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Editorial

Overview

Who Represents Who

Find out which law firms are representing which Overview clients in United States using The Legal 500's new comprehensive database of law firm/client relationships. Instantly search over 925,000 relationships, including over 83,000 Fortune 500, 46,000 FTSE350 and 13,000 DAX 30 relationships globally. Access is free for in-house lawyers, and by subscription for law firms. For more information, contact david.burgess@legal500.com.

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The asset finance and leasing market is almost exclusively transportation finance-related work. One of the main talking points in this segment is the position of the Export-Import Bank of the United States, which has been held in limbo since its congressional authorization lapsed in 2015 and was subsequently reauthorized around five months later. Since its official reauthorization, the bank has taken on a significantly smaller role in the international financing and leasing market, as Chinese lenders and non-traditional investors such as private equity groups are increasingly involved in the aviation finance market.

In the capital market space, 2016 was a sluggish year for the equity offering but law firms remained active, deploying capital markets teams to work alongside corporate departments as part of well-structured dual-track processes. IPOs were in short supply, with the Brexit vote in the second quarter combining with the presidential election in the fourth quarter to unsettle global markets. Deal statistics show that IPO volumes fell by more than a third from 2015, while a quarter of the 102 companies that made their debuts last year were trading below their IPO price in December, according to Renaissance Capital. However, firms are already gearing up for a rebound as the more stable economic outlook, and a long pipeline of stalled IPOs, work to lure companies to market. In particular, the technology, energy and fintech areas are being tipped as the key industries to watch going into 2017.

The main players in this space remain Cleary Gottlieb Steen & Hamilton LLP, Davis Polk & Wardwell LLP, Latham & Watkins LLP, Simpson Thacher & Bartlett LLP and Skadden, Arps, Slate, Meagher & Flom LLP, all of whom are equally adept in both issuer- and underwriter-side work.

There is also a small band of firms who are leaders in certain core industry areas, particularly energy, technology and life sciences, but due to their niche expertise are more subject to the natural fluctuations of the market. Most notably, Fenwick & West LLP is a leader for technology matters, while Baker Botts L.L.P. and Vinson & Elkins LLP are go-to firms for energy work.

The debt capital markets (DCM) market successfully navigated some politically turbulent moments to post a record-breaking year, buoyed by a combination of continuing low interest rates and the improving US economy. Indeed, the value of global DCM activity hit a staggering $7tn in 2016, which represented one of the strongest years for debt issuance since records began. Among the headline figures, corporate bond issuance topped $2.3tn, its best-ever performance, while activity from government and agency issuers reached $1.9tn, a jump of 48% on 2015. Firms with significant Latin America practices also had reasons to be cheerful, as corporate debt from emerging markets issuers rose by 34% year-on-year to $267.1bn - notably, Brazilian corporate issuance more than doubled during 2016.

The DCM powerhouses remain Cleary Gottlieb Steen & Hamilton LLP, Cravath, Swaine & Moore LLP, Davis Polk & Wardwell LLP, Simpson Thacher & Bartlett LLP and Sullivan & Cromwell LLP; all of these firms house groups that are top of mind for both underwriter and issuer clients.

The global capital markets offerings space finished 2016 on a positive note, despite the upheaval of political events such as Brexit and the US presidential election. For US-based lawyers at least, the short-term future looks fairly strong. If there has been any knock-on effect from Brexit it was to the benefit of New York and at the expense of London. The promise of looser regulations and lower taxes by the new administration in the US is also considered a boon to US corporate growth, which has led to a drop in US bond yields. The slowly rising interest rates in the US have generally been taken on the chin, since they still remain incredibly low relative to their historical averages. Such low rates has prompted increased activity, particularly in sovereign bond offerings from Latin America, a market that has been relatively moribund in the recent past. For most law firms ranked in the global offerings section, it is the Latin American (and to a lesser degree, Canadian) work that drives much of the activity, if only because the time difference is much easier to manage in New York. Conversely, for those firms with significant international networks, global offerings in Europe, the Middle East and Asia, are more likely to be led by partners based in those regions.

Despite 2016 proving a patchy year for high-yield debt, with high-yield bond issuance falling around 13% to post a fourth consecutive annual drop, the strong finish to the year combined with a projected uptick in M&A volumes left lawyers feeling optimistic. In addition, the looming threat of an interest rate rise is also expected to spur companies to refinance debt before costs soar.

On the issuer side, Kirkland & Ellis LLP, Latham & Watkins LLP and Simpson Thacher & Bartlett LLP remain the leaders in the high-yield space, while Cahill Gordon & Reindel LLP is universally regarded as the top choice for underwriters’ counsel.

In the structured finance space, law firms have spent recent years structuring transactions to be compliant with US risk retention rules, and the last of those regulations finally came into force in December 2016. Now, just as we’ve reached the end of Dodd-Frank implementation - something that has kept transactional and regulatory lawyers busy for the better part of five years - the market is once again facing uncertainty regarding the future of the heavily politicized Wall Street Reform Act.

In terms of asset classes, recent years have seen slow and steady resurgence in the CMBS and RMBS markets. Esoteric assets are becoming more prominent in the securitization market, with more and more firms handling wireless tower assets, whole-business securitizations, which may include IP assets, and patent, trademark and media royalties.

2016 started slowly but ended with a bang for most commercial lending teams. Any concerns surrounding the uncertainty and unpredictability of the US presidential election were put to rest as deal activity rose while the year progressed. The buoyant market was expected to continue through the early stages of 2017. Most finance lawyers remain optimistic that deal volumes will stay strong, especially if the new Trump administration follows through on its promise to cut regulations. The larger banks generally remain constrained by rules governing leverage ratios, but any restrictions on their side of the market has been made up for by the rise of the non-regulated lending sector. Direct lending has traditionally been the domain of those law firms that concentrated on mid-market transactions, such as Proskauer Rose LLP and Katten Muchin Rosenman LLP. As the industry grows, so does the competition among law firms to gain market share; firms such as Latham & Watkins LLP are increasingly big players in the market. There is also a move among traditional borrower and private equity sponsor firms, among them Kirkland & Ellis LLP and Ropes & Gray LLP, to follow their fund clients across to the lending side of the table.

