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Cravath, Swaine & Moore LLP

WORLDWIDE PLAZA, 825 EIGHTH AVENUE, NEW YORK, NY 10019-7475, USA
Tel:
Work +1 212 474 1000
Fax:
Fax +1 212 474 3700
Email:
Web:
www.cravath.com
London, New York

Andrew Pitts

Tel:
Work +1 (212) 474-1620
Email:
Cravath, Swaine & Moore LLP

Work Department

Corporate.

Position

Andrew J. Pitts is a partner in Cravath’s Corporate Department and serves as Head of the Firm’s Capital Markets Practice for North America. He advises on a broad range of corporate issues and has a significant corporate finance practice.

Mr. Pitts’s finance practice focuses on public and private securities offerings for investment banking clients and issuers. Principal areas of concentration include the insurance, natural resources and transportation industries. In addition to traditional capital‑raising transactions, Mr. Pitts advises on transactions involving equity derivatives, including public and private hedging transactions using collars and forward contracts. Mr. Pitts also regularly represents investment banking clients and issuers in connection with liability management transactions, including debt tender and exchange offers and consent solicitations.

Mr. Pitts’s advisory work covers, among other things, corporate governance, public company disclosure obligations and director and officer liability issues (including D&O insurance). Mr. Pitts also frequently teams with other Cravath partners in complex merger and acquisition transactions.

Recent financing transactions include: (i) the initial public offerings of AeroVironment, Apollo Global Management, FleetCor Technologies, Freescale Semiconductor, Gener8 Maritime, Hyatt Hotels, Morgans Hotel Group, Quintana Maritime, Teekay Tankers, Valvoline and WebMD; (ii) secondary equity offerings for DreamWorks Animation SKG, ON Semiconductor, Seaspan and Tumi; (iii) preferred stock offerings for Axis Capital Holdings, People’s United Financial, PNC, Seaspan and Tsakos Energy Navigation; (iv) high‑yield debt offerings for Ashland, Brunswick, CalAtlantic Homes, Communications Sales & Leasing, Lennar, Level 3 Communications, NewStar Financial, Rite Aid and Standard Pacific; and (v) convertible preferred and/or debt offerings for Actavis, Chesapeake Energy, Conseco, Dollar Financial, Emdeon, GSI Commerce, Protective Life, RTI International Metals, Terex, United Rentals and XPO Logistics. Recent tender or exchange offers include representation of the dealer managers in transactions for Barrick Gold, Commonwealth Telephone, Dominion Resources, Eastman Kodak and Reed Elsevier. Mr. Pitts also acts as designated underwriters’ counsel in connection with the debt and equity offerings of several investment grade corporations, including Alcoa, Brown‑Forman, ConocoPhillips, Harris, Loews, Marathon Oil, Marathon Petroleum, Phillips 66 and PNC.

Career

Mr. Pitts joined Cravath in 1995 and became a partner in 2003. He served as the Firm’s Corporate Managing Partner from August 2014 to September 2016.

Mr. Pitts is the Contributing Editor to “Getting the Deal Through: Securities Finance,” an annual survey of the securities laws in 15 jurisdictions, and regularly participates in Practicing Law Institute programs including “Understanding the Securities Laws.” Mr. Pitts is actively involved in legal opinion matters. He is the Chair of Cravath’s opinion committee and is the former Chair of the ABA Subcommittee on Securities Law Opinions.

Mr. Pitts has been repeatedly cited as one of the leading practitioners in capital markets by, among others, Chambers USA: America’s Leading Lawyers for Business from 2007 through 2016; Chambers Global: The World’s Leading Lawyers for Business from 2008 through 2017; The Legal 500 from 2010 through 2016; IFLR1000 from 2007 through 2017; The Best Lawyers in America from 2011 through 2017; and Who’s Who Legal: Capital Markets.

Education

Mr. Pitts received a B.A. from Trinity College in 1988, a J.D. summa cum laude in 1994 from Boston University, where he was Notes Editor of the Law Review and received the Alumni Achievement Award, and an M.B.A. from Boston University in 1995.


United States: Finance

Capital markets: debt offerings

Within: Capital markets: debt offerings

At the top of the market for securities offerings’, Cravath, Swaine & Moore LLP is widely lauded for its ‘deep and well-qualified bench, from associate to senior partner level’. The New York-based practice continues to garner big-ticket mandates from both issuers and underwriters, and its diverse experience ensures it is regularly called upon by clients across all industry sectors. Craig Arcella is ‘undoubtedly a market leader’ and has been at the helm of a raft of headline deals recently, including advising the underwriters in Shire Acquisitions Investments Ireland’s $12.1bn senior debt offering, which was used to help fund Shire’s acquisition of Baxalta. William Whelan, another high-profile name, assisted the underwriters with two senior debt offerings by Express Scripts Holding worth a combined $6bn. Andrew Pitts also advised on several trophy deals, including acting for Royal Dutch Shell in two registered debt offerings totaling $12bn. Stephen Burns, William Fogg and up-and-coming partner Johnny Skumpija are also recommended. Kris Heinzelman retired in 2016.

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Capital markets: equity offerings

Within: Leading lawyers

Andrew Pitts - Cravath, Swaine & Moore LLP

Within: Capital markets: equity offerings

The ‘first-class’ group at Cravath, Swaine & Moore LLP is widely lauded as ‘one of the best firms for underwriters’, but the New York-based team is also noted for advising issuers and continues to build on its company-side presence. Finance co-chair William Fogg is an ‘immensely talented lawyer’ and highly sought after by underwriters; he and Johnny Skumpija acted for the sales agents both in Freeport-McMoRan’s $1.5bn at-the-market offering, and in its $540m secondary at-the-market offering. North America capital markets head Andrew Pitts had a banner year and led on a slew of issuer and underwriter-side mandates, including advising Valvoline on its $759m IPO. Up-and-coming partner Scott Bennett also put in a strong performance; he acted with Pitts to advise the underwriters, led by Barclays, on Phillips 66 Partners’ $663m offering. Stephen Burns, LizabethAnn Eisen and William Whelan are also recommended. Kris Heinzelman retired in 2016.

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Capital markets: global offerings

Within: Leading lawyers

Andrew Pitts - Cravath, Swaine & Moore LLP

Within: Capital markets: global offerings

Andrew Pitts heads the New York-based team at Cravath, Swaine & Moore LLP, which is almost evenly split between global debt and equity work. In 2016, the firm handled several capital markets deals linked to corporate spin-offs, such as its advice to Ashland and its spin-off company Valvoline, on a $375m high-yield global bond offering done through a special subsidiary, Valvoline Finco Two, which will eventually merge with Valvoline. Other significant highlights on the issuer side include advising Shell International Finance on two debt offerings totaling $12bn, and acting for Mylan in two debt offerings worth $7.5bn to help finance the acquisition of Meda. On the underwriter side, the firm advised Morgan Stanley, JP Morgan, Citigroup and Credit Suisse, on a $1.25bn high-yield offering by Alcoa. William Rogers retired, but the firm has a strong team of next generation partners, such as the recently promoted D. Scott Bennett. William Fogg is another name to note.

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