation of ISDAfix swap rates. Other recommended partners include Carmen Lawrence and Dixie Johnson for SEC enforcement, and the ‘excellent’ Karl Groskaufmanis, who is experienced on both the SEC enforcement and civil litigation sides.

The ‘superb’ team at Gibson, Dunn & Crutcher LLP combines a trial-ready approach engendered by a raft of private litigation successes with a nuanced ‘tactical approach’, and provides an excellent service to clients facing high-stakes litigation and enforcement action. The firm handles a significant amount of work for UBS, and, following on from negotiating a settlement with US and UK regulators in relation to Libor manipulation charges, recently secured a notable win in the follow-on civil antitrust litigation, with the district court throwing out all antitrust and RICO claims and considerably narrowing the plaintiffs’ remaining claims. Lawrence Zweifach was involved in this matter and, with Brian Lutz, scored another notable success for UBS in the dismissal of a shareholder class action relating to a $2.5bn MBS offering, on the basis that the claim was time-barred.

Sidley Austin LLP’s resources – in its Chicago headquarters and on both coasts, including a nascent Boston offering – are such that it can represent clients in major disputes irrespective of location and size. Praised for its ‘deep subject matter knowledge and good strategic thinking’, the firm handles work across the range of issues affecting clients in the industry, both at trial and appellate level; the firm has one of the ‘pre-eminent Supreme Court practices’. It is representing JP Morgan Chase in a range of MBS-related litigation instigated by investors including Federal Home Loan Banks, led by Robert Pietrzak, Dorothy Spenner and Andrew Stern. Headed by Barry Rashkover, and strengthened by the arrival in April 2013 of ten partners from Bingham McCutchen LLP, the firm also has strong bench strength on the securities enforcement and regulatory side, and is regularly involved in matters before the SEC, CFTC and FINRA. Other recommended partners include Gary Bendinger, for litigation against accounting firms; and Susan Merrill and Neal Sullivan, for SEC enforcement matters.

Wachtell, Lipton, Rosen & Katz’s partner-led practice specializes in non-commoditized and complex disputes affecting corporate entities and individuals across the financial services spectrum. The ‘vastly experiencedJohn Savarese is handling a number of Madoff-related matters for J.P. Morgan, including an action brought by the trustee for liquidation, a class action brought by investors in the Madoff funds, and related regulatory investigations. As a financial services M&A powerhouse, the firm is also regularly instructed in disputes arising from transactions. Along with Jonathan Moses, Savarese is also representing a financial firm in connection with an FCPA investigation relating to investments by Libyan governmental entities prior to the fall of the Gaddafi regime. Lawrence Pedowitz and David Anders are also recommended, and recently settled a long-running government investigation into tax shelter strategies allegedly marketed by Ernst & Young to various clients between 1999 and 2002.

Praised for its ‘great understanding of the ever-changing regulatory environment’, Bingham McCutchen LLP provides a ‘responsive and smart’ service, and acts for clients including Bank of America, Deutsche Bank and Wells Fargo. It continues to represent Credit Suisse in long-running asset-backed securities litigation, and recently secured a notable victory for the client when the Sixth Circuit affirmed the lower court’s decision to award summary judgment to the bank in relation to all claims asserted by Pharos Capital Partners. The firm was also successful on behalf of Freddie Mac, when the Appeals Court affirmed the lower court’s dismissal of all claims asserted in a putative class action. As well as handling core banking litigation, the firm is recognized as a ‘go-to-firm for any retail brokerage issue that has a mixed litigation and regulatory component’. Timothy Burke is an ‘excellent trial attorney’ and is regularly involved in securities regulatory and litigation matters. Other recommended partners are Jeffrey Smith, Kenneth Schacter, the ‘exceptional’ Michael Blanchard, and the ‘excellent’ Steven Brody. The firm was weakened on the SEC enforcement side by the departure in April 2013 of ten partners to Sidley Austin LLP.

Covington & Burling LLP is well positioned to represent clients before the various agencies and in associated private litigation; it is able to draw on the knowledge base of numerous former high-ranking governmental lawyers, as well as on the expertise of the firm’s well-regarded bank regulatory team, which includes former Comptroller of the Currency John Dugan. Led by the ‘outstandingJean Veta, the team has secured favorable results for Michael Perry, former CEO of IndyMacBancorp, across a number of government and private actions alleging securities fraud and mismanagement in relation to the collapse of the bank. With top-class antitrust credentials, the firm has handled a number of cases for financial services clients accused of market manipulation, including acting for Citibank in its ongoing Libor private litigation. David Kornblau provides great insight into SEC enforcement proceedings. Other recommended partners include Robert Wick and Andrew Ruffino.

Leveraging the expertise of numerous lawyers who previously held high-ranking positions with financial regulatory bodies, Debevoise & Plimpton LLP is ‘very prominent in high-stakes matters’ for banks, insurers, asset managers and brokers. Bruce Yannett, Jonathan Tuttle and Sean Hecker are key members of the team, and are advising JP Morgan Chase on the coordination of its response to multiple agency enquiries into its mortgage acquisition and securitization practices. The ‘excellentMary Beth Hogan is co-chair of the litigation group and has in recent years focused on the consumer finance sphere, representing a number of financial institutions in mortgage and credit card related investigations and class actions. Eric Dinallo handles litigation for insurance clients, and Mark Goodman is also recommended.

The ‘outstanding’ team at Goodwin Procter LLP provides a ‘very strong service’ to clients involved in high-stakes litigation and enforcement proceedings. Instructed in a raft of credit crisis related litigation, the firm is perhaps best known for its ‘excellent consumer finance litigation practice’. It acts for a broad range of clients in the industry including banks, mortgage lenders and credit card issuers, and is currently instructed as lead defense counsel in five unrelated multi-district consumer finance litigation matters. The ‘very knowledgeable’ Thomas Hefferon is chair of the firm’s consumer financial services litigation practice, and is regularly at the forefront of the most significant matters handled by the group; his recent work includes acting for defendants in a series of actions challenging the widespread mortgage industry practice of using a nominee (MERS) to hold title to mortgages. In a rare example of a consumer class action which has gone to trial, David Permut successfully represented Prosperity Mortgage – a joint venture between Wells Fargo and realtor Long & Foster – in a challenge to the company’s business model. James McGarry is also recommended.

While Kirkland & Ellis LLP does not have a discrete financial services group, its reputation as a ‘very fine litigation firm’ is such that its generalist commercial litigators pick up a regular flow of mandates from clients in the industry, including Deutsche Bank, UBS and Morgan Stanley. Robert Kopecky is representing Ally Financial as one of the defendants in the FHFA RMBS-related litigation. Led by Alexander Pilmer in Los Angeles and Michael Keats in New York, the firm is also acting for RBS in numerous MBS cases. Joseph Serino is ‘really great’, and along with fellow New York partner John Del Monaco represented Magnetar Capital in litigation brought by Intesa SanPaolo alleging that the hedge fund hijacked the collateral selection process for a CDO, injecting it with sub-standard collateral for its own profit. Neil Eggleston has a strong pedigree in white-collar and enforcement matters, and was recently joined in Washington DC by Robert Khuzami and Kenneth Lench from the SEC. Other recommended partners include the ‘very goodAndrew Clubok.

With firepower on both coasts as well as in Chicago, Latham & Watkins LLP is instructed by clients across the financial services industry, including banks, hedge funds, insurers and accountancy firms, and is able to put together a very cohesive team of regulatory experts, litigators and white-collar specialists. It is very active in Libor matters and, as well as representing numerous current and former senior officers of international banks in multi-pronged government investigations, is representing the British Bankers’ Association in a related civil action. Richard Owens handles Libor matters, and is the lead partner in the firm’s high-profile representation of Deutsche Bank in its RMBS litigation and governmental investigations. On the West Coast, the team is regularly involved in work for accountancy firms and asset managers. Blair Connelly, Christopher Clark, James Brandt and Peter Wald are also recommended.

Financial services boutique BuckleySandler LLP provides a ‘very knowledgeable service’ to consumer finance clients involved in litigation, investigations and enforcement actions. The firm has quickly developed ‘formidable expertise’ in advising clients under scrutiny by the CFPB and, as well as handling more than 30 non-public investigations and examinations of financial services companies in 2013, was involved in one of the first enforcement actions undertaken by the body in its joint action with the FDIC against Discover Bank. Benjamin Klubes is a ‘vigorous advocate’, and along with Andrew Schilling has led the firm’s efforts on behalf of numerous leading banks which are the subject of regulatory investigations into mortgage lending, foreclosure and payment processing practices. Team head Andrew Sandler is ‘one of the nation’s premier litigators in the field of fair lending’.

With a deep bench of litigators spread across the firm’s national network of offices, Morgan, Lewis & Bockius, LLP provides an ‘outstanding’ service to clients in relation to litigation and regulatory investigations. The team has developed a ‘particularly strong offering’ in consumer finance matters, and has niche expertise in privacy matters as well as unfair and deceptive practices cases. Chicago-based Kenneth Kliebard has an excellent reputation, and continues to represent Trilegiant Corporation and Affinion Group in a series of related consumer fraud class actions. The ‘extremely responsiveBrian Herman has ‘deep subject matter knowledge’ and handles litigation and regulatory matters across a range of areas including CDOs, mutual funds, mortgage servicing and foreclosure. Other recommended partners include Michele Coffey, and the firm’s securities enforcement capabilities were enhanced by the arrival of Merri Jo Gillette, formerly director of the SEC’s Chicago office.

Morrison & Foerster LLP has a ‘very good reputation in the consumer finance arena’. Fairly evenly spread between the firm’s East and West coast offices, the 13-partner team often works in concert with lawyers in the firm’s regulatory team, and, in addition to representing clients after problems have arisen, is a key resource for clients seeking to take preventative measures. James McGuire is representing US Bank and Capital One as defendants in class action litigation brought against more than 50 banks over allegedly excessive overdraft fees. Alongside Jim McCabe, McGuire has also been advising Capital One in enforcement actions regarding payment protection insurance. Michael Agoglia is representing J.P. Morgan in the well-publicized Home Affordable Modification Program litigation. Thomas Noto, Nancy Thomas, Mark Ladner and David Fioccola are also recommended, and have all advised clients in investigations by the OCC and CFPB in connection with products offered by third party vendors.

Headed by Washington DC based Brian Boyle and with a significant presence on the West Coast and in New York, O'Melveny & Myers LLP provides ‘very solid advice’ to an impressive client base which includes Fannie Mae, Visa and Fidelity Investments. It handles a significant caseload for Bank of America; as well as representing it in successor liability claims regarding its acquisition of Countrywide, it continues to act as national coordinating counsel on all of the bank’s auction rate securities matters. Jonathan Rosenberg has been central to much of the Bank of America work, and is a key member of the team, which also includes ERISA expert Shannon Barrett.

Bolstered by the recent addition of Douglas Flaum from Fried, Frank, Harris, Shriver & Jacobson LLP, Paul Hastings LLP has a strong enforcement/investigations and litigation offering on both coasts. Barry Sher chairs the firm’s New York litigation practice and has been involved in numerous CDO disputes; he recently scored a notable victory for UBS in a fraud claim brought against it by HSH Nordbank over losses the bank sustained on an investment in a CDO linked to the US subprime mortgage market. Led in Washington DC by Kirby Behre and Gerard Comizio, the firm continues to handle litigation over the failure of IndyMac Bank and the seizure of United Western Bank by the Office of Thrift Supervision. William Sullivan and Joshua Hamilton are also recommended.


Financial services: regulatory

Index of tables

  1. Financial services: regulatory
  2. Leading lawyers

Leading lawyers

  1. 1

Based in Washington DC and New York, Cleary Gottlieb Steen & Hamilton LLP’s ‘extraordinarily good’ eight-partner practice ‘has the breadth to handle the most complex issues’, and acts for an impressive roster of clients including HSBC, Credit Suisse and Bank of America. Taking a ‘very collaborative approach’, the team often works in close cooperation with the firm’s international offices and with lawyers in complementary practice areas such as M&A, securities, tax and litigation. The ‘legendaryRobert Tortoriello and ‘great guy’ Derek Bush are at the forefront of regulatory changes and have advised a number of banks, including Credit Suisse, on the Volcker rule and other regulatory aspects of investments in investment advisers, hedge fund operators and asset managers. Working alongside the firm’s Paris office, Tortoriello also provided the US regulatory input on BNP Paribas’ €3.25bn acquisition of the Belgian state’s minority interest in BNP Paribas Fortis. Giovanni Prezioso is ‘tough when needed to be but also very good at working with other lawyers to serve the best interests of the client’, and is active both in the defense of enforcement proceedings and in compliance issues. James Freis arrived recently from the Treasury Department, and has been advising a major banking association on anti money laundering requirements applicable to banks and alternative payment providers. In a further boost to the practice, securities regulation expert Robert Cook joined in June 2013 following a number of years at the SEC.

At the forefront of changes in the regulatory landscape, Davis Polk & Wardwell LLP is considered a ‘real thought leader’ on the impact of Dodd-Frank on the banking community, in terms of high-impact issues such as capital adequacy requirements, the swaps push-out and the Volcker rule, with the firm’s visibility in the market growing under the leadership of the ‘unbelievably intelligent and hardworking’ Randall Guynn. The firm ‘has the market cornered’ for ‘living wills’ work, representing the majority of major US and foreign banks – including Bank of America, Deutsche Bank and Citigroup – on the preparation of their updated 2013 contingency plans; Margaret Tahyar and Luigi De Ghenghi have been at the forefront of this work, along with Guynn. The three have also advised a number of banks on restructuring initiatives to comply with Volcker rule restrictions, including acting for Citigroup on the spin-off of its internal alternative investment arm and Lloyds Banking Group on its sale of certain private equity businesses to Coller Capital. Spearheaded by the ‘absolutely terrific’ Annette Nazareth, the firm also handles a range of trading and markets work, including providing ongoing broker-dealer compliance to individual entities and trade bodies such as the Securities Industry and Financial Markets Association (SIFMA) and the Futures Industry Association. Lanny Schwartz is also recommended for trading and market regulation matters.

Absolutely the experts in bank regulatory matters’, Sullivan & Cromwell LLP’s financial services regulatory team works closely with colleagues in practice areas such as M&A, capital markets and structured finance to provide a ‘first-class’ advisory and transactional service to banks, insurers and investment managers. With ‘excellent insights as to how the regulators work and think about issues’, the team is a ‘very safe pair of hands’ and is able to guide clients through the myriad changes heralded by Dodd-Frank. As well as representing clients such as American Express and Goldman Sachs, the firm continues to advise the banking trade body The Clearing House on various matters including pending legislation and regulations. The team is regularly instructed by foreign banks including China Merchants Bank, Banco Espírito Santo de Investimento and the Bank of Ireland in relation to the regulatory implications of establishing operations in the US. On the transactional side, the firm is ‘absolutely superb’ in the area of bank M&A, and continues to handle a steady flow of disposals and regulatory-driven strategic consolidations for financial institutions. Recent highlights include advising Ally Financial on a number of business sales including the $865m sale of its Mexican insurance business, ABA Seguros, to the ACE Group, and the $4.1bn sale of its Canadian auto finance business to Royal Bank of Canada. Rodgin Cohen has ‘almost mythical status’ in the regulatory world, and provides ‘wise and strategic’ advice on the thorniest of problems. Other recommended partners include Andrew Gerlach, Michael Wiseman, Mitchell Eitel and Elizabeth Davy.

The ‘knowledgeable’ team at Debevoise & Plimpton LLP has ‘creative and judicious’ expertise across a broad spectrum of banking, insurance, broker-dealer and investment management matters. It includes a number of former regulators, and is ‘adept at understanding the nuances of federal and state agencies’. Satish Kini has ‘deep knowledge of the industry’, and alongside the ‘excellentGregory Lyons handles a raft of bank regulatory matters for domestic and international banks as well as for trade bodies including the Financial Services Roundtable and the Private Equity Growth Capital Council as their members look to come to grips with key areas of regulatory change including the Volcker rule and Basel III. The firm remains best known for its ‘outstanding work within the insurance industry’, and is regularly instructed in the most significant M&A deals in the sector. Lyons plays a key role in advising many of the firm’s insurance clients on the implications of the heightened regulatory regime ushered in by Dodd-Frank, advising many on regulatory-driven transactions as they look to ‘de-bank’. The ‘excellentNicholas Potter advised Sun Life Financial on the $1.35bn sale of certain of its US subsidiaries. Paul Lee and John Vasily are also recommended, with the latter recently advising AIG on the sale of a majority interest in International Lease Finance Corporation. Other clients include American Express, Capital One and Fifth Third Bank.

Headed by the ‘knowledgeable and creative’ Lee Meyerson, Simpson Thacher & Bartlett LLP’s integrated regulatory and transactional group has ‘deep and seasoned knowledge of the financial services industry’, and is at the forefront of M&A activity in the sector. Although big-ticket bank-to-bank consolidation has been very much quieter, the team has been active advising banks seeking to acquire non-bank assets, including acting for TD Bank on its $5.9bn acquisition of Target’s domestic credit card portfolio and its $668m purchase of Epoch Holding. In line with the firm’s credentials as a ‘private equity powerhouse’, the team remains active for clients including Carlyle and KKR, which are increasingly looking at acquiring non-bank financial services assets. Recent highlights include advising Carlyle on its acquisition of the TCW Group from Société Générale. The ‘hardworking and diligent’ Elizabeth Cooper displays ‘excellent judgment’ and recently partnered Meyerson in representing Beech Street Capital on its acquisition by Capital One Financial Corporation. The team is also active, for underwriters and issuers, in financial institution capital markets work, and recently represented J.P. Morgan as issuer in two separate $1.26bn and $850m preferred stock offerings. Alongside its transactional work, the group is active in regulatory compliance matters. The ‘business-savvy’ Gary Horowitz and Maripat Alpuche are also recommended.

Leveraging the firm’s global footprint and full-service approach, Skadden, Arps, Slate, Meagher & Flom LLP’s Washington DC based US financial services regulatory practice provides a coordinated service to financial institutions across the gamut of compliance, enforcement, legislative and transactional matters. Although it handles a significant amount of Dodd-Frank compliance/advisory work, the firm is perhaps best known for its ‘first-rate’ financial services M&A capability. ‘Fabulous’ team head William Sweet has an excellent track record handling complex financial institutions M&A; as well as recently acting for SMBC on its minority investment in the Bank of East Asia, he is currently acting for Black Rock Investment Management on its acquisition of MGPA, a real estate investment advisory firm based in Asia. On the capital markets side, New York based David Ingles and Sven Mickisch represented underwriters and private placement agents on multiple rounds of TARP auctions involving more than 100 issuers. Brian Christiansen is recommended for his regulatory and advisory expertise, and is regularly involved in financial services M&A, recently advising First California Financial Group on its $231m acquisition by PacWest Bancorp. Beyond the wholesale banking sector, the firm has a sizeable consumer finance offering which handles a range of advisory, enforcement and litigation work; Joseph Barloon is a key team member in this area, and is currently advising Texas-based International Bancshares Corporation on numerous regulatory compliance issues, including in relation to fair lending, the Community Reinvestment Act, and unfair and deceptive acts and practices.

Based in Washington DC and aided by resources in New York, San Francisco and Los Angeles, Arnold & Porter LLP’s ‘very strong’ 16-partner practice handles a mix of compliance and consulting, transactional, enforcement and policy/legislative work for clients across the financial services industry. With a number of partners with significant governmental experience in its ranks, the team has excellent insight into the regulators’ mindset; noted for his ‘creative solutions’, Patrick Doyle benefits from such agency experience, and regularly assists clients on issues arising under the Dodd-Frank Act. Doyle has handled a raft of regulatory and government relations work for State Farm Mutual Insurance Company, particularly in relation to the federal banking agencies’ proposal to implement the Basel III and Dodd-Frank Act mandated capital rules and the application of those proposals to insurance companies. Both Doyle and New York based Kevin Barnard have also been active advising major diversified financial services firm TIAA-CREF on compliance and strategic considerations in light of Dodd-Frank. Team head David Freeman is ‘excellent’ at handling matters at the intersection of securities and banking, and recently acted for First Republic Bank on its $125m acquisition of Luminous Capital, as well as advising the bank and its broker-dealer subsidiary on ongoing regulatory compliance matters. Other recommended partners include managing partner Richard Alexander, Robert Azarow, for financial services M&A; Michael Mierzewski, for consumer finance; and Charles Landgraf, for insurance regulatory work. Clients include Apple Bank, Banco do Brasil and Nordea Bank.

