The Legal 500

Within Bank lending (including other sources of financing), tier 4

Sullivan & Cromwell LLP delivers ‘consistent quality across all areas’, and in 2010 was particularly active in financing and restructuring work, experiencing an upturn in New York with the return to form of the finance sector and the resurgent LBO market. The practice has traditional strength acting for sponsors, but lender deals are increasing apace. The firm acted for CIT Group on entering into an agreement with Bank of America on the amendment and restatement of an existing long-term loan facility, to refinance all of the remaining $4bn first-lien term loans outstanding under its existing senior secured term loan facility. On the bank side, it advised Barclays Bank and Barclays Capital Real Estate on the sale of their US non-prime mortgage servicing business HomEq Servicing to a subsidiary of Ocwen Financial Corporation, for approximately $1.3bn; the deal involved Barclays providing Ocwen with around $1bn in secured financing for the purchase of HomeEq via a secured corporate loan and a receivables securitization facility, with additional financing to be raised by Ocwen with Barclays’ aid. Los Angeles based Hydee Feldstein will ‘go the extra mile’ for clients. In New York, the ‘excellent’ Bob Downes also receives acclaim, as do John Mead and Neal McKnight.

Within Capital markets: debt offerings, Sullivan & Cromwell LLP is a first tier firm,

Sullivan & Cromwell LLP’s securities practice receives top praise for its ‘impeccable service’ coupled with ‘perfect knowledge and superb business acumen’. With ‘unlimited manpower of the highest quality’, the large team advises a host of issuer and manager clients, and reports a steady flow of debt capital markets work in 2010. Key highlights included Neal McKnight advising Anheuser-Busch Inbev in a $3.23bn Rule144A/Reg. S senior notes offering, and also in a $5.5bn Rule 144A/Reg. S unsecured notes offering. In early 2010, David Harms also represented the underwriters in United Technologies’ $2.25bn SEC-registered global notes offering. The firm couples its strength in advising managers with an equally impressive roster of issuer-side clients. The team recently advised Popular on its equity offering of $150m depository shares in order to raise capital for its FDIC-assisted acquisition of Westernbank Puerto Rico. The ‘excellent’ William Farrar is ‘very knowledgeable and always available’, and advised Vornado Realty in a $460m offering of public incomes notes. Also singled out at the firm is chairman Joseph Shenker, who has broad securities expertise and ‘excellent business judgment’, and finance group managing partner Robert Downes. Clients and peers consistently rate the team for its ‘outstanding expertise’.

Within Capital markets: equity offerings, Sullivan & Cromwell LLP is a second tier firm,

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.

Within Capital markets: global offerings, Sullivan & Cromwell LLP is a second tier firm,

Sullivan & Cromwell LLP has broad capabilities in the global capital markets with a network of 800 lawyers spanning 12 offices. The practice is known for its strength in advising key financial institution clients including Goldman Sachs and UBS in global offerings. Neal McKnight advised Anheuser-Busch InBev in a R$750m SEC-registered debt offering of guaranteed notes listed on the NYSE in November 2010. Rebecca Simmons advised UBS Stamford in a $2bn global MTN offering, and two further global MTN offerings worth $1.5bn and $300m respectively. David Harms assisted the underwriters in United Technologies’ SEC-registered $2.25bn global note Soffering in February 2010. Newly elected partner Inosi Nyatta relocated to New York from London in 2010, and brings experience in global debt and equity work, as well as expertise in Rule 144A offerings and cross-border transactions. Andy Soussloff is also recommended.

Within Capital markets: high-yield debt offerings, Sullivan & Cromwell LLP is a third tier firm,

Sullivan & Cromwell LLP has an active high-yield debt practice, and whilst it is already highly regarded for its issuer-side experience, it is making increasing efforts to extend its capabilities on the manager side. The return of John Estes to New York from the firm’s Melbourne office brings additional high-yield debt expertise. Transactional highlights included advising Cablevision Systems in a $1.25bn SEC-registered offering of high-yield senior notes, and in a further $900m Rule144A/Reg. S unregistered 8.625% senior notes offering, a deal led by the recommended Robert Downes and John Mead. In another notable deal, Neal McKnight and Andrew Soussloff advised issuer client United Rentals in its $750m offering of 8.375% senior subordinated notes, sold under a shelf registration agreement made between the client and the SEC.