With most of the Dodd-Frank Act having finally been enacted into law, general counsel at financial institutions have been able to rely on a greater level of certainty and therefore make significant strategic decisions about their businesses. This has continued to manifest itself in a significant amount of transactional work in the sector, primarily as banking general counsel have sought to try and attain a reasonable return on equity for its investors amid the increasing burden of regulation, from Volcker Rule requirements to enhanced capital strictures. Therefore, non-core assets, as well as lines of business which have attracted an unwanted amount of regulatory scrutiny have been disposed of. Of course, this in turn has led to significant investment opportunities for the likes of private equity funds which have been increasingly avaricious in their appetite for banking assets. In this environment, some major wholesale banks have turned their attention to less capital intensive and ‘safer’, less regulated areas of the business, such as wealth management and asset management services.

On the retail front, the Consumer Finance Protection Bureau (CFPB) - created in the wake of the financial crisis - continues to flex its muscles and this has led to a raft of pre-emptive compliance work for a myriad of retail financial services entities, including banks, payday lenders, credit unions and mortgage-servicing companies. At the time of writing, the Bureau’s future remains somewhat uncertain in the wake of Donald Trump’s election victory and the continued Republican control of Congress, given their general antipathy towards an agency which they view as unaccountable to Congress and unduly aggressive in the regulatory burdens it places on the financial services companies that fall under its watch.

Firms at the top of the ranking will have a deep involvement in these key regulatory concerns, from both an advisory and transactional perspective. Weight is also attached to the diversity of a firm’s client base, and while major investment banking mandates are headline grabbing and important, there are numerous other types of financial services entities that have been affected by the tightening of regulation, from asset managers to insurers. The ranking also pays attention to cross-border capability, particularly in light of the increased tendencies for global regulators to collaborate.

2016 was a healthier year than 2015 for project finance. Hybrid project financings, as opposed to straightforward bank financing, remain a key area of activity, as do financings by hedge funds, insurance companies and foreign banks. In addition, transaction renewable energy lawyers were kept busy by the federal extension of tax credits in December 2015.

It remains to be seen what effect the Trump administration will have on the renewables market: the slashing of corporate tax rates will likely affect tax equity investors - key players in renewable project finance - and Obama’s Clean Power Plan may be kicked into the long grass. But many lawyers are optimistic: the push for renewables will, by and large, continue at ground and corporate level, especially since renewables are increasingly affordable.

Infrastructure lawyers are similarly sanguine, although President Trump’s pledges to invest heavily in infrastructure will likely encounter fierce resistance from a fiscally conservative Congress. Many US-based lawyers have nonetheless been active in Latin American infrastructure projects.

It is unclear what the impact of the new Trump administration will be on not-for-profits (NFPs), but for now the focus of such organizations and foundations continues to be corporate governance best practice, following greater public scrutiny on the ways in which they operate and manage funds.

The election has also increased debate around the idea of charitable issues advocacy, the relationship between public officials and NFPs and the extent to which nonprofits can be involved in political campaigning. (A condition for tax-exempt status is that nonprofits agree with federal government not support or oppose a candidate for public office.)

More generally, there has been a trend in the not-for-profit space to find more creative ways to maximize both financial efficiency and social returns. In a step away from traditional funding and charitable-giving, NFPs are increasingly looking at the ways in which for-profit entities and program- or mission-related investments can help them achieve their goals.

The collapse in oil prices led to a flood of work for bankruptcy and restructuring groups this year, with the energy and production companies bearing most of the economic stress in the first two quarters. Billions of dollars of debt have required restructuring in energy mega-bankruptcies, such as those of renewables company SunEdison, the world’s largest private-sector coal company Peabody Energy, the US’ second largest coal producer Arch Coal, and gas E&P company LINN Energy.

The key debtor’s counsel roles went to company-side favorites Jones Day and Kirkland & Ellis LLP this year, although the majority of top-tier firms have had their share of energy-related debtor engagements. Creditor-side representations have been in abundance and divvied up amongst experienced firms such as Milbank, Tweed, Hadley & McCloy LLP, Davis Polk & Wardwell LLP, Kramer Levin Naftalis & Frankel LLP and O’Melveny & Myers LLP.

Firms with deep roots in Texas, the hub for energy companies, picked up a number of representations during 2016, particularly as midstream and energy servicing companies began to be affected by the distressed market; these included Vinson & Elkins LLP, Norton Rose Fulbright US LLP and Bracewell LLP.

In a high-profile move, Skadden, Arps, Slate, Meagher & Flom LLP hired Paul Leake and Lisa Laukitis from Jones Day.

After the magnitude of the Jefferson County and City of Detroit bankruptcies, the municipal bankruptcy and restructuring market has been fairly quiet for law firms. Most firms are busy representing parties in the Puerto Rico debt crisis, particularly in the wake of the enacting of the Puerto Rico Oversight, Management, and Economic Stability Act (PROMESA) in June. The congressional act was enabled following the US Supreme Court’s decision that the Federal Bankruptcy Code preempted Puerto Rico’s Recovery Act, which was passed in 2014 in an effort to restructure its public utility bonds. In general, the municipal bond market was strong last year as a result of low interest rates.


