The Legal 500

Twitter Logo Youtube Circle Icon LinkedIn Icon

Sullivan & Cromwell LLP

125 BROAD STREET, NEW YORK 10004-2498, USA
Tel:
Work +1 212 558 4000
Fax:
Fax +1 212 558 3588
Email:
Web:
www.sullcrom.com

Top-tier Firm rankings

Firm Rankings

Top-tier Firm rankings

Firm Rankings


United States: Antitrust

Civil litigation/class actions
Civil litigation/class actions - ranked: tier 4

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s lawyers are noted for their broad-ranging antitrust expertise, which spans merger matters, criminal investigations and all types of litigation. Financial services is a real sector strength, as demonstrated by the fact that a cross-office team of New York and Washington DC attorneys led by David Braff, Amanda Flug Davidoff, practice co-head Yvonne Quinn and Penny Shane is representing multiple banks, including Barclays and Goldman Sachs, in the many class actions filed against primary dealers in the US treasuries market alleging a conspiracy to manipulate prices. In Los Angeles, Robert Sacks is defending BP in an MDL alleging that several oil companies participated in a conspiracy to manipulate the price of Brent crude oil and Brent crude oil futures by providing fixed pricing information to a publisher of benchmark price assessments.

[back to top]

Merger control
Merger control - ranked: tier 2

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP shows ‘commercial understanding’ and brings ‘real strength of experience in US merger requirements’. Operating out of offices in New York, Washington DC, Los Angeles and Palo Alto, the team handles matters in all areas of antitrust. In the merger clearance arena, Steven Holley represented Kraft in its merger agreement with Heinz, a transaction worth $55bn. He also acted for Alcatel-Lucent in its acquisition by Nokia. Yvonne Quinn assisted Bright House Networks in its pending three-way merger agreement with Charter Communications and Time Warner Cable in order to create an $80bn cable company.

[back to top]

United States: Dispute resolution

Appellate
Appellate: Supreme Court (federal and state) - ranked: tier 3

Sullivan & Cromwell LLP

Appellate: courts of appeals - ranked: tier 3

Sullivan & Cromwell LLP

The highly reputable Jeffery Wall in Washington, DC, leads Sullivan & Cromwell LLP’s ‘pragmatic, responsive and client-focused’ team, which had a strong year doing ‘excellent work’. Robert Giuffra and Garrard Beeney are acting for the plaintiff in a US Supreme Court case, Stryker v Zimmer, which concerns damages awards for patent infringement; arguments are set for February 2016. In addition to its IP focus, the firm has a strong financial services practice, and successfully represented Banco Central de la Republica Argentina in a Second Circuit appeal; Joseph Neuhaus led the advice. Other clients include Standard Chartered Bank, JPMorgan Chase and BP.

[back to top]

Financial services: litigation
Financial services: litigation - ranked: tier 1

Sullivan & Cromwell LLP

The team at Sullivan & Cromwell LLP employs a generalist approach, ensuring it can be nimble when dealing with disputes requiring overlapping subject matter knowledge and can be retained by clients across many different forums including government investigations/enforcement actions and private litigation. The team is regularly engaged in many of the highest-profile disputes in the market including defending Barclays in global investigations relating to alleged Forex and ISDAFIX market manipulation. David Braff led this work for Barclays, which recently resulted in the settlement of both investigations. Jeffrey Scott has also secured a number of recent successes for Barclays in cases brought against the bank arising out of high-frequency traders’ actions in its dark pools, or private securities exchanges. Former government lawyer Robert Giuffra is very well regarded across a raft of major commercial disputes including high-stakes financial matters. In a closely watched case by the banking industry, he recently represented the New York Bankers Association in obtaining a federal court order striking down as unconstitutional the New York City’s Responsible Banking Act. The ‘practical and pragmatic’ white-collar partner Karen Seymour is noted for her ‘intuitive sense of when to push back and when to concede on points before the regulator’, a trait which has served her in good stead, particularly when acting for banks facing probes into alleged economic sanctions breaches. Sharon Nelles and Richard Klapper are also recognized for their expertise handling complex financial services disputes and have both been pivotal to the firm’s successful track record defending clients in RMBS cases.

Leading lawyers

Richard Klapper - Sullivan & Cromwell LLP

[back to top]

General commercial disputes
General commercial disputes - ranked: tier 1

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP acts for blue chip companies and leading financial institutions, and was retained by a number of new clients in 2015 in the automotive, energy and financial services sectors. Barclays remains a major client for David Braff; recent cases include a LIBOR-related individual action alleging false advertising and federal antitrust violations; in January 2015, the court granted Barclays’ motion for summary judgment and dismissed the case. Key litigator Robert Giuffra’s recent caseload includes the successful representation of Cablevision and its board of directors in a shareholder derivative suit filed in the Delaware Court of Chancery. Other recent successes for the department include its work for BP in securities fraud and derivative class actions stemming from the Deepwater Horizon oil spill, where Richard Pepperman II and Daryl Libow had key roles. Sharon Nelles’ practice takes in civil and regulatory investigations and litigation; her clients include Moody’s, Standard Chartered and JPMorgan Chase.

Leading lawyers

Richard Pepperman II - Sullivan & Cromwell LLP

[back to top]

International arbitration
Leading lawyers

Joseph Neuhaus - Sullivan & Cromwell LLP

[back to top]

International litigation
International litigation - ranked: tier 3

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP regularly handles matters involving international trade issues, in particular the defense of organizations and individuals facing anti-money-laundering investigations and anti-corruption allegations. New York-based Nicolas Bourtin frequently represents non-US companies and individuals in connection with US investigations related to accounting fraud, antitrust, insider trading, money laundering, and securities and tax fraud. Darrell Cafasso, also in New York, litigates for multinationals and financial institutions in complex commercial cases related to securities law, ERISA, employment, consumer financial products and contracts. Theodore Edelman, who splits his time between New York and London, counsels corporate clients on disputes related to commercial contracts, commercial banking, securities, insurance and annuities, intellectual property and M&A.