Within Corporate restructuring, tier 5

Over the past few years, a core group of some four partners at Sullivan & Cromwell LLP have devoted an increasing amount of their attention to handling bankruptcy-related matters for institutional clients of the firm. Fairly evenly spread between debtor and creditor mandates, the group provides a one-stop-shop service to clients seeking business sensitive solutions. Given the firm’s status as one of the leading M&A firms in the market, it is perhaps not surprising that much of the work handled by the group has a transactional bent to it, either for a strategic acquirer or for a fund seeking control of the distressed company. Richard Pollack recently advised Rhone Capital on its debt for equity exchange with troubled company Quicksilver. On the debtor side, although the firm lacks the critical mass to handle in-court restructurings it is a regular presence behind the scenes on some significant mandates. In this capacity it acted as lead counsel to the Weinstein Company, reducing its consolidated indebtedness from approximately $650m to approximately $140m. Andrew Dietderich is the lynchpin of this offering and has had much acclaim heaped upon him for his role in his role as special counsel to commercial lender CIT on its highly original and sophisticated $33bn pre-packaged bankruptcy.

Within Financial services: regulatory, Sullivan & Cromwell LLP is a first tier firm,

The ‘outstanding’ Sullivan & Cromwell LLP provides ‘deep and vast industry knowledge’ to clients in the banking, broker-dealer, commodities, futures and derivatives, insurance, and investment management sectors across the waterfront of regulatory, enforcement and transactional matters. Seen by many as ‘number one for bank regulatory matters’, this viewpoint has been formed as a result of the firm’s regular involvement across the panoply of issues affecting the sector in the past few decades. Aided by the firm’s ethos that sees lawyers trained to be generalists within broad practice areas, this multi and inter-disciplinary approach to handling transactional and enforcement offers value to clients and an ability to ‘see the bigger picture’. Hot on the heels of the firm’s pivotal involvement in many of the hastily arranged mergers within the banking industry following the economic crisis, the team continues to operate at the vanguard of the industry and has, for example, played an instrumental role advising on the regulatory aspects of the Emergency Economic Stabilization Act of 2008, including representing clients in the Troubled Assets Relief Program (TARP) – most recently advising many banking clients on repurchasing stock from the US government as part of the TARP repayment plan. The team has also worked with leading trade groups, such as the Clearing House, on various matters including pending legislation and regulations relevant to the banking industry. Dubbed the “trauma surgeon of Wall Street” by the New York Times as a result of his ubiquitous appearance in the bank bailouts in the immediate aftermath of the economic crisis, the ‘legendary’ Rodgin Cohen has continued to be involved in several of the most significant transactions in the banking industry, such as his role for Barclays on the $15.2bn sale of its Barclays Global Investors business to BlackRock. The ‘exceptional’ Mitchell Eitel is also very well regarded on transactional matters and has recently represented numerous private equity firms in their acquisition of banking entities, including Warburg Pincus’ investments in both Webster Financial and Sterling Financial. Management partner of the firm’s financial institutions group, Michael Wiseman’s broad practice sees him active across the full spectrum of transactional, advisory, enforcement and legislative matters. In addition to the group’s counselling services to a raft of banking giants including Goldman Sachs and UBS – advising on amongst other matters, the impact of the Dodd-Frank Act and the implications of Basel III – the team also regularly works closely with the white-collar practice should the regulators become alerted to a potential enforcement issue; members of the team had a role in RBS’ recent settlement with the DOJ regarding alleged OFAC infringements.