Praised for its ‘very hands-on and client-orientated service’, Covington & Burling LLP’s ‘experienced and highly practical’ Washington DC based practice is ‘well connected with regulators’ and excels in matters involving regulatory, legislative and enforcement elements. The ‘excellentJohn Dugan, former Comptroller of the Currency, heads the team and has ‘superb insight’ into the current financial regulatory framework. His advice is frequently sought out by trade bodies, and along with Keith Noreika he recently represented the Global Financial Markets Association in providing a comment letter to the Basel Committee on Banking Supervision regarding its proposed changes to the denominator of the Supplemental Leverage Ratio. Noreika has ‘superior judgment in dealing with complex regulatory issues’, and since his recent promotion to the partnership has developed a significant reputation, particularly among non-US banks, who appreciate his ‘ability to interpret US regulatory trends and concerns in a way that can be understood by non-US actors, so that sophisticated business decisions can then be made by them. The practice has also picked up an increased flow of consumer finance instructions, and has provided advice to clients on the new consumer provisions of Dodd-Frank and on issues relating to the nascent Consumer Financial Protection Bureau (CFPB). Other recommended partners include Edward Yingling, Stuart Stock and Mark Plotkin. The team is rounded out by Jean Veta, who ‘offers excellent business advice as well as sound legal counsel’, and is recommended for her enforcement expertise. Other clients include Citigroup, Credit Suisse and SIFMA.

With ‘top-notch industry knowledge’, Hogan Lovells provides ‘business-orientated’ regulatory and strategic advice to financial institution clients across all aspects of federal and state regulation affecting their activities. With numerous high-ranking ex-government lawyers in its ranks, the team has excellent regulatory insight and is able to work and communicate effectively with the agencies. The ‘smart, responsive and dedicatedStuart Stein is a ‘good financial services regulatory lawyer’, and is regularly involved in many of the firm’s most notable transactions, recently advising the state-controlled Banco Industrial de Venezuela on compliance with Office of Foreign Assets Control, Anti Money Laundering and Bank Secrecy Act regulations. Team head Richard Schaberg is also recommended along with Daniel Keating, who is ‘great’ at representing financial institution clients engaged in M&A and securities matters. The ‘smart, practical and responsive’ Amy Freed, in New York, focuses on securities regulatory matters. Other clients include Webster Bank, NBT Bancorp and Western Alliance.

Latham & Watkins LLP provides an ‘excellent service’ to clients on standalone compliance and transactional-related regulatory matters. The ‘extremely smart and knowledgeable’ Dana Fleischman has ‘a good sense of market practice’, and is ‘one of the best in the broker-dealer arena’. Alongside Stephen Wink, Fleischman recently acted for an investor in a major international securities and options exchange. The ‘excellent’ Wink is also very active on broker-dealer regulatory matters, and advised Fantex on the establishment of the first-ever broker-dealer and trading platform for the trading of securities representing interests in the earnings of sports stars. While the firm’s bank regulatory offering remains less visible than many of its higher-ranked peers, the recruitment of ‘market leader’ Alan Avery a few years ago is starting to pay some dividends, with Avery at the forefront of the practice’s ‘living will’ work for a number of foreign banks. He also advised a private equity firm on the regulatory aspects of its acquisition of non-controlling interests in various banks and bank holding companies. The team has also advised a number of banks on their capital raising activities, including advising on the issuance of Credit Suisse’s Gold Shares Covered Call, the bank’s first NASDAQ-listed product.

With a strong offering on both coasts, as well as being able to call on the expertise of lawyers in Europe and Asia, Morrison & Foerster LLP’s 50-lawyer team has the strength and depth to handle a broad array of regulatory matters affecting financial services clients. ‘Very strong at consumer finance matters’, the firm’s capability in the area has been strengthened over the past couple of years by numerous new hires, including the ‘excellent’ Leonard Chanin from the CFPB. Alongside fellow new recruits Thomas Noto and Donald Lampe, Chanin spearheads the firm’s nascent mortgage and fair lending group. The ‘vastly experienced’ Richard Fischer has a longstanding reputation advising clients in the payment card sector, including Visa, as well as handling privacy matters affecting the industry. Barbara Mendelson is ‘very knowledgeable’ on Dodd-Frank regulation, and, as well as advising domestic banks on compliance issues, is regularly instructed by foreign banks, central banks and foreign governments. Joan Warrington has a particular niche structuring strategic partnerships between financial and non-financial institutions, and, alongside Oliver Ireland, recently advised H & R Block on the sale of its bank assets to Republic Bancorp. Warrington is also currently advising US Bank and Visa on the regulatory issues associated with the development of a credit card processing platform for small state-chartered financial institutions which issue their own credit cards. Henry Fields has vast bank regulatory expertise, in both standalone matters and transactions. Clients include BNY Mellon, Citibank and Mizuho Corporate Bank. Charles Horn joined Morgan, Lewis & Bockius, LLP in August 2013.

Headed by the ‘highly responsiveScott Anenberg, Mayer Brown’s seven-partner team has ‘excellent attention to detail’, and advises banks, broker-dealers and insurers across the gamut of regulation affecting their businesses. Leveraging the resources of a global network of offices, the firm regularly provides unified cross-border representation, and is currently advising a major financial institution on the global implications of the Volcker rule and other aspects of Dodd-Frank. It is also regularly sought out by trade bodies; as well as advising the Swiss Bankers Association on several matters, it recently assisted the Global Financial Markets Association on its comment letter relating to the Basel Committee on Banking Supervision’s proposal to fundamentally revise the regulatory capital treatment for securitization transactions. The ‘responsive and practicalThomas Delaney provides ‘a very high-quality work product’ to international clients seeking to reconcile and comply with overlapping and potentially conflicting provisions of US and international law. The ‘very analytical’ Alex Lakatos is also regularly engaged in cross-border matters, and is a ‘real expert on OFAC issues’. Other recommended partners include ‘excellent communicator’ Jerome Roche and the ‘excellent’ David Sahr, who regularly assists international banks on the regulatory implications of expanding their operations into the US. Other clients include Capital One Financial Corporation, TD Bank and UBS.

Based in Washington DC, Paul Hastings LLP’s five-partner team handles standalone advisory and transaction-related regulatory work for a broad range of clients including Charles Schwab, eBay and Wells Fargo. The firm remains best known for its ‘first-rate’ payments practice; it ‘has few peers in the area of emerging payment products’. Headed by the ‘very hands-on and patientChris Daniel in Atlanta, it represents a plethora of high-quality clients including Visa and Facebook, and is ‘well versed in payments regulation at the state, federal and international level’. ‘Experienced in all aspects of payments law, from both a regulatory and transactional perspective’, Daniel recently advised Facebook on the development of its virtual currency; this matter involved considerable interaction with the firm’s Tokyo office and is indicative of the team’s ability to provide a unified global solution to clients. The firm also advised UATP, a payment systems network, on ensuring a new product’s compliance with both US and EU regulatory requirements. Spearheaded by Gerard Comizio, Kevin Petrasic and of counsel Lawrence Kaplan, the group’s ‘solid’ bank regulatory practice provides integrated banking and payments advice to clients including JPMorgan Chase, which it advised on innovative card programs and related product offerings to ensure compliance with the Federal Reserve Board’s recent interchange fee regulations. The practice also has strong ties with a number of regional and community banks, and has started to pick up bank M&A work as these smaller entities seek to achieve economies of scale to better cope with heightened regulatory strictures. Comizio and Kaplan recently advised North Central Bancshares on its merger with Great Western Bancorporation, National Australia Bank’s US bank subsidiary.

Headed by the ‘technically knowledgeable, experienced and responsiveBradley Sabel, Shearman & Sterling LLP provides an ‘outstanding service’ across the range of regulatory concerns facing banks, broker-dealers, and funds. Able to tap into resources in key global centers including London and Hong Kong, the team excels in cross-border matters and is able to provide a holistic service to global clients, assisting in the technical interpretation of regulations as well as providing strategic and policy-level advice. ‘Fundamentally strong and practical’, Russell Sacks is ‘excellent on SEC and FINRA matters’, and continues to advise SIFMA on the implications of new industry rules relating to block trading and prohibitions against front running. Former regulator Donald Lamson has vast industry knowledge and, as well as representing domestic banks, has significant experience guiding international banks through the maze of regulatory changes. Lamson is assisting Portuguese bank Itaú Unibanco in obtaining the necessary US approvals to transfer its business to a UK bank. Of counsel Charles Gittleman is ‘very bright, articulate and extremely well informed about industry issues’, particularly in the brokerage sector. Other clients include Banco do Brasil, Barclays Capital and Mizuho Corporate Bank.

Closely integrated with the firm’s corporate, finance and litigation practice groups, Sidley Austin LLP’s Washington DC regulatory group provides ‘terrific and user-friendly advice’ to clients across the gamut of issues, ranging from Dodd-Frank compliance matters to the regulatory underpinning of transactions in the industry. Team head William Eckland is regularly at the forefront of the most significant work handled by the group, and advises clients on the development of new products and services as well as handling general advisory matters. New York based Connie Friesen has developed a niche advising international banks on the impact of Dodd-Frank on their operations, and also provides the regulatory expertise necessary to international banks planning to open branches in the US. On the consumer finance side, David Teitelbaum has an excellent pedigree in the field of electronic banking and payment systems. The firm’s already strong broker-dealer practice was enhanced in April 2013 by the arrival of a ten-partner SEC enforcement and regulatory practice from Bingham McCutchen LLP.

Washington DC based Venable LLP has ‘excellent industry knowledge and experience’, with many partners having previously held high-ranking enforcement agency positions. Team head Ronald Glancz is ‘one of the leading bank regulatory lawyers in Washington DC’, and recently advised M.Y. Safra Bank on its acquisition of T Rowe Price Savings Bank. Formerly acting director of the Office of Thrift Supervision (OTS), the ‘very well-respected and well-connected’ John Bowman is a recognized thought leader in the industry, and has been at the forefront of debate surrounding the need to increase competition in the third-party credit score provider market. John Beaty is ‘particularly strong in the thrift industry’, and is a ‘trusted adviser in a multitude of areas including bank failures/resolutions, thrift applications and structural matters’. Recent work for Beaty includes advising a US bank on ‘living will’ requirements, and advising numerous savings banks on issues relating to the transition from OTS supervision to supervision by the Federal Reserve Board and the Office of the Comptroller of the Currency. Edward Wilson is well regarded for anti money laundering regulatory work, and Jonathan Pompan and Ralph Sharpe are also recommended.

While it lacks the breadth of practice of many of its higher-ranked competitors, Ballard Spahr LLP is undoubtedly one of the ‘pre-eminent’ firms in the area of consumer finance regulatory matters; no fewer than six of its lawyers are members of the American College of Consumer Financial Services Lawyers (ACCFSL), and it has been at the forefront of developments affecting the sector. Under the leadership of the ‘excellent’ Alan Kaplinsky, the team has handled a raft of work for banks and other entities which are now subject to the scrutiny of the CFPB, ensuring that they have effective compliance measures in place and representing them in examination procedures before the agency. Richard Andreano heads the firm’s mortgage banking group and has been active advising on adapting to recent mortgage rule-making changes, as well as assisting clients such as the Mortgage Bankers Association in drafting comments to the CFPB on the ability-to-repay rule. Jeremy Rosenblum has a focus on the interplay between federal and state laws. The firm opened an office in New York in July 2013.

A stalwart of the Texan market, Bracewell & Giuliani LLP has strong ties with a number of local banks and receives a steady flow of regulatory instructions. As well as handling compliance work for Park Cities Bank and Texas Capital Bank, the team – led by Sanford Brown – is assisting United Central Bank in complying with a consent order stipulating that, among other things, it increase its capital reserves. New York based Julian Rainero heads the firm’s broker-dealer and market regulation practice, and is currently advising the board of a major broker-dealer in a review of its order-routing and best execution practices. Robert Frenchman regularly works alongside Rainero, although he has more of a focus on the enforcement side. Other clients include Credit Suisse, Nomura and Instinet.

Financial services boutique BuckleySandler LLP has become a real force in the market since its establishment in 2009, and is noted for its ‘well-informed and responsive’ service in relation to consumer finance law compliance. Instructed by a range of major financial institutions and trade bodies, and also attracting a significant amount of referral work from major law firms, the practice has been involved in more than 30 CFPB examinations, investigations and enforcement actions, and represents companies and trade associations in relation to CFPB rulemaking. ‘A real force in the regulatory compliance arena’, Clinton Rockwell recently acted for a leading bank in an extensive document review relating to its loan products to ensure compliance with federal and state disclosure laws. John Kromer has ‘significant experience and industry insight’, and has recently been active advising various private equity firms on potential acquisitions of consumer finance targets. Andrew Sandler has ‘extremely strong industry contacts and credibility among clients, peers and regulators’, and the team also includes John Redding, who is ‘well versed in collection law’, and the ‘excellent’ Jeremiah Buckley. Clients include Bank of America, HSBC and Morgan Stanley.

Cadwalader, Wickersham & Taft LLP provides ‘practical and timely advice’ across several niche areas affected by extensive regulatory change, including the derivatives, broker-dealer, commodities and energy sectors. Steven Lofchie has comprehensive knowledge across products, regulatory regimes and practices’, and continues to assist JPMorgan Chase in establishing its swap dealer compliance procedures. The ‘knowledgeable’ Jeffrey Robins is also highly regarded within the broker-dealer arena, and provides ‘practical guidance’; his recent work includes advising derivatives trade association ISDA on the adaptation of its standard documentation to comply with the changes introduced by Dodd-Frank. The ‘precise, accurate’ and ‘knowledgeable’ Scott Cammarn leads the firm’s bank regulatory practice, and has been particularly active advising foreign banks on Dodd-Frank compliance, including submitting comment letters on behalf of more than 20 foreign banks (including Standard Chartered Bank and the Development Bank of Singapore) on the application of the Volcker rule to their global operations. Special counsel Athena Eastwood is noted for her ‘knowledge of the commodities trading business and the associated Dodd-Frank regulations’. Also recommended is the ‘excellent’ Paul Pantano, who heads the firm’s energy and commodities group.

Leveraging its huge international network, Clifford Chanceis able to address a variety of regulatory issues in markets around the globe to coordinate and maintain consistent advice for global businesses’. ‘Highly responsive and effective at identifying solutions’, the firm excels in advising US financial institutions on the implications of foreign regulatory changes on their businesses, as well as assisting global entities with multi-jurisdictional comparative studies. The ‘highly practical’ Nick O’Neill has ‘excellent knowledge of the changing regulatory landscape in both the UK and US’, and is assisting a consortium of international banks with a multi-jurisdictional survey of privacy law and confidentiality obligations around the world. The ‘excellent’ Gareth Old is ‘highly focused and responsive, extremely knowledgeable and great at thinking outside the box’. He recently advised the BBVA on Dodd-Frank and other regulatory matters.

Led by the ‘highly experienced and skilled’ Thomas Vartanian out of Washington DC, Dechert LLP’s financial services regulatory group has strong ties with the relevant regulators and is instructed by a broad range of clients in relation to the swathe of regulations affecting the industry. Leveraging the firm’s ‘excellent funds practice’, the group is regularly brought in to provide the regulatory overlay on bank investments made by such funds, as well as handling general compliance matters. The ‘outstanding’ David Ansell recently advised East Rock Capital on its non-controlling investment in Northeast Bancorp; and he and Vartanian also acted for an international real estate investment management firm in extensive negotiations before the Federal Reserve Board relating to its investment in the Bank of Ireland. On the consumer finance side, the team has been advising the American Bankers Association on the implementation of the CFPB’s new ability-to-repay/qualified mortgage rules. Other clients include Paulson & Co, Silver Point Capital and Citadel.

At Fried, Frank, Harris, Shriver & Jacobson LLP, team head Christopher Bellini ‘excels at handling critical bank regulatory matters affecting financial institutions’, and regularly provides strategic advice to entities seeking to roll out new product lines and acquire new businesses. Alongside Jessica Forbes, Bellini provided the bank regulatory advice to Capital One on its recent merger with ING Direct. Bank of America remains a significant client for the firm; the team has advised it as underwriter in various offerings by financial institutions, and has also assisted it across a range of Dodd-Frank matters including Volcker rule concerns. As well as acting for pure bank holding companies, the firm is well connected on the funds side and is regularly instructed on the regulatory aspects affecting the fund subsidiaries of banks. Another area of focus for the firm is the energy and commodities arena, with hires in the last couple of years including Michael Yuffee and Daniel Mullen from Hogan Lovells and the Federal Energy Regulatory Commission (FERC) respectively. Yuffee has ‘very good industry experience and knowledge’, and recently advised the European Federation of Energy Traders on Dodd-Frank matters.

Praised for its ‘accurate advice’, Schulte Roth & Zabel LLP provides a ‘very knowledgeable and responsive service’ to clients across the spectrum of securities and banking law regulation. Leveraging the firm’s premier funds practice, the team handles a significant amount of compliance work, as well as advising funds on the regulatory aspects of transactions. Particularly strong at the intersection of private equity and banking law, the team has been active advising on the implications of the Volcker rule, representing funds investing in banks, as well as banks sponsoring or investing in private equity and hedge funds. Praised for his ‘pragmatic and creative approach’, Joseph Vitale has ‘deep knowledge of bank regulatory matters’, and has been involved in a number of strategic dispositions for banks to ensure regulatory compliance, such as advising Credit Suisse on its sale of Strategic Partners to the Blackstone group. The firm is also one of the ‘premier outfits’ in the emerging payments space, led by the ‘experienced and thoughtfulDonald Mosher, who has ‘great connections with the regulators’.

Sutherland Asbill & Brennan LLP has a ‘broad and deep practice in many different areas impacting the financial services industry’. Although it is less active in bank regulatory matters than many of its higher-ranked peers, it is ‘perhaps the pre-eminent firm to use for insurance companies that have securities-related legal issues arising out of their insurance products’. Team head Stephen Roth has ‘vast experience and knowledge of the legal issues impacting SEC-registered variable insurance products’, and continues to assist the Committee of Annuity Insurers in its efforts to affect the direction and details of various regulators’ proposals and initiatives. Michael Koffler and Eric Arnold were also involved in this work, and have ‘strong analytical skills and an admirable combination of experience and good instincts’. Fred Bellamy has ‘considerable experience in legal issues involving group annuities, and straddles both SEC and insurance regulatory issues involving annuity products’. Clifford Kirsch and Holly Smith are advising AIG Advisor Group on ongoing broker-dealer and adviser regulatory issues, while Steven Boehm leads the firm’s work in the niche area of advising business development companies. Clients include Ares Capital, THL Credit and Metropolitan Life Insurance.

Weil, Gotshal & Manges LLP suffered a setback with the departure at the beginning of 2014 of dual US/UK-qualified Heath Tarbert to Allen & Overy LLP, but can still draw on the talents of the ‘very responsive and knowledgeableDerrick Cephas, who regularly advises clients on Dodd-Frank compliance. Working alongside the firm’s ‘world-class’ restructuring group, the team has developed an excellent reputation for resolution planning, and continues to handle work for some major banks on their ‘living will’ contingencies. The practice also often works alongside the firm’s strong private equity team, providing regulatory advice in relation to fund formation and transactions in the financial industry.