[back to top]

International trade
International trade - ranked: tier 4

Sullivan & Cromwell LLP

With seven former federal and state prosecutors within the firm’s criminal defense and investigations group, Sullivan & Cromwell LLP is ‘an excellent choice on global investigations’ and compliance relating to economic sanctions, AML and FCPA. A leader in the financial services industry, the firm has been involved in many of the most significant OFAC settlements for banking institutions in recent years, and has also assisted many of them with their ongoing economic sanctions and AML compliance procedures. Outside of the banking sector, the ‘practical and pragmatic’ Karen Seymour recently settled anti-corruption charges brought against Dallas Airmotive alleging that various employees made improper payments to foreign officials to secure lucrative government contracts in Latin America. Eric Kadel regularly handles CFIUS matters for clients across a range of sectors.

[back to top]

M&A: litigation: defense
M&A: litigation: defense - ranked: tier 2

Sullivan & Cromwell LLP

New York-based Brian Frawley and veteran litigator John Hardiman coordinate Sullivan & Cromwell LLP’s practice with Robert Sacks in Los Angeles. The firm is ‘at the forefront of M&A transactions and litigation’. In one of the most high-profile cases in recent years, Sacks represented a special committee of directors of Dole Foods and persuaded the court in California to stay litigation against the company’s going-private deal in favor of Delaware, where the Chancery Court denied a motion for expedition and dismissed claims against the special committee. Sacks and Frawley also advised Valeant Pharmaceuticals against claims of disclosing inside information about its $55bn attempted takeover of Allergan. Hardiman’s highlights included representing Harris Corporation in a class action in Indiana concerning its $4.56bn merger with Exelis. Respected appellate and trial lawyer William Monahan in New York is also recommended.

[back to top]

Securities litigation - defense
Securities litigation - defense - ranked: tier 1

Sullivan & Cromwell LLP

Sullivan & Cromwell LLPhas decades of experience in the securities business and a blue-chip client base to its litigation practice’. The practice is overseen by New York-based David Braff, who focuses on banking and securities matters. The team has taken a lead role in the new wave of high-frequency trading litigation, and Jeffrey Scott secured the dismissal of a dark pool-related MDL against Barclays. Braff also advised Barclays on multiple investigations into alleged manipulation of the forex and ISDAFIX financial benchmarks. Robert Giuffra’s highlights included securing the dismissal of a shareholder derivative suit for Cablevision. Richard Klapper reached a favorable settlement for Goldman Sachs in RMBS litigation brought by the Federal Housing Finance Agency (FHFA). Sharon Nelles represented JPMorgan in the FHFA’s RMBS litigation and was appointed by 12 financial institutions to lead their joint defense of RMBS and LIBOR claims. Richard Pepperman II and Washington DC-based Daryl Libow defended BP against claims of negligent misrepresentation arising out of the Deepwater Horizon oil spill. Robert Sacks in Los Angeles is one of California’s leading securities litigators.

Leading lawyers

Robert Giuffra - Sullivan & Cromwell LLP

Sharon Nelles - Sullivan & Cromwell LLP

[back to top]

White-collar criminal defense
White-collar criminal defense - ranked: tier 1

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s numerous financial sector clients include Goldman Sachs, Wells Fargo, JPMorgan Chase and Barclays. David Braff, Alexander Willscher and the ‘excellentKaren Patton Seymour represented Barclays in a forex-related investigation headed by the DOJ that resulted in a settlement. Patton Seymour also represented Dallas Airmotive in an FCPA investigation. Highlights for Washington DC’s Daryl Libow included representing BP in a series of suits relating to the Deepwater Horizon oil spill; agreements in principle were reached in July 2015 to settle all federal and state claims arising from the event. Samuel Seymour, Nicolas Bourtin and Steven Peikin are also key members of the New York-based team.

Leading lawyers

Karen Patton Seymour - Sullivan & Cromwell LLP

Samuel Seymour - Sullivan & Cromwell LLP

[back to top]

United States: Finance

Capital markets: debt offerings
Capital markets: debt offerings - advice to issuers - ranked: tier 1

Sullivan & Cromwell LLP

Capital markets: debt offerings - advice to managers - ranked: tier 1

Sullivan & Cromwell LLP

The ‘outstanding’ team at Sullivan & Cromwell LLP is hailed for its depth and consistency of quality: ‘from partners to associates it delivers excellent service.’ A notable highlight in 2015 was acting as designated underwriters’ counsel in relation to AT&T’s $17.5bn notes offering, the third largest corporate bond deal ever. The ‘very reasonablePatrick Brown led on that matter. Brown is based in Los Angeles, but most other key members of the group are based in New York, including Robert Downes who advised the Building Materials Corporation of America on its $1.1bn senior notes offering and John Estes who handled Cheniere CCH HoldCo II’s $1bn offering of secured payment-in-kind (PIK) convertible notes. New York-based Robert Buckholz and David Harms are also highly regarded; Buckholz advised the underwriters on two offerings by Becton Dickinson, including an exchange offer, and Harms assisted the underwriters with two offerings by United Technologies.