Within Project finance, Sullivan & Cromwell LLP is a third tier firm,

Sullivan & Cromwell LLP has a well-regarded practice that, although smaller than others in terms of partner numbers, is involved in many high-profile transactions. The team is headed by the renowned figure of Frederic Rich, who leads a group with a traditional focus on sponsors and significant expertise in the domains of mining and energy. It has seen a notable and welcome increase in its lender representation, although this does not yet match its work on the sponsor side. The firm has a reputation as a go-to firm for deals in challenging and emerging markets, and a major recent transaction is the multibillion-dollar PNG-LNG project involving the exploration, development and production of natural gas in the Highlands of Papua New Guinea, in which the firm acted as counsel to the project and its sponsors; once fully operational, it is envisaged that the project will produce 6.6 million tons per annum of liquefied natural gas, all of which has been sold, under 20-year agreements, to buyers in China, Japan and Taiwan. As of its closing in March 2010, the project stood as the largest-ever project finance development. Sergio Galvis in New York continues to advise on matters relating to the $2.34bn Minera Esperanza Copper, Silver and Gold Project in Chile, a state-of-the-art mining project that is the largest-ever mine project financing in Latin America. In other transactions of note, the firm acted for the sponsor, Inmet Mining Corporation and Minera Panama, on the Cobre Panama Project, a significant copper project that will also involve a 300MW coal-fired power plant and related facilities; and Christine Spillane worked in conjunction with colleagues in London as sponsor counsel to Augusta Resource Corporation on the Rosemont Project, an Arizona-based scheme that will produce copper concentrate, with molybdenum, silver and gold as by-products. The firm also acted for Emirates Aluminium (EMAL) as project company in relation to a $737m export credit agency financing for the development of the first phase of its smelter project at the Taweelah industrial site in the UAE, set to be the largest aluminum smelter in the world. Recommended lawyers include John Estes and Christopher Mann. Inosi Nyatta has been made a partner and has relocated from London to New York.

Within Structured finance , Sullivan & Cromwell LLP is a third tier firm,

Sullivan & Cromwell LLP’s Kenneth Raisler heads the firm’s acclaimed commodities futures and derivatives group. The expertise of the team is underlined by roles in the creation of futures exchanges, including the CBOE Futures Exchange, the Chicago Climate Exchange, OneChicago and the Cantor Exchange, and advising in joint ventures regarding electronic trading platforms, clearing operations and other services, including the organization of ICE; David Gilberg led much of this work. The derivatives group also houses Rebecca Simmons, who has a reputation for pioneering new products and credit-risk expertise. Mark Welshimer founded and leads the firm’s structured finance group. Andrew Dietderich bridges the structured finance and bankruptcy groups and also has considerable experience of debt and equity derivatives; he advised the board of directors of CIT Group in an analysis of restructuring alternatives., as well as the first synthetic securitization swaps receivables.

Within Environment: transaction and regulatory, tier 4

The environmental team at Sullivan & Cromwell LLP is ‘responsive, has good industry knowledge and although it is expensive, it is well worth every penny’. The team provides environmental advice in commercial transactions, including risk analysis, negotiations and the development of protective transaction structures and efficient indemnity and cost-sharing arrangements. It advises clients on ways to minimize environmental risks including advice concerning environmental law requirements, structuring transactions and relationships with corporate affiliates to avoid alter ego and successor liability, preparing environmental policy statements and compliance programs, and obtaining reimbursement for losses under applicable indemnities and insurance policies. It also conducts negotiations with regulatory authorities to resolve environmental issues. The firm recently represented Dynegy, first in a proposed sale to an affiliate of The Blackstone Group, and subsequently to Ichan Enterprises, in a tender offer followed by a merger. The transaction involved the negotiation of complex environmental concerns, including environmental liability covenants and emission allowances for an environmentally sensitive business owning gas, coal and oil fired generation facilities. The firm also represented a client on the sale of a large portfolio of specialized residential facilities, which involved the resolution of various environmental liability issues arising from potential historical contamination at brownfield properties. New York-based Matthew Brennan leads the team and is regarded for his support to the firm’s project finance, corporate, M&A, real estate, securities and finance groups, in evaluating environmental liabilities and risks, in structuring transactions to minimize risk and in negotiating the allocation of environmental risk between parties in transactions.

Within Healthcare and life sciences, Sullivan & Cromwell LLP is a first tier firm,

Sullivan & Cromwell LLP brings strength from its capital markets and M&A work to the life sciences sector, where it works prolifically for many mid-sized and large pharmaceutical, biotech and diagnostics manufacturers. Highlights from 2010 included representing HCP Inc on two issues of common shares totaling over $900m; acting for Eisai on its $255m acquisition of AkaRx Inc; and for Biovail on its $3.6bn merger with Valeant. In the health information space, it advised IMS Health Inc on its $5.2bn acquisition by TPG Capital and Canada Pension Plan. The group also works for two major managed care organizations on Medicaid issues. It also handles some litigation, including representing Alcon Inc in a share purchase dispute arising from Novartis’ acquisition of shares in Alcon, and defended Novo Nordisk in a Lanham Act false advertising case brought by Sanofi-Aventis. New York-based Keith Pagnani is ‘extremely creative and very knowledgeable’.