Asset finance and leasing

Index of tables

  1. Asset finance and leasing
  2. Leading lawyers
  3. Next generation lawyers

Leading lawyers

  1. 1

Next generation lawyers

  1. 1

Who Represents Who

Find out which law firms are representing which Asset finance and leasing clients in United States using The Legal 500's new comprehensive database of law firm/client relationships. Instantly search over 925,000 relationships, including over 83,000 Fortune 500, 46,000 FTSE350 and 13,000 DAX 30 relationships globally. Access is free for in-house lawyers, and by subscription for law firms. For more information, contact david.burgess@legal500.com.

CLICK HERE TO VISIT THE WHO REPRESENTS WHO SITE

The New York-based asset finance group at Clifford Chance specializes in acting for investment banks, operating lessors and export credit agencies (ECAs) in matters ranging from aircraft securitizations to fleet acquisitions. Emily DiStefano assisted a private equity-backed financing provider, Global Jet Capital, on a $2.5bn leveraged acquisition of GE’s entire North American corporate aircraft portfolio. Joint practice head Zarrar Sehgal, who also leads the firm’s global transport and logistics group, is well versed in aviation capital markets transactions, having acted for Goldman Sachs in its role as underwriter in relation to Apollo Aviation Group’s second aircraft securitisation, Apollo Aviation Securitization Equity Trust 2016-1; a $510m issuance of asset-backed notes used to acquire a fleet of 32 aircraft. The team also advised Goldman Sachs on a $300m secured warehouse facility, in which Apollo Aircraft Trust 2015-1 was the borrower. Patrick O’Reilly and practice co-head John Howitt advised PK AirFinance on a loan to Wood Creek Capital Management to finance the acquisition of Volito Aviation’s aircraft leasing business.

The ‘thorough and client-focused’ team at Holland & Knight LLP comprises specialized practitioners in aircraft finance and leasing, maritime finance, and rail, locomotive and other equipment leasing and finance matters. Fred Bass advised Alaska Airlines on a secured loan for the highly publicized acquisition of Virgin America, closing one of department’s headline deals of 2016. The group remains active in Latin America-facing leasing and finance transactions, and Phillip Durham is assisting SMBC Aviation Capital with a sale/leaseback financing of six new-build aircraft with Colombia’s national airline Avianca S.A. Following the retirement of Nancy Hengen, Jovi Tenev now heads the ship finance practice; he recently led a team that acted as Marshall Islands and New York counsel for DNB Asia and DNB Bank ASA Singapore in relation to a $137m loan facility to a subsidiary of Seacorp Marine Foreign Holdings. The team has ‘deep industry knowledge and contacts’, and counts GE Capital Aviation Services, Aercap Holdings and Avolon Aerospace Leasing among its clients. Aviation-focused partners William Piels, in San Francisco, and John Pritchard are also recommended. Unless otherwise stated, named individuals are based in New York.

Trusted Advisor - with Finnegan

IP specialist Finnegan detail how their collaborative approach makes for a unique culture which is designed to allow them to work with clients in a way which is cognizant of the challenges facing all companies today.

Milbank, Tweed, Hadley & McCloy LLP’s transportation and space department exhibits strengths in every major area of aviation finance and leasing, and continues to be deeply involved in aircraft ABS offerings and fleet portfolio acquisitions. Practice head Drew Fine and Helfried Schwarz led a team that advised Deutsche Bank Securities, Bank of America Merrill Lynch and Citigroup as joint lead arrangers and lenders on Global Jet Capital’s $2.3bn acquisition of GE Capital’s corporate aircraft portfolio. The group also specializes in international enhanced equipment trust certificate (EETC) offerings, and acted for a group of initial purchasers, including Morgan Stanley and Credit Suisse, during Air Canada’s $537m EETC issuance. Additionally, Elihu Robertson and James Pascale advised JP Morgan, Citibank and TD Securities as initial purchasers and lenders in relation to the refinancing of Air Canada’s capital structure. The six-partner team is based in New York.

The transportation finance team at Vedder Priceknows the market perfectly’ and is able to offer ‘quick and timely responses at a good value’. The group’s work spans the aviation, rail and maritime industries, and Robert Hankes, whose practice covers both commercial aviation and rail finance, acted for Jackson Square Aviation in a sale/leaseback transaction with Delta Air Lines involving five Airbus A320-200 and completed the related debt financing transactions in what was Delta’s first operating lease transaction for new aircraft since the airline emerged from bankruptcy in 2007. Department head Dean Gerber, Geoffrey Kass and Josh Gentner are all based in the firm’s Chicago office (alongside Hankes), while counsel David Golden handles debt and equity transportation finance matters out of New York. Los Angeles-based Raviv Surpin advised SKY Aviation Leasing Management on a $750m warehouse financing; the first major financing transaction to support the company’s aircraft acquisition investment strategy. The team expanded in 2016 with the hires of Thomas Zimmer from Pillsbury Winthrop Shaw Pittman LLP and Kevin MacLeod from Milbank, Tweed, Hadley & McCloy LLP; Christopher Setteducati was promoted to partner.

Norton Rose Fulbright US LLP’s transport finance team has ‘a great deal of industry knowledge from the perspective of different participants in aircraft financings’. The firm’s strong US and European presence enables it to deal seamlessly with international leasing transactions. New York-based James Tussing leads a global team that is handling both aircraft acquisitions and new operating leases in relation to Apollo Aviation’s worldwide investments and aircraft management business. The firm has seen an increase in Latin America-facing work, and Sean Corrigan continues to advise LATAM Airlines on a $275m revolving credit facility secured by engines, aircraft and spare parts. On the shipping side, practice head Brian Devine is ‘adept at separating business and legal negotiations’; he and Brad Berman led a team that advised Commonwealth Bank of Australia on the acquisition and structured onward chartering of two 6,039 TEU container vessels to Greece-based Tsakos Group. New partner Alyssa Marie Vazquez and senior associate Kelli Sallemi are also recommended.