Leading lawyers

Robert Downes - Sullivan & Cromwell LLP

[back to top]

Capital markets: equity offerings
Capital markets: equity offerings - advice to issuers - ranked: tier 2

Sullivan & Cromwell LLP

Capital markets: equity offerings - advice to managers - ranked: tier 1

Sullivan & Cromwell LLP

Based in New York, Sullivan & Cromwell LLP’s team continues to attract high-value mandates across a wide range of sectors, and has recently handled matters for companies in the automotive, pharmaceutical and financial services industries. A cross-practice group led by Palo Alto-based John Savva advised Valeant Pharmaceuticals on its $1.5bn offering of common shares as part of its $15.8bn acquisition of Salix Pharmaceuticals. Other key highlights included Robert Downes assisting Citigroup and JPMorgan with the $674m IPO of Newmont Mining, and acting for Ferrari and Fiat Chrysler regarding Ferrari’s $9.8bn IPO, part of its separation from its parent company. Scott Miller led the latter transaction, with Davis Wang handling the tax-related aspects of the deal. BNY Mellon, Goldman Sachs and NorthStar Realty Finance are also clients. Leading figure Robert Buckholz is another name to note.

Leading lawyers

Robert Buckholz - Sullivan & Cromwell LLP

[back to top]

Capital markets: global offerings
Capital markets: global offerings - advice to corporates - ranked: tier 1

Sullivan & Cromwell LLP

Capital markets: global offerings - advice to financial institutions - ranked: tier 1

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s capital markets team assists issuers across a wide array of industries with global offerings related to acquisitions, business expansions and debt restructurings. Some of the many such mandates received in 2015 include Christopher Mann advising the Republic of Paraguay on its Luxembourg Stock Exchange-listed $280m bond offering, and Scott Miller assisting Ferrari, and its parent company Fiat Chrysler Automobiles (FCA), with its $982m IPO, which represents the first step in the separation of Ferrari from FCA. On the financial institutions side, the group acted for a consortium of underwriters, including RBC Capital Markets and Scotia Capital among others, on a $1bn SEC-registered offering of global debentures series GM by the Province of Manitoba and also assisted El Salvadoran Banco Agrícola with its $300m Rule 144A/Regulation S senior notes offering. The diverse client roster includes Concordia Healthcare, Ecopetrol, Citigroup and Deutsche Bank. Robert Buckholz and Robert Downes are other names to note. All attorneys mentioned are based in New York, although the US practice also has capital market experts located in Palo Alto and Los Angeles.

[back to top]

Capital markets: high-yield debt offerings
Capital markets: high-yield debt offerings - advice to issuers - ranked: tier 2

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s practice in the high-yield arena is weighted towards the issuer side, but it certainly has a presence on the bank side too. Recent examples include Robert Downes advising the initial purchasers on a $600m Rule 144A/Regulation S notes offering by PPL Energy Supply and Robert Buckholz acting for the joint book-running managers on a $300m registered offering by electronic security company ADT. The firm has specific industry knowledge in, among other areas, energy, mining, healthcare and industrial goods, which is evident in some of its recent issuer-side engagements, such as assisting Concordia Healthcare with a $735m Rule 144A/Regulation S offering to part finance its acquisition of the commercial assets of Covis Pharma. John Estes played a key role in that, as he did in the advice to Fortescue Metals in a balance sheet restructuring involving a $2.3bn Rule 144A/Regulation S offering. Palo Alto-based John Savva is another name to note; he handled CNH Industrial Capital’s $600m Rule 144A/Regulation S offering.

[back to top]

Commercial lending
Commercial lending: advice to borrowers - ranked: tier 4

Sullivan & Cromwell LLP

An exceptional reputation for corporate matters ensures Sullivan & Cromwell LLP receives a raft of high-profile mandates from major borrowers. The team, which is primarily based in New York but also includes Dennis Sullivan in the firm’s Washington DC office, grew from within in January 2016 with the promotion of Ari Blaut to partner. The practice, which dovetails with the firm’s market-leading capital markets team, advised Concordia Healthcare on financing related to its acquisition of Covis’ drug portfolio, which included a $575m term loan and a $125m revolving loan, as well as, on the capital markets side, an offering of unsecured senior notes; John Estes led the advice. Other highlights included Robert Downes and Robert Reeder advising MSG Networks on financing the spin-off of its sports and entertainment business.

[back to top]

Financial services: regulatory
Financial services: regulatory - ranked: tier 1

Sullivan & Cromwell LLP

The ‘outstanding’ team at Sullivan & Cromwell LLP provides the ‘highest level of business acumen and industry knowledge related to financial service regulatory matters’, and has ‘excellent relationships with the regulators’. The ‘indefatigableRodgin Cohen has ‘unmatched bank regulatory experience’ and continues to be involved in many of the most significant mandates in the industry including acting for General Electric on the sale of most GE Capital assets. Cohen also advised CIT Group on its $3.4bn acquisition of OneWest and IMB Holdco; notably, this was the first transaction since Dodd-Frank in which two bank holding companies combined to form a new SIFI. ‘Knowledgeable’ financial services M&A expert Mitchell Eitelunderstands the issues from a client’s perspective’, and as well as being involved in the aforementioned deal, he also recently advised Bankia of Spain on the $883m sale of its US bank affiliate to BCI of Chile. The group also handles a raft of standalone advisory work across the spectrum of issues affecting financial services entities including Volcker rule and resolution planning matters. Co-head of the alternative investment management group, Whitney Chatterjee has been particularly active advising clients in the asset management space on Volcker rule issues, both from a standalone advisory perspective as well as from a strategic transactional viewpoint. Other recommended partners include Elizabeth Davy, who is a market leader in anti-money laundering (AML) and OFAC sanctions compliance matters; Camille Orme, who specializes in the interplay of US and non-US regulatory changes; the ‘excellentMichael Wiseman, whose broad-ranging practice encompasses M&A, compliance and enforcement; and Donald Toumey, who provides ‘outstanding business and commercial advice’ across a range of matters including bank M&A.