Within Insurance: non-contentious, Sullivan & Cromwell LLP is a second tier firm,

Sullivan & Cromwell LLP’s insurance practice has a strong corporate orientation. Co-ordinator of the insurance group Andrew Rowen had ten years of general corporate practice under his belt before taking on the role, in 1990, and H Rodgin Cohen and Michael Wiseman, bulwarks of the firm’s financial institutions and banking groups, have played an integral role in many of the practice’s transactions, with Wiseman being pivotal in the firm’s work for AIG. The firm represented AIG in its $16.2bn sale of ALICO to MetLife, in which well-respected figure Stephen Kotran was instrumental, while other work for AIG included advising it in its $2bn, SEC-registered global notes offering, as well as in connection with a common stock exchange offering. The firm also represented the underwriters, including Citigroup, Deutsche Bank, Goldman Sachs and Morgan Stanley, in AIA’s much-publicized $20.5bn IPO and Hong Kong listing. On the private equity side, the firm advised Lightyear Capital in its sale of the NAU Group to QBE Holdings; the transaction, facilitated by a merger, saw the receipt of a $30m cash divided by NAU stockholders, as well as a cash payment of $565m by QBE. The firm also advised IPC Holdings in its amalgamation with Validus Holdings, estimated at $1.7bn. Special counsel Daniel Rabinowitz is singled out for his insurance regulatory work.

Within International arbitration, Sullivan & Cromwell LLP is a second tier firm,

Sullivan & Cromwell LLP’s main focus is on high-end commercial matters, but the firm also has significant experience in investor-state matters, including a focus on Latin America. Clients say the practice is ‘first-rate in every way’. Clients include AB InBev, Exxon, Goldman Sachs, Microsoft, Occidental Petroleum and Telefónica. The firm is acting for the claimant in a dispute between a Cyprus-based company and an Eastern European government agency arising from Kyoto Protocol projects to reduce greenhouse gas emissions. The case, being heard at The Hague, is the first dispute to be arbitrated under the Permanent Court of Arbitration’s Optional Rules for Arbitration of Disputes Relating to Natural Resources and/or the Environment. On the financial services side, it is representing a European-headquartered bank in ICDR arbitrations of claims by Latin American investors arising out of the $60bn Madoff Ponzi scheme, as well as advising a foreign-owned private pension fund manager in connection with Argentina’s nationalization in December 2008 of approximately $30bn in pension fund assets. Work in the mining sector includes acting as counsel to a project company in a $4bn project in an African country, with regard to ‘creeping expropriatory’ measures taken by the sovereign. In Latin America, the practice is advising a US owner of significant mining assets in Venezuela in connection with actions by the government inconsistent with Venezuela’s grant of the mining concession, including with respect to arbitration claims against the state and potential political-risk insurance claims. The international arbitration team is headed up by Joseph Neuhaus, who clients describe as ‘supremely talented’.

Within Securities: shareholder litigation, Sullivan & Cromwell LLP is a first tier firm,

Sullivan & Cromwell LLP’s top-notch securities litigation group boasts a highly impressive array of corporate and financial institution clients, most notably Goldman Sachs, which regularly chooses the firm as lead counsel. Recent matters for the bank include achieving a successful result as defendant in an action arising out of the eToys IPO. The action involved claims about the relationship between the IPO underwriters and issuers, which the New York Supreme Court dismissed in its entirety, requiring the plaintiff to pay 50% of the cost of certain electronic discovery from Goldman Sachs, including attorneys’ fees. Another major banking client is Barclays, for which the firm won a victory in the dismissal of a federal securities law class action brought against the bank and current and former members of the board. This related to four offerings of over $5bn worth of American Depositary Shares. The plaintiffs alleged that Barclays had provided an inaccurate description of its risk-management policies, and failed to disclose its holdings in various mortgage-related assets, which it had overvalued and failed to take timely write-downs. The Court ultimately granted the defendant’s motion to dismiss in its entirety and denied the plaintiffs leave to further action. The firm is also representing BP and its directors in derivative, securities fraud and ERISA litigation arising out of the recent Gulf of Mexico oil spill. The group, which works primarily out of New York, includes several first-class litigators, including Robert Giuffra, Gandolfo DiBlasi, David Braff, Stacey Friedman and Sharon Nelles.