Although experienced in financing and acquisitions across a range of movable capital assets, the transport finance team at Pillsbury Winthrop Shaw Pittman, LLP has ‘particularly outstanding knowledge of the aviation sector’. The New York-led group acts for financial institutions, leasing companies, airlines and original equipment manufacturers (OEMs) in relation to cross-border leasing and capital markets transactions, especially EETC offerings. Practice head Mark Lessard has acted for Natixis as liquidity provider and as depositary in a number of EETC issuances by international and US airlines, including LATAM Airlines, Air Canada and United Airlines. Having recently joined the team from Katten Muchin Rosenman LLP, Jonathan Goldstein was lender’s counsel to Crédit Agricole Corporate and Investment Bank and BNP Paribas during the $400m secured financing of Aircastle’s portfolio of 17 aircraft. Charlotta Otterbeck and Daniel Richards are also recommended. Thomas Zimmer left for Vedder Price and Michael Schumaecker retired.

White & Case LLP’s team is jointly led by Miami-based Christian Hansen and New York-based Christopher Frampton, the latter of whom serves as global head of asset finance. The firm’s worldwide presence accounts for the team’s sizable international client base, which includes airlines, financial institutions and transport companies. In the US, the group has been particularly active for BBAM Aircraft Management, with James Hayden and Richard Smith (situated in New York and Los Angeles respectively) completing a number of purchase/leaseback transactions for the client; a notable example saw BBAM as arranger in a financing transaction with Air India involving nine Boeing 787-8 aircraft. In addition to the paradigmatic asset finance work, the group has been increasingly handling a number of high-profile bankruptcies and restructurings, and Michael Smith is retained as restructuring and aircraft finance counsel to Kenya Airways in connection with proposed changes to its business model and fleet. Jeannine Acevedo, who focuses on asset and project finance, was made partner in 2016.

The aircraft finance team at Arnold & Porter Kaye Scholer LLP exhibits a certain ‘simplicity in approach’, which ‘allows greater understanding by all involved as to the business and legal constraints’ of securitization and leasing deals. In an example of the team’s activity working for private aviation companies, senior counsel Michael Mulitz acted for Wheels Up Partners regarding a $175m secured aircraft facility to finance 35 aircraft, and also assisted with a headlease/sublease transaction, which financed the purchase of around 20 aircraft. Equatorial Congo Airlines is a new client, which the team advised on a bridge financing loan, enabling the airline to acquire a new Boeing 787 under US registration. The team also acts for a variety of investment and financial institutions, including Capita Asset Services, Deutsche Bank, BNP Paribas and Crédit Agricole. Henry Morriello leads the department from New York, and focuses on securitization covering a wide range of assets.

The aviation finance group at Debevoise & Plimpton LLP is ‘professional, experienced and extremely dependable’. Specializing in raising public and private capital for airline companies, the team’s client list includes well-known US carriers such as American Airlines and Spirit Airlines. John Curry, a ‘guru of aircraft finance and leasing’, has completed a wide variety of work for Delta Air Lines, including, alongside counsel Le V Lam, advising the client on separate mortgage facilities with five different lending groups to finance 26 aircraft, and, alongside Lam and fellow counsel Raymond Wells, assisting with separate lease facilities with three lessor groups to finance a pool of Airbus and Boeing aircraft. Currently, Jasmine Ball and counsel Jaeyong So are acting as aircraft counsel to CHC Group, a large global commercial helicopter service company, in relation to its Chapter 11 proceedings, seeking to restructure $2bn of debt. The team also remains active in EETC offerings, having acted for Spirit Airlines in its first-ever EETC offering, totaling $576.6m. All named individuals are based in New York.

Delivering excellent service and legal advice’, Hughes Hubbard & Reed LLP’s aviation group handles aircraft and equipment finance, sale and purchase contracts, bankruptcies and restructurings, and has extensive experience in EETC offerings. Indeed, New York-based co-chair John Hoyns acted for United Airlines in multiple EETC offerings in 2015 and 2016, totaling nearly $2.5bn. Additionally, the team acted as debtor’s counsel to Republic Airways Holdings in the company’s $3.5bn Chapter 11 restructuring. Washington DC-based co-chair Steven Chung advised a group of lenders to Delta Air Lines on $450m in loans, backed by a pool of 26 used Airbus and Boeing aircraft. On the leasing side, the group acted for Hawaiian Airlines regarding a sale and leaseback transaction of three Airbus aircraft from Jackson Square Aviation. Mark Denham has particular experience in cross-border aircraft lending and leasing and Islamic financing, and Andrew Fowler is also noted.

In 2016, Katten Muchin Rosenman LLP’s aviation finance team was involved in a litany of purchase and lease agreements and leveraged loan negotiations. Timothy Lynes, Jane Cavanaugh and Tom Healey acted for Embraer and its subsidies, including ECC Leasing Company, in a variety of transactions, such as negotiating a purchase agreement for the sale of aircraft to Mesa Airlines, and also handling the delivery and financing of those aircraft. The team also assisted Merx Aviation Finance with the negotiation of two back-leveraged loans for aircraft on lease to Scandinavian Airlines. Additionally, the New York-based Stewart Herman has acted for a large investment company during a multitude of sales, restructurings and leases involving aircraft and spare engines. Unless otherwise stated, named individuals are based in Washington DC.