Leading lawyers

Rodgin Cohen - Sullivan & Cromwell LLP

[back to top]

Project finance
Project finance: advice to sponsor - ranked: tier 1

Sullivan & Cromwell LLP

John Estes, Sergio Galvis, Christopher Mann and Inosi Nyatta, all based in Sullivan & Cromwell LLP’s New York office, were particularly busy in 2015. Maintaining its impressive track record in sponsor-side work, the team advised Cheniere Energy on the financing of Cheniere’s Corpus Christi LNG export project in Texas. As well as securing a seven-year senior secured term loan worth $11.5bn, the team assisted Cheniere CCH HoldCo II, a Cheniere subsidiary, with the issuance of $1bn-worth of secured PIK convertible notes. On top of the debt financing, the project, which includes three liquefaction trains, required $2.76bn-worth of equity financing, which the team helped Cheniere secure in the form of convertible notes. Of counsel Frederic Rich, another active member of the group, worked alongside Nyatta on some notable matters, including advising Cameron LNG on securing a commercial loan with an uncommonly long tenure of 16 years. The loan was for Cameron LNG’s proposed $10.6bn extension of the liquefaction export capabilities of a regasification import facility in Hackberry, Louisiana. The two attorneys also continued to act for the Australia Pacific LNG project company in relation to its $20bn LNG project on Curtis Island, Queensland, securing an $8.5bn loan facility to further the development. The group also worked on several Latin American projects, with Estes assisting Minera Escondida with securing a $500m loan to expand the Escondida copper project, the world’s largest copper mine by reserve. Werner Ahlers is another name to note.

[back to top]

United States: Industry focus

Energy transactions: conventional power
Energy transactions: conventional power - ranked: tier 2

Sullivan & Cromwell LLP

The team at Sullivan & Cromwell LLP acted on several very large energy transactions throughout 2015, including Joseph Frumkin, Scott Crofton and special counsel Tia Barancik’s advice to UIL Holdings Corporation on its $3bn acquisition by Iberdrola USA. In other highlights, Frumkin, Barancik and Audra Cohen advised Pepco Holdings on its proposed $6.8bn acquisition by Exelon Corporation, and the team assisted Repsol with its $12.9bn purchase of Talisman Energy.

Leading lawyers

Joseph Frumkin - Sullivan & Cromwell LLP

[back to top]

Energy transactions: oil and gas
Energy transactions: oil and gas - ranked: tier 2

Sullivan & Cromwell LLP

At Sullivan & Cromwell LLPJoseph Frumkin, Scott Crofton and special counsel Tia Barancik advised UIL Holdings Corporation on its $3bn acquisition by Iberdrola USA. George Sampas acted for Remy International on its $1.2bn acquisition by BorgWarner. The team also assisted American Energy Permian Holdings with its $4.25bn purchase of oil and gas assets in West Texas and Ohio.

[back to top]

Environment: transactional
Environment: transactional - ranked: tier 2

Sullivan & Cromwell LLP

Led from New York by Matthew Brennan and Mark Rosenberg, the environmental practice at Sullivan & Cromwell LLP advises on commercial transactions for a wide variety of companies, including those in the environmentally sensitive areas of manufacturing, chemical production, petroleum and mining. The advice includes assessing environmental liabilities, preparing environmental policy statements and compliance programs, and obtaining reimbursement for losses under applicable indemnities and insurance policies. In a recent matter, a team led by Brennan were involved in reviewing the environmental aspects of the high-profile merger of between its client Kraft Foods and Heinz. The team also advised Bayer in its acquisition of the consumer care business of Merck. The advice included the assessment and analysis of the environmental liabilities and risks associated with past operations and current compliance at numerous facilities around the world. Other clients include Ontario Teachers’ Pension Plan, BP and newly retained Canadian Pacific Railway.

Leading lawyers

Matthew Brennan - Sullivan & Cromwell LLP

[back to top]

Insurance: non-contentious
Insurance: non-contentious - ranked: tier 1

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s transactional expertise covers M&A, financings, restructurings, regulatory advice and reinsurance deals on a national and international scale, where it advises insurers, agents, brokers and reinsurance intermediaries. William Torchiana is global coordinator of the firm’s non-contentious insurance practice, and recently led advice to Allianz in its agreement to sell the Fireman’s Fund US personal lines insurance business to ACE for $365m. Marion Leydier is deputy coordinator, and worked with Robert Reeder on AIG’s $7.6bn senior note offering. Leydier, Rodgin Cohen and Andrew Gerlach also advised ACE on a $28.3bn agreement to acquire Chubb. Stephen Kotran, who leads the insurance M&A team, advised Western World Insurance Group on its $690m sale to a subsidiary of Validus Holdings. Other clients include AXA, MetLife and Prudential. All lawyers mentioned are based in New York, and the firm also has regulatory experts based in Washington DC.

Leading lawyers

Stephen Kotran - Sullivan & Cromwell LLP

William Torchiana - Sullivan & Cromwell LLP

[back to top]

Sport
Sport - ranked: tier 3

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s team has maintained its association with the Atlanta Hawks throughout the various ownership lifecycles and has occupied unique positions on the buy- and sell-side of various transactions. Following the firm’s advice in 2014 on the purchase of a minority interest in the franchise, it was instructed in 2015 to assist with the sale and partial rollover of the same interest, while simultaneously handling ATL Investco’s acquisition of the Atlanta Hawks. Ivan D Deutsch and firm chairman Joseph C Shenker, both of whom are based in New York, are part of a team that is advising the Office of the Commissioner of Baseball on corporate restructuring and governance matters.