Within Supreme Court and appellate, Sullivan & Cromwell LLP is a third tier firm,

Sullivan & Cromwell LLP does not have a standalone appellate group, but many of its top litigators combine ‘outstanding’ appellate expertise with sector-specific knowledge, and 14 are former Supreme Court clerks. For example, some clients regard Richard Urowsky as ‘the most knowledgeable lawyer on antitrust matters in the US’. This expertise was brought to bear when Urowsky represented Tenaris and Maverick Tube Corporation in a major dispute arising out of Tenaris’ acquisition of Maverick. The Second Circuit ultimately upheld the district court’s decision that the acquisition did not trigger a public acquirer change of control provision. Brendan Cullen and Garrard Beeney are also recommended.

Within White-collar criminal defense , Sullivan & Cromwell LLP is a second tier firm,

Premier white-shoe New York-based firm Sullivan & Cromwell LLP’s ‘strong team’ provides ‘specific, pragmatic and helpful advice’ to an impressive roster of entities, primarily within the financial sector. Able to tap into the substantive knowledge of lawyers within its banking and capital markets group, the team ‘understands the complexities of the banking sector’ and has had significant roles in most of the major regulatory investigations and litigation affecting the financial services industry, from matters relating to the rating agencies, to the representation of institutions being investigated for alleged violations of the commodities laws. The ‘terrific’ firm is representing Goldman Sachs in SEC enforcement proceedings regarding alleged violations of the securities laws as a result of disclosures made in relation to certain asset-backed certificate offerings. Led by the ‘intelligent, thoughtful, calm and intellectually robust’ Samuel Seymour and Sharon Nelles, the team represents ratings agency Moody’s in several matters including in relation to investigations regarding the methodology it used and fees charged for rating RMBS and CDOs. Notably the team has also concluded a number of long-running matters for clients on favorable terms. On behalf of Barclays Bank, it reached settlements with the various agencies investigating potential OFAC violations. In reaching a deferred prosecution agreement, the US authorities recognized the banks substantial co-operation during the investigation into its payment practices. The firm also reached a settlement on behalf of ENI with the DOJ and SEC concluding an FCPA investigation spanning several years and involvement with prosecutorial authorities in more than five countries. Although instructions from corporations account for the majority of the group’s matters, it does from time to time pick up some high-profile mandates from executives, as is illustrated by its representation of the former CEO of a public company and a major financial institution in ongoing investigations of insider trading relating to the Galleon Group. Steven Peiken led on this matter and is one of nine former federal and state prosecutors within a group that also includes the ‘personable and engaging’ Nicolas Bourtin and ‘outstanding’ Karen Patton Seymour.

Within Antitrust, tier 4

Sullivan & Cromwell LLP’s solid, stable litigation team is ‘able to deliver when you have critical matters’, and possesses the breadth of experience to see a case through from beginning to end. This team works closely with the corporate practice, enabling it to become more accustomed to its clients’ businesses from the outset, creating a ‘very responsive’ service that is ‘attentive to strategic needs’. The firm fields antitrust teams in New York and three other US offices, as well as London and Brussels, providing the platform for handling global merger clearances and cartel investigations. New York-based Yvonne Quinn has been at the forefront of some of the firm’s most significant merger transactions, including advising Barclays Bank plc on its $15.2bn sale of Barclays Global Investors to BlackRock. Daryl Libow in Washington DC acted for British Airways regarding its $7.5bn tie-up with Iberia. In New York, Steven Holley advised Alcon on Novartis’ $12.9bn acquisition of Nestlé’s remaining shares in Alcon to conclude a multi-stage deal in which Novartis ultimately acquired all of Alcon for $49.7bn. Other highlights included acting for British Airways in the air cargo investigation and related class actions, and defending JPMorgan as one of the banks against which over 35 complaints have been filed regarding a monopoly on silver futures.