Headed by Christine Edwards, Winston & Strawn LLP’s practice advises banks, broker-dealers, insurers and funds across the range of regulatory issues affecting their operations. Edwards continues to represent Washington DC based trade association the Financial Services Roundtable on various hot-button regulatory issues, including executive compensation, the new international capital standards and the scope of the powers afforded to the CFPB. The ‘first-rateJerry Loeserprovides proactive advice on emerging regulatory issues’, and has advised numerous regional and local community banks on licensing issues, the application of the Volcker rule and other capital regulations. The team was recently strengthened by the arrival of broker-dealer regulatory specialist Glen Barrentine from Cadwalader, Wickersham & Taft LLP. Clients include Bank of America, State Farm Mutual Insurance Company, and Pacific West Bank.


Municipal bankruptcy

Index of tables

  1. Municipal bankruptcy
  2. Leading lawyers

Leading lawyers

  1. 1

With an ‘outstanding track record’ in Chapter 9 and Chapter 11 cases, Arent Fox LLP has been a ubiquitous presence amid the US’ recent wave of municipal bankruptcies. An additional strength is its specialist expertise in municipal bonds, tax-exempt bond financing, new market tax credits, and local tax subsidies. New York-based David Dubrow is ‘a great lawyer’, ‘very active’, and highly regarded for his creditor work; he continues to act for Ambac Assurance Corporation (Ambac) in the City of Detroit’s Chapter 9 proceedings; the client, which insures $171m of Detroit’s general obligation debt, opposed the City’s cease on payments on $2bn in unsecured debt. Dubrow also acted alongside LA-based Mette Kurth for Wells Fargo and Ambac in restructuring San Bernardino’s bond debt, in a matter which has not reached court proceedings. Dubrow is also acting alongside Carol Connor Cohen and Caroline Turner English in protecting Ambac’s interests in various other national public and municipal restructurings.

Lawrence Larose’s ‘tier one’ practice made a smooth transition from Winston & Strawn LLP to Chadbourne & Parke LLP in New York in October 2013. Supported by a ‘deep bench’ in the firm’s market-leading corporate restructuring practice, Larose and Samuel Kohn continue to represent Assured Guaranty as insurer of $2.5bn of bonds issued by the City of Detroit; the firm been active in mediation to protect its interests in the matter, and also brought proceedings against Detroit, the emergency manager and individual city officials, to enforce state law protections for bondholders. In Jefferson County, Larose and Kohn achieved ground-breaking results on behalf of an insurer of $1bn of warranties; these included a positive ruling over ‘special revenues’ under Chapter 9 and negotiating a unique municipal bond exit financing in a consensual plan of adjustment, effective in December 2013. Universally respected in the market, the ‘outstanding’ Larose is highly experienced in advising financial institutions on sophisticated, complex restructurings and Kohn, a former certified public accountant, also has a ‘market-leading’ reputation in the field. Both have been involved in all significant municipal cases in recent years.

Jones Day is ‘a really fine firm’, and the ‘excellent’ team has been enjoying a high profile lately, following its appointment by the City of Detroit to handle its Chapter 9 bankruptcy. Led by Los Angeles-based Bruce Bennett, the team handling the matter also includes David Heiman in Cleveland, New York lawyers Corinne Ball and Heather Lennox, Jeffrey Ellman in Atlanta, and Bradley Erens in Chicago. Recent work includes developing and implementing restructuring proposals, negotiating with key stakeholders and completing a nine-day bankruptcy court trial over its application to be a chapter 9 debtor. The firm is well known for representing bondholders in Chapter 9 and Chapter 11 proceedings, with instructions from the likes of Hostess Brands, Peabody Energy, Arctic Glacier and Travelport LLC. ‘An exceptional talent’ and ‘a very accomplished lawyer’, Bennett was highly acclaimed for his work for Orange County in 1995 and is also well known for his municipal bonds expertise. ‘Leading lawyer’ James Johnston, also known for his role in Orange County, is working alongside San Francisco of counsel Joshua Morse to represent Franklin Advisers in Stockton’s Chapter 9 proceedings; as a creditor in the case, the client held the only uninsured bonds involved in the proposed plan of adjustment. Other work for the firm includes MBIA’s pursuit of $95bn of outstanding warrants in Jefferson County’s Chapter 9 proceedings, led by Ball, Amy Edgy Ferber and Mark Cody, across the New York, Atlanta and Chicago offices. David Kates has returned to Chapman & Cutler LLP.

The ‘very knowledgeable’ Kenneth Klee of Klee, Tuchin, Bogdanoff & Stern LLP is ‘one of the leading debtor lawyers, without doubt’ and someone many view as a pioneer in the field. The Los Angeles boutique has been praised highly for its work for Jefferson County, led by Klee, the ‘very, very good’ Michael Tuchin, Lee Bogdanoff and David Stern; it successfully negotiated the end of the county’s bankruptcy in December 2013, through the agreement a new debt worth $1.8bn, which is currently under appeal. The firm is well known for its past work for Orange County, and also has experience acting for secured and unsecured creditors.

Known for its high-profile municipalities work, the group at Orrick, Herrington & Sutcliffe LLP has ‘thorough understanding of context’, and shows ‘respect and dignity’ in its dealings with all parties, inspiring ‘complete trust’ in negotiations. The firm continues to represent Stockton in its bankruptcy, having successfully defeated opposition to its Chapter 9 status by numerous capital market creditors. Headed by Marc Levinson, San Francisco-based John Knox and senior counsel Norman Hile, the firm’s work for the Stockton has continued to set precedents in the field, particularly in relation to the extent of the Bankruptcy Court’s power to override municipality decisions; and a recent development saw the team file the city’s proposed plan and disclosure statement in October 2013. Levinson is ‘a leader on the city side’, ‘a master of bankruptcy law’ with a ‘remarkable capacity to predict the way bankruptcy judges will rule’, and as a result, is firmly ‘at the forefront of things’; he and fellow public finance lawyer Knox are a ‘formidable duo’. Knox ‘understands the political environment’, working ‘quickly’ and ‘on the same team’ as clients. As a litigator, Hile is ‘just extraordinary in terms of being very low-key and “dangerous"’ with his questioning and is praised highly for his composure and effectiveness in the face of opposition. Levinson and Knox are working alongside Michael Weed in completing the final stages of the City of Vallejo’s 2008 Chapter 9 proceedings. The team is continuing to settle claims following the agreement of a plan in November 2011. Douglas Mintz joined the Washington DC office as of counsel from Cadwalader, Wickersham & Taft LLP in May 2013, bringing strong lender expertise to the practice. Mintz continues to represent Fundamental Advisors, a key member of a committee of bondholders, which has been active in negotiations over Jefferson County’s proposed plan of adjustment worth $4.2bn. Additionally, Mintz has been advising multiple investors on Puerto Rico’s anticipated restructuring and is also acting for a group of four hedge funds in Detroit. Attorneys are based in Sacramento unless stated.

Very effective on the swaps side’, Cadwalader, Wickersham & Taft LLP has a strong track record in major cases, supported by its leading bankruptcy, municipal finance and municipal credit practices. Lary Stromfeld is highly recommended along with ‘talented derivatives lawyer’ Mark Ellenberg in Washington DC. The pair acted alongside Ingrid Bagby and associate Thomas Curtin in developing ground-breaking structured settlements to protect Bank of America Merrill Lynch’s interests as a major creditor affected in Detroit’s Chapter 9 bankruptcy. Ellenberg, Curtin, Ivan Loncar and associate Michele Maman acted for Fundamental Partners, as sewer warrantee holders, in Jefferson County’s Chapter 9; acting throughout the process, the team finally negotiated the plan support agreement with the County, which was approved in November 2013. The firm has also been active in a number of distressed infrastructure cases which didn’t reach court. Attorneys are based in New York unless stated.

Praised for its ‘credibility, delivery and sound advice’, the ‘outstandingCravath, Swaine & Moore LLP , based in New York, is among the longest-standing players in the market, with almost 40 years’ experience. An ‘absolutely terrific’ and ‘first-rate lawyer’, Richard Levin was a principal drafter of Chapter 9 provisions, and is praised for his political awareness. Levin is currently advising two clients in Detroit, from opposite sides of the spectrum: firstly, he is working with The Detroit Institute of Arts, which the city has legal title over, in protecting its assets against creditors in proceedings. He is also acting alongside banking lawyer George Zobitz in advising Barclays Capital as the first post-petition lender to the city in the case, in a financing worth $350m. Other work has included advising City of Gardena and Ventura Port District on workout negotiations to avoid Chapter 9 proceedings. Levin represented the Securities Industry and Financial Markets Association (SIFMA) in Jefferson County’s Chapter 9, which concluded in December 2013; his work included appealing the Bankruptcy Courts’ decision over the treatment of revenue in relation to secure bonds and receivers’ ownership rights. He also acted for Harrisburg, in what was the State of New York’s first Chapter 9. Other past debtor clients include Badger Mountain Irrigation District, Columbia.

Active in virtually every case’ and ‘one of the best trustee firms’, Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.’s large, national practice has a long track record in Chapter 9 and Chapter 11 cases. Acting for trustees, bondholders and bond insurers, the team is strengthened by its deep bench in public finance and tax-exempt workouts and restructurings. It continues to represent institutional debt holders in Detroit and Stockton, and is representing State Street Bank and Trust Company’s interests over bondholder debt within Jefferson County’s $4.2bn liabilities. It is also working with investors over distressed municipal debt in other jurisdictions including Puerta Rica, Harrisburg and Scranton. ‘Top-notch lawyer’ William Kannel heads the practice. Bankruptcy expert Adrienne Walker made partner in 2013. Richard Moche, Ann-Ellen Hornidge, Michael Gardener and bankruptcy of counsel Ian Hammel are also recommended. All named attorneys are located in the Boston office.

The ‘highly responsive’ group at Sidley Austin LLP is ‘among the best for Chapter 9’. Providing an ‘excellent service’, the practice combines its core strengths in public finance bankruptcy and restructuring to act for major creditors. Of particular note is its work for Assured Guaranty, Stockton’s largest creditors. Based in Los Angeles, Jeffrey Bjork is ‘very good’ and ‘very, very active’ in the field; Washington DC-based Guy Neal and public finance specialist Eric Tashman in San Francisco are also highly recommended. The aforementioned trio continue to advise National Public Finance Guarantee on its pursuit of a $2bn debt in Detroit. Other work has included San Bernardino’s ongoing Chapter 9 negotiations, Harrisburg’s continuing restructuring and Mammoth Lakes’ Chapter 9 filing, which was dismissed in late 2012. The firm’s ‘outstanding pensions expertise’ is anticipated to come increasingly to the fore, particularly following Detroit’s recent ruling on the subject.

An established national team with strong regional knowledge’, Ballard Spahr LLP brings together experts in public finance, municipal labor and bankruptcy across multiple offices to form a cohesive offering, making it one of the few practices in the field to have a municipal finance practice that is independent from corporate recovery. Acting for both debtors and creditors, the firm is gaining increasing prominence for its work with trustees. After acting for bondholders in Harrisburg and San Bernardino, Vincent Marriott is currently representing Luxembourg bank EEPK as one of the major bondholders involved in Detroit. On the debtor side, a major component of the firm’s work constitutes out-of-court workouts aiming to avoid bankruptcy proceedings, and Philadelphia-based practice head William Rhodes is particularly recommended for his work in this field. When acting on the municipalities’ side, the firm is particularly praised for its handling of issues surrounding distressed assets, such as water and sewage systems. Fellow Philadelphia lawyer Kevin Cunningham is highly experienced in municipal bond financings, and well known for representing TD Bank in Harrisburg’s 2011 Chapter 9 bankruptcy. Bankruptcy lawyers Jeffrey Cohen in Denver and Mark Gaylord in Utah are also highly recommended. Special counsel Pauline Schneider, based in Washington DC, has a growing profile in the field. Past clients also include Allianz Bank, Janney and Commerce Bank.

Kirkland & Ellis LLP is representing Syncora in Detroit’s Chapter 9 proceedings, and this has placed the practice firmly on the map for municipal bankruptcy. The client insures a substantial share of the city’s total debt liabilities, and as such, is taking an active role in negotiations, it was one of the bond insurers who challenged the city’s access to $11bn in revenue from three of its casinos. The insurer also took action against UBS and Merrill Lynch to establish its rights over the casino revenues, as determined by previous Swaps and pension agreements relating to the case. Traditionally home to a strong corporate recovery offering, and split across Chicago and New York, this 30-partner practice has substantial experiences in major Chapter 11 cases, as well as wide-scale restructurings and distressed transactions. James Sprayregen and fellow Chicago lawyer Ryan Blaine Bennett are playing a key role in the aforementioned Syncora matter.

With increasing visibility in distressed municipality issues, Kramer Levin Naftalis & Frankel LLP’s ‘preeminent bankruptcy team’ is ‘excellent in all aspects’. ‘Up and coming’ in Chapter 9 cases, the team is particularly experienced in acting for bondholders, and is highly regarded by clients and peers alike. Thomas Moers Mayer is acting for a group of pension holders in Detroit’s bankruptcy, and the parties are expected to play a larger role in negotiations going forward following December’s pensions ruling. Rated highly for her work in distressed municipal and tax-exempt debt, Amy Caton is ‘pragmatic and experienced’; she is currently representing an ad hoc group that collectively holds 65% uninsured general obligation bonds in the Detroit case. In Jefferson County’s chapter 9, the firm represented an ad hoc group holding sewer revenue warrants worth $870m, in its successful bargaining with the city, bond insurers and JPMorgan Chase. In Lombard City’s Chapter 9, the firm is representing the majority holder of municipal bonds issued by Lombard Public Facilities Corporation in order to construct a hotel and convention centre. The firm also has strong credentials in Chapter 11 cases involving municipalities, with past clients including Saint Vincent Catholic Medical Centers.

McDermott Will & Emery LLP’s ‘very nice practice’ is ‘among the very best in the field’. The firm combines ‘very strong municipal finance expertise’ with comprehensive insolvency know-how to provide ‘very sound, practical advice going beyond bankruptcy to things such as litigation and media strategy’. The firm is particularly known for representing trustees in Chapter 9 cases. It continues to act for U.S. Bank regarding its $1.4bn interest in the funding for the City of Detroit’s pension plans and $350m of pledged casino revenues; it is also advising the bank over its $170m exposure in San Bernardino’s Chapter 9. Other work includes acting for Ambac as bondholder over its $525m exposure in Jefferson’s Chapter 9. Chicago lawyer William Smith’s ‘strong knowledge of the US bankruptcy code’ means he is considered among ‘the very best in the field’, with strategic abilities ‘similar to a champion chess player’; he is also praised for his ability to explain complex legal issues to non-lawyers. Nathan Coco, also in Chicago, and New York-based Erich Eisenegger are also highly recommended in the field.

Reed Smith LLP is recommended for representing indenture trustees in municipal cases, with past cases including Jefferson County, Harrisburg and Vallejo. Group leader Eric Schaffer splits his time between Pittsburgh and New York and is experienced in both bankruptcy proceedings and major out-of-court workouts and restructurings, with clients including public bodies, utilities and airlines. Counsel Mike Buckley specializes in representing major financial institutions in bankruptcies and commercial disputes, with past clients including Wells Fargo Bank, BNY Mellon and RAIT Realty Trust.

Weil, Gotshal & Manges LLP’s market-leading national bankruptcy practice is increasingly featuring in high-profile cases, supported by its strong Chapter 9, Chapter 11 and municipal bonds experience. Gary Holtzer and Houston-based Alfredo Pérez are leading a six-lawyer team representing Financial Guaranty Insurance Company in Detroit’s proceedings; it insured $1.1m of pension obligations, with related swap contractual obligations and over $500m in revenue bonds in the city’s water and sewer systems. Marcia Goldstein and Debra Dandeneau represented MBIA subsidiary National Public Finance Guarantee Corporation as creditors in both San Bernardino and Stocktons’ Chapter 9 proceedings, with estimated liabilities of $1bn in each case. Named attorneys are based in New York unless stated.


Not-for-profit

Index of tables

  1. Not-for-profit (nonprofit and tax exempt organizations)
  2. Leading lawyers

Leading lawyers

  1. 1

Headed by the ‘fabulous’ and ‘brilliantCelia Roady, Morgan, Lewis & Bockius, LLP’s nine-lawyer practice, split between Washington DC and Palo Alto, operates across diverse sectors including media and communications, pharmaceuticals and education. ‘At the top of every list’, Roady ‘has areas of real strength’, and is particularly recommended for her work in low-cost housing. With expert knowledge on the tax implications for nonprofits, the firm is particularly active in audits, investigations and financial products. It also regularly assists organizations in obtaining guidance from the IRS and the Treasury. The firm’s client base divides between private foundations and high-profile public bodies, including radio stations, museums and community-focused organizations. William Colgin heads the general controversy and litigation practice, and has a strong track record in representing major global organizations at federal and state level. Of counsel Alexander Reid is highly experienced on public policy and tax reform issues. Matthew Elkin works extensively with charitable investment funds focusing on US aid.

The ‘terrificPatterson Belknap Webb & Tyler LLP is a ‘go-to firm on issues around exempt organizations and governance’. The combination of one-on-one partner contact and a cohesive team means this ‘very strong practice group’ offers ‘outstanding industry knowledge’, ‘superior experience’ and ‘bench strength’. The 12-lawyer team is among the largest of the specialist offerings in New York. It acts for numerous public charities and private foundations, including the Metropolitan Museum of Art and the American University of Beirut. ‘Very smart’ and ‘very good’ department chair Robin Krause recently assisted the New World Foundation on the Local Economies Project, which is to develop a large-scale farm incubator project. Tomer Inbar provides a ‘first-rate service’ and ‘practical advice’, specializing in business transactions and investments within the sector, and with particular strength in fund formation and international development projects. The ‘excellentLaura Butzel continues to represent a major public charity in extensive internal investigations into alleged mis-management. John Sare is ‘very experienced’, particularly in ‘art law and complex estate management’ and is ‘generally able to provide good advice right away, without the need to do any research or consultation. He is very accessible and prompt.’ Sare handles a range of contentious and non-contentious issues, including IP, and has extensive knowledge of charitable gifts and endowment funds, an area in which he has been particularly active of late. Each of the above are considered ‘leaders in their respective fields’. Of counsel Andrew Herz ‘is notable in the real estate area’. ‘Very sage adviserJean Tom (counsel) has ‘terrific judgment and a pragmatic approach to providing advice’. Jeffrey LaGueux, Bernard O’Hare and counsel William Gaske are also recommended.

A ‘leading player in not-for-profit tax’, Simpson Thacher & Bartlett LLP’s ‘great practice’ does ‘interesting and creative things’ and is ‘very commendable for its pro bono work’. After stepping down as practice head, the ‘very well known’ and ‘charming’ Victoria Bjorklund has remained at the firm as of counsel. Her successor David Shevlin is ‘highly respected’ amongst peers and clients alike; a prominent figure in the industry, he is currently vice-chair of the American Bar Association’s Exempt Organizations Committee, and is set to become chair in two years’ time. Acting for a broad spectrum of clients, Shevlin is particularly adept at advising on the tax implications of endowment funds. Set apart by its ‘outstanding’ international experience, the full-service, New York practice advises a number of foundations making grants outside of the US; charity Doctors Without Borders is a key example. Shevlin and counsel Jennifer Reynoso are acting for the Stephen A Schwarzman Education Foundation in creating a $300m scholarship fund for study at Tsinghua University in Beijing, including the new Schwarzman College; the program represents the world’s largest single gift and China’s largest philanthropic gift. The practice also works extensively on humanitarian matters, particularly disaster assistance – recent examples include assisting the Robin Hood Foundation in matters relating to its relief fund following Hurricane Sandy. The firm counts a large pool of New York’s high-net-worth individuals as clients: counsel Jennifer Franklin acted for Leonard Lauder in his promised gift of 78 cubist works to the Museum of Modern Art, in a matter involving complex negotiation and state planning considerations. The firm is also prolific in the private foundations market, acting for clients of all sizes. On the public charities side, it has extensive experience acting for universities and cultural institutions, with clients including The Louvre, University of Sydney USA, Central European University and Carnegie Corporation of New York. Furthermore, the firm’s leading litigation practice includes a strong investigations arm and is very active in conflict cases before the board. In another example of its disputes work, Shevlin won an action on behalf of The Reed Foundation against FDR Four Freedoms Park, over the conditions for the foundation’s funding of the park’s development. Other clients include Concern Worldwide, International Campaign for Human Rights in Iran and International Center for Alcohol Policies.