[back to top]

United States: Investment fund formation and management

Alternative/hedge funds
Alternative/hedge funds - ranked: tier 5

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s work for sponsors includes fund formation and structuring, capital raising, restructurings, and regulatory and compliance advice. Whitney Chatterjee and Gary Israel jointly lead the group, which advises clients including AQR, Citadel and Brown Brothers Harriman, among others. Recent highlights include advising several US hedge fund managers on restructuring their worldwide entities, and advising York Capital Management Global Advisers LLC on various partnership matters.

[back to top]

United States: Labor and employment

Employee benefits and executive compensation
Employee benefits and executive compensation - ranked: tier 1

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP advises corporates on the executive compensation aspects of transactions, as well as negotiating executive remuneration packages for companies and executives. In recent work highlights, Marc Trevino acted for Alcaltel-Lucent during its purchase of Nokia, and Matthew Friestedt, who leads the firm’s executive compensation M&A team, assisted AT&T with the purchase of DirecTV. Washington DC-based special counsel Rebecca Coccaro is also involved in many of the firm’s key deals. In the executive entries and exits space, Trevino advised William Erbey, the former chairman of Ocwen Financial, on his exit from the company, while Friestedt advised Joshua Sapan on his appointment as CEO of AMC Networks. The firm also assists BNY Mellon, Chrysler and Cablevision with day-to-day plan governance and regulation matters. Other than Coccaro, all named lawyers are located in New York.

Leading lawyers

Marc Trevino - Sullivan & Cromwell LLP

Matthew Friestedt - Sullivan & Cromwell LLP

[back to top]

Labor and employment disputes (including collective actions): defense
Labor and employment disputes (including collective actions): defense - ranked: tier 4

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s ‘outstanding’ practice is adept at handling complex discrimination cases, senior executive transition and retention issues, and restrictive covenant cases involving non-compete, non-solicitation and trade secret claims as well as issues concerning the forfeiture of stock awards. The team also has experience in FLSA classification and other wage and hour matters. In New York, department head Theodore Rogers is ‘highly rated’ alongside litigator Robin Fessel. The practice continued to represent Goldman Sachs in a major gender discrimination class action involving allegations of women receiving less pay and fewer promotions than their male counterparts. The motion for class certification was denied on recommendation by Magistrate Judge James Francis in 2015 and is pending review in the District Court.

[back to top]

United States: M&A/corporate and commercial

Corporate governance
Corporate governance - ranked: tier 1

Sullivan & Cromwell LLP

On behalf of its many high-profile corporate clients, Sullivan & Cromwell LLP assists in relation to shareholder activism, compliance issues, and various unique governance challenges. The firm also has a strong track record in litigation and investigations. The coordinators of the corporate governance practice are Rodgin Cohen, Marc Trevino and Glen Schleyer, all of whom are based in New York. Highlights included advising Apollo Global Management and CVC Capital Partners on shareholder activism surrounding their acquisition of Brit Insurance Holdings and assisting Teva Pharmaceuticals in connection with an attempted unsolicited takeover of Mylan, which was not completed. The firm also assisted Microsoft and Ralph Lauren with the appointments of their respective CEOs. Other clients include Abercrombie & Fitch, AT&T and American Express.

[back to top]

M&A: large deals ($1bn+)
M&A: large deals ($1bn+) - ranked: tier 1

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP has a ‘long roster of industrial and Fortune 100 company clients’ and an ‘extremely strong presence in the banking sector’. It is very much associated with large-scale transactions, regularly working on behalf of both longstanding blue-chip clients and newly acquired clients. As an example of the latter, it advised Israel’s Teva Pharmaceuticals on its $40.5bn acquisition of Allergan’s global generics business. In other marquee deals, the firm advised Kraft Foods on its $55bn merger with Heinz, and assisted AT&T with its $67bn acquisition of DirecTV, a transaction with a significant Latin America component. The firm has an outstanding reputation for financial institutions M&A, but it is also active in deals in the healthcare, telecoms, consumer products and energy sectors. In a key insurance sector deal - one of the largest financial institutions deals since the financial crisis - the firm represented ACE in its $28.3bn acquisition of Chubb; Rodgin Cohen was lead partner on the deal. New York’s Francis Aquila is a ‘constructive problem solver’ and ‘intense about keeping up with everything’; he is noted for his record in the consumer products sector and was the lead partner on the Kraft Foods deal. Joseph Frumkin is ‘very impressive’ and was the lead partner on the AT&T and Teva Pharmaceuticals transactions. Matthew Hurd and Keith Pagnani have built estimable reputations for deals in the pharmaceuticals and life sciences sectors. Los Angeles-based Alison Ressler is one of the biggest names on the West Coast for M&A deals.

Leading lawyers

Frank Aquila - Sullivan & Cromwell LLP

Joseph Frumkin - Sullivan & Cromwell LLP

Rodgin Cohen - Sullivan & Cromwell LLP

[back to top]

Overview

With transaction values and volume at their highest-ever levels, 2015 was a banner year for M&A. It was a year when strategic corporates grabbed the headlines in place of private equity houses, which were comparatively quiet in bulge-bracket deals. Global M&A reached a record $4.28tn - a 30% increase on 2014, according to Mergermarket. The US was at the center of this M&A phenomenon. The US accounted for 46.2% of global M&A activity, with 4,786 deals valued at a combined $1.97tn. A headline example of this interest in doing deals was Heinz’s $60bn merger with Kraft Foods, a transaction that brought in the expertise of Cravath, Swaine & Moore LLP, Sullivan & Cromwell LLP and Kirkland & Ellis LLP. In a major development in 2016, Pfizer terminated its $160bn proposed acquisition of Allergan, following new rules introduced by the US Treasury to curtail the tax benefits of inversion transactions. After a string of such deals in the last few years, inversions may have had their day.

