The Legal 500

Within Asset finance and leasing, tier 5

Cadwalader, Wickersham & Taft LLP advises lessees, lessors, borrowers, lenders, manufacturers, operators and financiers of all types and is especially active in the aviation sector. It has advised clients on the sale, leasing or financing of over 1,000 aircraft, as well as spare parts, simulator, ground-handling equipment, and training and cargo facility transactions. Richard Aborn heads the practice from New York, and is ably supported by Steven Lenkowsky and Washington DC based tax specialist Daniel Mulcahy. Bank finance colleagues in Charlotte also assist the team, having previously worked on major restructurings such as the Chapter 11 bankruptcy and reorganization of longstanding client Northwest. More recently, the team represented Bank of America Merrill Lynch on a number of transactions including as lead underwriter and arranger for a $3.9bn secured bond offering by ILFC. It also acted for Goldman Sachs as agent on two term loan facilities consisting of a $750m term loan agreement secured by 43 aircraft and an additional term loan agreement of $550m. Other clients include Delta Air Lines and JetBlue Airways.

Within Bank lending (including other sources of financing), tier 5

The team at Cadwalader, Wickersham & Taft LLP has ‘superior business acumen’, and handles a varied workload that runs the gamut of sectors, with a slant towards lender work. The group has significant experience in the area of DIP financings, where it has assisted organizations such as Lyondell Chemical Company. It has notable links with the US Treasury, which was the source of several notable transactions in 2010; the firm advised it, as lender, on the $33.3bn debtor-in-possession for General Motors and modifications to, and payoff of, a $3.5bn financing for CGI Holding. On the sponsor side, the group assisted Pfizer in multiple bank loans relating to its $22.5bn bridge financing for its acquisition of Wyeth. Julian Chung has a strong lending background and ‘amazing skills in managing teams’. Christopher McDermott in Charlotte attracts high praise from clients, who note his ‘highly efficient’ style and ability to ‘see issues from 360 degrees’. Steven Cohen leads the team, which operates principally from New York and Charlotte.

Within Corporate restructuring, Cadwalader, Wickersham & Taft LLP is a third tier firm,

Cadwalader, Wickersham & Taft LLP’s investment in the restructuring team continues to pay dividends, and although the team recently lost Bruce Zirinsky to Greenberg Traurig LLP, the ‘exceptionally capable’ team continues to go from strength-to-strength and picked up some high-profile mandates in 2010; its work for LyondellBasell was particularly noteworthy. Indeed, the global chemical company emerged from bankruptcy in 15 months, having successfully secured the largest DIP financing in the history of Chapter 11 (at a time when the credit markets were frozen). Other notable debtor work included successfully guiding Xerium Technologies through its pre-packaged Chapter 11 which involved an $80m DIP loan, and the team is also advising Caribbean Petroleum on its restructuring. The firm’s position as a perennial favourite among the US Department of Treasury has led to a vast flow of work relating to the various investments it made into the private sector. As well as representing the Treasury in connection with CIT’s $29bn debt exchange, the team also acted for it in connection with both Chrysler and General Motor’s restructurings. The practice also has a robust banking client base that includes JPMorgan and Bank of America, the latter which it represented in its capacity as administrative agent on behalf of first-lien lenders under a $420m secured credit facility issued to troubled company BLB Worldwide Holdings. Co-chair Deryck Palmer is a ‘very effective litigator especially when he is required to argue a difficult issue’ and regularly handles restructuring issues affecting municipalities and the healthcare industry. The ‘extremely capable, effective and creative’ Andrew Troop’s broad practice includes the representation of both creditors and debtors from a raft of industries, as well as having a niche representing non-profit making organizations. Other notable partners include ‘superb and fantastic’ co-chair John Rapisardi and George Davis.