The ‘excellent’ asset finance and leasing group at King & Spalding LLP has a strong presence in Charlotte, and significantly strengthened its offering there with the addition of Jason Huff and Christopher Buchanan from Moore & Van Allen, PLLC’s equipment finance department. The two new hires have extensive experience handling the gamut of transportation and equipment finance matters, and have completed leasing transactions around the world. In 2016, the team acted for Wells Fargo Rail Corporation during a $1bn acquisition of a portfolio of 77,000 railcars and 1,000 locomotives and a full acquisition of General Electric Railcar Services and various subsidiaries. ‘Going above and beyond expectations’, the group is also active in the aviation sector, having advised aircraft sale and management companies, private equity firms and banks in relation to various loan and credit facilities and acquisitions. At associate level, Mickey Jett is highly recommended.

The five-partner asset finance team at Mayer Brown is led by New York-based George Miller, whose finance and leasing practice spans a slew of industry sectors from all areas of transport to energy and equipment. Among his recent highlights, Miller worked alongside Barbara Goodstein as lead arranger’s counsel to Bank of China, New York Branch in connection with the $1.85bn financing for the acquisition of Avolon Holdings by Bohai Leasing. The team saw an increase in railcar ETC offerings in 2015 and 2016, and acted for Morgan Stanley as underwriters during an ETC issuance by Union Pacific Railroad. In the Chicago office, Stuart Litwin helped lead a team that advised GATX Corporation and GATX Rail Funding II on the establishment of a $250m loan facility backed by railcars and related leases.

Exhibiting a solid presence in Charlotte, McGuireWoods LLP’s ‘excellent’ aviation finance team handles aircraft acquisitions for corporate clients and a multitude of financing matters for investment banks and global asset managers. David Whelpley and highly regarded practice head Patricia Hosmer have acted for a number of large financial institutions in relation to lease transactions and fleet portfolio acquisitions. Hosmer regularly advises lenders and lessors regarding loan and true-lease financings of corporate aircraft. Working for corporate clients, the team has assisted in structuring acquisitions and sales of fractional ownership interests in aircraft managed by NetJets. Anna Reimers is also recommended and provides ongoing support regarding the management of commercial aircraft portfolios for corporate clients.

Seward & Kissel LLP’s transport finance team consists of specialized partners in aviation finance and maritime finance. The New York-based James Hancock focuses on aviation-related investment, distressed debt and aircraft financing, having acted for a number of capital managers and investment banks in 2016, during fleet acquisitions, various loan facilities and sale and lease transactions. Shipping and maritime specialist Lawrence Rutkowski (also in New York) acts for corporates, shippers and finance groups, and was lead counsel to Diamond S Shipping III and its related subsidiaries regarding a $460m cross-border facility to refinance an existing credit facility, which provided financing for 30 vessels. DNB Bank, Euronav, Deutsche Bank Trust Company Americas and Dynagas LNG Partners are also clients.

Shearman & Sterling LLP’s structured finance department handles asset finance matters, notably secured loans and leasing issues. Acting for investment banks, consumer finance companies and equipment companies, the group handles work across a wide range of asset classes from transport equipment to real estate, infrastructure and solar equipment. Joshua Thompson, co-head of the global leveraged finance group, acted for Wells Fargo as agent bank during a $750m secured financing for Atlantic Aviation FBO, consisting of a $400m term loan and a $350m revolving credit facility. Bjorn Bjerke and of counsel William Yaro are also recommended. Other clients include Citigroup, Jefferies Finance and Société Générale. All named individuals are based in New York.

Simpson Thacher & Bartlett LLP specializes in acting for banks and asset managers in purchase and lease transactions, pre-delivery payment financings, and restructurings. The team completed a series of financings involving Air Lease Corporation in 2016, having advised various underwriters, such as Goldman Sachs, Citigroup Global Markets and Bank of America Merrill Lynch, on multiple debt offerings, and acted for arrangers in numerous credit facilities, totaling over $3bn. In other work highlights, Alden Millard and Brian Gluck advised Blackstone on financing its acquisition of MB Aerospace. Alan Brenner leads the department from the New York office, and advised JP Morgan as administrative agent and lender concerning a syndicated revolving credit facility for aircraft leasing company SMBC Aviation Capital.


Capital markets: debt offerings

Index of tables

  1. Capital markets: debt offerings - advice to issuers
  2. Capital markets: debt offerings - advice to underwriters
  3. Leading lawyers
  4. Next generation lawyers

Leading lawyers

  1. 1

Next generation lawyers

  1. 1

Who Represents Who

Find out which law firms are representing which Capital markets: debt offerings clients in United States using The Legal 500's new comprehensive database of law firm/client relationships. Instantly search over 925,000 relationships, including over 83,000 Fortune 500, 46,000 FTSE350 and 13,000 DAX 30 relationships globally. Access is free for in-house lawyers, and by subscription for law firms. For more information, contact david.burgess@legal500.com.

CLICK HERE TO VISIT THE WHO REPRESENTS WHO SITE

The editorial for this section is in alphabetical, as opposed to ranking order, due to two ranking tables.

Trusted Advisor - with Finnegan

IP specialist Finnegan detail how their collaborative approach makes for a unique culture which is designed to allow them to work with clients in a way which is cognizant of the challenges facing all companies today.

Akin Gump Strauss Hauer & Feld LLP’s issuer-focused practice receives a steady stream of instructions from energy and natural resources companies, but it has also recently acted on debt deals for major media and technology players. EOG Resources is an active client, which the firm recently advised on two significant transactions, including its $750m senior notes offering - Houston-based capital markets co-head John Goodgame led that work. In Dallas, securities specialist Seth Molay assisted Alliance Data Systems with its $300m Rule 144A/Regulation S offering of senior notes. New York-based Kerry Berchem is also a key contact. Other clients include Cinemark, Gulfport Energy and US Concrete.