[back to top]

Private equity buyouts
Private equity buyouts - ranked: tier 4

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP is best known as an M&A powerhouse, as opposed to a leader in private equity, but its supreme standing in the transactional sphere generally ensures a steady stream of work from numerous high-profile clients in this sector, including the likes of Ares Capital, CVC, The Carlyle Group and Apollo. A huge advantage the firm has over many of its competitors is its global reach, which enables the group to handle large cross-border deals. For example, it advised Lion Capital on its takeover of Spence Diamonds. It also continues to represent Rhône Capital in various transactions. Richard Pollack and George Sampas are the key contacts in New York, while Alison Ressler in Los Angeles is a key figure on the West Coast. Rita-Anne O’Neill is recommended.

[back to top]

United States: Real estate and construction

Real estate
Real estate - ranked: tier 1

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s ‘blue-chip’ practice, which services key clients such as Goldman Sachs and Vornado Realty Trust, is hailed for being ‘outstanding for corporate transactional deals’. In one highlight, the team advised Christopher Cole and other executives on the $11.2bn acquisition of Cole Real Estate Investments by American Realty Capital Properties. The team was also active on numerous dirt and debt finance matters, including advising Lexington Building Co. on its $1.7bn sale of the Crown Building to General Growth Properties, and assisting Whitehall Street Real Estate Funds with the $1bn mortgage and mezzanine refinancing of its Equity Inns portfolio. A particular specialty of the practice is sports real estate and the team was busy in this respect on behalf of clients such as ATL Investco, the New York Giants and the New York Jets. Key players include practice head Robert Schlein, the ‘terrificArthur Adler and Anthony Colletta, all based in New York, and Los Angeles-based Alison Ressler. The team also draws on the experience of New York-based chairman Joseph Shenker.

Leading lawyers

Anthony Colletta - Sullivan & Cromwell LLP

Joseph Shenker - Sullivan & Cromwell LLP

[back to top]

United States: Tax

Financial products
Financial products - ranked: tier 1

Sullivan & Cromwell LLP

A force in the financial products area’, Sullivan & Cromwell LLP’s team has a deserved reputation for its advice on hedging transactions, equity monetization strategies, share repurchase programs and cross-border transactions, and is especially renowned for its work on tax matters relating to structured notes. ‘Expert in derivatives taxationRonald Creamer leads the team from the firm’s New York office. The team continued to advise on complex structured notes, including commodity, equity, interest rate and foreign currency-linked notes, for clients such as Wells Fargo, Barclays, Goldman Sachs and UBS. David Hariton and Jeffrey Hochberg are recommended. Other important clients include ACE Limited, Japan Airlines, Rio Tinto and The Madison Square Garden Company.

Leading lawyers

David Hariton - Sullivan & Cromwell LLP

[back to top]

International tax
International tax - ranked: tier 1

Sullivan & Cromwell LLP

The New York-based team at Sullivan & Cromwell LLP has considerable cross-border tax planning expertise, particularly in matters involving French and UK law. It is also experienced in the issuance of complex structured notes and has advised clients such as Barclays, Wells Fargo, Goldman Sachs and UBS. Department head Ronald Creamer advised Kraft on its $55bn merger with Heinz to create The Kraft Heinz Company. Davis Wang led tax advice to New Business Netherlands (to be renamed Ferrari NV) in its filing with the SEC related to the Ferrari IPO, and advised Teva Pharmaceutical Industries on its $40.5bn acquisition of Allergan’s generics business. The team also advised Fiat Chrysler Automobiles on several matters, including its establishment as the new holding company of the Fiat Chrysler Group, and several capital markets deals. The ‘knowledgeable team’ includes Andrew Solomon (‘experienced’), Andrew Mason, David Hariton and Eric Wang.

Leading lawyers

Andrew Solomon - Sullivan & Cromwell LLP

Davis Wang - Sullivan & Cromwell LLP

Ronald Creamer - Sullivan & Cromwell LLP

[back to top]

US taxes: contentious
US taxes: contentious - ranked: tier 3

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s ‘outstanding’ tax controversy practice draws its strength from its close cooperation with the firm’s litigation group, importing the methodologies employed in corporate controversies to tax disputes. The team, which is considered ‘extremely responsive and accurate’ with ‘very good judgment and expert knowledge’, has recently acted for Reed Elsevier (now RELX Group), Foundry Group and the US subsidiary of a UK bank. Practice head Donald Korb has 42 years’ experience in the field, including a tenure as chief counsel at the IRS. James Gadwood, who combines ‘knowledge and ability with outstanding customer service and interpersonal, financial, business and commercial skills’, is another name to note.

[back to top]

US taxes: non-contentious
US taxes: non-contentious - ranked: tier 2

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s ten-partner tax group was very active in capital markets and M&A deals in 2015. Head of the tax group Ronald Creamer assisted Advance/Newhouse Partnership in the three-way merger among its subsidiaries, Bright House Networks, Charter Communications and Time Warner Cable. David Hariton, who worked with Credit Suisse, Goldman Sachs and Wells Fargo in the past year, is recommended, as is Andrew Mason. Eric Wang rejoins the New York office as partner following a stint in the London tax office.

