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Cravath, Swaine & Moore LLP

WORLDWIDE PLAZA, 825 EIGHTH AVENUE, 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 financial institutions, insurance, natural resources and transportation industries. In addition to traditional capital‑raising transactions, Mr. Pitts advises on transactions involving convertible securities, equity linked securities and 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, Atlas Air Worldwide, Chesapeake Energy, Conseco, Crown Castle, 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, Pentair, Sherwin Williams 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 2018; Chambers Global: The World’s Leading Lawyers for Business from 2008 through 2018; The Legal 500 from 2010 through 2017; IFLR1000 from 2007 through 2018; The Best Lawyers in America from 2011 through 2018; and Who’s Who Legal: Capital Markets.

Member

Mr. Pitts is a member of the New York City Bar Association and the International Bar Association.

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: Leading lawyers

Andrew Pitts - Cravath, Swaine & Moore LLP

Within: Capital markets: debt offerings

The ‘Rolls-Royce practice’ at Cravath, Swaine & Moore LLP is widely regarded as ‘a stand-out performer in the securities space’. The New York-centered team, which wins an enviable share of the market’s most high-profile transactions, is equally adept on the issuer and underwriter side and counts major multinationals and bulge bracket banks among its most active clients. North America department lead Andrew Pitts is ‘extremely strong’ and led several big-ticket transactions over the past year, including acting for the underwriters (led by Morgan Stanley, Barclays, BNP Paribas, HSBC, Bank of America Merrill Lynch, Citigroup and Mizuho Securities) on a €2.7bn offering of fixed- and floating-rate notes by Allergan Funding. In another headline underwriter-side mandate, corporate heavyweight Craig Arcella advised the underwriters on two notes offerings by Johnson & Johnson totaling $9bn. Among its issuer highlights, Stephen Burns and William Whelan assisted International Business Machines with its $2.7bn notes offering, while Johnny Skumpija, whose ‘star continues to rise’, advised Northrop Grumman on its $8.2bn notes offering. William Fogg is also a key contact.

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Capital markets: equity offerings

Within: Leading lawyers

Andrew Pitts - Cravath, Swaine & Moore LLP

Within: Capital markets: equity offerings

The ‘efficient and effective’ group at Cravath, Swaine & Moore LLP attracts rave reviews for its lawyers’ ‘strong commercial acumen’ and ‘peerless market knowledge’. In particular, finance co-chair William Fogg has a ‘razor-sharp mind’ and advised the underwriters on JPMorgan Chase’s $1.2bn offering of depositary shares. North America capital markets head Andrew Pitts is widely lauded as a ‘market leader’ and he and ‘rising star’ Scott Bennett assisted the underwriters and selling stockholders with Alcoa’s $465m common stock offering. The New York-based group also continues to raise its game on the issuer side and, in what was arguably the group’s key highlight of 2017, Stephen Burns and ‘strong performerJohnny Skumpija advised Crown Castle International on its $1.5bn convertible preferred stock offering and concurrent $3.8bn common stock offering. Senior corporate figure William Whelan is also highly regarded for equity transactions.

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Capital markets: global offerings

Within: Leading lawyers

Andrew Pitts - Cravath, Swaine & Moore LLP

Within: Capital markets: global offerings

Cravath, Swaine & Moore LLP handled a high volume of equity, investment grade debt and high-yield debt transactions for global clients through 2017 and notably its issuer-side practice set the pace for the department - historically it has been stronger on the manager side. Company-side mandates included Scott Bennett advising Jose Cuervo’s parent company, Becle, on its MXN$12.8bn international offering of shares in the US and its concurrent MXN$5.8bn IPO on the Mexican Stock Exchange. On the debt side, Craig Arcella assisted AerCap Ireland Capital and AerCap Global Aviation Trust with two senior notes offerings totaling $1.6bn. On the manager side, Andrew Pitts, who heads the New York-centered group, acted for the underwriters on Allergan Funding’s €2.7bn fixed- and floating-rate notes offering on the NYSE. In a high-yield debt highlight, William Fogg advised the initial purchasers (led by Citigroup and Barclays) on a $500m senior notes offering by Canada’s GW Honos Security Corporation.

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Capital markets: high-yield debt offerings

Within: Capital markets: high-yield debt offerings

Key attributes of Cravath, Swaine & Moore LLP’s New York-based group include its ‘strong business mindset’, ‘strategic approach’ and ‘great responsive times’. The well-balanced practice, which is equally adept at advising issuers and underwriters, is routinely engaged by major multinationals and global investment banks for sophisticated transactions. Its underwriter-side work is particularly high-profile, with North America capital markets head Andrew Pitts recently advising the underwriters on MPLX LP’s $2.2bn high-yield notes offering and Stephen Burns and ‘the very talentedJohnny Skumpija acting for the initial purchasers in a $1bn high-yield notes offering by Chesapeake Energy. Among its issuer highlights, William Fogg assisted CyrusOne and CyrusOne Finance with two notes offerings totaling $1.2bn and Joseph Zavaglia advised Olin Corporation on its $500m notes offering. Craig Arcella and William Whelan are also specialists in the space.

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