Premier tax boutiqueCaplin & Drysdale, Chartered is ‘a real leading firm in the field of exempt organizations’, and is ‘well known in DC’. The firm’s ‘great bench’ includes former director of the IRS’ Exempt Organizations Division Marcus Owens who ‘understandably has an excellent reputation’ as ‘a leading audit and regulatory lawyer’ and has ‘unbelievable insight’ when it comes to tax controversy, as well as a strong work ethic. Douglas Varley also has a ‘very good reputation in the field’. Former IRS deputy commissioner Mark Matthews and William Klimon are also highly recommended. The firm holds a preeminent reputation among private foundations for establishment, restructuring and corporate governance issues, and is also highly active in litigation. Other clients include charities, churches and trade associations.

Covington & Burling LLP is ‘an outstanding firm with outstanding lawyers’. The Washington DC practice counts former top ranking public officials amongst its staff and is highly regarded for its work with political and governmental organizations. Practice head Robert Gage highly recommended in corporate governance issues, as is of counsel Heather Haberl. Of counsel Kevin Shortill is described as a ‘well-kept secret’ who ‘holds a unique position at the cross-roads between tax and electoral law’ and is ‘changing the political spectrum’. The practice is increasingly international in its focus and particularly active in Asia and the Middle East, where it has a growing niche surrounding cultural institutions and universities. Other areas of focus include trade associations, philanthropic organizations, and drug, health and technology research organizations. Gage and Shorthill acted alongside of counsel Stuart Irvin in advising Union Station Redevelopment on its work surrounding protection of the historic Union Station and the construction of a tourism center and travel hub in its vicinity. Shorthill and tax specialist Jeremy Spector are also advising numerous high-profile sports clients including NFL, USOC, USTA and The Big East Conference on ongoing issues relating to media rights, stadium financing, governance and charitable undertakings. The firm is also representing Amazon Forest Carbon Partnership on developing a standard design for forest conservation projects planned throughout the Amazonian region. Consumer Healthcare Products Association, American Gas Association, Animal Health Institute, The National Geographic Society and The Madeira School are also clients.

Loeb & Loeb LLP’s not-for-profit team is situated in the firm’s ‘first rate’ tax offering, meaning it has both ‘strength and depth’. Los Angeles-based practice co-chair Leah Bishop specializes in estate planning, acting predominantly for very high-net-worth individuals; she recently acted alongside the firm’s corporate arm representing trustees in the charitable trust of the late Margaret Cargill, anticipated to be among the largest charitable foundations in the US. Co-head Eliot Green, based in New York, comes from a corporate background and specializes in acting for major public charities and assisting global companies in charitable enterprises; he assisted Amazon with creating a company-sponsored private foundation to centralize its national and international philanthropic efforts. Green also advised Walt Disney Company Foundation on its national and international grant-making activities and its cause-related marketing partnerships with global entertainment companies, retailers and international charities. Jonathan Rikoon and Cristine Sapers joined the New York office from Debevoise & Plimpton LLP in April 2013, following its wide-scale recruitment into its Washington DC and New York offices in 2012. ‘Preeminent in the area of private equity trusts’, Rikoon’s broad experience includes high-value international disputes. With a strong client base of high-net-worth individuals, Sapers is experienced in estate planning, charitable gifts and private equity funds. International estate planning expert Rachel Harris and ‘employee benefits expert’ Marla Aspinwall are also recommended.

Very active in the US market’, Reed Smith LLP’s 16-lawyer west coast team specializes in work for associations, non-profit organizations, private foundations and public charities. ‘Brilliant’ practice head Carolyn Duronio, who is based in Pittsburgh, is ‘without doubt a leader in her field’ and ‘very well regarded’ by clients and peers alike. She is highly experienced in representing organizations before the IRS and the federal courts, particularly on issues affecting their ‘exempt’ status. She is also highly recommended for work relating to investments made by organizations. Fellow Pittsburgh lawyer, Martha Hartle Munsch is recommended for her employment expertise within the sector.

Split across Washington DC, Los Angeles, Phoenix and New York, Steptoe & Johnson LLP’s ‘excellent’ full-service practice is particularly strong in advising private associations. At its head, ‘terrific technical operator’, Suzanne Ross McDowell is a ‘top lawyer in the tax-exempt organization field’ and is ‘thoughtful, analytical and able to distil and present complex tax concepts in a way that is easy to understand’; she also has a ‘wonderful stable of clients’. McDowell is providing ongoing corporate governance advice to United Way Worldwide (UWW), the largest public charity in the US, as well as assisting it with charitable-giving and tax issues relating to fundraising activities including disaster relief and employer-sponsored assistance funds. Other advice to UWW has related to ERISA matters and tax rules for deferred compensation. Co-chair and certified public accountant Catherine Wilkinson is also highly recommended. Wilkinson represented the National Park Foundation (NPF) when Michelle Obama assigned interests in her book about White House gardens over to it. American Institute of Physics, US Pharmacopeial Convention, HIMSS, GMAC and The Nature Conservancy are also clients.

Providing service that is ‘nothing short of outstanding’, Venable LLP is particularly recommended for advice on the creation and management of non-profit and corporate foundations. The ‘very responsive’ team ‘consistently demonstrates the highest degree of business acumen’ and impresses with the ‘completeness, effectiveness, and timeliness of its services’. The broad focus of the practice also includes IP, corporate governance and antitrust. Recent work has included congressional investigations into lobbying activity, IRS audits, internal legal audits and establishing an international grant-making program. Still a relatively young practice, the 40-strong team has something of a ‘unique’ model, with all lawyers acting as generalists across the full remit of non-profit work. Acting for a diverse mix of exempt organizations, the firm’s client base has seen dramatic growth over the past 12 months, particularly where charities, public bodies and foundations are concerned. In Washington DC, practice head Jeffrey Tenenbaum is ‘very entrepreneurial’, and arguably best known for his extensive trade association practice. He and counsel Lisa Hix ‘have broad and excellent knowledge of non-profit issues’. Ronald Jacobs and Tysons Corner-based David Warnerprovide exceptional service’. Baltimore-based co-managing partner Robert Waldman is set apart by his ‘outstanding depth of knowledge, skills and ability’ and ‘has the ability to quickly gather the facts, and to quickly and thoroughly provide a variety of problem-solving alternatives’. Jonathan Pompan, George Constantine, Brock Landry and associate Matthew Journy are also recommended.

Very, very strong boutiqueAdler & Colvin is ‘really top notch’, and its principal Robert Wexler, chairman of the American Bar Association (ABA)’s Exempt Organization Committee, is ‘absolutely first rate’. The fact the San Francisco outfit works exclusively with exempt organisations makes it a ‘very unique firm’ that attracts work by focusing strongly on smaller, regional clients and taking an active role in political activities. The ‘absolutely great’ Gregory Colvin ‘has always been a big name in not-for-profit tax issues’; his main practice focuses on lobbying, fiscal sponsorship, anonymous giving, donor-advised funds and grants. Recent clients include University of California, The Trust for Public Land and Cisco Foundation, as well as a number of high-net-worth individuals.

Arent Fox LLP’s 15-lawyer team sits across New York, Washington DC and Los Angeles, within the firm’s ‘strong’ tax practice. It is ‘really one of the national go to-places for non-profit real estate issues’ and DC-based lawyer and practice head, the ‘outstanding’ Richard Newman, is particularly recommended in this field. The team is distinguished by its ‘standout’ public finance capabilities and the healthcare sector has traditionally been an area of strength for the firm. Other areas of focus include political and advocacy issues affecting exempt organizations, including electoral law requirements. Recent clients include the American Psychological Association, the AAMC and Sidwell Friends School.

Known for having an ‘outstanding healthcare practice’ that is ‘very dominant’ in the market, McDermott Will & Emery LLP is ideally placed to advise on non-profit issues relating to the sector. The internationally focused practice is particularly recommended for its work on the regulatory and transactional side. Despite the loss of ‘very prominent figure’ Douglas Mancino to Hunton & Williams LLP, the firm continues to have a ‘highly respected group of lawyers focusing on not-for-profit work’. Chicago-based Ralph DeJong is highly recommended for his work on employee benefits. Fellow Chicago lawyer Michael Peregrine advises hospitals and major charities on corporate governance issues and also ‘features regularly at conferences and is an excellent presenter’. Fellow Chicago lawyer Bernadette Broccolo is a ‘highly experienced and capable practitioner’, with particular expertise in federal tax and corporate matters affecting exempt organizations; she also has a niche practice in privacy and technology issues within the sector. Former member of the IRS’ exempt organizations technical division, Robert Louthian is also recommended. America Cancer Society and Tenet Healthcare Corporation are key clients.

One of the preeminent firms in the not-for-profit market’, Mitchell, Silberberg & Knupp’s ‘excellent’ Los Angeles practice operates on a national scale, handling both contentious and non-contentious work in the sector. Its broad and impressive client base includes major charities, universities, healthcare providers and religious organizations. The ‘very well known’ David Wheeler Newman advises charities on issues related to their tax exemption and in charitable gift planning programs, and is also experienced in acting for high-net-worth individuals. Jeffrey Davine is highly recommended for his tax expertise, and particularly experienced in controversy cases before the IRS and other state and local authorities. Recent instructions include UCLA, the Western Association of Schools and Colleges, The Nature Conservancy, Chapman University and the Islamic Center of Southern California.

Proskauer Rose LLPhas a terrific reputation in the New York Area’ and beyond. Already recognized as ‘very good on healthcare not-for-profit issues’, the firm is continuing to build upon its profile in the sector. As it is split across multiple practice areas, the team is able to take a holistic approach to advising exempt organizations, providing expertise in such areas as litigation, real estate, corporate governance, ERISA and employment. In addition to multimillion-dollar foundations and public charities, the firm also acts for a number of museums, theatres, sports leagues, and other entertainment organizations. It has also been active in the growing wave of IRS regulatory issues affecting exempt entities, and is working with a number of organizations implementing new tax credit programmes. Edward Kornreich is leading advice to Beth Israel Medical Center and several of its former executives in False Claims Act litigation currently pending at the US Court of Appeals for the Second Circuit and with an estimated value of $2bn; the case against the center was previously dismissed in 2011, with an application to reopen it upheld in August 2013. Senior counsel Scott Harshbarger handled an independent investigation on behalf of New England College of Business into its not-for-profit Gloucestershire Fishing Community Preservation Fund following claims of favoritism and conflict of interest. Practice head Jacob Friedman and healthcare expert Monte Dube are also recommended. Further clients of the group include Metropolitan Opera Association, Columbia University, New York State Health Foundation and Union Theological Seminary.

Sidley Austin LLP’s ‘excellent’ 16-lawyer group is praised for its ‘wisdom’, ‘response times’ and ‘sensitivity to the resource limitations’ of not-for-profit clients, culminating in a ‘superior’ service that is ‘absolutely top notch’. Based primarily in Chicago, the team has a strong healthcare practice, and is particularly prominent in the area of association law. Jack Bierig, a leading name within medical law, has an extensive client list that includes the American Medical Association, the College of American Pathologists, the Healthcare Financial Management Association and the National Certification Corporation. Counsel Lynne Fleisher, who ‘has both technical and legal expertise’ that is ‘very valuable’, also works with a number of medical associations. Tax specialist Michael Clark represents trade, professional, and insurance guaranty associations involved in controversies with the IRS. Paul Svoboda acts for the full spectrum of clients, from high-net-worth individuals to major public charities. Recent work includes advising a $7.5bn charitable trust on the legal and tax aspects of setting up an investment program. The firm also assisted a prominent family in establishing a charitable grant program through their private foundation. Other clients include Masonic Homes of California, American Red Cross, Columbia University, The Salvation Army and the YMCA.


Project finance

Index of tables

  1. Project finance: advice to lender
  2. Project finance: advice to sponsor
  3. Leading lawyers

Chadbourne & Parke LLP has ‘one of the top practices in the country’, and is ‘terrific at what it does’ with ‘the necessary skills and knowledge at all levels’. Despite losing some key figures over recent years, the firm remains universally recognized both on the lender and on the sponsor side. Operating across Washington DC, New York and Los Angeles, the US practice works closely with other global offices and its ‘in-depth knowledge of the Middle Eastern renewables market’ attracts much admiration. Divided into industry sub-groups, energy remains a major area of strength. Evelyn Lim and regulatory specialist Paul Kaufman recommended. Co-practice heads Rohit Chaudhry and Keith Martin are ‘really outstanding lawyers’. The firm has been highly active in the alternative energy sphere, particularly across the US and Latin America. Martin, a projects, tax and lobbying expert, advised PNC Capital Advisors on four separate sale-and-leasebacks for multiple solar projects across Colorado, Phoenix, Hawaii and Arizona. New York-based Todd Alexander is highly experienced in all aspects of financing LNG, oil and gas, ethanol, renewable and conventional power projects; he advised North American Development Bank on the construction of wind farms Los Vientos I and Los Vientos II in Texas. As one of the more prominent players in the rapidly expanding LNG market, the firm is advising the major global lenders on the $12bn Cheniere Sabine Pass project; energy heads Noam Ayali and Ben Koenigsberg – based in DC and New York respectively – are leading a team of nine other lawyers advising ten different institutions at various funding stages. Ayali is active in the Latin American market, recently advising GeoPark Holdings on a $300m issuance by its Chilean subsidiary company, GeoPark Latin America Limited Agencia en Chile. Peter Fitzgerald has been leading advice to the US Department of Energy in its $14bn Vogtle nuclear project alongside Alexander, Washington DC-based Marissa Leigh Alcala and senior counsel Lynne Gedanken, who has ‘thorough experience in the power sector’. Other clients include Credit Suisse, GeoPark, Macquarie Capital, Duke Energy and Overseas Private Investment Corporation (OPIC). Douglas Fried, Paul Weber, Robert Eberhardt, Eli Katz and Margarita Oliva are also recommended.

With its globally renowned energy practice, Latham & Watkins LLP’s ‘outstanding team’ continues to feature in many of the largest projects in the sector, acting for lenders, investors and developers. Split across New York, Washington DC, San Diego, Los Angeles, Houston and San Francisco, the team also benefits from a global network of around 150 lawyers. ‘Excellent from start to finish’, the firm’s ‘knowledge enables it to provide service in a cost-effective way’, resulting in ‘strategic advice’ and ‘timely responses’. Washington DC-based John Sachs advised four lenders on refinancing six Idaho wind power projects through the rare combination of a bridge loan with bank and bond funding. San Diego-based practice head Kelley Gale, alongside Jonathan Rod in New York, advised lead initial purchaser Citigroup Global Markets and the lead arranger on the $1.32bn Solar Star project in California; the transaction was the largest single bond financing for a solar project to date. Washington DC-based Paul Hunt led a five-lawyer team advising Summit Power Group as sponsor and developer of the $3.5bn Texas Clean Energy Project; the 400MW, coal-fired, combined cycle polygen plant is set to be the cleanest coal power plant in the US and is anticipated to be among the cleanest globally, with 90% carbon capture and sequestration. Hunt also advised the energy consortium FutureGen Industrial Alliance on partnering with the US Department of Energy to fund the FutureGen project, a $1.65bn scheme comprising a coal-fired oxy-combustion plant in Meredosia, Illinois, and a 30-mile Co2 pipeline designed to transport clean, non-hazardous Co2 from the power plant to a permanent storage site. Hunt and Sachs advised Deutsche Bank as lead arranger for a lending facility, including construction and cash grant bridge loans, for the construction and design of a 36.5MW solar project portfolio in Massachusetts. In New York, Warren Lilien led a team handling Terra-Gen Power’s sponsorship of two separate wind projects in Kern County, California. Amy Maloney and Matthew Henegar advised Sovereign Bank (now known as Santander) on the $355m financing for Prairie Breeze Wind Farm in Nebraska. Jeffrey Greenberg, who splits his time between New York and Los Angeles, advised both the sponsors and the borrowers on the financing of Copper Mountain Solar 2 in Nevada. Christopher Cross in New York is an ‘outstanding deal lawyer, bringing genuine understanding of the client’s objectives to negotiations with counterparties’. Dennis Nordstrom, based in London and Washington DC, is also recommended.

The ‘dedicated’, ‘efficient’ and ‘very accessible’ group at Milbank, Tweed, Hadley & McCloy LLPhandles complex transactions in a highly professional manner’, and the quality of its service ‘ranks it amongst the top firms in the market’. Key to this standing are the ‘very knowledgeable partners who are experienced and understand how commercial deals are put together’. One of the most established project finance offerings in the US, it continues to be recognized as a ‘leading lender firm’, while also active on the sponsor side. In particular, it has an excellent track record in high-value bridge and syndicated financings and major solar and wind projects and infrastructure initiatives. Jonathan Green and Eric Silverman co-head the practice from New York. Green acted alongside the ‘very responsible, thorough and reasonable’ Daniel Michalchuk in advising Barclays, Goldman Sachs and Credit Suisse on the re-pricing and upsizing of energy supplier Equipower; the transaction involved applying existing financing arrangements to new assets, and incorporating a new term loan tranche. The team is highly active across the Middle East, Asia and Latin America. Carolina Walther-Meade, who has extensive experience in energy and mining projects, ‘impresses’ with her Portuguese language skills and ‘excellent negotiation and communication skills’. Daniel Bartfeld advised Itaú BBA on providing a $370m loan to construct a new multi-purpose port facility and terminal in Cartagena Bay, Colombia. The ‘super smart’ William Bice is ‘extremely experienced’ and ‘responsive’, and is a ‘strong negotiator’, with ‘a good sense for risk allocation’; he recently advised Goldman Sachs, Deutsche Bank and Union Bank on the $420m refinancing of the Channelview gas-fired cogeneration plant in Texas. Allan Marks advised both the construction and back-leveraged lenders on funding the Panhandle project, a new 18,000-acre wind development in Texas. Sponsor-side highlights included Karen Wong’s advice to Abengoa Solar on a $300m tax-equity investment into its 280-MW Solana CSP Project in Arizona; the matter involved mediating definitive inter-party terms between the tax equity investor and the US Department of Energy, and closed in September 2013, with the team under pressure to complete the transaction prior to the impending government shutdown. John Franchini, Washington DC managing partner Glenn Gerstell and fellow Washington DC lawyer Jonathan Maizel are also recommended. New York-based Roland Estevez made partner in 2013.

One of the best firms in the country’, Sullivan & Cromwell LLP’s large New York practice works in partnership with the London office and specializes in major, global projects. Though stronger on the sponsor side, it often advises lenders on significant transactions. Well known for its mining practice and active in innovative energy schemes, the firm also features strongly in the burgeoning PPP market. Combining project finance and private equity expertise, a multidisciplinary team is working increasingly with new hedge funds and private equity investors entering the projects market. Prominent oil and gas specialist and practice head Frederic Richis a magnificent lawyer and sponsors love him’; he acted alongside Inosi Nyatta in advising Sempra Energy and Cameron on financing the Cameron LNG export terminal in Hackberry, Louisiana, which is only the second of its kind following Sabine Pass, and the first one to utilize a traditional, long-term project financing. The duo also advised on the $8.5bn financing for the Australia Pacific LNG. The Latin America practice is led by Sergio Galvis, and includes a number of Spanish and Portuguese speakers. Galvis acted alongside regulatory expert John Estes to advise Hudbay Minerals on its sole sponsorship of the Constancia Copper project in Peru. Christopher Mann and Estes advised Anglo American on its interest in the $8.8bn Minas-Rio port facility project financing. Werner Ahlers is also recommended.

White & Case LLPoffers a consistently high level of service’. Operating primarily out of the New York and Washington DC offices, the core US team is ‘very committed on a worldwide basis’, working closely with the firm’s international network on major global transactions, a complement to its strong North America and Latin America offerings. Providing ‘quick, appropriate and knowledgeable responses’ and ‘excellent value for money’, it is an established name in all aspects of energy and mining and has particular strength in major electric generation and transmission projects. New York-based John Lillis, Jean Shimotake, Sylvia Fung Chin and Washington DC-based Richard Burke were among a team of lawyers from the US, Singapore, London, Riyadh and Abu Dhabi offices advising Saudi Aramco on the $12.5bn financing for its joint venture with Dow Chemical Company to build a global integrated chemicals complex in Saudi Arabia; the world’s largest-ever chemicals project financing, it involved a $5bn approved loan from the Export-Import Bank of the United States. Miami-based Carlos Viana, who ‘provides quality strategic advice’ and ‘has the ability to manage complex structures and difficult negotiations’, worked with Shimotake, Ian Cuillerier, Richard Horsch and Raymond Simon in New York, as well as attorneys from the Mexico City and London office, to assist Braskem Idesa in obtaining the $3.2bn financing for its petrochemical project Etileno XXI. On the lender side, global practice head Arthur Scavone, a ‘definitive leader’ in the field, worked with seven other New York lawyers to advise Goldman Sachs, Credit Suisse, Ares Capital Corporation and Union Bank on the funding for Moxie Energy’s planned 829MW natural gas-fired, combined-cycle generating station in Pennsylvania. Regional practice head Someera Khokhar is ‘top notch’, Marius Griskonis is ‘always ready to do whatever it takes to keep the client happy’, Troy Alexanderhas the ability to instil momentum’, and ‘extensive knowledge of local nuances throughout Latin America’ including ‘deep experience in Chilean power and LNG-related transactions’. Wendell Maddrey, Lawrence Gannon, Victor DeSantis and Jason Webber are also recommended.

Allen & Overy LLP’s ‘great practice’ has some ‘very pragmatic, hands-on people’ and ‘excels in all areas’, with strength on both the lender and sponsor sides. With an integrated, global, cross-disciplinary focus on projects, energy and infrastructure, the US practice is particularly recommended for its work in Latin America. With six partners in New York, two partners in Washington DC and additional resources in São Paulo and other international locations, the firm remains prolific in terms of the volume and variety of work. New York-based US projects group head Robert Kartheiser acted alongside colleagues in the UK and Brazil to advise the lenders on Petrobras’ $18bn exploration of Brazil’s offshore oil reserves. Washington DC office senior partner David Slade advised seven global institutions as senior creditors on the $4.5bn financing of Mexico’s Etileno XXI Petrochemical Project sponsored by Braskem Idesa. On the sponsor side, New York-based Andrew Fraiser lead a two-lawyer team advising the Port Authority of New York & New Jersey on procurement for the $1.5bn Goethals Bridge replacement project using a PPP model. Katheiser also led a team of New York and São Paulo lawyers in advising borrowers Rosemont Copper, as well as various sponsors and Canadian lenders on the $1.7bn development, construction and financing of a copper, molybdenum, silver and gold project in Pima County, Arizona. The firm is now on EQT’s North America PPP panel, and other new client wins include Ohio Department of Transportation Augusta Resource Corporation. Other recommended lawyers include Mitchell Silk, Dorina Yessios, Kent Rowey and Dolly Mirchandani in New York, and Gregory Smith in Washington DC. Charles Williams moved to Ashurst LLP in September 2013.

The ‘very strong practice’ at Mayer Brown has seven partners split between Chicago, New York and Washington DC. The firm is a leader in PPPs for both public and private clients; for example, Chicago partners John Schmidt, Joseph Seliga and David Narefsky advised the Puerto Rico PPP Authority on the state’s airport privatization, concluding the first-of-its-kind deal in February 2013. Narefsky and Seliga also acted alongside New York-based George Miller to advise consortium WVB East End Partners on its $1.1bn sponsorship of the design-build-finance-operate-maintain PPP for the East End Crossing, a planned toll bridge and roadway that will cross over the Ohio River between Louisville and Southern Indiana and will be implemented through a long-term availability contract with Indiana’s finance authority and transport department; the funding took the form of a bond issuance of $676.8m. Bond financing is generally an active area for the firm, and it is also ‘very active in Latin America’, with Washington DC-based Christopher Erckert particularly recommended for his work in the jurisdiction. Erckert advised BNP Paribas and Corporación Andina de Fomento (CAF) on funding the development of Lima’s urban train system; initiatives include extending the line and adding ten passenger stations. Erckert also advised a lender on the $500m mining of rock sulphate in the non-metallic Bayóvar 9 concession in Piura, Peru. Renewable energy, and solar projects especially, also remain an area of strength, for which Paul Astolphi is particularly recommended. The firm also has a growing practice across Turkey, the Middle East and North Africa; Thomas Eldert advised OPIC as lender in the construction of a $100m hotel in Baghdad. Chicago-based Barry Machlin and Nathan Galer, and Houston-based Robert Goldberg, are also recommended.

A leading finance practice’, Shearman & Sterling LLP provides ‘top-notch service’ that is ‘excellent on all levels – responsive, attentive and engaged’. Active across many of the largest energy, mining and infrastructure projects, the firm works with a variety of clients on the lender and sponsor sides and the 19-partner global network practices New York, English and French law. The US arm is centered in New York, Washington DC and San Francisco. Robert Freedmannever lets his clients down’ and is rated for his ‘business sense, negotiating strategies, timely responses and focus on containing legal costs’ and ‘deal and precedence experience’. The team is also at the forefront of new trends such as bond financing and increasing activity from hedge and investment funds, and areas of particular focus include mining across Canada and Latin America, midstream shale production facilities in the US, and significant solar and power financings. Freedman advised lenders including SG Americas Securities and Union Bank on the expansion of Copper Mountain Solar 1, one of the largest solar plants in the US. Cynthia Urda Kassis is advising global export credit agencies, government bodies and commercial banks, all as lenders, in the proposed $1bn financing for the Rosemont Copper mining project in Arizona. Patricia Hammes led a 14-lawyer team across New York, Palo Alto and London acting for the lenders and underwriters in Intergen’s $1.8bn cross-border bank and bond refinancing. Gregory Tan is advising Bank of Tokyo-Mitsubishi as lenders in Antarctica Capital’s potential acquisition of a New York parking assets portfolio. Howard Steinberg is also recommended.

At ‘outstanding firm’, Skadden, Arps, Slate, Meagher & Flom LLP, the US practice operates as part of a global team that has seen significant growth in China and Korea, and is also active in Russia and the Middle East. Co-headed by Martin Klepper in Washington DC and Harold Moore in New York, group also has resources in Houston and in its international offices. Strong on both the lender and sponsor side, it acts for infrastructure funds, banks and governments and has experience in projects involving airports, toll roads, privatization, and energy – particularly solar power. Its market-leading M&A practice adds additional clout. Klepper advised First Solar on negotiating, procuring and constructing the 139MW Campo Verde project before it was sold to a joint venture between Southern Power and Turner Renewable Energy. He also advised the US Department of Transportation on funding the construction of a new car rental facility at Chicago O’Hare International Airport. Washington DC-based Lance Brasher and New York-based Julia Czarniak advised Intergen on a $1.9bn debt and credit facilities refinancing, and Czarniak and Moore also advised Exxon Mobil on its strategic global partnership with Rosneft, focusing on the joint exploration and development of hydrocarbon resources in the Russian Arctic. David Armstrong and Moore assisted Morgan Stanley as lead purchaser on a $3bn bond financing construction work at Sabine Pass, the US’ first LNG export terminal. Tatiana Monastyrskaya, Ann Hawkins and Paul Kraske are also recommended.

A ‘big player’, Clifford Chance’s six-partner office operates across New York and Washington DC and has a strong track record in global energy projects, with a particular focus on Latin America. Fabricio Longhin led advice to multiple lenders on the $1.2bn financing of Brazilian conglomerate Odebrecht’s hydroelectric project in Chaglla, Peru; this was the country’s largest project financing to date and BNDES’ first financing outside of Brazil on a limited recourse basis, which meant complex intercreditor arrangements were required. Lori Ann Bean led advice to OPIC on three renewable projects in Kenya. Practice co-head Christopher McIsaac advised Siemens Financial Services on its market debt investments into multiple US energy project financings. Longhin and McIsaac were also part of a 12-lawyer team advising multiple funders on six separate wind farm projects in Uruguay, awarded as part of the government’s strategy to diversify its energy sources. Bean also advised export credit agencies and multilaterals on four Peruvian wind projects worth $592m collectively. Fellow practice head David Evans and Catherine McCarthy are also recommended.

Highly rated for its expertise on the sponsor side, Hogan Lovells’ 19-partner offering handles a range of energy and infrastructure projects. In February 2013, the Denver office added coal, oil and gas specialist Scot Anderson, and of counsel David Brody, who has extensive experience in upstream and midstream activities. The practice has been actively involved in the burgeoning PPP market, as well as numerous major wind and solar projects. Its strong international presence covers Latin America, Europe, Africa, Asia and the Middle East; in 2012, it opened new offices in Brazil and Indonesia. Miami-based Miguel Zaldivar advised the Republic of Ecuador on negotiating a $313m facility agreement with The Export-Import Bank of China to fund Harbin Electric International Company’s Minas San Francisco hydroelectric generation project in the country; the cross-border transaction also involved the Beijing office. In a separate matter, Zaldivar assisted the Republic of Ecuador in obtaining a $2bn loan from China Development Bank aimed at funding sale and purchase agreements with PetroChina and Unipec for crude oil. Patrick Nevins led a six-lawyer team advising Dominion Cove Point on one of the US’ biggest LNG export projects, worth up to $3.8bn. Keith Larson, José Valdivia and Evan Koster are also recommended. Other clients include Petróleos de Venezuela, Exelon and NextEra Energy Resources.

The ‘excellent’ practice at Morrison & Foerster LLP scores ‘ten-out-of-ten’ for its ‘attention to detail and ability to think outside the box’. It has one of the largest California groups, based in San Francisco and San Diego, as well as attorneys based in Washington DC and New York. Tokyo-based practice head Michael Graffagna focuses primarily on projects out of the US, acting mainly for American energy clients, but also represents a number of Japanese utility companies and investors. The Tokyo, New York, Washington DC and San Francisco offices collectively advised Mitsui on its agreement to acquire 30% of a Kinder Morgan affiliate that is constructing the Sierrita gas pipeline; the development in Arizona is partially owned by Petróleos Mexicanos. Traditionally a very international practice, the firm has built up its US work considerably in recent years, and strengthened its energy capabilities through some strategic hires; for example, the ‘incredibly knowledgeable’ Jeffrey Chester, who joined the LA office in October 2013 from Kaye Scholer LLP, is said to be ‘an excellent addition’ to the practice. With broad-based renewable energy capabilities, Chester works with developers, sponsors, lenders and investors on solar and wind projects. Steve Rowles in San Diego and of counsel Jeffrey Kayes in San Francisco advised natural gas provider Clean Energy Fuels on a project financing with GE to build and operate two LNG plants set to form part of a growing network across the US. On the lender side, Frederick Jenney in Washington DC and Peter Dopsch in New York advised the Export Import Bank of the United States and a syndicate of commercial lenders on the $847m financing of oil and gas equipment for Ecopetrol; the funding consisted of one mid-term and one long-term loan. Other highlights for the firm included acting for a consortium of major airlines, including Delta, JetBlue, US Airways and FedEx, in the privatization of Puerto Rico’s Luis Muñoz Marín International Airport; the scheme involved a first-of-its kind PPP worth $2.5bn and the mandate included obtaining FAA approval as well as negotiating use agreements on behalf of the airlines. EDF, Chubu Electric Power and Osaka Gas are also clients. Jana Mansour, Jill Feldman, David Gold, Chris Carr and of counsel Michael Ginsburg are also recommended.

Headed by Gregg Harris in Washington DC, Norton Rose Fulbright’s practice has grown its presence in Latin America and sub-Saharan Africa since the recent merger; the combination of Norton Rose’s global presence with Fulbright & Jaworski’s ‘premier energy capabilities’ – particularly in the area of oil and gas – has been key to this progress. The firm has also made considerable inroads into the mining sector; an area of traditional strength for Norton Rose. Additionally, it is now highly active in the burgeoning PPP market, acting both for multilaterals and export credit agencies. In New York, PPP expert Michael Pikiel and David Gillespie advised Macquarie Capital on its bid for a project to design, build, finance, operate and maintain I-69 section 5 in Indiana, the State’s first greenfield PPP road transaction. Mark Tibberts advised True Green Capital Management as private equity fund sponsor and project company on the development, construction and term-loan financing of a $35m solar photovoltaic energy installation in New Jersey; the 12.3MW project is one of the largest solar installations at a military base in the US. Other areas of strength include commodities, aircraft and shipping finance, and additional clients include Export-Import Bank of the United States, the IFC, J.P. Morgan, The Inter-American Development Bank and Skanska. Leading energy lawyer George Crady joined the Houston office from King & Spalding LLP in 2013. In Washington DC, international specialist Jeffrey Goodman, lender-focused Jeremy Hushon and Sarah Devine are all recommended.

Combining a leading national energy practice with deep PPP knowledge, Orrick, Herrington & Sutcliffe LLP’s sizeable practice added three partners to its New York office from Bingham McCutchen LLP in 2013: Tara Higgins focuses on domestic and international energy and infrastructure projects and has particular experience in credit enhancement facilities, high-yield and project development; Torsten Marshall’s expertise includes secured lending and divestment of projects and assets; Rafael Galvan acts for developers, investors and financial institutions across the full spectrum of infrastructure projects. The firm’s cross-disciplinary practice encompasses experts in capital markets, public finance, structured finance, environmental law, corporate and M&A, and tax. Daniel Mathews and Young Lee are leading an 18-lawyer team advising the Port Authority of New York & New Jersey on the $3bn privatization of the Central Terminal Building at LaGuardia Airport. Mathews is also advising Fluor Enterprises Inc, InfraRed Capital Partners and Kiewit on a bid to construct, finance and operate the ‘I-4 Ultimate’ project in Florida, a managed-lanes operation worth an estimated $2bn. Christopher Moore led advice to Pattern Energy on funding arrangements for its $1bn Ocotillo Express wind farm. The aforementioned attorneys are all based in New York, and San Francisco-based Mark Weitzel is also recommended. Additional key clients include Balfour Beatty, Chevron and Macquarie Capital.

Known for its market-leading energy practice, Sidley Austin LLP’s 2012 expansion, which saw it open a new office in Houston and recruiting 12 partners, appears to be paying dividends: the firm’s ‘breadth and depth of expertise’ is ‘truly impressive’. Practice head Irving Rotter in New York has acted for a broad range of lender and sponsor clients; although his primary focus is on oil, gas and alternative power generation projects, he has also acted on major projects in the telecoms and natural resources sectors. In Washington DC, Ayaz Shaikh ‘works around the clock’ and is praised for his ‘quick and decisive action’. Timothy Moran is advising the lenders on the $2bn financing of Cape Wind, the country’s first offshore wind farm, located on Horseshoe Shoal in Nantucket Sound. Houston-based Cliff Vrielink advised ZaZa Energy Corporation on a joint development and exploration arrangement with EOG Resources in the Eaglebine shale area of Texas. Glenn Pinkerton, Anne Falvey, counsel Gregory McMahon and Michael Duff are also recommended. Clients include First Solar, Cheniere Energy Partners, Blackstone Energy Partners and Dynegy. Michael Joyce moved to Wilson Sonsini Goodrich & Rosati in February 2014.

Simpson Thacher & Bartlett LLP’s ‘top-notch’, ‘experienced’ and ‘very knowledgeable’ lawyers have the ‘ability to understand how commercial deals are put together’, and clients particularly value the firm’s partner-led approach. While there is a strong focus on North America, the practice also has well-established international capabilities. Active on both lender and sponsor sides, the firm has a strong and growing private equity client base and is also working increasingly on bond financings. The team has traditional strength in the power industry and a growing reputation in major renewable projects, especially wind. ‘Strong negotiator’ Kennett Wyman, who is ‘extremely intelligent, reasonable, and responsive’, worked alongside senior counsel Amy Beller to advise initial purchasers RBS, Barclays, Citigroup and others on a $613m offering by Continental Wind relating to 13 separate projects across Kansas, Idaho, Oregon, New Mexico, Michigan and Texas. Capital markets experts Ryan Bekkerus and David Lieberman also assisted with the deal; the latter ‘provides useful input and focuses on the key business risks associated with legal issues’. Lieberman and Beller also advised Stonepeak Infrastructure Partners on the funding for its joint venture with Poseiden Resources to construct the Carlsbad desalination plant in California, with $734m tax-exempt bonds. Other clients include AIG Global Investment Group, Mizuho Corporate Bank and The Mosaic Company. Jennifer Hobbs, Alan Brenner and Olga Gutman are all highly recommended.

Particularly active on the sponsor side, Vinson & Elkins LLP’s 60-lawyer practice is pre-eminent within the US energy market; while recognized for being ‘very strong in natural gas’, it also has expertise in power, renewables, metals and mining. Additional niche expertise includes aviation finance, roads, water and waste water. In Washington DC, practice head Mark Spivak led a team advising AES Gener on financing a $1bn coal-fired power development in Chile. Katy Gottsponer was promoted to the partnership in January 2014. In Houston, Mark Spradling advised an investment joint venture that included GE Energy Financial Services, various Canadian investment funds and an Asian sovereign wealth fund, on a $1bn pipeline serving Eagle Ford Shale. New York-based Karen Smith advised Riverstone Holdings on all aspects of its purchase of three Maryland power plants, including financing through a term loan B. Senior associate Kaam Sahely advised Dyno Nobel on the development of an $850m anhydrous ammonia plant in Louisiana. Other clients include China National Petroleum, ING Capital, LS Power and Noble Energy. Additional names to note are David Andril, Brett Santoli and Douglas Bland. Marcia Backus left the Houston office for an in-house position at Occidental Petroleum Corporation in September 2013.

Based across Houston, Washington DC and Dallas, Andrews Kurth LLPis involved in mega-deals’. The team is particularly strong on the sponsor side, acting for borrowers, developers, investors and underwriters as well as energy and industrial companies. Practice head Timothy Unger is highly regarded in the energy sphere and experienced in major wind projects; alongside Rob Taylor and Giji John, he assisted Cheniere Energy in obtaining financing for its $5.9bn Sabine Pass pipeline. John also acted alongside Dahl Thompson and David Runnels in advising Duke Energy on the development and funding of the first two stages of the Los Vientos wind power project in Texas. Doris Rodríguez, George Humphrey, Hal Haltom and Mark Thurber are other names to note.

A leader in the energy market with a ‘huge, international practice’, Baker Botts L.L.P. is a sound choice for ‘complex, transformative transactions’. The 61-lawyer global practice operates primarily across New York, Washington DC and Houston, in concert with the Dubai office. Acting for lenders and sponsors, the firm has an outstanding track record in all aspects of energy, including oil and gas, LNG, electric transmission and renewables. It saw considerable expansion in 2013, including the appointment of Jeremy Kennedy and Carlos Solé in Houston from DLA Piper in March 2013, bringing experience in LNG, upstream, downstream and midstream oil and gas and renewables. Thomas Moore, also based in Houston, is advising Excelerate Energy on its proposed $2.5bn development of LNG terminal Lavaca Bay, which is currently pending FERC approval. Other clients include Cheniere Energy, the Initiative for Global Development and the Brass LNG project. Houston-based David Powers, and New York-based Stuart Solsky, William Giusti and Martin Toulouse, are also recommended. Denmon Sigler moved to Winston & Strawn LLP in November 2013.

Cleary Gottlieb Steen & Hamilton LLP continues to feature in major infrastructure projects across the US and Latin America, with specific expertise in projects relating to airports, ports, investment, electricity, mining and natural gas and is particularly strong on the sponsor side. New York-based Jeffrey Lewis and Duane McLaughlin advised Codelco on its investment in 29.5% of the equity in the Anglo American Sur project, one of the world’s largest mining projects worth $2.8bn. Richard Cooper and Chantal Kordula advised Noble Energy Inc on obtaining the financing for its partner entities in the Leviathan natural gas project in Israel. On the lender side, Kordula advised the London branch of Deutsche Bank on the financing for a subsidiary of HydroChile; the loan took the form of a senior creditor facility, used in part to fund the El Paso and San Andrés hydroelectric projects. William Gorin and Carmen Amalia Corrales are also recommended. Other key clients include Highstar Capital and DP World.

Headed by Joseph Hadley and senior counsel Waide Warner, Davis Polk & Wardwell LLP’s seven-partner New York-based practice continues to punch above its weight, featuring in complex, international projects and with a growing foothold in the buoyant Latin America market. Sector expertise includes petrochemicals, telecoms, and oil and gas pipelines, where it acts for both lenders and sponsors. Recent work examples include advising Línea Amarilla, Construtora OAS and Invepar on a bank and bond financing in Peru relating to the development of Lima’s Vía Parque Rimac toll road; the $885m funding had a novel structure involving two separate issuances. Other highlights included advising Credit Suisse as administrator and joint lead arranger on the refinancing and upsize of ROC Finance LLC (a subsidiary of Rock Ohio Caesars)’s existing senior crediting facility; the $570m proceeds financed the development of full-scale casino projects in Cleveland and Cincinnati, Ohio. Additional clients include ContourGlobal, Digicel, Morgan Stanley and Stockbridge.

Debevoise & Plimpton LLP continues to grow its profile in this space. The New York-based team has ‘great advisers and counsel’, and an excellent reputation for its expertise in shale gas. Former managing partner of Davis & Company and leading expert on Canadian PPPs Douglas Buchanan, QC joined in February 2013 to become practice co-head alongside Ivan Mattei. Buchanan is continuing to build up the PPP practice in addition to focusing on energy and natural resources work. The firm is advising the lenders on three fully privatized toll roads in California and Texas, and also has a strong track record of advising on schemes relating to airports – past projects have involved New York’s JFK and Midway, Chicago. On the energy side, it has been making use of its international network to advise on various global projects; for example it recently acted in UES of Russia’s $49bn power assets spin-off. Similarly, it has been involved in mining projects spanning Latin America, Russia, China, Japan and Korea, with a recent case-in-point being Polyus Gold International’s development of a gold mine in north-eastern Russia in order to explore the Natalka deposit. Other clients include Exxon Mobil, Mitsui, Shell and Inter-American Development Bank. Darius Tencza and Craig Bowman are also highly recommended.

The team at Foley & Lardner LLP is ‘excellent in all respects’. Headed by Charles Hedrick, it is ‘wonderful to work with’ owing to the ‘very high levels of service’ and ‘outstanding personal commitment’ from the attorneys. The 64-lawyer team is spread across Washington DC, New York, Milwaukee, Chicago and Los Angeles, and capitalizes on its national coverage to focus primarily on the US market. Its ‘deep knowledge’ of power generation and experience in the growing use of bond financing and other alternative funding are key to its standing in the market. However, the loss of former practice co-chair James Tynion, along with Elizabeth Hanigan and counsel Evelyn Kim to Morgan, Lewis & Bockius, LLP in January 2014 was a blow. Ralph Dudziak also left to join Loeb & Loeb LLP in January 2014. Solar energy chair Jeffery Atkin is valued for his ‘leadership, responsiveness and industry knowledge’; he and Jason Allen advised Citicorp USA on the acquisition and financing of solar and wind projects across Idaho, Texas and California; in the case of Idaho’s Horse Butte wind project, funding was obtained through the issuance of tax-exempt bonds under a pre-paid power purchase agreement structure. John Eliason advised First Wind Holdings on the construction financing of multiple wind and solar projects, including the Bull Hill Wind project in Maine. ‘Strong negotiator’ Tracy Bacigalupo is ‘extremely experienced, intelligent and responsive’ and has ‘a good sense for risk allocation’. Edward Hammond and Elizabeth Corey are also highly recommended. Other clients include Exelon, Integrys Energy Services, U.S. Bancorp and Canadian Solar.

The ‘nimble’ three-partner offering at Freshfields Bruckhaus Deringer LLP is distinguished by its ‘varied practice’, ‘deep sector knowledge’ and ability to come up with ‘bespoke’ solutions. While it has historically focused on the US and Latin America, the New York-based team is increasingly branching out into new jurisdictions, utilizing its full-service capabilities to go beyond financing and deal with all aspects of a project. Practice head Lisa O’Brien is commended for her good ‘response times, commitment, deal experience and value for money’, and Melissa Raciti-Knapp is especially recommended for her work in Latin America. A recent highlight for the group was advising North Central Texas Council of Governments on establishing procurement rules and procedures for the Cotton Belt Rail Line PPP, worth an estimated $2bn. Other clients on the sponsor side include ArcLight Capital Partners, abertis, E.ON Climate & Renewables and Corporación América. On the lender side, the practice is advising OPIC and Century Tokyo Leasing Corporation as senior lenders on the proposed $800m financing for a private teaching hospital, medical school and clinical research center being built in Kuala Lumpur, in affiliation with the John Hopkins University. Other clients include Deutsche Bank, Rabobank Group and Banco Sabadell. Doug Bacon is also recommended.

Based within the global finance practice, Baker & McKenzie LLP’s projects team has ‘deep energy expertise’ but handles a range of different infrastructure projects, acting for lenders, sponsors, developers and public bodies. The firm advised EDF Renewable Energy on financing its 161MW Spinning Spur wind project in Oldham County, Texas; the funding included a private equity investment from Google – its largest in any renewable energy project to date. James O’Brien advised SolarReserve on its joint venture with the Kensani Group and Intikon Energy to finance three major solar power projects across South Africa. Mona Dajani advised Paramount Equity on setting up a residential solar fund with U.S. Bank aimed at providing tax equity to finance around 1,600 residential solar systems across California, Arizona and Hawaii. Other highlights for the group included advising Dorado Power Ventures on the refinancing of its Termovalle power plant. Washington DC-based Charles Salem Hallab and José Antonio Morán are also recommended. Attorneys are located in Chicago unless stated.

Excellent on all counts’, Bracewell & Giuliani LLP’s ‘top-notch’ Texas, New York and Washington DC-based practice is a market leader in the oil and gas sector, and increasingly active in the renewables space. Traditionally active on the sponsor side, the firm now has a growing lender client base. Among recent highlights, the Washington DC team is advising a major infrastructure fund on its mezzanine financing to purchase and complete the development of six thermal power plants in Brazil; the total value of the transaction is anticipated to be around R$1bn. In New York, Robin Miles is assisting a leading retail electric provider with obtaining $250m in funding through a receivables securitization program. Houston-based Thomas Tomlinson is advising La Paloma Generating Company on the refinancing of a loan and working capital agreements. Jessica Nolley Adkins, also in Houston, led advice to wind and transmission company Pattern Energy in developing a 218MW wind farm in Texas; the project was financed with a construction loan from a banking syndicate, taken out by tax equity investors GE Energy Financial Services and Citigroup. Adkins also advised Citibank, as administrative agent and arranger, on the $2.45bn debt financing for the $11bn joint venture between CenterPoint Energy, ArcLight Capital Partners and GE Energy to create one of the country’s largest MLP energy funds. New York-based former Dewey & LeBoeuf lawyers John Klauberg, Frederick Lark and Charles Vandenburgh are also recommended. Joseph Tirone moved to Arnold & Porter LLP in January 2014.

DLA Piper’s ‘exceptional’ team is highly active in major and global energy and infrastructure projects, particularly in sub-Saharan Africa. The firm is particularly strong in waste water projects, with recent clients in this area including United Water and Suez Environnement. Practice head Joseph Tato and Andrianne Payson – both formerly of Dewey LeBoeuf – advised Ghana’s Volta River Authority on its stake in the $329.6m financing for power plant Takoradi 2’s expansion. Payson also acted for Electricidade de Moçambique as part of the investor consortium in the ongoing project to link the country’s grids to the Southern African Power Pool. Nicolai Sarad and George Southhave a firm grasp of the negotiating process’, and provide ‘invaluable strategic advice’. Chicago-based Gianluca Bacchiocchi is also recommended.

Rated for its ‘quality, sophistication’ and value for money, Hunton & Williams LLP’s 60-lawyer practice is headed by John Hawkins in New York and Jeffrey Schroeder in Washington DC. The practice is highly rated for infrastructure finance, benefiting from a strong general finance practice that has particular expertise in corporate and structuring matters. This is also ‘one of the most dominant nuclear firms’. Additional strengths are its high-level capital markets expertise as a result of multiple recruitments from Dewey & LeBoeuf in 2012. Active on a national and global level, particularly across Latin America, Asia and Africa, the predominantly East Coast-based group has a strong, traditional US utilities client base, and also represents commercial and multilateral lenders, developers, underwriters and private equity funds. It recently advised longstanding client Intergen on its $217m gas-fired San Luis de la Paz power project in Guanajuato, Mexico. It also advised John Hancock Life Insurance Company on the financing of a natural gas-fired peaking generation plant in California; and joint venture company Polaris Energy on the leveraged acquisition of approximately 1000MW of natural gas fired-facilities in Colorado, Idaho, Minnesota and Wisconsin. Raj Pande has an ‘outstanding work ethic’, and New York-based Gregory Lang is valued for his ‘industry knowledge, instinct and commitment’. Michael Madden, Laurence Skinner, Fradyn Suárez and Ellis Butler are also recommended.

Headed by Houston-based Kenneth Culotta and Philip Weems, King & Spalding LLP’s national practice spans five offices and is a leader in the energy sector, particularly for LNG work. Leveraging its full-service project financing capabilities, it is active in the mining, infrastructure and manufacturing sectors and it often advises on projects across Latin America, the Middle East, Europe, Russia and Asia. Kathryn Marietta joined from Apache Corporation in August 2013, balancing the departure of George Crady, who moved to Norton Rose Fulbright. Weems advised Anadarko Petroleum Corporation on all aspects of its LNG export terminal project in Mozambique. Scott Greer worked alongside the firm’s Riyadh, Abu Dhabi, Geneva and London offices to advise Sadara Chemical Company on developing the largest petrochemical facility ever built in a single phase, worth over $20bn, located in Saudi Arabia. Other clients include Chevron, Freeport LNG and Macquarie Bank.

The ‘superb’ practice at Morgan, Lewis & Bockius, LLP has broad experience in oil, gas and power, and is noted particularly for nuclear energy. The arrivals of James Tynion, Elizabeth Hanigan and counsel Evelyn Kim from Foley & Lardner LLP in January 2014 bolstered its capabilities on the renewables side. Split across New York, Houston, Boston and Los Angeles, the ten-lawyer team acts for a variety of clients on the sponsor side, including the likes of BP, Total, Mitsui, Sempra Energy and Element Power. ‘Very practical’ practice head David Asmus is ‘most knowledgeable about the oil and gas industry’ and ‘understands what needs to be done in the real business world’. Richard Filosa advised Moxie Energy LLC and its subsidiary Moxie Liberty on the equity sale and successful $600m project financing of a planned 829MW natural gas–fired combined cycle power plant in Pennsylvania; valued at over $1bn, the project is the first new power plant in Pennsylvania set to utilize the Marcellus shale gas formation. Asmus and Brian Bradshaw advised Sempra Energy on developing and constructing the $6.5bn Cameron LNG Terminal in Louisiana and Port Arthur, Texas, using existing regasification facilities; the project is thought to be a key part of the movement towards exporting natural gas. Mitchell Carroll, Wayne Song and Richard Shortz are also recommended.

While particularly known for its nuclear practice, Pillsbury Winthrop Shaw Pittman LLP is active across a broad spectrum of major energy projects including gas, hydro, coal and renewables. The 20-partner team has broad national coverage, and additionally, strong international capabilities; it is increasingly active in projects in Europe, Asia and the Middle East. Past clients have included Chevron, AES Solar and WestPac Energy. The Washington DC office advised Akkuyu NPP JSC on the construction of a nuclear power plant in Turkey, one of the largest global nuclear power projects currently underway. New York-based Michael Reese is advising Tenaska on financing issues relating to two solar projects in California’s Imperial Valley, and he also advised Marubeni Corporation on its investment in the multibillion-dollar Atlantic Wind Connection project to build an underwater transmission line along the Atlantic Seaboard; the high-profile scheme is the first of its kind, with four planned tie lines to the US mainland designed to support the development of offshore wind farms. San Francisco-based George Haley, New York-based Jane Stein and Houston-based John Mauel co-head the practice.


Structured finance

Index of tables

  1. Structured finance
  2. Leading lawyers

Leading lawyers

  1. 1

Both ‘a leader in structured finance’ and ‘second-to-none in the world of financial derivatives’, Cadwalader, Wickersham & Taft LLP is many clients’ ‘law firm of choice’. The group has ‘incredible creativity and refinement’, ‘superb industry knowledge’ and a ‘strong bench built over many years’. Since Patrick Quinn’s transition to managing partner, the ‘knowledgeable and responsive’ CMBS expert Michael Gambro in New York now co-chairs the securitization practice together with Charlotte-based Stuart Goldstein. The firm’s strength primarily continues to lie in representing banks and other financial institutions, but it also handles matters for diverse clients such as Freddie Mac, Arbor Realty Trust and SBA Communications Corporation. It is very active in the CLO space, particularly for Bank of America Merrill Lynch and Wells Fargo. A recent highlight in the structured products area was advising Barclays in relation to the Federal Reserve Bank of New York’s MAX CDO auction for holdings in its Maiden Lane III portfolio; the firm also assisted the client with the unwinding and placement of underlying mortgage collateral. The broad derivatives and structured products team, led by Richard Schetman and regulatory expert Steven Lofchie, advises both the sell and the buy side. It includes the ‘incredibly talented’ Ray Shirazi, who has ‘an extraordinary ability to look at a problem holistically and offer solutions that come from an impressive depth and breadth of practice’; he and ‘master technician’ Brian Foster, who was recently promoted to special counsel, are ‘hands down the best in the business when it comes to derivatives’ and ‘totally devoted to their clients’. Foster also ‘brings real intellectual heft to the issues at hand’. Douglas Donahue was promoted to special counsel. The group has seen an increase in equity-focused and fund-linked transactions, with highlights including advising six leading dealers on separate issuances of long-dated, coupon-paying, principal protected 144A notes linked to the return of a number of hedge funds. It also advised UBS on the Fisher Enhanced Big Cap Growth Security ETN, which currently has total assets of almost $800m. Paul Pantano in Washington DC has niche expertise in energy derivatives; he and his team are ‘one of the best if not the best in commodities-related structured finance and regulatory matters’. Lary Stromfeld, Neil Weidner and ‘superstar’ Ivan Loncar are also recommended.

A group ‘at the top of its field’, Cleary Gottlieb Steen & Hamilton LLP provides a ‘very high level of service’ when it comes to transactions involving equity, credit and commodity linked products, mortgages, high-yield bonds, secured and unsecured bank loans and other types of assets. It is particularly known for its CLO as well as ‘excellent derivatives law practice’, and provides regulatory advice in conjunction with its transactional work. The group acts for the full spectrum of market participants including issuers, underwriters, asset managers and industry associations. It spent a substantial part of 2013 advising Citigroup Global Markets on the structuring and offering of more than $8.7bn in 19 CLO transactions, and advising Goldman Sachs on 11 CLO transactions with an aggregate value of $4.8bn. It also advised multiple underwriters, including Barclays, Citigroup and Deutsche Bank, in Freddie Mac, Fannie Mae and Ginnie Mae mortgage-backed transactions representing more than $304bn in agency mortgage-backed securities offerings in the first three quarters of 2012. In New York, the ‘invaluable’ Seth Grosshandler is considered ‘the authority’ in his field, which includes any questions on the ‘safe harbor’ provisions of the Bankruptcy Code, the Federal Deposit Insurance Act and Orderly Liquidation Authority; not only do his ‘answers come with incredible knowledge and depth of experience’ but he ‘knows all players, all legislation and understands the temperament of individual clients’. Equally, there is ‘no better lawyer for equity derivatives’ than Michael Dayan. Michael Mazzuchi is currently assisting Goldman Sachs and Bank of America with repo and total return swap financings on securitized assets. David Aman and the ‘remarkableEdward Rosen are also recommended along with David Sugerman, who became senior counsel in 2014. In Washington DC, counsel Joyce McCarty is noted for her work with financial institutions in CLO transactions, Robert Cook, former director of the division of trading and markets of the SEC, returned to the firm and brings regulatory expertise, and Paul St Lawrence was promoted to partner.

Top in volume and quality’, Mayer Brown continues its ‘terrific’ structured finance practice. With a ‘big footprint’ in securitization, the firm covers the whole range of asset classes from mortgage-backed securities, credit cards and auto and equipment loans and leases to more exotic categories, advising both arrangers and issuers. It is ‘also strong on regulatory advice insofar as it impacts securitization’, recently representing major trade associations in the US, Europe and Asia in their joint comment letter on the Basel Committee’s proposal of its revised securitization framework for the regulatory capital treatment of securitization investments. The team is spread across New York, Chicago and Charlotte, and peers ‘think the world of’ practice founder Jason Kravitt, who ‘deserves structured finance knighthood’ for his longstanding experience; he is also one of the founding members of the newly created Structured Finance Industry Group (SFIG). Practice co-head Stuart Litwin, who is the initial chairman of the SFIG legal counsel committee and Carol Hitselberger, chairwoman of the SFIG’s committee for advocacy on the Volcker Rule, are frequently recommended. ‘Top player’ and co-head Jon Van Gorp is ‘a real pleasure to work with’; together with Angela Ulum, who has expertise in the auto loan space, he advised Bank of America on the formation of a captive auto finance company for Volvo Car Financial Services, the first-ever auto financing program for Volvo’s captive finance company. Another highlight for the group was advising Santander Consumer USA on the creation of its new Chrysler finance business, including its leasing business, the preparation of SEC registration statements for future securitizations and a $4.5bn syndicated multi-bank committed asset-backed commercial paper financing for auto loans and leases. Lawrence Berkovich from Dechert LLP strengthened the firm’s CLO practice and works alongside experts Paul Forrester, Keith Oberkfell, and Joshua Cohn, who leads the firm’s derivatives and structured products practice.

Having spent over four decades in the structured finance space, the ‘exceedingly good’ and ‘consistent’ group at Sidley Austin LLP has the ‘highest level of knowledge, efficiency, ethics and integrity’ and is ‘strong across a number of different areas’. ‘Top player’ Renwick Martin in New York, who is ‘very smart and very diverse’, commands ‘the highest respect’ from peers and leads the practice together with Gary Stern in Chicago. On the West Coast, the Midwest and the East Coast respectively, ‘top-notch securitization lawyer’ Dale Lum ‘provides creative legal solutions’, Robert Robinson handles both securitization and derivatives, and, despite being a transaction-heavy practice, Thomas Brown also has expertise in regulatory matters. The firm is immersed in two relatively new asset forms: energy-efficient loans managed by municipalities and so-called REO-to-rental programs. It advised Deutsche Bank on a landmark single-family rental securitization for funds affiliated with Blackstone. Another growth area has been in mortgage servicing rights. The firm is optimistically looking towards the RMBS space; RJ Carlson advised JPMorgan Chase on its first issuance of mortgage-backed securities since 2007 plus two subsequent issuances at an aggregate transaction value of $1.4bn, and Edward Fine is also an expert in this field. The practice experienced a high volume of CMBS transactions, and often acts as issuers’ counsel, as well as handling a high number of auto loan deals – an area of expertise for Jeffrey Weinstein, who also covers non-traditional assets such as servicer advances. Further highlights include advising Springleaf Financial on the securitization of personal loans originated by various of its branches and valued at $700m, as well as on the securitization of a portfolio of loans acquired by the client from HSBC and totaling $2.2bn. Mark Werner advised Nationstar Mortgage on the issuance of advance receivables-backed lines of credit totaling $4.5bn, and BlackRock on the issuance of advance receivables-backed notes totaling $30m. Carlos Rodriguez is also recommended.

Bingham McCutchen LLP is among the ‘top for volume and quality’ and its team is ‘sharp across the board’. As a one-stop shop for structured finance (except CMBS), the practice covers all asset classes and advises on CLOs, RMBS and esoterics. The team also has the ability to tackle larger, more complex and strategic transactions. Renowned practice head John Arnholz is based in Washington DC. In New York, key names to note include Reed Auerbach, the ‘very client-focused’ Steve Levitan who is ‘a pleasure to work with’, and Matthew Joseph; all three have ‘outstanding industry knowledge’. Los Angeles-based Daniel Passage focuses primarily on esoteric transactions. Robert Gross and Jeffrey Johnson have been particularly active with regards to mortgage loans and new financing approaches to mortgaging. Johnson acted as underwriter’s counsel for Bank of America Merrill Lynch in the Connecticut Avenue Series 2013-C01, Fannie Mae’s inaugural risk transfer transaction under the FHFA conservatorship strategic plan. The firm also advised Sallie Mae as issuer’s counsel on the SLM Private Credit Student Loan ABS Repackaging Trust 2013-R1, a complex resecuritization of multiple classes of auction rate notes. For Nationstar Mortgage, it handled transactions pursuant to which the client sold a portion of its right to receive servicing fees as servicer in various portfolios of Fannie Mae, Freddie Mac, Ginnie Mae and privately securitized mortgage loans. While Robert Wipperman went in-house to Freedom Mortgage, the group gained Dan Budofsky from Davis Polk & Wardwell LLP, strengthening the derivatives practice, and promoted Harlyn Bohensky to partner. Counsel Philip Russell is said to be ‘up and coming’.

Davis Polk & Wardwell LLP advises on structured products, has an ‘excellent derivatives practice’, and is considered to be ‘top’ for equity derivatives work. Adopting an interdisciplinary approach, the New York group maintains strong links to other areas of capital markets and works in close collaboration with the corporate, tax, investment management, broker-dealer, ERISA and litigation practices. Practice heads Warren Motley and Christopher Schell advised Morgan Stanley on numerous structured products offerings linked to a variety of reference assets, including commodities, equities, rates and combinations of these, with an aggregate value of $4.4bn through the third quarter of 2013. Motley is also principal counsel for the establishment and continued operation of Lloyds Banking Group’s US structured notes program, including the negotiation of distribution arrangements with several major US broker-dealers. Sarah Beshar is lead counsel to J.P. Morgan for its registered and unregistered issuance programs. James Rothwell and Ray Ibrahim advised Credit Suisse on various structured products offerings consisting of SEC-registered and exempt notes issued by its London, Nassau and New York branches. Further clients include Citigroup and Deutsche Bank, and the firm also gained new clients in Barclays and Natixis. In addition to providing transactional advice to many of the most active issuers, the group is also considered a ‘regulatory powerhouse’, advising on recent SEC and FINRA developments; for instance, working with the SEC to finalize estimated value disclosure for clients, as well Dodd-Frank Act interpretation, advocacy, implementation and compliance. Linda Simpson is now senior counsel.

Dechert LLPprovides great service’ and is noted for its ‘resources in the industry’ and the fact it has ‘the most up-to-date industry knowledge’. Joseph Heil and Richard Jones co-head the practice from San Francisco and New York respectively. The ‘always available’ team is split into a smaller ABS practice – covering both traditional debt obligations and novel securities – and larger CMBS and CLO practices. The latter impresses with its high deal count and volume and John Timperio, who divides his time between Charlotte and New York, is ‘very prolific’ and ‘well known’ for his work in the middle market CLO sector. He advised StormHarbour Securities as arranger on its first CLO, the $500m Longfellow Place CLO transaction. The firm also regularly advises Golub Capital Management LLC on CLO issuance, including recently as manager on the $513m Golub Capital Partners CLO 15 transaction. A highlight in the CMBS space was representing A10 Capital LLC in its $97m A10 Securitization 2013-1 offering as well as advising on a novel rated warehouse facility. David Forti in Philadelphia has been particularly active in CMBS and is noted for his ‘great big-picture strategy’. New York-based Laura Swihart and Jodi Schwimmer, who was recently promoted to partner, ‘know how to get deals done’ and ‘strategize on how to overcome roadblocks with other parties’. Malcolm Dorris, who focuses on ABS, has niche expertise in the securitization of healthcare loans. Stewart McQueen and Kahlil Yearwood were also promoted to partner.

The ‘innovative and efficient’ team at Morrison & Foerster LLPgives “real-world" advice’ that is ‘informed but also practical’, as the team’s ‘commercial attitude is combined with a breadth of knowledge’ and a ‘keen understanding of the industry’. The group resides within the larger capital markets practice and covers derivatives and structured products as well as securitization, including esoteric and speciality products – particularly in the technology, industrial and transport sectors – and has mortgage market and regulatory expertise. An area of growth has been covered bond transactions, particularly for Canadian banks in their issuances into the US and Europe; a particular highlight was advising Royal Bank of Canada on its first SEC-registered covered bond offering. The team is led by James Tanenbaum and in New York and includes the frequently recommended Anna Pinedo, ‘a world-class lawyer with encyclopaedic knowledge and terrific judgment’, Lloyd Harmetz, ‘a true expert in securities law in general and structured notes in particular’, and David Kaufman, ‘an experienced expert in derivatives regulation’. Kaufman is currently advising trustee Louis Freeh on the treatment of repo transactions, swaps and other derivatives in MF Global’s insolvency proceedings. The derivatives practice added Julian Hammar in Washington DC, who served for more than a decade as assistant general counsel at the CFTC. The firm also saw three further new arrivals to bolster its mortgage market capabilities. Other key clients include Bank of America Merrill Lynch, HSBC and Nomura Securities.

Clients value Shearman & Sterling LLP for its ‘very in-depth knowledge’ and ‘responsiveness’. The ‘excellent’ derivatives and structured products group led by Donna Parisi is based in New York, but its expertise stretches beyond the US, as it works in close cooperation with the firm’s London office. Around half of its client base is made up of financial institutions, such as Bank of America Merrill Lynch, Citigroup and Credit Suisse, and the remainder consists of asset managers, corporations and hedge funds; the ‘insightfulAzam Aziz has particular experience in advising the latter. While the group is ‘exceptionally good at complicated, bespoke transactions’ and its attorneys are ‘go-to lawyers on derivatives’, the firm also advises on regulatory reform issues, including the Dodd-Frank Act and the European Market Infrastructure Regulation (EMIR), and Geoffrey Goldman specializes in regulatory matters. Recent mandates included conducting a review of swap execution facilities, their rules and related participant agreements for various global financial institutions. The firm also continues to advise IntercontinentalExchange on the ongoing development of its ICE Clear Credit and ICE Clear Europe swap clearinghouses and related businesses. Another example of the firm’s cross-border and cross-disciplinary capabilities is the ongoing advice to the independent directors of the J.P. Morgan board with respect to matters arising out of the bank’s recent losses in its chief investment office, the so-called ‘London Whale’ losses. Bjorn Bjerke joined from Davis Polk & Wardwell LLP and brings experience in structured finance and derivatives across a broad range of asset classes. Of counsel Ji Hoon Hong left to join White & Case LLP as partner.

Top-quality firmSkadden, Arps, Slate, Meagher & Flom LLP advises underwriters, issuers, investors and credit enhancers on the securitization of financial assets, as well as handling transactions involving complex financial instruments and advising on a broad range of asset-backed securities offerings. The practice focuses in particular on novel and multi-disciplinary deals. Richard Kadlick is ‘very commercial’ and ‘very smart’, and commands the ‘highest respect’ because of his ‘vast experience’; he co-heads the five-partner strong, New York-based team together with Susan Curtis. David Midvidy assisted Sonic Corp. and certain of its subsidiaries with the issuance of $155m Series 2013-1 3.75% fixed-rate senior secured notes, class A-2, and with the extension of variable funding note commitments. Midvidy also advised Barclays Capital, Morgan Stanley, Citigroup Global Markets and RBC Capital Markets as initial purchasers in a $1.05bn 144A Regulation S whole-company securitization transaction. Another highlight was advising Macquarie Leasing on three public issuances of ABS with a total value of $2bn, in each case backed by Australian dollar-denominated lease contracts, hire purchase contracts and loan contracts relating to motor vehicles in Australia. JPMorgan Chase is also a key client. Andrew Faulkner is another name to note.

Weil, Gotshal & Manges LLP’s five-partner strong structured finance and derivatives team is led by Frank Nocco and based in New York. It has a ‘great institutional work ethic’ as well as ‘very good structured finance market knowledge and strong understanding of deal mechanics’. It tends to ‘participate in complex, less cookie-cutter deals’ and ‘high-end transactions’ and offers a ‘very individual-oriented’ service. The group broadly covers securitization, various asset types, including mortgage- and non-mortgage backed securities, CLOs and derivatives. Additionally, Jason Smith specializes in rental car fleet financings, where he represents clients such as Hertz, most recently in the establishment of a securitization facility to finance its fleet leasing business, with an issuance of $1.1bn variable funding asset-backed notes. Robert Chiperfield focuses mainly on CLOs. The ‘resourcefulJohn Dedyo, who ‘always tries to find a solution’, recently assisted Security National Automotive Acceptance Company with its auto loan term securitization, with an issuance of $185m term notes backed by auto loans made primarily to military obligors. A particular highlight for the group was advising Citigroup as lead initial purchaser in Springleaf Finance’s $604m ABS bond offering backed by personal consumer loans – its first-ever securitization of personal loans and the first rated ABS offering of this type since 1998, as well as handling subsequent $400m and $116m follow-on deals. Another key client is Guggenheim Partners. The group also works in strong cooperation with the firm’s structured finance practice in the UK.

With a structured finance practice that dates back to the 1980s, Clifford Chancecompares favorably’ owing to its ‘high industry knowledge’, ‘strength-in-depth of the team’, its ‘well-prepared lawyers’ and ‘very fast response times’. The New York-based group covers securitization and structured products as well as derivatives. It has strong penetration in the CLO market, both on the arranger and asset manager sides, with clients such as Citigroup and C-SAM. It also handles bespoke CMBS transactions; an example of this was advising Northstar on its $227.5m issuance of investment-grade commercial mortgage-backed securities to finance 14 floating-rate transitional loans through dealers led by Citigroup. Practice head Steven Kolyer has a ‘huge breadth of knowledge and takes a very pragmatic and energetic approach to his work’. The firm placed itself at the forefront of the returning commercial real estate CDO market by advising Sandler O'Neill + Partners as lead arranger on Arbor Realty Trust’s $260m commercial real estate CDO. It also has particular cross-border expertise, and the ‘personable and pleasant’ Lewis Cohen ‘makes a good effort to see things from the perspective of non-US parties as need be’. Senior counsel David Yeres is noted for ‘his knowledge on derivative transactions’, and the ‘creative’ Robert Villani and Frederick Utley are also recommended.

Freshfields Bruckhaus Deringer LLP’s ‘work is top notch’ in the structured finance area. The 14-strong team includes two partners: highly recommended practice head Brian Rance and UK and US-qualified Jerome Ranawake. Third partner Ellen Hayes left to work as counsel for Linklaters LLP. The New York-based group also works in close cooperation with the firm’s international structured finance team across Europe and Asia. It has been particularly active in large-scale loan portfolio financings with its expertise in Total Return Swap (TRS) technology. Ranawake advised UBS on a structured TRS programme for Ares Capital’s Ares Enhanced Loan Investment Strategies VI fund (AELIS), which provided AELIS with an amortizing TRS facility on a diversified portfolio of loans with a current market value of $1.81bn. The firm is also highly active in the CLO market; associate Ryan Suda is particularly concentrated on this area and counts Citibank as a key client. Rance and Suda advised Citigroup on the THL Credit Wind River 2013-1 CLO and Halcyon Loan Advisors Funding 2013-1 transactions. Other clients include Barclays, JPMorgan Chase and lenders in the fund industry and the hedge fund industry.

Fried, Frank, Harris, Shriver & Jacobson LLP’s broad derivatives practice covers the full spectrum of OTC exchange-traded and cleared derivatives and asset classes, including equity, currency, interest rate, credit and commodity derivatives. Represented on the East and West Coast, the nine-strong team is led by New York-based co-heads, ‘excellent attorneyDavid Mitchell and Robert McLaughlin. In a recent highlight, the latter advised longstanding client Merck & Co. on its $5bn accelerated share repurchase agreement with Goldman Sachs and related $6.5bn public offering. Besides transactional work, the practice has grown its regulatory offering, advising on the regulation of futures and options, cleared swaps and un-cleared OTC products. It regularly advises on aspects of the Dodd-Frank Act, including in connection with the CFTC and SEC, as well as on EMIR. The group’s client portfolio includes Bank of America Merrill Lynch, Blenheim Capital Management and Goldman Sachs Asset Management as well as new clients BlackRock and Fidelity. In Washington DC, senior associate William Breslin has been particularly active in derivatives, futures and commodities transactions.

Katten Muchin Rosenman LLP’s structured finance and securitization practice, largely based in New York, has ‘really evolved to become a presence in the market’ with both Chris DiAngelo and Joseph Topolski highly regarded. With over thirty years in the field and a wide breadth of experience, the former co-heads the group together with Anna-Liza Harris in Washington DC, who focuses in particular on real estate mortgage investment conduits and derivatives-based securitization structures. The firm covers the RMBS, automotive, equipment and CLO sectors, and while it serves as underwriters’ counsel occasionally, it primarily represents issuers. Prominent clients in the auto sector include Ford and General Motors. 2013 also saw a high level of transactions for Fannie Mae, and Stephen Esko has been particularly active in this regard. The firm is also counsel to Fannie Mae on its Connecticut Avenue Securities program, its first deal resulting in $675m in bonds being issued in 2013. Another highlight was advising Banco La Hipotecaria on the $35m securitization of residential mortgage loans on properties in El Salvador – the first US offering of an El Salvadorian mortgage securitization. Stanford Renas has expertise in commodity and carbon-related structured finance transactions as well as CLOs, and much of Howard Schickler is at the intersection of private equity funds and structured finance. Stewart Herman and Jonathan Goldstein recently joined from Kaye Scholer LLP and Shearman & Sterling LLP respectively, strengthening the firm’s capabilities in aviation-related work.

Kirkland & Ellis LLP’s asset finance and securitization practice provides ‘sage advice’, ‘understands the business issues’, ‘explains complex concepts in simple terms’ and has ‘abundant resources internally’. The six-partner strong team, located mainly in Chicago and New York, has its ‘finger on the pulse of the leveraged finance market’ and is supported by attorneys in the tax and bankruptcy areas. ‘Excellent in auto securitization’, its core practice is in advising issuers of asset-backed securities backed by vehicle assets, but it also regularly handles securitization transactions involving other asset classes –in particular, timeshare loans, mortgage servicing rights and cell towers and sites have become increasingly prominent for the group. Janette McMahan is highly active in retail auto loan receivables and leases, and she and Kenneth Morrison are experts regarding the FDIC Safe Harbor Rule. Jeffrey O’Connor, who has expertise in dealer floorplan securitization, and James Antonopoulos are ‘both exceptionally smart, responsive and able to communicate with lawyers and non-lawyers in a straightforward and understandable fashion’. Together they represented Hyundai Capital America in a Rule 144A securitization of dealer floorplan receivables, the client’s first term securitization of dealer floorplan receivables since 2009. Scott Gordon straddles both the securitization and derivatives areas and has ‘good insight into current market terms and provides pragmatic advice’. Longstanding clients include Ally Financial and Ally Bank, World Omni and Navistar Financial.

Latham & Watkins LLP’s ‘top-notch’ structured finance and securitization group is noted for its ‘excellent technical legal knowledge’. In New York, the focus lies particularly on off-the-run commercial and esoteric assets, including aircraft leases, cell tower assets, rental car fleets and whole business securitizations. However the group also handles more traditional assets, such as credit card receivables and sub-prime automobile loans. Highly recommended global co-chair Kevin Fingeret recently acted for Deutsche Bank – one of the group’s most significant clients – as initial purchaser in an offering of Secured Cellular Site Revenue Notes, Series 2013-1 by InSite Wireless Group LLC. Bank of America Merrill Lynch and Citibank are also on its client roster. In the structured aircraft financing space, the firm continues to advise US Airways, most recently as issuer in a public offering of Series 2013-1 enhanced equipment trust certificates (EETC), the fifth EETC for the client since 2010. Senior partner Vicki Marmostein heads the CLO-focused practice in Los Angeles and ‘always makes sure clients are happy with the work done’. Her team includes Dominic Yoong, who is ‘very committed to achieving goals’. In Chicago, Ellen Marks advises on regulatory matters and in New York Graeme Smyth was promoted to partner.

Orrick, Herrington & Sutcliffe LLP has particular strength in the private-label RMBS sector, where it acts for issuers, underwriters and credit enhancement providers. With the exception of RMBS expert Martin Howard in Los Angeles, the team is based in New York and led by Al Sawyers; it includes Howard Altarescu, ‘top player’ Joshua Raff who clients ‘can call on with any matter in the securitization space’, and Katharine Crost, who led advice to Redwood Trust as issuer’s counsel on its pioneering public offerings of private-label MBS. The firm is also adept when it comes to credit card securitizations and auto loan and lease receivables. A longstanding client is American Express, and it acts for Nissan as underwriter. Alan Knoll recently advised the directors of Turbine Engines Securitization on GE Capital’s $305m securitization of aircraft engine leases. Barclays Bank has been a major client; the firm advised it on designating $1.5bn of additional account receivables to the Dryrock Issuance Trust, the first major credit card trust to be compliant with the new FDIC Safe Harbor Rule, followed by a $500m credit card issuance. Leah Sanzari has been particularly active in the securitization of tax liens and Nikiforos Mathews is active in both esoterics and derivatives. In the regulatory space, the group has worked with SIFMA and is a founding member of SFIG.

The ‘excellent’ and ‘very responsive’ team at Schulte Roth & Zabel LLP has ‘great depth of expertise’, ‘a great sense of the key market issues and is constantly seeking to innovate in the space’. The New York-based four-partner team is ‘exceptional both from a market knowledge and advice perspective’. It is co-led by Craig Stein, ‘a thought leader in the space’, and Paul Watterson, noted for ‘good analytics’. Using a multidisciplinary approach, it covers structured products as well as, to a slightly smaller extent, derivatives. In the latter space, the group acts for buyer-side clients such as hedge funds, private equity firms and hybrid funds, and has particular expertise in cross-border and offshore matters. It is also very active in CLO transactions, including some European CLO matters, representing collateral managers and CLO issuers from beginning to completion. Stein recently advised longstanding client GoldenTree Asset Management as portfolio manager on a CLO issuance of $650m as well as a European CLO issuance of $300m; he also advised Marathon Asset Management as collateral manager on a CLO issuance of $598.5m. Cerberus Capital Management is another major client and DFG Investment Advisers is a new client. Joseph Suh focuses both on structured products and derivatives and Phillip Azzollini on offerings of asset-backed securities.

Allen & Overy LLP offers a ‘very high level of service’ as it is ‘able to put all of the firm’s resources at clients’ disposal’. As part of the capital markets team, the New York-based group covers securitization, structured products including CLOs, and additionally, has an ‘excellent derivatives law practice’. A key selling point is its ‘truly international’ network and cross-border expertise, alongside ‘deep knowledge about the US’. Practice head Cathleen McLaughlin focuses on the Latin American and Caribbean regions. David Lucking and Deborah North are recommended for derivatives matters, and John Hwang focuses on cash securitization and registered public offerings. The firm’s client roster includes banks and financial institutions, particularly Canadian banks such as the Bank of Novia Scotia, as well as funds in the structured products space and also corporate clients such as Toyota. A highlight was advising Royal Bank of Canada as dealer counsel on its first SEC-registered covered bond. The firm also acts as US counsel to the ISDA and a recent mandate was to draft its new version of the ISDA credit derivatives definitions.

The team at Dentonscovers a lot of ground’. Co-led by Erik Klingenberg and Stephen Kudenholdt, who is ‘truly one of the more well-known lawyers in the mortgage space’, it is regularly called upon by all types of market participants, including issuers, underwriters, credit enhancers, trustees, investors, liquidity providers, servicers, lenders and conduits. It is particularly known for its work in the RMBS space, and recently advised Shellpoint Partners on its offering of private-label RMBS under Rule 144A, backed by newly originated prime jumbo mortgage loans purchased from affiliate New Penn Financial. Another major client is the FDIC, which Kudenholdt assisted with its third RMBS transaction under its government-guaranteed pilot securitization program of residential mortgage loans, formerly owned by failed banking institutions. The firm also regularly advises Credit Suisse Securities USA LLC on private-label RMBS. It has seen an uptick in instructions relating to the financing of renewable energy products. The most recent arrivals in the steadily expanding team include Matthew Yoon and John Holahan, who joined from DLA Piper and focus on regulatory matters. Scott Swerdloff is also recommended, and the group works in close collaboration with the litigation, bankruptcy and restructuring practices.

Familiar with virtually all asset classes in the mortgage, asset-backed, municipal and structured products markets, Greenberg Traurig LLP’s structured finance and derivatives team has recently been particularly active in private deals and timeshare securitizations, auto loans and tax liens. It predominantly acts for the issuer side and has a solid track record of bringing first-time issuers onto the market. The practice straddles domestic matters as well as international and cross-border work, with a certain focus on Central and South America. With over two decades’ experience, Mark Michigan leads the practice from New York; he recently advised Marriott Vacations Worldwide on the issuance of timeshare loan-backed securities, and assisted Credomatic International Corporation with the first cross-border Central American regional future flow securitization of American Express merchant voucher receivables. Another highlight was advising Rabo AgriFinance on the securitization of agricultural loans. In Chicago, Trent Murch also handles public transactions and a high volume of work for CNH Capital. Todd Miller is based in Florida, the firm’s place of origin, and focuses on auto as well as credit card securitizations and timeshare loans amongst other matters.

Hunton & Williams LLP’s structured finance team ‘understands clients’ needs’ and is comprised of ‘great business lawyers’ who have ‘vast industry knowledge’ including ‘real-time knowledge of emerging trends, issues and resolutions’. The national-focused practice is particularly active in RMBS securitizations, mortgage servicer advance receivables and mortgage servicing rights. Clients include large investment banks, commercial banks, servicers, lenders and government issuers, as a significant part of the practice is advising Ginnie Mae. Kevin Buckley and Michael Nedzbala co-head the group in Virginia and North Carolina respectively. In New York, ‘go-to securitization lawyer’ Eric Burner ‘really understands the business aspects’ and the ‘extremely client-focused’ Steven Becker is ‘up-and-coming in a big way’. The ‘creative’ Thomas Hiner acted as underwriters’ counsel for Credit Suisse, Barclays Capital, Morgan Stanley and Citigroup in the issuance of debt securities by Freddie Mac tied to a reference pool representing a slice of Freddie Mac’s 30-year fixed-rate mortgage loan production in a recent quarter. The group has also ‘become a huge player in the non-performing loan securitization market’ and has been issuers’ and underwriters’ counsel for numerous Rule 144A private offerings of mortgage-backed securities secured by pools of reperforming and nonperforming residential mortgage loans.

Kramer Levin Naftalis & Frankel LLP’s attorneys are ‘smart and able to explain difficult issues’ and have ‘the right balance of expertise, flexibility and tenacity’. The New York-based practice focuses on esoteric asset-backed securitizations and unique and complex privately placed transactions. Covering a wide range of asset classes, from timeshare loans to tobacco settlement payments, it ‘has a very strong grasp of the industry and always seems to be one step ahead of regulations’. It has seen particular growth in the renewable energy sector, where it represents investors in transactions securitizing receivables from federal energy savings performance contracts. A highlight was advising a fund investor on the closing of a $50m warehouse facility for PACE bonds backed by residential home improvements, the first securitization in solar assets. It also advised Home Loan Servicing Solutions on an offering of over $5.5bn of term notes and variable funding notes backed by master servicing advances arising in the residential mortgage servicing business. Key contacts within the team include Gilbert Liu, Laurence Pettit and counsel Richard Rudder. The ‘extremely diligent’ and ‘exceptional’ Fabien Carruzzo, who is many clients’ ‘go to person’, was recently promoted to partner.

Morgan, Lewis & Bockius, LLP’s five-partner strong team led by Thomas D’Ambrosio in New York maintains its broad expertise in the derivatives space. The firm provides regulatory counsel regarding the derivatives industry, advising both the dealer community on aspects of Dodd-Frank and end users of derivatives products, including on cross-border aspects. Michael Philipp in Chicago and Georgia Bullitt in New York focus primarily on this area, and the group also assists clearing houses in making appropriate filings with regulators. On the transactional side, it represents corporate end users on large deals spanning asset classes from equity, commodity and credit to more exotic derivatives. Recent matters include representing a large public utility company in an equity forward transaction valued at over $580m; and a leading pharmaceuticals company on its issuance of over $300m in convertible notes and the related call spread transaction involving four separate banks. Mark Haskell in Washington DC dedicates his time to representing clients in agency investigations, litigation and enforcement actions by regulators.

Paul, Weiss, Rifkind, Wharton & Garrison LLP’s New York-based structured finance team covers a broad range of asset classes and has particular expertise in intellectual property securitizations and the media and entertainment industry, having developed an array of innovative structures from sports financing to film financing slate deals. Robert Zochowski specializes in esoteric assets such as films, patent royalties, lease and other operating assets, power plants and hydrocarbon reserves. Jordan Yarett and Lawrence Wee are also recommended. Highlights included advising Barclays Capital on the issuance of $257m of secured billboard revenue notes for Fairway Outdoor Funding LLC. For new client AIG Asset Management, it advised on the issuance of $470m in notes to insurance affiliates of AIG under a securitization of the Miramax film library. For Guggenheim Securities, another new client, it advised it as placement agent in a $155m refinancing of securitized notes issued by Sonic Corp. The team has also been active in timeshare securitizations, particularly for underwriter Amherst Securities Group, as well as in the CLO space, where it represented Oak Hill Advisors. Another key client is Major League Baseball.

The ‘excellentSimpson Thacher & Bartlett LLP continues to have active structured finance and derivatives practices, both of which are based in New York. Its ‘very specialized’ structured finance practice focuses on ‘high-end type work’, and following David Eisenberg’s retirement, now has five partners. ‘Outstanding attorney’ Laura Palma has ‘huge respect’ among peers and is considered to be ‘a real force’ in the market; she specializes in esoteric transactions such as cell tower and timeshare loan securitizations as well as complex equipment-backed issues such as airplane and rental truck fleets. She also recently advised Silver Lake Partners on the structured finance aspects of its $24.4bn acquisition of Dell. Other clients include investment and commercial banks as well as issuers. Joyce Xu heads the firm’s global derivatives practice, which includes senior counsel Jonathan Lindabury, and advises the likes of Goldman Sachs, Credit Suisse, Deutsche Bank and BNP Paribas.

Stroock & Stroock & Lavan LLP’s ‘excellent’ New York-based practice focuses on innovative, off-the-run and esoteric transactions including structured settlements, tax liens, student loans, cell towers, timeshare loans and film receivables. Boris Ziser recently took over as chair of the structured finance group from Richard Fried. Ziser has been particularly active in the securitization of structured settlements, annuity receivables and lottery prizes, representing clients such as Deutsche Bank Securities, Barclays Capital and Natixis Securities Americas LLC as underwriters in multiple private placement securitizations of fixed rate asset-backed notes. Fried continues to represent clients such as Citigroup, recently advising it as underwriter in the private placement of student loan asset-backed notes by Nelnet. Marvin Goldstein heads the smaller commodities and derivatives practice, where recent instructions came from Freepoint Resources LLC and Gamesa Energy USA Inc. The firm also has knowledge of banking and securities regulations promulgated under the Dodd-Frank Act; it has been advising a variety of clients on the industry-wide Dodd-Frank Protocol and on forms of cleared derivatives agreements.

Winston & Strawn LLP is ‘very solid in this space’ and provides ‘great client service’ across a broad range of structured finance matters. Highly recommended duo Ronald Jacobson and Patrick Hardiman co-head the debt capital markets group, which includes the 20-partner strong structured finance and CLO team that is centered mainly in Chicago. It includes David Galainena, who is advising RAIT Partnership LP on its second multi-seller commercial mortgage-backed securitization as well as its initial floating rate commercial mortgage-backed securitization. Michael O’Brien acts for major banks, hedge funds and end users in a range of derivatives transactions, while Warren Loui in Los Angeles has expertise in auto loan and lease securitization. The practice has seen particular growth in CLO transactions and Michael Mullins is one of the key contacts in this space; he acted for an affiliate of Madison Capital Funding LLC in its first two CLO transactions. The firm also continues to assist Babson Capital with developing its loan origination and asset management platform.

Ashurst LLP’s ‘resurgent’ structured finance practice specializes in derivatives clearing, structured credit transactions, tender option bonds and the structuring of total return swaps on municipal credit exposures and related financing matters. It is active in both transactional and regulatory matters and considered to be ‘very strong’ in the CLO space. In New York, practice head William Gray focuses on CLOs as well as regulatory issues, advising clients on the Dodd-Frank Act and Volcker Rule, and Patrick Quill has particular expertise in restructuring auction rate securities. In Washington DC, Scott Faga, who has an emphasis on structured credit products, is considered ‘the best in the business’. The group’s client portfolio includes a number of banks.

DLA Piper’s team ‘has technical expertise, is very committed and has good market knowledge’. It has been particularly active in CLO and esoteric transactions, focusing on high-end deals. Boston-based senior counsel and expert in esoteric ABS Ronald Borod closed the first rated tobacco fee securitization since 2004; he also assumed lead structuring and drafting responsibilities for the mock Solar Ratings Project of Solar Access to Public Capital, a group to expedite the growth of a solar securitization market. The firm handles domestic as well as European CLOs for clients such as Goldman Sachs and Ares Management. The ‘very committedRichard Reilly, who divides his time between New York and London, ‘would move mountains for clients if need be’. In Chicago, head of derivatives Marc Horwitz is ‘insightful’, ‘efficient’, ‘proactive’ and always ‘up-to-date with evolving and complex elements in the derivatives field’. Clients in this area include Credit Suisse, Bank of America Merrill Lynch, Hewlett-Packard and Qualcomm. Claire Hall, who previously worked at the CLO desk of Deutsche Bank, joined as of counsel; she ‘provides a refreshing non-legal perspective’ with her ‘business-side experience’. Matthew Yoon and John Holahan, who focused on regulatory matters, moved to Dentons.

Jones Dayprovides tremendous value for the advice it provides’ as it ‘anticipates clients’ needs at all times’. The practice has particular strengths in the structured credit space, equity derivatives and class B shares. Besides banks, it also acts for large hedge funds, pension funds and energy companies. In New York, the ‘very personable and very knowledgeable’ chair of the structured and derivative products practice Mark Sisitsky has recently been focusing on restructuring existing financings. ‘Efficient’ of counsel Jonathan Ching is a ‘thoughtful negotiator with a deep background in his subject matter’, which is derivatives and their applications in trading and capital markets, with a particular emphasis on clearing; together with Joel Telpner, he advised SanDisk Corporation on a $1bn accelerated stock repurchase transaction with Morgan Stanley. Of counsel Joel Laub is an ‘expert in derivative ISDA agreements’ and Scott Pierpont is experienced in CLO transactions. Pierpont also advised various clients on a mezzanine debt investor in a cross-border revolving trade receivable transaction with assets sourced from multiple foreign jurisdictions. Tracy Oley is recommended in Washington DC.

Kaye Scholer LLP’s structured finance team, based mainly in New York and Chicago, handles a wide range of matters including public and private ABS, RMBS, CMBS, commercial paper conduits, esoteric asset securitization, CLOs and derivatives. It has also seen growth when it comes to regulatory related work. ‘Fabulous’ and ‘well-known’ practice head Henry Morriello ‘puts together a good team’. Clients mainly include commercial and investment banks. Sound Harbor Partners recently instructed the group in its acquisition of CLO management contracts involving $2.2bn in leveraged loans. Lawton Camp joined the New York office from Allen & Overy LLP in April 2014.

Milbank, Tweed, Hadley & McCloy LLP has developed a ‘sizeable presence’ in the structured finance area and offers an ‘excellent and prompt service’. Practice head Albert Pisa leads the New York-based group, which has particular experience on energy-related matters, including alternative energy, infrastructure and transportation; it also has a strong focus on Latin America. A significant highlight was acting as special US counsel to Bank of America in providing a credit and guaranty agreement for $662m to the state of Maranhão, with a guarantee by the Brazilian federal government. The firm is also active in the CLO space and Deborah Festa, who has ‘good business sense and experience’, recently advised affiliates of KKR Asset Management on the structuring and issuance of $519m of CLO notes. The firm’s derivatives practice was bolstered with the arrival of John Williams from Allen & Overy LLP.

Seward & Kissel LLP is particularly known for advising trustees and has been active in areas such as RMBS, CLOs and student loan and aircraft securitizations. The highly integrated group also covers litigation, restructuring, insolvency and workouts and is active domestically as well as globally. Kalyan Das in New York, who also spends time working from the firm’s London office, heads the larger global bank and institutional finance and restructuring practice, while Greg Cioffi leads the asset securitization and CLO group, which includes other key partners Andrew Silverstein and Sharan Calay. A highlight for the team was advising US Bank National Association on behalf of over 300 trusts that issued RMBS, on the bankruptcy of ResCap and its subsidiaries. Y Daphne Coelho-Adam was promoted to counsel and is an active member of the Loan Syndication and Trading Association.

White & Case LLP has a ‘narrow but strong practice’ that focuses on esoteric assets, workouts and has ‘raised its profile in the CLO space’. The New York-based group acts for major financial institutions, investment funds, hedge funds, public companies and asset managers, with some longstanding clients including Avis Budget Group, GreensLedge and Morgan Stanley. Peers have ‘great respect’ for John Donovan, who has nearly 30 years’ experience in asset securitization, and David Thatch, who has expertise in esoteric securitizations, leveraged investment funds as well as crossover experience in the bankruptcy space. Charles Pesant completes the three-partner strong team. The firm acted for Iconix Brand Group in a restructuring and securitization involving its brand intellectual property and trademark rights; the proceeds from the $600m issuance were in part used to acquire the Umbro brand. It also advised an investor group for a $60m follow-on note issuance by Oxbow Resources, in which the notes are secured by timberlands and other resources.


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  • VEGAS LEX drafts local air services financing program

    The VEGAS LEX law firm is working on proposals concerning additional funding sources for regional air service programs in Russia
  • Positive Developments for the Economy of Cyprus

    800x600 It has been around one year and a half since the Eurogroup decisions to recapitalise Bank of Cyprus via a bail-in on 25 th of March 2013. Cyprus has worked hard since then to exit the financial crisis and to maintain its status and reputation as an international financial centre. Within October 2014, several positive developments which took place suggest that Cyprus is on a good path. These positive developments include: Normal 0 false false false EN-GB X-NONE X-NONE MicrosoftInternetExplorer4 /* Style Definitions */ table.MsoNormalTable {mso-style-name:"Table Normal"; mso-tstyle-rowband-size:0; mso-tstyle-colband-size:0; mso-style-noshow:yes; mso-style-priority:99; mso-style-parent:""; mso-padding-alt:0cm 5.4pt 0cm 5.4pt; mso-para-margin:0cm; mso-para-margin-bottom:.0001pt; mso-pagination:widow-orphan; font-size:10.0pt; font-family:"Calibri","sans-serif";} Normal 0 false false false EN-GB X-NONE X-NONE MicrosoftInternetExplorer4 /* Style Definitions */ table.MsoNormalTable {mso-style-name:"Table Normal"; mso-tstyle-rowband-size:0; mso-tstyle-colband-size:0; mso-style-noshow:yes; mso-style-priority:99; mso-style-qformat:yes; mso-style-parent:""; mso-padding-alt:0cm 5.4pt 0cm 5.4pt; mso-para-margin:0cm; mso-para-margin-bottom:.0001pt; mso-pagination:widow-orphan; font-size:10.0pt; font-family:"Calibri","sans-serif";}
  • VDB Loi assists with first Commercial Tax registration by a non-resident

    VDB Loi, a leading legal and tax advisory firm in Myanmar, was this week able to register an unnamed non-resident foreign company without a branch in Myanmar for Commercial Tax (CT) purposes. According to Myanmar’s tax laws, 5% CT is due on, among other things, all services rendered in the country. This includes services that are performed in Myanmar by foreign or non-resident companies such as engineering, installation, drilling or consulting. Until recently, however, there was confusion about the implementation by foreign companies, many of which were under the impression that the CT did not apply to them, unless they formally opened a branch in the country. That confusion has now been lifted as the Internal Revenue Department (IRD) has issued the first CT registration for a foreign service provider who has no presence or branch in Myanmar.
  • Péter Köves elected Vice President of IBA Bar Issues Commission

    Péter Köves has been elected as the Vice President of the Bar Issues Commission of the International Bar Association ("IBA"), the world's largest association for lawyers, law firms and bars.
  • "POPOV & PARTNERS” WITH A NEW ADDRESS

    We are pleased to inform you that, from 28.10.2014 onward, "Popov & Partners" Law office will be working and admitting clients at a new location. Striving to be closer to the clients, the business and the institutions, we have chosen a site situated at the heart of downtown Sofia, which has excellent transport links and is easily accessible from all parts of the city. The address is: Sveta Nedelya Square N 4, floor 4.We are pleased to inform you that, from 28.10.2014 onward, "Popov & Partners" Law office will be working and admitting clients at a new location. Striving to be closer to the clients, the business and the institutions, we have chosen a site situated at the heart of downtown Sofia, which has excellent transport links and is easily accessible from all parts of the city. The address is: Sveta Nedelya Square N 4, floor 4.
  • Moldova: Amendments to the Legislation on Pledges

    On 25 July 2014, the Parliament of the Republic of Moldova (Moldova) adopted Act No. 173/2014 on amending and supplementing of certain legal acts (Act No. 173). Act No. 173 will enter into force on 8 November 2014 and will inter alia change the Act No. 449/2001 on pledges (Pledges Act). The effected changes will have a direct impact on both guarantees issued before the entrance into force of the Act No. 173 (which will have to be dealt under the new legal provisions) and on obligations to be secured under the new legal frame. Act No. 173 is also meant to introduce a series of novelties into Moldovan legislation.  read more...
  • Avellum Partners’ Tax Practice Recommended by International Tax Review

    Kyiv, 22 October 2014  - Avellum Partners is proud to announce that our Tax Practice has been highly recognized by International Tax Review (" ITR "), a highly reputable international magazine for tax professionals published by Euromoney Plc. In particular, Avellum Partners was ranked within Tier 3 according to the World Tax and World Transfer Pricing 2015 proving its leading reputation in Ukraine.
  • Boult Wade Tennant grows the Trade Mark and Domain Names team with six new professionals

     
  • Recent publication: Enforcing patent rights effectively (2014-01-13)

    Yu-Lan Kuo, senior partner, Jane Wang, associate partner and Charles Chen, associate partner of the firm published "Enforcing patent rights effectively" in IP Value 2014 edition. This article first appeared in IP Value 2014 - An International Guide for the Boardroom, a supplement to IAM magazine, published by The IP Media Group. To view the issue in full, please go to "http://www.iam-magazine.com".  
  • Formosa Transnational Attorneys at Law published “IFLR PROJECT FINANCE REPORT 2014”...

    Jackson Shuai-Sheng Huang, Partner, and Simon Hsiao, Senior Associate, published an article in "IFLR PROJECT FINANCE REPORT 2014" introducing the current implementations of project finance in Taiwan.