The Legal 500

Within Capital markets: equity offerings, Goodwin Procter LLP is a third tier firm,

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.

Within Trademarks: litigation, tier 5

Goodwin Procter LLP attracts praise from clients for its strong support and personalised service. Spread across New York, Washington DC and Boston, the litigation team works closely with the transactional side of the practice, with particular expertise in footwear and sports apparel matters, as well as serving financial groups such as JPMorgan and RBS. It acted for educational travel tour provider Explorica regarding a competitor’s use of the ‘Explorica’ name for rebranding its educational programs. It also represented New Balance Athletic Shoes in a trade dress and unfair competition case against Louis Vuitton regarding its well-known 574 model shoe, with a settlement reached in the client’s favor. It also successfully defended Triumph Learning before the TTAB in an opposition for trademark registration. Notable attorneys include Boston-based David Hosp and Mark Puzella, who are ‘smart, creative and anticipate everything’. Hosp and Puzella represent newspaper publications The New York Times and The Boston Globe, and Citizens Financial Group. Other clients include toy company Wham-O and Eric van Egeraat Associated Architects.

Within Alternative/hedge funds, Goodwin Procter LLP is a third tier firm,

Goodwin Procter LLP’s hedge fund practice has steadily developed over the years from its prominent private equity practice, providing an ‘extremely strong overall level of service, especially in all hedge fund-related matters’. Its client base includes a mixture of institutional sponsors, such as VC-oriented Sequoia Capital, and financial services firms, such as Bank of America Merrill Lynch, but the emphasis is weighted more towards investor-side representations. The team acted for Bank of America Merrill Lynch on structuring and offering a series of real estate funds for private investors, as well as on the review and negotiation of its investments in various private funds. Sponsor-side representations have been on the increase, with the team advising Sequoia Capital on hedge fund and compliance matters, including the formation of Sequoia Capital Global Equities, an offshore hedge fund to supplement its existing platform. It also advised Boston Private Financial Holdings on negotiating and closing its hedge fund subsidiary Westfield Capital Management, and, in an indication of the firm’s broader investment management capability, it advised Axiom International Investors on establishing a new investment platform to permit asset managers to access the European UCITS market. Practice area leader Elizabeth Shea Fries is highly recommended.

Within Mutual/registered funds, Goodwin Procter LLP is a second tier firm,

Providing a ‘good overall level of service, with solid knowledge and business acumen’, Goodwin Procter LLP’s five-partner investment management team acts for a number of leading institutional funds and as counsel to independent directors. The team’s ‘level of understanding and expertise on broker-dealer, mutual fund and general securities matters is first-rate’, and its broad spectrum of work for registered funds gives the team a strong perspective on corporate governance issues, an increasingly valuable asset in the light of greater regulatory scrutiny. It serves as fund counsel to the independent directors of ING’s complex of funds, and during 2010 advised on forming new funds, merging and liquidating existing funds and updating registration statements to address new disclosure requirements. It also acted as special litigation and regulatory counsel to the independent trustees of the Reserve Funds, providing assistance on a broad range of litigation and regulatory issues arising from the failure of the Primary Reserve Fund, a money-market fund, to maintain a constant dollar value. The team also acts as fund counsel to the independent trustees of the Eaton Vance complex of funds and the Van Eck family of funds; duties recently included advising the former on its investigation and response to several shareholder demands and on derivative and class action lawsuits filed by shareholders. In addition to the practice’s substantial suite of registered funds clients, the team also advises a broader range of service providers in the mutual funds industry, including securities lending agents such as the Bank of New York Mellon and State Street Global Advisers. Boston-based Philip Newman heads the practice and is ably supported from Washington DC by the ‘particularly knowledgeable and helpful’ Marco Adelfio and Christopher Palmer, who is ‘very accessible, and an absolute pleasure to work with’.

Within Private equity funds, Goodwin Procter LLP is a second tier firm,

Goodwin Procter LLP has a broad practice that runs the gamut from mid-market buyout funds – its core representation – to smaller, VC-oriented clients and real estate private equity funds. 17 partners in Boston, New York and Silicon Valley advise clients including Leeds Equity Partners, LLM Capital Partners, Generation Partners and Red Diamond Capital. While sponsor-side representations form the dominant portion of the practice’s work, its investor work is substantial and growing. Boston-based David Watson heads the private funds team, while Jonathan Axelrad provides venture capital expertise.