The ‘highly dependable, knowledgeable and responsive’ team at Andrews Kurth Kenyon LLP strikes the right note with its ‘pragmatic and problem-solving approach’. The firm regularly ranks among the most prolific capital markets practices in Texas, mainly for energy issuers, but it is also increasingly active for underwriters and recent experience also spans the financial services and technology industries. Houston-based department co-head David Buck is ‘excellent’ and acted for Enterprise Products Operating in its $1.2bn issuance of senior unsecured notes. In another highlight, Washington DC-based William Cooper and Houston’s Stephanie Beauvais advised the underwriters on Magellan Midstream Partners’ $650m notes issuance. Houston-based Michael O’Leary jointly heads the group alongside Buck.

Baker Botts L.L.P. continues to specialize in energy transactions, but also handles deals involving companies from the food and beverage, media, and telecoms industries for issuers, where it particularly excels, and underwriters. From Houston, Kelly Rose and the ‘very knowledgeable and experiencedDavid Kirkland jointly head a firm-wide corporate department that is considered ‘among the best in Texas’. Rose and Jason Rocha recently advised Halliburton on its $7.5bn offering of senior notes, while Kirkland and Andrew Ericksen acted for Schlumberger Holdings in a $6bn offering of senior notes. On the underwriter side, John Geddes advised Goldman Sachs, Deutsche Bank Securities, JP Morgan, TD Securities, HSBC, US Bancorp and Wells Fargo Securities on Sysco’s $2.5bn offering of senior notes.

Bracewell LLP’s deal list continues to be dominated by its work for energy issuers such as Apache, Venoco and Energy & Exploration Partners. Among the Houston-headquartered group’s work highlights, Troy Harder advised EOG Resources on its $1bn offering of senior notes and assisted Colorado Interstate Gas with a $375m senior notes offering. In a recent deal for an issuer outside the energy space, group co-head Charles Still assisted Sysco with a $2.5bn offering of senior notes. William Anderson is the other practice co-head; he acted for the underwriters in Independent Bank Group’s $45m offering of subordinated notes.

The ‘very strong’ New York-based team at Cahill Gordon & Reindel LLP stands out for its ‘first-rate product knowledge’, ‘deep bench’ and ‘fair fees’. The firm’s excellent links with investment banks continues to pay dividends and it advised underwriters on a stream of investment grade debt deals over the past year. Daniel Zubkoff, Douglas Horowitz and Joshua Zelig acted for the joint book-running managers, global financing coordinators and other initial purchasers during a $20bn offering of first lien notes by subsidiaries of Dell. Elsewhere, John Tripodoro, Corey Wright and Brian Kelleher led the firm’s advice to the joint book-running managers and co-managers on CCO Safari II’s $15.5bn offering of senior secured notes. Other recommended names include William Hartnett and Jonathan Schaffzin.

Both banks and issuers alike highlight Cleary Gottlieb Steen & Hamilton LLP as a ‘top choice for challenging, complex issues’, due to its ‘strong access to current and former SEC officials’ and its ability to apply a ‘high degree of intellectual rigor to every transaction’. The New York-based team comprises lawyers who ‘consistently demonstrate excellent judgment’, with Craig Brod singled out for his ‘extensive knowledge and responsiveness’. At the end of 2015, Brod advised the underwriters on a six-tranche $5bn debt offering by Chevron and he also advised the underwriters on Chevron’s $6.8bn debt offering in 2016. Adam Fleisher is ‘very strong technically’ and advised Western Digital on its $18.1bn debt package to finance its acquisition of SanDisk. Latin America specialist Jorge Juantorena acted alongside counsel Grant Binder to advise Remex on several matters over the past year, including a $5bn three-tranche debt offering. Other respected figures include Jeffrey Karpf, who is ‘absolutely excellent’, Michael Volkovitsch, who stepped down to senior counsel in 2016, and Pamela Marcogliese, who is an up-and-coming partner.

Standing out for its ‘high-level professionalism’, Covington & Burling LLP’s service standards and value for money are highlighted as ‘equal to the top-tier firms’. New York-based Donald Murray chairs the group and advised Goodyear on three significant debt transactions including a $1bn senior notes offering. New York-based vice-chair Eric Blanchard is ‘very proactive with deep knowledge of securities law’; he advised Johnson & Johnson on two offerings of investment grade debt securities worth $7.5bn and €4bn respectively. In Washington DC, Michael Riella assisted HealthSouth with a $350m senior notes offering and a private placement of $350m of senior notes. Also in Washington DC, Kerry Burke is another key name in this ‘small group with big experience, knowledge and confidence’.

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

DLA Piper LLP (US)’s team is led from New York by capital markets chair Christopher Paci and debt capital markets head Jamie Knox. The practice also draws on partners from across the firm’s comprehensive domestic network, while internationally it plugs into its enviable global platform. Recent highlights include advising US Steel on its issuance of $980m of senior secured notes and acting for Mobile Mini in a private offering of $250m of senior notes. Knox led both deals, pairing up with Phoenix-based Gregory Hall on the latter. Clients also include Los Angeles Football Club, Marriott International and WP Carey.

Davis Polk & Wardwell LLP continues to win a significant market share of the world’s largest investment grade debt deals, with its recent showings in the technology space particularly impressing. In a major highlight, Joseph Hall advised Visa on its $16bn senior notes offering, which was notable for being the largest-ever debt securities offering by a financial technology company. In another key technology transaction, Menlo Park’s Sarah Solum acted for Oracle in its $14bn notes offering. Exxon Mobil remains an active client and Michael Kaplan and Byron Rooney advised the oil and gas giant on its $12bn notes offering. Among its recent work for underwriters, Menlo Park-based Alan Denenberg advised the joint book-running managers on two offerings by Cisco Systems worth $13.2bn. Menlo Park-based Bruce Dallas and leading light Richard Truesdell are also key figures in a large team that was further strengthened by the promotions of Shane Tintle and Derek Dostal to partner. Named attorneys are based in New York unless otherwise stated.