Leading lawyers

David Hariton - Sullivan & Cromwell LLP

Ronald Creamer - Sullivan & Cromwell LLP

[back to top]



Latin America: International firms

Banking and finance
Banking and finance - ranked: tier 2

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s relatively lean Latin America team has a huge reputation. Partners in the group are less specialised than in other firms, but are multi-skilled and frequently engaged in many of the most complex and challenging deals in the market. The firm often advises sovereigns and quasi-sovereigns on their debt transactions, refinancings and restructurings. It also represents a number of banks in the region in M&A, regulatory and crisis management issues. In addition, the firm has a much-celebrated sponsor-led project finance practice, especially in the oil-and-gas, infrastructure, and mining sectors. Clients include Bancolombia, Banco Santander, Bankia, Citigroup, Credit Suisse, Ecopetrol, Goldman Sachs and JP Morgan Securities. In February 2016, the firm represented Fiduciaria Bancolombia, as trustee of Fideicomiso PA Pacífico Tres, in a $380m project bond to finance the construction and improvement of toll roads in the Valle del Cauca region of Colombia; the financing formed part of the government’s 4G transport infrastructure programme. In 2015, the firm advised majority state-owned Colombian oil company, Ecopetrol, on a $1.92bn unsecured loan agreement with eight international banks. This was one of the largest ever loans provided to a Colombian borrower. The firm also represented Minera Escondida in various financings and re-financings connected to its landmark Escondida copper project in Chile. New York partner and head of the Latin America practice Sergio Galvis is a hugely respected and multi-skilled practitioner who leads a team that includes Robert Risoleo, a frequent adviser on Latin America financings, and John Estes, the co-head of the credit and leveraged finance practice and managing partner of the corporate and finance group. New York’s Christopher Mann, Werner Ahlers and Washington DC-based structured finance and commercial lending specialist Dennis Sullivan are also recommended.

[back to top]

Capital markets
Capital markets - ranked: tier 2

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP is a market leader in SEC-registered offerings by Latin American issuers, especially sovereign and supranational issuers. Clients include BBVA, Bancolombia, BNP Paribas, Citigroup, Credit Suisse, Ecopetrol, Inversiones CMPC, Banco Popular and Republic of Paraguay. The firm is designated underwriters’ counsel for offerings by the Republic of Colombia and in 2015 advised on a series of SEC-registered global offerings by the sovereign state. In addition, the firm advised the underwriters on a sequence of high-value global offerings by Mexico. This included a $2.25bn global bond offering in January 2016 and followed a series of transactions that implemented newly drafted collective action and ranking clauses, which are expected to set a precedent for future SEC-registered offerings by Latin American sovereign issuers. In another substantial transaction, the firm represented Ecopetrol, Colombia’s majority state-owned oil company in its $1.5bn SEC-registered debt offering. In the project-bonds sector, the firm advised Fiduciaria Bancolombia, as trustee of Fideicomiso PA Pacífico Tres, on a $380m project bond issuance to finance the construction and improvement of toll roads in Colombia’s north-eastern Valle del Cauca region. The Latin America team features a small group of senior regional specialists led by the hugely experienced Sergio Galvis in New York. Christopher Mann is another pivotal member of the team with an exceptional record in sovereign issuances. Washington DC partner Robert Risoleo is also a senior practitioner with leading sovereign expertise and fine ability on other product areas such as project bonds.

[back to top]

Corporate and M&A
Corporate and M&A - ranked: tier 1

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP consistently advises on many of the largest M&A transactions in Latin America and frequently ranks highly in terms of its M&A caseload by value. The firm is a dominant global player in financial institutions’ M&A and has a strong track record in Latin America to support this status; it recently represented Israel Discount Bank of New York in the sale of its Uruguayan banking subsidiary, Discount Bank (Latin America) to Scotiabank Uruguay for an undisclosed purchase price. Besides financial institutions, the firm is noted for its experience and expertise in energy and natural resources transactions, including M&A transactions linked to substantial project financings. In addition, it is widely recognised for its capabilities in other highly-regulated industries such as telecoms, where the firm has advised AT&T on a series of high-value transactions in the region. In addition, it advised Canada Pension Plan Investment Board (CPPIB) on a number of deals including its acquisition of a substantial minority stake in Transportadora de Gas del Perú (TGP) and a joint venture with TGP’s operating company, Tecgas. This was a hugely complex and multi-faceted transaction, which involved the acquisition of a 10.4% stake in TGP from Graña y Montero (GyM), the acquisition of a further 23.6% stake from Tecpetrol International, and the sale of a 51% interest in both Tecgas and Compañía Operadora de Gas del Amazonas (COGA) to GyM, Peru’s largest engineering and construction company. In another headline deal, the firm advised Diageo on its $1.8bn agreement to acquire full global ownership and control of Tequila Don Julio and for the early termination of Casa Cuervo’s production and distribution agreement with Smirnoff in Mexico. Head of the Latin America practice Sergio Galvis has an exceptional reputation in Latin America and is noted for his senior experience and heavy involvement in transactions. Christopher Mann has a similarly esteemed standing in the market, while Werner Ahlers has become a pivotal member of the team. Other partners outside the Latin America group, such as Francis Aquila, are also recommended for Latin America deals.

Leading lawyers

Christopher Mann - Sullivan & Cromwell LLP

Sergio Galvis - Sullivan & Cromwell LLP

[back to top]

International arbitration
International arbitration - ranked: tier 5

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP stands out for the diversity of its client base and caseload, which spans investment treaty and commercial arbitrations, including ICC and ICDR claims. The financial services sector is a regular source of work for the five-partner team, with recent clients including Standard Chartered Bank, Puerto Rican financial institution Banco Popular and the Central Bank of Argentina. The majority of the team are based in New York, where arbitration group coordinator Joseph Neuhaus, the experienced Sergio Galvis and regulatory expert Sharon Nelles are key contacts.