Within Structured finance , Cadwalader, Wickersham & Taft LLP is a first tier firm,

Cadwalader, Wickersham & Taft LLP’s Steven Lofchie and Richard Schetman co-chair the structured finance team, which provides ‘industry-leading knowledge and experience’ and is ‘responsive and, because of its breadth of experience, is able to provide valuable advice early’. The practice offering ‘top class in all categories: knowledge, experience, client service and thoroughness’, includes all forms of structured finance. The firm continues to be recognized as ‘the industry leader in CMBS, with strong expertise in critical ancillary areas’, and the firm’s attorneys have also been instrumental in developing alternative insurance products such as catastrophe bonds and the securitization of Triple X reserves, with deep experience in all forms of derivative. The firm’s clients range from international investment and commercial banks, collateral managers, and hedge funds, to monoline insurers, and electronic trading platforms. During the first 9 months of 2010, the group assisted several major banks in the issuance of over 2,200 structured products with a notional value in excess of $3.2bn. Also, in a prestigious instruction, the firm assisted Morgan Stanley in the design of a government program arranged with Citigroup to help alleviate the illiquid student loan market; the Department of Treasury will commit $60bn to allow the purchase of loans from banks and the issue of asset-backed commercial paper to finance the program. Plaudits for individual lawyers abound. Michael Gambro, the co-chair of the firm’s capital markets department, is ‘the dean of structured finance lawyers’. Securitization guru Neil Weidner is ‘well-supported and has wide experience of both US and European markets’, and senior counsel Malcolm Wattman is ‘an excellent choice’ for insurance-linked securitization. Clients also nominate capital markets co-chair Patrick Quinn, Melissa Hinkle, Lisa Pauquette and Frank Polverino for their expertise in mortgage and asset securitization. Stuart Goldstein, who divides his time between the New York and Charlotte offices, is also highly recommended for his CMBS work. Ray Shirazi is a leader in equity derivatives, as is Jeffrey Robins, who also has a strong regulatory practice. Ivan Loncar is ‘simply outstanding’, and Lary Stromfeld is ‘first class, a true expert’, in the municipal derivatives field. The recruitment of Paul Pantano to the Washington DC office from McDermott Will & Emery LLP in January 2011 brings impressive expertise in energy derivatives and futures to the firm. Lawyers are New York-based except where indicated otherwise. Representative clients in the structured products space include Barclay, BNP Paribas, Deutsche Bank, Goldman Sachs, King Street, Polygon and Wells Fargo.

Within Patent litigation: full coverage, tier 5

Cadwalader, Wickersham & Taft LLP ‘distinguishes itself principally in the efficiency and intelligence with which it tackles daily issues’. Well regarded for its overall IP capabilities, the practice continues to develop in life sciences, pharmaceuticals, hi-tech and telecoms, providing specialist sector advice. Practice leader Christopher Hughes has extensive trial experience, including at the ITC, and is ‘a veteran attorney whose advice on all aspects of IP law is indispensable’. Hughes was part of a team representing IBM in a long-running dispute with Asustek that reached a settlement in 2010. Life sciences specialist Bartholomew Verdirame is credited for his ‘competency, tenacity, and loyalty’, and, with Tony Pezzano and special counsel Michael Dougherty, successfully represented Roche against Ranbaxy Laboratories at district court, appeal and cross-appeal, with the parties agreeing on validity, enforceability and infringement of Roche’s multimillion-dollar-selling antiviral drug. The team, along with special counsel Kent Stevens, who focuses on Section 337 investigations, also represented Roche as respondent to a filing by Amgen before the ITC. Stevens also represented Sony Ericsson in a multi-respondent patent case involving LED technology. More recently, Dougherty, who also specialises in representing biotech and pharmaceuticals clients, and Pezzano filed a lawsuit for Merck against Hetero Drugs.

Within Alternative/hedge funds, tier 4

Cadwalader, Wickersham & Taft LLP’s investment management practice received a substantial boost following the arrival of ‘big-picture strategic thinker’ Drew Chapman and his funds practice from DLA Piper LLP, bringing with him a reputation for ‘fantastic client service, great depth of knowledge in the alternative investment field, and a dedicated, creative and smart team’. The group’s five partners focus primarily on hedge funds, but operate within the wider financial services department and are able to bring to bear the firm’s broader resources and expertise in prime brokerage, derivatives and regulatory compliance where necessary. Despite its relatively small size, the practice attracts some of the largest hedge funds and asset management firms, as well as financial institutions and insurers, and on down to mid-size firms and emerging managers with growth potential. The team’s regulatory capability, coupled with its expertise on esoteric products and fund structures, means it is routinely called on to advise on complex high-end transactions. For example, in 2010 it advised an alternative asset management firm with $12bn of assets under management on its participation in the US Department of the Treasury’s public-private investment program, which involved the launch of a fund to acquire toxic assets from financial institutions. It also advised an investor group and the joint official liquidators on the seizure of control of a hedge fund from its investment manager and represented a multibillion-dollar hedge fund in connection with its global restructuring.