Jointly headed by Matthew Kaplan and Steven Slutzky, Debevoise & Plimpton LLP’s New York-based team leverages the firm’s market leading private equity funds practice to dominate in that sphere, but it also routinely acts for corporate issuers, financial institutions and underwriters. In a key example of its signature strength, Kaplan advised Getty Images, a portfolio company of the Carlyle Group, on a $250m debt-for-debt exchange. Kaplan also assisted Westpac with a series of debt transactions totaling $13.7bn. Slutzky’s recent debt transactions included acting for Reynolds Group in the placement of $1.3bn senior secured notes, $750m senior secured floating rate notes and $800m of senior notes. Peter Loughran is also recommended and advised Manulife on its registered MJDS offering of $1.7bn of senior notes.

Dechert LLP handles a high volume of debt deals, with its expertise in life sciences and permanent capital vehicles ensuring much of the group’s work originates from issuers in those spheres. Among its recent highlights, New York-based department co-chair David Rosenthal acted for Egalet in a secured debt offering of up to $80m. In Philadelphia, William Lawlor and Ian Hartman advised Crown Holdings on its €600m private placement of senior unsecured notes and its $400m private placement of senior unsecured notes. In Boston, department co-chair Thomas Friedmann advised Eagle Point Credit on three debt financings, including a $25m notes offering. Philadelphia’s James Lebovitz is also a key contact.

Faegre Baker Daniels acts for a raft of major, and extremely active, corporate issuers in public and private debt offerings. Wells Fargo is a trophy client, which the firm routinely advises on its capital raising activities; Dawn Holicky Pruitt and practice head Sonia Shewchuk lead that relationship from Minneapolis. Target is another client and Shewchuk recently acted for the retail giant in its $2bn public offering of senior notes. Also in Minneapolis, Morgan Burns assisted Archer Daniels Midland with a $1bn offering of fixed rate notes. The team also regularly acts for Ameriprise Financial, Black Hills and Zimmer Biomet in their public offerings.

Freshfields Bruckhaus Deringer LLP’s ‘excellent full-service capability’ and ‘attractive combination of US capital markets expertise backed by a strong global network’ make it a strong choice for underwriters. Highly rated global co-head Valerie Ford Jacob is also a significant draw, hailed as ‘best in class’ and a ‘recognized leader in complex transactions’. Ford Jacob and Michael Levitt advised the underwriters, led by Bank of America Merrill Lynch, Mizuho Securities and US Bancorp, on a $1.1bn offering by Kroger. The same team also acted for the underwriters in Republic Services’ $500m offering of notes. New York head Paul Tropp is ‘extremely strong and very knowledgeable’; he advised the underwriters on Dollar General’s $500m issuance of senior notes.

Responsive, client-focused and highly professional’, Fried, Frank, Harris, Shriver & Jacobson LLP’s ‘high-caliber practice’ stands out for its ‘deep dedication to achieving client aims’. Department co-head and ‘very strong lawyerDaniel Bursky paired up with Mark Hayek to advise Under Armour on its $600m offering of senior notes. Bursky also acted with Andrew Barkan to assist the underwriters with multiple offerings of investment grade notes by Procter & Gamble including two offerings worth $1.7bn and $1.2bn respectively. Stuart Gelfond jointly heads the New York-based group and led the firm’s advice to Novelis, as co-counsel alongside Torys and King & Spalding LLP, in two offerings of senior notes totaling $2.6bn. Other clients include Aerie Pharmaceuticals, Extended Stay and Perrigo.

Gibson, Dunn & Crutcher LLP’s debt practice had a banner year, advising on a string of headline offerings for major multinationals from offices across its national network. In San Francisco, group co-chair Stewart McDowell acted for Intel in the issuance of $2.7bn of senior notes. New York-based co-chair Andrew Fabens advised GE on its $37.5bn private offer to exchange outstanding debt securities by newly formed finance subsidiary, GE International Funding Company. In Los Angeles, co-chair Peter Wardle assisted AECOM with a $1.6bn exchange offer of senior notes, while in Denver, Robyn Zolman continued to raise her profile and advised AT&T on a $7bn exchange offer. In a highlight on the underwriter side, McDowell worked alongside San Francisco’s Douglas Smith to advise the underwriters on numerous offerings by Wells Fargo, including a $3.7bn offering of floating rate notes.

Real estate and REIT-related matters are sweet spots at Goodwin, in line with the firm’s signature strength, and it also receives a steady stream of instructions from life sciences issuers. Among recent work highlights, Gilbert Menna led the advice to Gaming and Leisure Properties during its $1.4bn offering of senior notes. James Barri had a strong year and acted for VEREIT in its $1bn offering of senior notes and also assisted Nike with its $1.5bn offering of investment grade notes. On the underwriter side, New York-based Mark Schonberger advised Wells Fargo Securities and Morgan Stanley on three offerings of notes by Ventas Realty totaling $1.9bn. Ettore Santucci chairs the largely Boston-based group.

Hogan Lovells US LLP leverages its robust regulatory practice to provide a specialist skillset in advising issuers from the regulated industries on debt matters, with healthcare, telecoms, defense, aerospace and life sciences all standing out as strong areas of expertise. Highlights in 2016 saw Washington DC-based Eve Howard acting for HNA Group, the owner of China's fourth-largest airline, on its circa €1.5bn debt finance raising relating its CHF2.7bn (enterprise value) acquisition of cargo handling company Swissport Group from PAI Partners. Also in Washington DC, Richard Parrino advised UnitedHealth Group on its $2.5bn notes offering. Glenn Campbell splits his time between Baltimore and Washington DC and worked alongside Washington DC’s Allen Hicks in advising Lockheed Martin on its $7bn investment grade notes offering, which was used to partially finance its $9bn acquisition of Sikorsky Aircraft. Elsewhere, Amy Freed, who splits her time between Baltimore and New York, acted for 21st Century Fox in two offerings of senior unsecured notes totaling $1.1bn. Washington DC-based group head David Bonser is also recommended.