Within Real estate investment trusts (REITs), Goodwin Procter LLP is a first tier firm,

The roots of Goodwin Procter LLP’s REITs practice stretch to the industry’s inception in the 1960s, and it has developed a reputation as a ‘trailblazing practice that is one of the industry leaders’. It played a key role in drafting the Real Estate Investment Trust Act 1960, and has been an instrumental figure in almost every key development since then, including assisting on the creation of the first public UPREIT structure. Gil Menna and Ettore Santucci jointly head the practice, which continues to attract representations from key clients such as AvalonBay Communities and Boston Properties. It acted for the former, a NYSE-listed public apartment REIT, in connection with its ATM-agented continuous offering programs for common stock, and advised the latter on its $700m senior notes offering due 2020. It also advised Bank of America Merrill Lynch and Barclays Bank as underwriters on the proposed IPO of DLC Realty Trust, a retail operating company based in New York. Mark Kirshenbaum and Karen Turk provide ‘focused tax advice’, while real estate capital markets expert Dan Adams assists the practice’s REITs clients on their capital markets needs.

Within Product liability and mass tort defense: consumer products (including tobacco), Goodwin Procter LLP is a second tier firm,

Clients of Goodwin Procter LLP say that ‘the level of service and results obtained are consistently outstanding in all areas’. Boasting 26 partners across offices in Boston, New York, San Francisco and Washington DC, the firm is able to ensure strong partner-level attention to matters. It has a rich history in aggregated actions and regularly acts as company and insurer-appointed counsel on a national basis. For example, the group is lead industry counsel in a large lawsuit centered in St Louis involving 36 hospitals seeking to recover from major cigarette manufacturers hundreds of millions of dollars of allegedly smoking-related healthcare costs. The team is also international coordinating counsel for all of Philip Morris International’s Canadian litigation, which includes three multibillion-dollar smoker-led class actions and four multibillion-dollar lawsuits by Canadian provinces seeking to recover healthcare costs dating back more than half a century. Recent triumphs include settling a botulism poisoning case brought against Campbell Soup Company after discrediting plaintiffs’ position during a limited discovery phase. Boston-based Kenneth Parsigian chairs the practice and is highly rated, and William Hanlon in Washington DC is ‘an extremely competent litigator’. Richard Wyner, also in Washington DC, is ‘an outstanding brief writer and appellate lawyer who pays great attention to detail’. Forrest Hainline in San Francisco is also strongly recommended.

Within Technology: transactions, Goodwin Procter LLP is a second tier firm,

Its clients consider Goodwin Procter LLP’s technology companies group to be ‘the best in the business’. Comprising 160 lawyers who represent emerging technology companies, venture capital and private equity firms and investment banks, the ‘top notch team’, co-chaired by John Egan and Bill Schnoor in Boston, recruited Anthony McCusker in Silicon Valley who wins plaudits for his ‘pragmatic approach to structuring transactions’, from Gunderson Dettmer LLP. He was joined by Craig Schmitz and Caine Moss from Wilson Sonsini Goodrich & Rosati, who is commended for his ‘outstanding business acumen and industry knowledge and appropriate advice’. Christopher Austin from Ropes & Gray LLP joined the firm’s Boston office. Joseph Theis was promoted to partner. Highlights included representing General Compression, a leader in energy storage and wind technology, in its restructuring, recapitalization and $23m Series A Convertible Preferred Stock financing; ExtendMedia in its merger with Cisco; Salary.com in its $80m sale to Kenexa and; and Digital Sky Technologies as lead investor in a $135m investment in Groupon and a $200m Series E preferred stock investment in Facebook. ‘Super experienced, negotiators’ Kenneth Gordon and Mark Burnett are singled out for praise.

Within M&A: middle-market (sub-$500m), Goodwin Procter LLP is a first tier firm,

Goodwin Procter LLP’s ‘response times are incredibly strong and the service is outstanding, with tremendous depth across a wide range of transaction types’. Fielding offices from Boston, Hong Kong, Los Angeles, New York, San Francisco, Silicon Valley and Washington DC, the practice is especially noted for M&A within a private equity context, with clients praising the lawyers’ ‘market knowledge of current M&A terms and ability to handle the opposition firmly but cooperatively’. Recent highlights include: representing American-Amicable Holdings in its $145m acquisition by IA American Life Insurance Company, a subsidiary of Industrial Alliance Insurance and Financial Services, a Canadian life and health insurance company; advising AIG Investment Corp, the asset management division of AIG, in its sale of PineBridge Investments to Pacific Century Group; and acting for JMI Equity in its acquisition of Compusearch Holdings Company, a leading provider of enterprise software and services. Digital Sky Technologies was assisted in its $187.5m acquisition of the instant messaging company, ICQ, from AOL, and Nimsoft was represented in its $350m acquisition by Computer Associates. Boston-based John LeClaire chairs the private equity group. Seung Baik in the Washington DC office was recently promoted to partner, and Jane Greyf joined in New York as of counsel.

Within Private equity buyouts, Goodwin Procter LLP is a third tier firm,

Goodwin Procter LLP is ‘aggressive about private equity’, with a strong and intense focus on this sector. The firm has more than 30 full-time private equity partners, with an emphasis on the middle to upper-middle-market, with clients such as Advent International, JMI Equity, PAI Partners, TA Associates, AIG Investments, and Leeds Equity Partners. The firm is particularly strong in hybrid venture and private equity deals, and has an equal emphasis on both private equity and venture capital and emerging companies. While Boston is its home, it has successfully diversified the practice through active New York, Washington DC and California offices. Indeed, the firm’s relationship with its anchor client TA Associates has been consolidated by the California offices, while client JMI Equity is another example of the successful West Coast practice. The firm is especially active in the technology sector, while financial services and real estate are also prominent areas of activity. Education, health, and food and beverages are other key sectors. Recent highlight deals include representing AIG Investment Corp on the sale of PineBridge Investments to Pacific Century Group, advising JMI Equity on its acquisition of Compusearch Holdings Company, and acting for TA Associates in its acquisition of Vatterott Colleges. Boston-based John LeClaire heads the department, which includes leading figures such as Boston-based Michael Kendall and Mark Burnett, Washington DC’s James Hutchinson and Hovey Kemp and New York-based Andrew Weidhaas.

Within Venture capital and emerging companies, Goodwin Procter LLP is a second tier firm,

Goodwin Procter LLP successfully built-out its West Coast practice in March 2010 with the hire of leading figure Anthony McCusker and Craig Schmitz from Gunderson Dettmer LLP, and up-and-coming partner Caine Moss from Wilson Sonsini Goodrich & Rosati to its Silicon Valley office. The Boston-based firm is now genuinely strong on both the East and West Coast and has dramatically enhanced its connections to influential venture funds and entrepreneurs. The firm also maintains a leading funds formation practice in Silicon Valley. It consolidated its leading position in its Boston heartland when it recruited Christopher Austin, the former head of technology and venture capital at Ropes & Gray LLP. The firm now has over 160 lawyers who handle early-stage, venture and technology deals. It represents over 500 emerging companies and entrepreneurs, and 200 venture capital and private equity firms. The firm has an unrivalled national life sciences practice, as well as being strong in healthcare, IT, internet and digital media. Clients include Braemar Energy Ventures, Sequoia Capital, VantagePoint, Spark Capital, Evergreen Solar, Rapid7 and Oasys Water. The firm recently advised Integrated Diagnostics in its $30m Series A Convertible Preferred Stock financing, and simultaneous acquisition of Homestead. Clients regard the firm as ‘first class’ and ‘best in the business’ and praise its ‘expertise’, ‘knowledge’, ‘precision’ and ‘execution’. Boston’s John Egan and Bill Schnoor co-lead the practice, alongside Silicon Valley’s Anthony McCusker.

Within Land use/zoning , Goodwin Procter LLP is a second tier firm,

Goodwin Procter LLP’s land use attorneys practice in California and Massachusetts. The ‘very responsive, very accessible’ Boston team carries out work across New England and is led by Martin Healy. Recent work includes continued assistance to Federal Realty Investment Trust in connection with the largest-ever mixed-use development in Massachusetts. The deal involves $65m worth of stimulus act funding for infrastructure, parkland expansion and environmental commitments.

Within Real estate, Goodwin Procter LLP is a third tier firm,

Goodwin Procter LLP’s real estate group has ‘excellent industry knowledge and acumen’, and is ‘instrumental in getting deals done’. The 23-partner team services the full spectrum of real estate clients including public and private owners, lenders and developers on a wide range of real estate transactions including fund formation, restructurings and workouts, finance, PPPs and leasing. Christopher Barker represented three Rockwood funds and their joint venture partners on the $725m auction sale to a public REIT of five large data centers in California, Arizona and Virginia. Andrew Sucoff represented Kimco Realty Corporation on the formation of two new joint ventures with international institutional capital partners in an $800m transaction that effectively took a public REIT private. Alexander Randall is representing Normandy Real Estate Partners on the leasing of the 1.4 million sq ft John Hancock Tower, Boston’s tallest building. John Ferguson acted for Brookfield Global Real Estate in structuring and implementing an investor consortium and on the consortium’s acquisition of defaulted debt secured by a portfolio of 20 Tishman Speyer office buildings in Washington DC. Lewis Feldman exhibits ‘true leadership’ skills and is recommended along with Dean Pappas, who is ‘very experienced in joint venture and acquisitions work’ and ‘very responsive’.