Within Securities: shareholder litigation, Cadwalader, Wickersham & Taft LLP is a third tier firm,

Praised for its ‘excellent results’, Cadwalader, Wickersham & Taft LLP offers its clients a ‘highly effective, smart legal team’, which has ‘more collective knowledge of mortgage-backed securities litigation than any other firm I’m aware of’. Overall, the practice is praised for the ‘depth of resources it can bring to bear on a CMBS litigation matter, including top senior litigators and highly competent and well-trained associates’. Among the partners, group head Gregory Markel and Jason Halper ‘make a formidable team. They are thoughtful knowledgeable and insightful’. Markel ‘is highly effective at leading large litigation efforts and in providing wise counsel to clients’, while Halper ‘is extremely good in the court room’. Highlights included successfully defending Morgan Stanley in securities and derivative actions relating to auction rate securities. The firm is also defending Bank of America and its LaSalle Bank subsidiaries in five litigations relating to CMBS securitisations. Beyond the world of financial services, the firm has been defending Pfizer, which is a major client against claims of knowingly or recklessly misrepresenting facts regarding the safety and marketability of Celebrex and Bextra. It is also defending the pharmaceutical giant against ERISA and derivative suits. Other active clients include UBS, Wells Fargo Bank, MBIA and Xstrata.

Within White-collar criminal defense , tier 8

Led by Raymond Banoun, Cadwalader, Wickersham & Taft LLP’s Washington DC-based 15-partner business fraud group provides ‘outstanding’ advice to clients across a range of issues including money laundering, FCPA violations and securities fraud. While the firm is perhaps less trial-ready than some of its peers in the ranking, it excels at preventative measures through corporate compliance programmes, as well as handling internal investigations and audits of domestic and foreign businesses. Although the firm’s focus is on the representation of corporates, it does pick up work for individuals accused of breaching criminal laws. Led by Jim Robinson (note: since publication, Mr Robinson has sadly passed away) and Jeannine D’Amico, the team successfully represented assistant US attorney Jonathan Tukel in an effort to maintain as privileged e-mails he sent to his attorney using government computers. Former deputy Assistant Attorney General for the criminal division of the DOJ, Michael Horowitz ‘provides wise counsel’ to corporates, individuals and audit committees across a myriad white-collar issues including securities fraud, FCPA matters and cartel behaviour.

Within Antitrust, tier 6

Although relatively small, Cadwalader, Wickersham & Taft LLP fields a ‘world-class’, ‘super, results-oriented’ antitrust practice which offers advice on mergers, joint ventures and other strategic alliances, litigation and counseling, and grand jury investigations, an area in which it is particularly active. Although perhaps not as visible as some other firms acting for clients under amnesties, the team focuses on building solid defense cases and has also begun to develop its body of plaintiff representations. The large Washington DC office maintains a good working relationship with the agencies through a team which includes numerous former government officials. Among these is Charles Rule, a former assistant attorney general of the Antitrust Division at the DOJ, who is ‘fabulously experienced’, ‘enormously brilliant’, ‘one of a handful of people everyone respects’ and ‘at the very top of his game’. Anthony Nanni, a former chief of the national criminal antitrust enforcement section of the Antitrust Division, is also recommended. Jonathan Kanter, a former FTC merger enforcement attorney, focuses on the technology and internet markets, industries for which he demonstrates a deep understanding. The practice’s recent highlights include acting for Pfizer during its merger with Wyeth and representing Microsoft on various transactions, including the company’s high-profile acquisition of Yahoo!’s search business, which was recently approved by US and European antitrust officials. The team continues to defend a major financial institution in a class action alleging an antitrust violation in connection with auction rate securities; and is advising several clients as plaintiffs in antitrust actions against Google.