Within M&A: mega-deals ($5bn+), Sullivan & Cromwell LLP is a first tier firm,

Sullivan & Cromwell LLP is ‘creative, timely, responsive and professional. Its lawyers are superlative in all regards. The firm does superb work and is cutting edge in terms of creativity’. Recent highlights include advising Bucyrus International on its $8.6bn acquisition by Caterpillar, acting for Kinross Gold Corporation (Canada) in its $7.2bn acquisition of Red Back Mining, and assisting BP as global coordinating counsel in its entering into several agreements to sell upstream assets in the US, Canada and Egypt to Apache Corporation for an aggregate value of $7bn. Other highlights included representing American International Group in its $15.5bn sale of American Life Insurance Company to MetLife and acting for British Airways in its pending $7.5bn merger with Iberia Lineas Aereas de España. In representations of financial advisors, the firm advised Goldman Sachs as financial advisor to PLUS Expressways (Malaysia) in its pending $7.3bn acquisition by UEM Group (Malaysia) and The Employees Provident Fund of Malaysia, and acted for Lazard Freres as financial advisor to SAP (Germany) in its $5.3bn merger with Sybase. Frank Aquila in New York is ‘incredibly responsive and an excellent team member on complex deals. He is also a superb negotiator and a sound and pragmatic counselor, working hard to develop sensible options’. Robert Delamater in New York is ‘exceptionally thoughtful and brilliant at handling clients’. For one client, M&A managing partner Joseph Frumkin is ‘as fine an M&A lawyer as there is on the planet, and I’ve seen all of the best ones. I would not think of doing a deal without him’. Melissa Sawyer ‘ably assists’, while Los Angeles partner Alison Ressler, and James Morphy and Keith Pagnani in New York are also key contacts. Senior chairman H Rodgin Cohen is a leading individual.

Within Private equity buyouts, tier 4

As one of Wall Street’s elite firms, Sullivan & Cromwell LLP represents some of the most active players in the private equity industry including Apollo, Ares, CVC Capital Partners, Rhône Capital and Silver Lake Partners. The firm has also completed bulge-bracket deals on behalf of JC Flowers & Co and Warburg Pincus. In July 2010, the firm represented Colony Capital on its $1bn acquisition (alongside General Atlantic) of First Republic Bank from Bank of America Corporation. Later in the year, it advised Warburg Pincus on its $139m investment in Sterling Financial. On the sell side, the firm represented NBTY on its $3.8bn acquisition by Carlyle. The team also benefits from having a powerful leveraged finance group, as well as strong antitrust and regulatory expertise. The firm’s senior chairman Rodgin Cohen and New York-based Mitchell Eitel are renowned for their expertise in financial institutions investments and buyouts. Los Angeles-centered Alison Ressler and New York’s Richard Pollack co-head the private equity group.

Within Real estate, Sullivan & Cromwell LLP is a first tier firm,

Sullivan & Cromwell LLP’s dynamic real estate group fields ten partners and is suitably equipped to move with changing market conditions. Operating from New York, Washington DC and California, the team has been busy advising on sovereign wealth fund transactions, forming real estate opportunity funds and acquiring real estate advisory companies. The practice’s expertise encompasses debt restructuring, acquisitions and dispositions, and distressed and strategic debt purchases as well as capital markets and funds work. The highly regarded Joseph Shenker and Anthony Colletta worked alongside Hydee Feldstein to advise Apollo Global Real Estate, one of the lead mezzanine debt holders, on the mortgage and mezzanine CMBS debt restructuring of Hilton Worldwide. Colletta and Arthur Adler represented Goldman Sachs, as the junior debt holder, on the workout of debt secured on the Planet Hollywood resort and casino in Las Vegas. On the borrower front, the firm represented the Mara and Tisch families on refinancing part of the debt on the $1.6bn joint venture development project for New Meadowlands Stadium. The team acted for Pershing Square and Fairholme Funds on their $3.8bn joint venture investment in General Growth Properties to facilitate its emergence from bankruptcy. Adler also led a team that represented Toys “R” Us on its two public issuances of an aggregate $2bn secured and unsecured high-yield bonds involving 488 properties. Other representations included acting for key client Vornado Realty Trust on its sale of $660m worth of ten-year mortgage notes in a single-issuer securitization, with 40 Midwest shopping centers as collateral. The firm also successfully defended Vornado in litigation against Donald Trump regarding the sale of Manhattan’s Riverside South properties.