Jones Day’s team is led from Cleveland by global capital markets co-chair Christopher Kelly and national lead Michael Solecki, and it also calls on key partners in the firm’s Atlanta, Chicago, Dallas, Detroit, Los Angeles, Minneapolis, New York and Silicon Valley offices. In Atlanta, Joel May had a strong year; he and corporate governance specialist Lizanne Thomas advised Southern Company on its $8.5bn offering of senior notes, and he also acted with Chicago’s Edward Winslow to assist Newell Rubbermaid with its $8bn offering of senior notes. In New York, Rory Hood and John Owen advised representatives of the underwriters on PepsiCo’s $4.5bn offering of senior notes. Clients also include Lam Research, Omnicom Group and Starbucks.

Providing ‘the expertise of New York firms at a more reasonable cost’, Atlanta-headquartered King & Spalding LLP has a significant issuer-side practice that has recently acted for companies in the energy, financial services, consumer products and real estate industries. Lawyers demonstrate ‘excellent knowledge of the rules and markets’, with Keith Townsend praised as a ‘very strong lawyer’. Townsend acted for ConocoPhillips in its $3bn offering of fixed rate senior notes, and assisted Total System Services with its $1.5bn offering of fixed rate senior notes. Other key names include William Smith, who has ‘strong knowledge of the law, excellent client skills and business understanding’, Jeffery Malonson, who joined the Houston office in 2016 from Vinson & Elkins LLP, and newly promoted partner Carrie Ratliff.

Kirkland & Ellis LLP’s issuer-focused practice is largely split between the firm’s New York and Chicago offices, and is particularly well regarded for food and beverage, energy and technology sector work. In New York, ‘great lawyerJoshua Korff and Michael Kim advised Kraft Heinz Foods on a series of senior notes offerings totaling $7bn. Christian Nagler is also a key name in New York and acted for Molson Coors Brewing in multiple offerings, which included a series of senior notes offerings worth a combined $5.3bn. In Chicago, Robert Hayward and Keith Crow assisted Kellogg with several transactions including offerings of senior notes and senior debentures totaling $1.4bn. Other key contacts are Dennis Myers and Gerald Nowak in Chicago, and Richard Aftanas in New York.

Latham & Watkins LLP reinforced its capital markets team in 2016 with the hires of Washington DC-based counsel Paul Dudek, who was formerly chief of the SEC’s office of international corporate finance, and Michael Benjamin, who joins the New York office from Shearman & Sterling LLP. Regularly acting for both issuers and underwriters in a mix of investment grade and high-yield offerings, the group also draws on the firm’s global footprint to excel in cross-border matters. In a recent example, New York-based Gregory Rodgers and Orange County-based Charles Ruck led a US team that worked alongside the firm’s London office to advise Amgen on its CHF700m offering of bonds listed on the SIX Swiss Exchange - the firm also acted for Amgen during its $4.9bn debt exchange offer. In an underwriter-side highlight, Washington DC-based Rachel Sheridan and counsel Brandon Bortner assisted JP Morgan with Exxon Mobil’s issuance of six tranches of fixed rate notes and two tranches of floating rate notes totaling $12bn. In New York, Marc Jaffe and Ian Schuman are also recommended, while Patrick Shannon is a key name in Washington DC. Kirk Davenport retired in 2016.

The ‘very experienced and capableMayer Brownalways exceeds expectations’. Led from Chicago by ‘outstanding lawyerEdward Best, the capital markets group houses a well-balanced debt practice, which routinely advises corporate issuers and underwriters on sophisticated transactions. Among Best’s recent work, he assisted Nissan Motor Acceptance with its $1.5bn notes issuance. Also in Chicago, Philip Niehoff acted for AbbVie in a $7.8bn senior notes offering. In Palo Alto, Jennifer Carlson advised Republic Services on its $500m notes issuance and cash tender offer for up to $600m of notes. Among the firm’s work for underwriters, Best and Carlson acted for Morgan Stanley in Kellogg’s issuances of $750m of senior notes and $650m of senior debentures. Chicago partners Michael Hermsen and David Schuette are also active members of the team.

Milbank, Tweed, Hadley & McCloy LLP’s firm-wide strength in advising lenders translates into a solid underwriter-side practice. However, it also secures a significant share of high-profile issuer work, with government issuers increasingly turning to the team. Most notably, Paul Denaro advised the government of Bermuda on its $665m Rule 144A/Regulation S offering of senior notes. Denaro also acted for Export Development Canada on two bond offerings worth a combined $2bn. Brett Nadritch is another key name in the team and assisted the underwriters with American Airlines’ $813.7m two-tranche notes offering. Other highlights included advising the underwriters in Verizon Communications’ $6.1bn offering of notes. Rod Miller and global capital markets head Marcelo Mottesi are also recommended. All named partners operate out of New York.

Morgan, Lewis & Bockius LLP’s ‘outstanding’ group has a strong record handling debt offerings for domestic and foreign issuers from the energy, financial services, technology and life sciences industries. Philadelphia-based Joanne Soslow chairs the group and acted for AmeriGas Partners in its $1.3bn offering of senior notes. In another example of the firm’s strong links with energy issuers, New York’s John Hood advised Entergy on a $750m offering of senior notes. Also in Philadelphia, Justin Chairman is ‘extremely knowledgeable, responsive, creative and practical’, and acted for Liberty Property in its $400m senior notes offering. Ameren, Louisiana Public Facilities Authority and OM Asset Management are also clients.

A ