The Legal 500

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

Cleary Gottlieb Steen & Hamilton LLP fields an ‘incredibly deep pool of lawyers’ and provides ‘excellent service’ in the equity capital markets arena. Clients describe the firm as having ‘no peer in terms of securities law expertise’, with a team of ‘intelligent, highly trained and highly motivated lawyers’ from associate to partner level. As a ‘go-to firm for thorny securities law questions’, the group advises managers and an increasing number of issuer clients. It handled a steady flow of US public offerings in 2010, with Craig Brod acting for The Hartford Financial Services Group in a $714m SEC-registered offering, and David Lopez assisting Higher One Holdings in its $124m SEC-registered IPO. Highlights on the manager side included Jeffrey Karpf’s advice to Citigroup Global Markets and others in the $340m SEC-registered IPO of Primerica. Leslie Silverman has a ‘very good understanding of the bigger issues and commercial trends’, and recently assisted Deutsche Bank Securities in a $1.8bn offering for the purchase of stock issued by Ford Motor Company. Silverman also advises the bank in offerings by the United States Treasury of warrants acquired under the TARP program. Nicolas Grabar has experience in the commodities sector, and in September 2010 advised Petrobras on a $67bn SEC-registered global offering. Also singled out are Alan Beller, the ‘very technically adept’ James Small, and Michael Dayan, who is ‘excellent at the details of equity derivative transactions’.

Excellent in dealing with difficult issues and working collaboratively to give the best advice’, Cravath, Swaine & Moore LLP receives top praise all round for its equity markets capabilities. ‘At the top of the legal world’, the team ‘always delivers 110 per cent and represents clients completely’. The practice spans IPOs and follow-on and structured equity deals, and acts for both issuer and manager clients. William Rogers represented marine transportation provider Safe Bulkers in its $72m offering and private placement of common stock. William Whelan assisted in one of the largest equity transactions of the first quarter of 2010, advising life insurance company Symetra Financial Corporation in its $420m IPO listed on the NYSE. Whelan also advised media company CBS Corporation in a $344m secondary offering. William Fogg and Erik Tavzel represented a group of underwriters led by Deutsche Bank Securities in the $950m secondary offering by the US Department of the Treasury of warrants to purchase JPMorgan Chase common stock. Fogg also provided advice to JPMorgan and Morgan Stanley on Green Dot Corporation’s $189m IPO on the NYSE. Also recommended is Andrew Pitts, who is ‘great at securities work’.

One of the best by a wide margin’, Davis Polk & Wardwell LLP has an outstanding reputation as a ‘top-notch firm’ at the ‘top of the charts’ for high-profile IPO mandates. Richard Drucker, Sarah Beshar and John Brandow advised a group 38 underwriters, including Morgan Stanley and JPMorgan as lead representatives, in connection with the $23.1bn IPO of General Motors Company. Michael Kaplan also advised MediaMind Technologies in its $58m IPO. In other equity offerings, Nicholas Kronfeld advised Greenhill & Co on a $253m SEC-registered secondary offering of common stock. Representing the underwriters, Kaplan advised Morgan Stanley and JPMorgan Securities as joint bookrunning managers in rare earth oxide producer Molycorp’s $394m IPO, and Alan Denenberg in Menlo Park advised Morgan Stanley and JPMorgan in the $200m IPO of Pacific Biosciences. The group also represented the underwriters in the $120m IPO of Qlik Technologies, Inphi Corporation’s $94m IPO, Tower International’s $81m IPO, and TeleNav’s $60m IPO. Practice co-chair Richard Truesdell, Joseph Hall and Menlo Park-based Bruce Dallas are all very active in the area. Co-leader of the practice Richard Sandler represented Goldman Sachs and JPMorgan Securities in a $1.6bn SEC-registered offering of common stock by The Hartford Financial Services Group, and also assisted Deutsche Bank Securities as sole bookrunning manager in a further $706m SEC-registered offering by the US Department of the Treasury to purchase common stock of The Hartford Financial Services Group.

Latham & Watkins LLP’s ‘formidable’ securities practice has a superb reputation and broad equity experience: the firm is ‘without a doubt’ at the top of the market. An ‘industry leader’, the firm has an excellent track record in IPOs, as well as renowned strength acting for issuer clients. In January 2010, the firm opened an office in Houston, and the team there advises on a range of capital market transactions, including IPOs and master limited partnership (MLP) offerings within the energy sector. Recent highlights for the Silicon Valley office include Patrick Pohlen’s advice to Codexis on its $78m IPO, and Kit Kaufman advising Avago Technologies on a $800m secondary offering. San Diego-based Craig Garner assisted Excel Trust on its $210m IPO, while David Dantzic in Washington DC advised CoreSite Realty Corporation on its $270m IPO. Continuing the breadth of experience across the US, Los Angeles-based Julian Kleindorfer advised Hudson Pacific Properties on its $217m IPO, and Scott Shean in Orange County advised Watson Pharmaceuticals on a secondary offering of $522m. With strength on the manager side, Washington DC-based Rachel Sheridan represented the underwriters, including Morgan Stanley, on the $238m IPO of Booze Allen Hamilton. In New York, vice-chairman of the corporate department Marc Jaffe advised the underwriters, including Bank of America Merrill Lynch, on the $272m IPO of Express Inc, and Peter Labonski represented Credit Suisse as manager of the $212m secondary offering of Kraton Performance Polymer. Steven Stokdyk in the Los Angeles office advised the underwriters, including JPMorgan, on RealD’s $230m IPO. Dana Fleischman joined the firm from Cleary Gottlieb Steen & Hamilton LLP in 2010, and brings experience in public offerings and private placements for domestic and international issuer and manager clients. Co-chairs of the capital markets group Kirk Davenport in New York and Alexander Cohen in Washington DC run an ‘excellent’ team.

Best in class’, Simpson Thacher & Bartlett LLP has a substantial issuer and underwriter practice in terms of equity capital market offerings. The firm has a reputation for work with private equity companies and for issuer clients, and has expertise in IPOs. In July 2010, Joseph Kaufman assisted in an innovative IPO for Kohlberg Kravis Roberts (KKR) on the NYSE; by combining KKR with its publicly traded affiliate KPE for the listing, no new equity proceeds were required for the IPO. Kaufman also advised discount store chain Dollar General, a portfolio company of KKR, in its $824m IPO (the largest retail IPO in 15 years) and in a further $807m secondary offering. Practice head Vincent Pagano is singled out as the ‘ultimate relationship partner- he always meets clients’ needs’. Pagano recently advised PPL Corporation on its concurrent offerings of common stock and equity units for $2.48bn and $1.15bn respectively, the largest equity capital ever raised by a utility company. Joshua Ford Bonnie is rated for his advice to issuers, and advised DynaVox in its $140m IPO in April 2010. On the manager side, Pagano represented the underwriters, including JPMorgan Securities, Barclays Capital, Credit Suisse Securities and Deutsche Bank Securities, regarding energy company EQT Corporation’s $550m offering of common stock. John Ericson also advised the underwriters in a $512m secondary equity offering by pharmaceutical company Warner Chilcott, and Gary Horowitz led in advising the underwriters, including Bank of America Merrill Lynch and Goldman Sachs, in the $419.5m IPO of Symetra Financial. The team receives praise for its ‘high degree of knowledge with respect to the client’s industry’. Avrohom Kess has ‘encyclopaedic knowledge of the rules and regulations’ as well as a ‘pragmatic approach to problem solving’. Joyce Xu made partner in 2010, and brings a focus on equity derivatives to the top level of the team.

Providing ‘top-notch knowledge and turnaround times’, the team at Skadden, Arps, Slate, Meagher & Flom LLP is renowned for its equity capital markets expertise; it is ‘one of the best overall’. The firm has been active in IPOs, particularly for non-US issuers, and advises several private equity companies. ‘At the tip of the spear’ and with ‘invaluable market knowledge’, the practice has a superb reputation for providing counsel to both underwriters and issuers. Gregory Fernicola led in advising Citigroup as selling stockholder, and its subsidiary Primerica, in Primerica’s $368m IPO of common stock. Richard Aftanas also has an excellent track record for IPOs, and is currently advising BankUnited in its IPO, as well as representing Everbank Financial in its proposed IPO, expected to raise $200m. Aftanas is also assisting truckload carrier and transportation services provider Swift Holdings in its pending $1bn IPO. David Goldschmidt has a ‘deep knowledge base’ and is the key contact for REIT advice, and assisted Starwood Property Trust in the largest mortgage REIT IPO to date. Phyllis Korff also advised FundCore Institutional Income Trust in its $500m IPO of common stock. ‘Extremely good’ at providing manager-side counsel, Fernicola, together with Jennifer Bensch, represented Goldman Sachs and Credit Suisse Securities (USA) as joint bookrunning managers in Accretive Health’s $138m IPO. Goldschmidt also advised JPMorgan Securities and Jefferies & Company as joint bookrunning managers in the proposed IPO of The Aveon Group. In California, Gregg Noel advised Credit Suisse (USA) and Oppenheimer & Co as lead underwriters in Douglas Dynamics’ $113m IPO. Co-head Stacy Kanter leads the practice from New York.

Sullivan & Cromwell LLP has a sizeable equity practice, and as one of the heavyweights in the arena it is particularly noted for its ‘outstanding expertise’ advising on the manager side. Recent issuer highlights include advising global shipping company Crude Carriers on its $256.5m SEC-registered IPO and NYSE listing, a transaction led by Jay Clayton. On the manager side, Catherine Clarkin and the highly experienced Robert Buckholz assisted the underwriters in the $339.3m IPO and NASDAQ listing of CBOE Holdings in June 2010. Buckholz also advised Goldman Sachs as lead underwriter in the $124m SEC-registered IPO of Higher One Holdings. Illustrating the firm’s prowess in dealing with complex transactions, corporate finance group managing partner Robert Downes advised the underwriters, including Credit Suisse, Barclays Capital, Citigroup Global Markets and JPMorgan Securities, as forward purchasers in the forward sale of NiSource’s SEC-registered $348.15m of common shares. Robert Reeder and Los Angeles-based Alison Ressler are also highly recommended for their expertise.

Debevoise & Plimpton has a ‘wonderful name’ for equity capital markets work, and is well known for the strength of its issuer practice. With an excellent track record in IPOs and other equity offerings, the ‘top-notch’ team has a depth of experience advising clients in particular sectors, with recent areas of focus including aviation and insurance. Co-chair of the group Peter Loughran advised American Airlines in a $430m offering of common stock, and also advised Bank of America Merrill Lynch, Credit Suisse, Deutsche Bank Securities, Wells Fargo Securities, UBS and HSBC as bookrunning managers in connection with MetLife’s $3.6bn offering of common stock. Loughran also provided advice to Goldman Sachs and Credit Suisse as lead bookrunning managers regarding the $332m IPO of KAR Auction Services, and assisted Deutsche Bank Securities in CVR Energy’s $68.6m secondary offering of common stock. The firm’s expertise extends to high-profile global offerings, including advising on AIA’s $20.5bn IPO listed on the Hong Kong Stock Exchange, and Manulife Financial Corporation’s C$2.5bn offering of common shares. Matthew Kaplan is recommended for his ‘intellect and work quality’, and also singled out are co-chair Alan Paley, Steven Slutzky and the ‘knowledgeable’ Paul Rodel, who made partner in 2010.

Fried, Frank, Harris, Shriver & Jacobson LLP fields a group of ‘impressive partners’, in addition to a ‘deep and talented pool of associates’, making the firm a popular choice for both manager and issuer clients in equity work. The ‘responsive, knowledgeable and available’ group is praised for its ‘exceptional performance, legal knowledge, industry expertise and superb judgment’. On the manager side, Valerie Ford Jacob and Paul Tropp advised Citi, Goldman Sachs, Bank of America Merrill Lynch, KKR Capital Markets and JPMorgan as joint bookrunning mangers in Dollar General’s $805m public offering of common stock. Tropp is praised as able to ‘navigate the interface of business and legal issues to drive seamless execution’. The firm continues to provide underwriter counsel to Navios Maritime Partners, Ares Capital Corporation and Chimera Investment Corporation. Other highlights included advising sole bookrunner Bank of America Merrill Lynch and co-manager Goldman Sachs on Cathay General Bancorp’s $125.6m common stock offering, and also representing Morgan Stanley and UBS as representatives of the underwriters in connection with the $100m IPO of Horizon Technology Finance. On the issuer side, the firm advised Tracinda Corporation as a selling shareholder in MGM Resorts International’s $350m public offering of common stock. Stuart Gelfond has an ‘unequalled worth ethic’ and provides ‘valued judgment and counsel’, and the ‘very capable’ Vasiliki Tsaganos in Washington DC has a ‘strong knowledge of the markets and good judgment on disclosure’. The ‘commercial’ Michael Levitt and Steven Scheinfeld are also recommended. Clients highly rate partner response times.

Shearman & Sterling LLP has great expertise for both issuers and managers, with strength across a wide range of sectors. Practice head David Beveridge advised Credit Suisse Securities (USA), Goldman Sachs and JPMorgan Securities as representatives of the underwriters in the $1bn IPO of Cobalt International Energy, the largest IPO of the past decade of a US-based oil and gas company. Also acting for the managers, Lisa Jacobs advised Deutsche Bank Securities as sole bookrunner, together with the underwriters, regarding the $1.8bn public offering of Ford Motor Company. The firm also excels in issuer-side work, and Joel Klaperman recently advised utility company and longstanding client Consolidated Edison on a $305m registered public offering of shares pursuant to an underwriting agreement with lead underwriter Morgan Stanley. The firm reports a boost in equity transactions in the Latin American market, and acts as designated underwriter counsel to Petróleo Brasileiro S.A.- Petrobras. In September 2010, New-York based Stuart Fleischmann advised the underwriters, including Merrill Lynch, Fenner & Smith Incorporated, Itaú USA Securities and Santander Investment Securities, on Petrobras’ $69bn offering. Head of the Latin American practice Antonia Stolper is also recommended.