Within Domestic tax: East Coast, Sullivan & Cromwell LLP is a second tier firm,

Sullivan & Cromwell LLP’s 12-partner New York-based tax practice group provides ‘excellent service, completely on a par with other leading US tax firms’. Clients note that some lawyers in the firm can be rather less aggressive in their advice than others. Department chair Andrew Solomon and Andrew Mason are ‘both outstanding in all respects’. The lightly leveraged group, praised for high-partner contact, works closely with the firm’s corporate, restructuring and other general practice teams, assisting in the most complex national and cross-border transactions, as well as offering tax planning services. The department is very active in the private equity sector, and also has considerable expertise in the finance and insurance industries, and in complex restructuring. In recent major instructions, Solomon provided tax advice for Fiat in connection with its strategic alliance with, and investment in, Chrysler Group, and the subsequent creation of ‘new Chrysler’. Mason advised Fairholme Capital Management and Pershing Square Capital Management as lead counsel on bankruptcy and investment matters in the injection of $4bn in new equity capital in General Growth Properties. Other recommended lawyers in New York include Ronald Creamer, noted for his expertise in corporate finance and investment banking, who advised Cablevision Systems in its $1.3bn spin-off of Madison Square Garden, and David Spitzer, an expert in real estate, private equity, and partnership transactions. The firm has acted for AT&T, Pitney Bowes, Royal Bank of Canada and Rio Tinto.

Within Employee benefits and executive compensation, Sullivan & Cromwell LLP is a third tier firm,

Sullivan & Cromwell LLP’s 20-strong executive compensation and benefits practice is substantially housed in New York, with just one special counsel based in Washington DC. The group advises on transactions and post-merger arrangements, implementation of new plans, and evaluation of future benefit plan liabilities as well as the design and implementation of tax-qualified employee benefit plans, and advises on related compliance and fiduciary matters. Recommended lawyers include Max Schwartz, the co-managing partner of the practice, and Marc Trevino, the second co-chair. Andrew Mason, who is also a member of the tax practice group, is recommended for individual executive instructions. Recent complex instructions include advising AIG in connection with its $15.5bn sale of ALICO to MetLife, and its $35.5bn sale of AIA Group to Prudential The practice group has advised AIG, AT&T, Cablevision, Collective Brands, Eastman Kodak and Goldman Sachs.

Within Financial products, Sullivan & Cromwell LLP is a second tier firm,

Sullivan & Cromwell LLP’s New York tax practice advises in instructions of the greatest complexity and assisted AIG in its $85bn emergency financing arrangements with the Federal Reserve Bank of New York and US Treasury. Key partners in the financial products team are Ronald Creamer, recommended for his work in derivative taxation, and David Hariton, who includes expertise in financial instruments within a truly impressive practice. Clients include AXA, Barclays, Morgan Stanley, and the Securities Industry and Financial Markets Association.

Within International, Sullivan & Cromwell LLP is a second tier firm,

Sullivan & Cromwell LLP’s highly rated New York-based tax practice group works closely with lawyers in the firm’s other offices, and has particularly close links with London and Paris, which allows effective co-operation in complex cross-border instructions. In a recent example of seamless international teamwork, David Spitzer worked with a London tax partner to advise Apollo Global Management in its acquisition, with British CVC Capital Partners, of Dutch Brit Insurance Holdings NV, and Ronald Creamer, again working with the London team, provided tax counsel to Aquiline Capital Partners in the acquisition of Conning & Company and its affiliated businesses in the United Kingdom and Ireland from Swiss Re. Andrew Solomon, the managing partner of the firm’s global tax practice divides his time between London and New York. Other clients include Rio Tinto, Electricité de France, Apollo Global Management, and Fiat and Chrysler Group.

Within Tax controversy, Sullivan & Cromwell LLP is a third tier firm,

Sullivan & Cromwell LLP’s ‘world class responsiveness and client service combine with deep technical knowledge, practical experience and insight’. Washington DC-based head of controversy Donald Korb, former Chief Counsel of the IRS, has ‘unparalleled experience and knowledge in tax controversy work’. The firm’s strategy of targeting UK and French multinationals in need of stalwart representation has been highly successful, current instructions include the representation of a European company in an IRS examination involving a debt/equity issue with over $2bn in potential tax liability, and advising another European company in an IRS examination involving a worthless stock deduction with over $10bn at stake. Diana Wollman in the New York office is also recommended.