[back to top]

Projects and energy
Projects and energy - ranked: tier 2

Sullivan & Cromwell LLP

Sullivan & Cromwell LLPtends to work on the important deals’ and has been at the forefront of Latin America projects for decades, extending back at least to the Escondida copper project in Chile back in 1988. It maintains an illustrious reputation in this segment, especially in the natural resources sector, and has a huge market share of the large mining projects in Chile. Of late, it has a growing number of infrastructure mandates. The experience and multiple skills of the individual partners makes the Latin America practice especially well positioned for large-scale and complex project finance transactions, and the team as a whole has developed close connections to many of the biggest sponsors operating in the region, including Anglo American, Antofagasta, HudBay Minerals, Sumitomo Metal Mining, and Sierra Gorda SCM. In 2016, the firm represented Fiduciaria Bancolombia, as trustee of Fideicomiso PA Pacífico Tres, in a $380m project bond to finance the construction and improvement of toll roads in the Valle del Cauca region of Colombia, as part of the nation’s 4G transport infrastructure programme. In addition, the firm advised GBM Infraestructura and Goldman Sachs Infrastructure Partners on the acquisition of all Oak Creek’s equity interest in the Tres Mesas wind project under development in Mexico. The core members of the Latin America practice all have project development and project finance experience: Robert Risoleo led on the Pacífico Tres project bond, and head of the Latin America practice Sergio Galvis and experienced partner Christopher Mann both have an extensive record in Latin America projects, as does John Estes.

Leading lawyers

Sergio Galvis - Sullivan & Cromwell LLP

[back to top]


Further information on Sullivan & Cromwell LLP

Please choose from this list to view details of what we say about Sullivan & Cromwell LLP in other jurisdictions.

Australia

Offices in Melbourne and Sydney

China

Offices in Beijing

Germany

Offices in Frankfurt

France

Offices in Paris

Hong Kong

Offices in Hong Kong

Latin America: International firms

Japan

Offices in Tokyo

London

Offices in London

Philippines

United States

Offices in Washington DC, New York, Los Angeles, and Palo Alto

Legal Developments worldwide

Legal Developments and updates from the leading lawyers in each jurisdiction. To contribute, send an email request to
  • Innovation & Thailand 4.0: Value Creation for Business using Trade Secrets

    Thailand 4.0 stands for the new stage to transform the country currently relying on heavy industries (3.0 stage) into a creativity and innovation-driven economy. Trade secrets are definitively value-based and could help pursing Thailand 4.0.
  • Novelties Introduced by the Movable Pledge Law

    As of January 1, 2017, Law No. 6750 on Pledge over Movable Assets in Commercial Transactions (“Movable Pledge Law “), which was enacted on October 20, 2016, entered into force and abolished Law No.1447 on Commercial Enterprise Pledge (“Commercial Enterprise Pledge Law “). The Movable Pledge Law introduces significant changes and offers more practical methods for establishing pledge over movable assets as explained below.
  • Determination of Injury in Anti-Dumping Investigations: Turkey’s Side of the Story

    I - Introduction
  • Tax evasion: Only voluntary disclosure affords protection from severe penalties

    Anyone who has been caught for tax evasion should expect to be faced with severe penalties. Voluntary disclosure is the only way of returning to a state of normal tax affairs and avoiding penalties.
  • Turkish Health PPP Projects

    The Turkish health sector has undergone major reforms over the past ten years as part of the health transformation program. The most important pillar of such program has been the development of public-private partnership (“PPP ”) model health campus projects. More than twenty health campus projects with an investment amount of more than € 10 billion have been developed through PPP model in Turkey. They are currently at different stages ranging from tendering to operation, and more than ten health PPP projects are still in the pipeline.
  • Infrastructure REIC: An Alternative Source of Funding for Infrastructure Projects

    With the start of operation in certain BOT and other PPP model infrastructure projects in Turkey, refinancing alternatives have become more attractive and diversified. Capital market instruments and institutions are likely to have a greater share in the refinancings of projects which have become operational and the construction risks have been removed. Over the last few years, the use of capital market instruments in the infrastructure financings have gained a new impetus with the introduction of various incentives and financing solutions in this aspect. Most recently, the removal of the 1/3 and 1/5 bond issuance limits for healthcare PPP projects on 18 February 2017 represented an important step towards incentivizing the use of bonds in the healthcare sector. In line with this overall strategy, the government has also adopted various measures to make the Real Estate Investment Companies (“REICs ”) more attractive for the financing/refinancing of infrastructure projects such as BOT, BLT and other PPP projects.
  • Ankara-Niğde Highway Project

    Tender process for 330 km Ankara-Niğde Highway Project has been launched by the General Directorate of Highways upon publication of the tender announcement in the Official Gazette on December 30, 2016.
  • Establishment of the Natural Gas Spot Market in Turkey

    In line with the government’s objectives to make Turkey a regional hub for natural gas trading, a natural gas spot market has been established by the Natural Gas Organized Wholesale Market Regulation published in the Official Gazette on 31 March 2017.
  • Philippine Court of Appeals Denies Issuance of Environmental Protection Order Against Mining Company

    In a decision issued on March 8, 2017, the Philippine Court of Appeals (CA) denied the petition by NGO Ang Aroroy ay Alagaan, Inc. and certain individuals, for the issuance of a writ of kalikasan against Filminera Resources Corporation, and its directors and officers. The petitioners have claimed that Filminera, which operates in the Philippine province of Masbate, had been causing environmental damage in the conduct of its mining operations in violation of local law, and that a writ of kalikasan should be issued.
  • LIS ALIBI PENDENS UNDER THE COUNCIL REGULATION (EC) NO 44/2001 ON JURISDICTIONAND THE RECOGNITION AN

    Lis Alibi pendens is Latin for ‘suit pending elsewhere .’ Both Articles 27 and 28 of the EU Regulation 44/2001 regulate the existence of lis alibi pendens and related judicial actions. In particular it is a doctrine that regulates the jurisdictional relationship of courts hearing concurrent proceedings involving the same or related causes of action between the same parties pending in the courts of different Member States.