Within M&A: mega-deals ($5bn+), tier 4

Much of Cadwalader, Wickersham & Taft LLP’s year focused on complex restructuring transactions, in which its lawyers were involved in all aspects of the transaction, including refinancing, corporate governance and asset transfers. Those transactions included the corporate department’s representation of the US Treasury Auto Task Force in the General Motors and Chrysler restructurings. In addition, the practice advised LyondellBasell with respect to corporate governance issues that were critical to the successful completion of the company’s reorganization. Other highlights included representing Pfizer in its $3.6bn acquisition of King Pharmaceuticals, a diversified specialty pharmaceutical discovery and clinical development company, and advising the owners of John P Picone, a privately-held construction company based in New York State, in connection with the sale of the company to Dragados Construction, the US subsidiary of the publicly-traded Spanish construction and engineering firm Groupo ACS. The special committee of the board of directors of Landry’s Restaurant was assisted in a going-private transaction, which involved extensive negotiations that led to an increased buyout price over several merger agreement amendments. Louis Bevilacqua and Dennis Block are both recommended.

Within Real estate, Cadwalader, Wickersham & Taft LLP is a second tier firm,

William McInerney leads Cadwalader, Wickersham & Taft LLP’s commercial finance and capital markets driven real estate team, which includes eight partners located in Washington DC, Charlotte and New York. The team is particularly strong on the securitized lending front, although the economic downturn has reduced that line of work, and it remained active with restructuring and new deals. It represented JPMorgan Chase on a number of key transactions, including a post-bankruptcy $2bn financing of the Extended Stay Hotel chain and the restructuring of a $2bn bridge loan facility to an affiliate of Centro Properties Group. The practice also acted for a syndicate of lenders, comprising 26 banks, on the restructuring of $22bn of debt in connection with the acquisition of Hilton Worldwide; and for another syndicate of lenders on the restructuring of $1bn debt involving Harrah’s Casino. Also, the team represented Wells Fargo and Bank of America Merrill Lynch on the financing of Dividend Capital’s $1.6bn acquisition of the iStar credit-tenant office portfolio. In a novel transaction involving CMBS and tax-exempt Liberty bonds, the group advised Bank of America Merrill Lynch and JPMorgan Chase Bank on a $1.3bn financing secured on One Bryant Park, a prominent office tower in New York. The team also completed various transactions for HSBC, Westbrook Partners and Royal Bank of Scotland. James Hassan is a ‘terrific’, ‘excellent’ transactional attorney, while John Zizzo demonstrates strong industry knowledge and an ‘ability to evaluate – and provide a strategic perspective – even in the most complex of situations’.

Within Domestic tax: East Coast, Cadwalader, Wickersham & Taft LLP is a third tier firm,

Cadwalader, Wickersham & Taft LLP’s Linda Swartz chairs the five-partner, two-senior counsel US tax practice from New York, which houses four partners, with one in Washington DC. The group has all the expertise necessary to support the firm’s corporate and financial departments, and has particular expertise in securitization and structured finance. In recent transactions, members of the department advised Pfizer on the tax issues of its high-profile acquisition of Wyeth, and represented Xerium Technologies as debtor’s counsel in its Chapter 11 case. David Miller is highly recommended. Practice clients include Celanese, Merrill Lynch, Barclays and UBS.

Within Financial products, Cadwalader, Wickersham & Taft LLP is a second tier firm,

Cadwalader, Wickersham & Taft LLP provides ‘by far the fastest response time for partners from a top firm’. The advice offered by the fairly modest sized group is ‘near perfect from a technical perspective but also practical and considers reputational and other soft risks – outstanding value for the money’. The New York and Washington DC-based practice works closely with a London partner on transatlantic instructions, and has a well-deserved reputation for the development of sophisticated bespoke and innovative financial structures. In representative complex instructions of 2010, it advised Goldman Sachs in the securitization of a loan made to Developers Diversified Realty, the first new issue of CMBS under the TALF program, and the first CMBS deal in over a year, and represented Freddie Mac in its first ever multi-family CMBS transaction, a hybrid structure similar to a conventional CMBS transaction with Freddie guaranteeing the senior bonds. Recommended in NewYork, David Miller, ‘an impressive lawyer, and a true tax expert in the financial products space’, Gary Silverstein for complex and innovative securitization instructions, and senior counsel Charlie Adelman, who ranks as ‘one of the key securitization tax experts in the industry’. In Washington DC, Mark Howe is ‘extremely experienced, extremely analytical, and has a terrific internal risk compass’ in financial and derivative products and transactions, such as fixed income, currency, equity, and commodity linked swaps. Practice clients include JPMorgan Private Bank, Sankaty, Credit Suisse and Oak Hill.