Sidley Austin LLP has a ‘formidable legacy for capital markets work’, and its equity practice is renowned among peers and clients for its strength and experience; it is particularly noted for its ‘very strong underwriter practice’. The firm continues to have a strong REIT component to its equity practice, advising clients including Starwood Property Trust, Realty Income, and Kimco Realty Corporation on both the issuer and underwriter side in stock offerings. The team advised the managers regarding Campus Crest’s $354.2m IPO in October 2010, and also acted as manager counsel in United Natural Foods’ $146m issuance of common stock. Among the firm’s New York-based partners, Edward Petrosky offers ‘great underwriter counsel’ and Samir Ghandi is also singled out, with the latter recently acting for the underwriters in UDR’s $325.6m issuance of common stock. Eric Haueter in the San Francisco office advised the underwriters in Ruby Tuesday’s $78m offering of common stock. The firm is also developing its issuer-side work, and in July 2010 advised SMART Technologies on its $660m cross-border IPO. Robert Mandell in New York advised General Electric Capital regarding its $2.5bn exchange offer of trust-preferred securities, and the firm also advised Corsair Components in its proposed IPO.

Baker Botts L.L.P.’s Houston and Dallas offices house the firm’s capital markets practice, and the team’s impressive experience in the energy sector extends to its equity capabilities. The team advised NetSpend Corporation in its $235m IPO in November 2010, and Linn Energy in a $431.1m public offering of common units. It also represented CenterPoint Energy regarding a $314.6m public offering of common stock, and Berry Petroleum Company in a $234m public offering of Class A common stock. Drawing on its strong reputation for providing advice to MLPs, corporate department deputy chair Doug Rayburn represented the managers in equity offerings aggregating $566m by Targa Resource Partners. Kelly Rose represented the managers in Energy XXI’s public offerings of total amount $556m. David Kirkland leads the practice from Houston and advises issuer clients.

Cahill Gordon & Reindel has a steady equity capital markets practice, with particular strength advising underwriters, although the firm continues to be best known for its debt and high-yield debt work. Jonathan Schaffzin advised Piper Jaffray, Jefferies & Company, William Blair & Company and Wells Fargo Securities in DynaVox’s $140.6m IPO listed on NASDAQ. Schaffzin also assisted Bank of America Merrill Lynch and Stephens in a $42.5m secondary stock offering by Libbey. William Hartnett and Stuart Downing advised a group of managers, including JPMorgan Securities, Bank of America Merrill Lynch and Deutsche Bank Securities, in FelCor Lodging Trust’s $167m common stock offering in December 2010. Luis Penalver led in advising Raymond James as sole underwriter of a $41m public offering by StoneMor Partners. The firm also represented the managers in Consol Energy’s $1.83bn common stock offering in early 2010, a deal led by Susanna Suh and Stuart Downing. Highly recommended within the capital markets team are James Clark and John Tripodoro.

Outstanding to work with’, Clifford Chance has expertise in advising clients from sectors including real estate, healthcare and finance. The ‘incredibly creative and knowledgeable’ group has ‘very, very deep bench strength’ at both partner and associate level. It recently handled several IPOs in the REIT arena. Jay Bernstein, who ‘thinks outside the box’, together with the ‘sharp and knowledgeable’ Andrew Epstein, recently advised Apollo Commercial Real Estate Finance on its $100m IPO and listing on the NYSE and in a $100m follow-on offering, while Kathleen Werner advised Carey Watermark Investors on its IPO to raise $1bn. Larry Medvinsky and Jason Myers advised DLC Capital Management in a proposed $400m public offering and roll-up of its $1bn real estate portfolio. Elsewhere, the team provided advice to healthcare facilities company Cogdell Spencer in connection with a $45.5m common stock offering and a $40m common stock offering, in April 2010 and August 2010 respectively. Advising the managers, the team represented JPMorgan and Deutsche Bank Securities on the $150m IPO of Chesapeake Lodging Trust. Singled out from in the ‘securities law dream team’ are Alex Camacho, who is ‘a pleasure to work with’, and Per Chilstrom, who is ‘on top of all the details’, while associate Brian Hirshberg has ‘great interpersonal skills’. Clients particularly value the team’s ‘24/7 availability’, and have ‘complete confidence’ in its advice.

With ‘as strong a team to offer as anyone’, Covington & Burling LLP is gaining a reputation for its ‘strong execution’ and ‘very good service’ in equity offerings. The firm has experience in acting as issuer counsel to a range of corporates. Recent highlights include advising SandRidge Energy on a $200m private placement of convertible perpetual preferred stock and a $218m registered offering of common stock, and also assisting Trustmark Corporation in a $115m registered offering of common stock. David Engvall in Washington DC is singled out as a ‘superstar’, while co-heads of the practice Bruce Bennett and David Martin are also well known for their expertise. Former managing director at Merrill Lynch Frederick Knecht joined the team in 2009, adding ‘important depth to the team’ and bringing experience on the underwriter side. All partners are based in New York unless otherwise mentioned.

Dechert LLP has a solid track record assisting manager and issuer clients in IPOs and other equity offerings. Philadelphia-based James Lebovitz represented Bravo Brio Restaurant Group in its $161m IPO, while from the Washington DC office, Thomas J Friedmann represented KKR regarding the proposed $1.5bn IPO of KKR’s affiliate Corporate Capital Trust. Friedmann also represented Golub Capital BDC in its $103m IPO, and is currently advising an asset management company in its contemplated business development company formation and related IPO. PennantPark Investment Corporation has also been a recent key client, with the team assisting the company in several public offerings. Elsewhere, Friedmann is representing Bank of America Merrill Lynch as placement agent in the sale of $300m of common stock in a private placement (PIPE) transaction by Concho Resources. New York-based Howard Kleinman LLP assisted Citigroup Global Markets in the $250m American depositary receipts offerings by Companhia de Saneamento de Minas Gerais.

Dewey & LeBoeuf LLP’s securities team is praised as providing ‘cogent and clear advice’, and advises several key managers in equity capital markets matters. Leading the team on the equity side is practice co-chair Donald Murray, who, together with the rest of the team, is described as ‘a pleasure to deal with’. The team handles IPOs, follow-on offerings and other equity transactions. Murray and Eric Blanchard represented UBS and JPMorgan as underwriters to a $342m registered convertible notes and bond swap public offering by a healthcare industry REIT. Murray is also advising the underwriters, led by UBS and Jefferies & Company, in several pending IPOs in the life sciences and clean technology arenas. Peter O’Brien represented BNY Mellon Capital Markets as sales agent and Bank of New York as the forward counterparty in the establishment of Westar Energy’s $500m equity shelf programme with a forward purchase option: the first transaction of its kind within the energy sector. Clients commend the ‘nimble’ team as providing ‘very quick’ responses.

Faegre & Benson LLP is traditionally known for its issuer practice in the Midwest region, and has an excellent track record and an impressive client roster to match. The recommended Jonathan Zimmerman is extremely active in the area, and in April 2010 advised SPS Commerce in its $56m offering of common stock. Zimmerman, together with Morgan Burns, whom clients ‘can’t speak highly enough of’, also represented Northern Oil and Gas in its $86.25m common stock offering. The firm’s reputation on the manager-side continues to grow, recently representing Piper Jaffray, Wells Fargo Securities, Robert W Baird & Co and Stifel Nicolaus Weisel in connection with the $58.9m IPO of Gordmans Stores. Jason Day provides key support in the Denver office, and together with David Miller in Minneapolis advised Piper Jaffray, William Blair & Company and ThinkEquity as underwriters of the $27.6m IPO of GenMark Diagnostics. The firm is rated for offering ‘good value for money’.

Gibson Dunn’s equity offerings practice has traditionally been strong in offering underwriter advice, but the firm is steadily increasing its profile amongst issuer clients, advising on IPOs and other transactions. Washington DC-based Andrew Fabens advised Capital One Financial Corporation on its $1.6bn issuance of common stock, and also represented Towers Watson & Co in its $196m common stock offering, and Ancestry.com on its $100m IPO. Jonathan Layne in the Los Angeles office advised Dole Food on its $500m IPO, as well as assisting AECOM Technology Corporation in several common stock offerings. On the manager side, San Francisco-based co-chair Stewart McDowell advised Wells Fargo Securities and Goldman Sachs on Wells Fargo’s $12.25bn offering of common stock, and also advised Goldman Sachs on the $134m IPO of Financial Engines. Layne assisted Barclays Capital as underwriter of the $860m issuance of common stock by MGM Resorts International. In San Francisco, Douglas Smith advised Morgan Stanley as underwriter of AMB Property Corporation’s $499.7m common stock offering. Clients value the breadth of the practice, both in terms of expertise and geographical spread across the US.

Headquartered in the firm’s Boston office and chaired by the highly recommended Ettore Santucci, Goodwin Procter LLP’s capital markets practice has expertise in sectors including life sciences, biotech, IT, technology and real estate. The firm is traditionally known for its issuer work, and recently advised Aegerion Pharmaceuticals in its $47.5m IPO, and IntraLinks Holdings in its $143m IPO. Further issuer counsel was provided to Anthera Pharmaceuticals in its $85m IPO, and Tengion in its IPO. In the real estate arena, the team advised Terreno Realty Corporation in its $175m IPO. It also represented DiamondRock Hospitality in its $193.2m registered equity offering. On the manager side, the group represented Citi, Bank of America Merrill Lynch, Credit Suisse and Deutsche Bank Securities in the $500m Rule 144A equity offering by Digital Realty Trust, and assisted the underwriters of the IPOs of SS&C Technologies and SPS Commerce. Edward King has expertise in advising clients from the technology sector, while Michael Maline continues to provide key support in New York. The practice grew with the addition of two new partners in 2010; in New York Peter LaVigne joined from Sullivan & Cromwell LLP, with expertise in compliance and regulatory issues, and Christopher Austin joined from Ropes & Gray LLP, bringing technology and life sciences experience on the manager side.

Hogan Lovells US LLP is ‘making a strong commitment to capital markets’, with notable experience in the REIT arena. Clients recommend the ‘outstanding levels of service’, delivered by ‘knowledgeable, responsive, highly skilled and efficient’ lawyers. The firm is known for the strength of its issuer advice, and recent highlights include advising KEYW Holding Corporation in its $104.6m IPO, and representing Smithfield Foods in a $300m follow-on offering of common stock. Practice co-chair and the ‘technically very competent’ Paul Hilton is based in the Denver office, and ‘always strives to give practical and useful advice’. Hilton recently assisted Royal Gold in a $250m common stock offering. Elsewhere, Washington DC-based practice co-chair David Bonser led in advising Bank of America Merrill Lynch, Barclays Capital, Morgan Stanley and Wells Fargo Securities in Hudson Pacific Properties’ $250.2m IPO. Clients also include Chesapeake Lodging Trust and DuPont Fabros Technology. Denver-based Keith Trammell is ‘always available and very responsive’.

Jones Day is renowned for its experience assisting issuers in equity offerings, and its impressive client roster features Thomas Properties Group, Evercore Trust, Temasek Holdings, Xcel Energy and Aqua Bounty Technologies. Highlights of 2010 included advising rare earths producer and technology company Molycorp Minerals in its $407.9m IPO, a transaction led by practice leader Christopher Kelly in New York, Gregory Shumaker in Washington DC, and Michael Solecki in Cleveland. Robert Clarkson and Stephen Gillette in Palo Alto Valley advised Oclaro on its $82.8m public offering of common stock. The International Coal Group is another recent client. On the underwriter side, the team counts Jefferies & Company, Morgan Stanley and Macquarie Capital (USA) as clients. Charles Haag in Dallas and Timothy Melton in Chicago also have experience in equity-related offerings. Clients highly rate the co-operation between the firm’s domestic offices.

Kirkland & Ellis LLP’s team provides ‘sound business advice’ to clients and is praised for its ‘high level of responsiveness’. The firm’s strength in private equity work translates into expert issuer advice, delivered with a ‘seamless service’ which clients rate as being ‘truly priceless’. In Chicago, Dennis Myers is noted for his SEC expertise, and advised Sensata Technologies in its $568.8m IPO in March 2010. Gerald Nowak represented Gordmans Stores in its $58.9m IPO, while in New York Christian Nagler represented Motricity in its $46.5m IPO. Also in New York, Joshua Korff handled several secondary offerings, including advising Trailer Investments on a $148m secondary offering of common stock. With increasing experience on the manager side, Korff also advised the underwriters (Morgan Stanley and others) on the $660.1m IPO of SMART Technologies. Based in Chicago, Jeffrey Richards has a ‘broad knowledge base and business acumen’.

An ‘outstanding firm’, Mayer Brown has an increasingly active equity offerings practice, and is praised for its issuer work. The team provides ‘extremely high levels of service’ and is rated for its ‘tremendous industry knowledge in the midstream oil and gas space’. Houston-based Dan Fleckman is noted for his expertise, and counts Regency Energy Partners as a key client. ‘Very knowledgeable and practical’ former SEC assistant director Michael Hermsen, together with David Malinger, provided issuer advice to ProLogis regarding its $1.13bn offering of common shares. Diego Rotsztain joined the team in January 2010 from Davis Polk & Wardwell LLP, bringing substantial issuer and Latin American experience to the practice. ‘One of the best people to work with’, Edward Best led in advising Goldman Sachs as underwriter of a $700m common shares offering by MGIC Investment Corporation. John Berkery joined the firm’s New York office in February 2010 from Shearman & Sterling LLP, and advised JPMorgan Securities as underwriter of Comerica’s $800m offering of common stock, alongside Best. The team is also rated for its ‘reasonable fees’ and ‘appropriate advice’.

Highly skilled and with technical knowledge of the SEC rules’, Morrison & Foerster LLP has a strong presence in the market, and the team has ‘practical experience on how to get the deal done’. Its industry-specific knowledge and ‘broad team with relevant expertise’ attracts clients including REITs and energy companies. The firm advised CBL & Associates Properties in two depositary shares offerings of $124m and $112.5m in 2010, and also assisted UDR Incorporated with a $374m common stock offering. Highlights on the issuer side included advising TCC International Holdings in a $296m two-for-one rights offering to repay a debt financing, and representing Trelawney Mining and Exploration in its $15m Reg. D and Reg. S private placement of common shares. James Tanenbaum has ‘superb judgment’, and Anna Pinedo in New York is ‘one of the most creative and technically skilled lawyers’. Both Tanenbaum and Pinedo are praised for their ‘legal and financial markets knowledge and responsiveness’. On the underwriter side, the team represented Macquarie (USA) in C&D Technologies’ $127m exchange offer, and again as underwriter in the $34.8m registered direct common stock offering of Far East Energy Corporation. It also advised Barclays Capital and Oppenheimer & Co in the $28.7m common stock offering by SmartHeat. The team provides ‘very prompt responses’ and offers ‘flexible pricing arrangements’. In the firm’s San Francisco office, senior partner Bruce Mann is recommended, and Brandon Parris has ‘technical knowledge and experience’.

O’Melveny & Myers LLP’s securities practice is praised for its ‘24/7 availability across partners and associates’. Co-chairs of the practice Peter Healy in San Francisco and Gregory Ezring in New York are both highly recommended. Notable issuer mandates included advising the Government of Singapore, as lead investor of the sub-investment syndicate which acquired part of Skype Technologies, in a series of equity issuances. The team also represented Chinese economy hotel chain 7 Days Group Holding (7 Days Inn) in connection with its $127.8m IPO listing on the NYSE. Manager-side clients include Credit Suisse Securities, Barclays Capital, JPMorgan Securities and Morgan Stanley. It represented Bank of America Merrill Lynch as the underwriter of a $250m equity capital offering by Sunstone Hotel Investors. The group also advised Piper Jaffray as bookrunning manager, and Susquehanna Financial Group as co-manager, in Zhongpin’s $53m registered direct public offering of common stock. Particular sector strengths include life sciences and biotech. It recently advised Cell Therapeutics in a $30m registered direct offering of Series 3 preferred stock and warrants. San Francisco-based Brophy Christensen has ‘unparalleled depth of knowledge’, and John-Paul Motley in Los Angeles is also recommended.

Paul, Hastings, Janofsky & Walker LLP is notably strong in equity offerings, and the team advises a host of issuer clients in IPOs and other transactions. The firm advised longstanding client ExamWorks Group in its IPO on the New York Stock Exchange. The team also advised entertainment company Six Flags in six tranches of debt and equity offerings as part of its $2.9bn chapter 11 reorganisation, and The Greenbrier Companies in a follow-on offering of common stock. The highly recommended Michael Zuppone heads up the securities team, and led in advising SJB Escrow Corporation in its $1.1bn Rule 144A pre-IPO offering of common stock. Zuppone also handled the advice provided to Sherborne Investors as US cross-border sponsor in connection with the £105m IPO and listing on AIM of Sherborne Investors (Guernsey) A Limited. On the manager side, William Schwitter advised Piper Jaffray, Jefferies & Company, William Blair & Company and Baird regarding retailer Body Central’s IPO. The ‘brilliant, practical, and extremely hardworking’ Jeffrey Hartlin in Palo Alto attracts particular prasie from clients. All individuals are based in New York unless mentioned otherwise.

At Paul, Weiss, Rifkind, Wharton & Garrison LLP, the team provides ‘quality and timely advice’ to issuer clients, and has a superb reputation in the area. With an ‘extremely high level of skill’, the group of ‘excellent attorneys’ is recommended for its ‘in-depth knowledge of market practices’. In a high-profile transaction, practice co-chair Edwin Maynard advised the Government of Canada regarding General Motors Company’s $23.1bn IPO of common stock and convertible preferred stock. The ‘particularly helpful’ Andrew Foley advised Ivanhoe Australia in a Section 4(2) Reg. D and Reg. S offering of A$250m of ordinary shares and options, and also represented MEG Energy, a Canadian Oil Sands company, in its IPO in Canada and Rule 144A private placement in the US for proceeds of C$700m. John Kennedy and David Huntington are advising asset management company The Aveon Group in its pending $200m IPO, while Raphael Russo represented Polo Ralph Lauren in a $730m secondary public offering. On the underwriter side, Tracey Zaccone is advising RBC Capital Markets and Lazard Capital markets as joint placement agents in connection with a technology company’s registered direct offering of common stock. Clients praise the ‘excellent, good-value legal advice’.

The ‘excellent’ team at Proskauer Rose LLP is ‘very responsive’ and offers ‘tremendous value on any deal’. The predominantly New York-based team advises a host of major corporates, in addition to global investment banks, in equity offerings. On the manager side, the highly recommended Stuart Bressman advised Barclays Capital as sole bookrunning manager in connection with a $71.5m public offering of common stock by Halozyme Therapeutics. Bressman also advised Lazard Capital Markets and Lazard Frères & Co in 15 equity transactions in 2010, including registered direct common stock offerings by XOMA, FuelCell Energy, Capstone Turbine and MAP Pharmaceuticals. The ‘very good’ Julie Allen, who leads the practice together with the ‘commercial, responsive and experienced’ Frank Lopez, is singled out for her work for issuers. Allen advised Maidenform Brands on a confidentially marketed stock offering of $65m, and also assisted Sabre Industries in its IPO, listed on the NASDAQ Global Select Market. The firm also handled the IPOs of General Nutrition Centres and Reunion Hospitality Trust in 2010, raising $350m and $300m respectively. Los Angeles-based Monica Shilling has ‘unmatched knowledge across the industry’, and recently represented Ares Capital Corporation in a $293m offering of common stock. Clients rate the ‘outstanding service levels, immediate response times and willingness to provide an “off the record” perspective’.

The team at Sutherland Asbill & Brennan LLP operates a niche securities practice specialising in advising business development companies (BCDs) on investing debt and equity capital in private or publicly traded companies. Recent highlights include representing Ares Capital Corporation as regulatory counsel in connection with a $267.8m public offering of common stock, and also representing Solar Capital in its $92.5m IPO. The team also recently advised Fifth Street Finance Corporation on several secondary offerings, including four common stock offerings of $87.8m, $58m, $81.8m and $105.8m. Cynthia Krus co-heads the practice from the Washington DC office, together with Eric Fenichel in Atlanta.

The Houston-based capital markets practice at Vinson & Elkins L.L.P. has an excellent reputation as issuer counsel to major corporates in the oil and gas sector. Whilst energy remains a key focus for the firm, the team also has experience in advising clients in the aviation, technology and telecommunications industries. The group is well known for its active MLP practice, and is a leading firm in advising MLP issuer clients. Recent MLP mandates include representing PAA Natural Gas Storage in its $290m IPO, Chesapeake Midstream Partners in its $513m IPO, and Rhino Resource Partners in its $76m IPO. Chairing the practice from Houston, Mark Kelly advised Energy XXI (Bermuda) in several common stock and convertible preferred stock offerings aggregating $555m. The team represented Concho Resources in a $228m common stock offering, and assisted Lexicon Pharmaceuticals in a $111m common stock offering. The firm also handles work for managers, and in August 2010 Doug McWilliams represented Barclays Capital as lead underwriter in connection with the $417m offering of common units by Regency Energy Partners. Catherine Gallaher in Washington DC, Alan Beck in Houston, and Mike Rosenwasser in New York are highly recommended.

Providing an ‘excellent level of service’, Weil, Gotshal & Manges LLP advises on a range of offerings, and the team is rated for its advice in ‘challenging and unusual equity transactions’. In 2010, the practice handled several instructions for issuer clients, and the team remains well versed in providing manager side advice. Practice co-head Matthew Bloch ‘works hard to deliver very positive results’, and recently assisted automatic standby generator manufacturer Generac Holdings in its $270m IPO. Bloch also provided advice to General Growth Properties in a $2.3bn SEC-registered equity offering to fund the client’s emergence from bankruptcy. Alongside Bloch, co-head Rod Miller is praised for his experience. Miller advised MGM Resorts International on a $587.8m public offering of common shares, and on a secondary offering by Tracinda Corporation. Following advice provided to solar panel components provider STR Holdings in connection with its $123m IPO in 2009, Alexander Lynch represented the company as issuer and also selling stockholders in a $151m secondary offering in April 2010. David Lefkowitz is also recommended, and advised Genworth Financial in a $648.6m public offering of common stock. GMP Securities, Archipelago Learning and General Electric all appear on the firm’s client roster, indicating its broad range of industry expertise.

Providing advice to issuer and underwriter clients, White & Case LLP maintains a well-balanced equity practice. Highlights on the manager side included representing Morgan Stanley as sole bookrunning manager regarding the registered $1.1bn registered offering of shares by CF Industries Holding, a transaction led by Colin Diamond and Gary Kashar. As a driving force of the equity team, Diamond also advised JPMorgan Securities and Deutsche Bank Securities as joint bookrunning managers in connection with SodaStream International’s $125m IPO and listing on NASDAQ, and assisted Jefferies & Company as the dealer manager on the $25.4m rights offering of Ruth’s Hospitality Group. Diamond also represented JPMorgan Securities and Deutsche Bank Securities as joint bookrunning managers regarding MediaMind Technologies’ $57.5m IPO listed on the NASDAQ Global Select Market. Key clients include Banc of America Securities, Barclays Capital, Goldman Sachs and Credit Suisse. Kevin Keogh is the contact for issuers, and counts Wellpoint and Hess Corporation among his roster of high-profile clients.

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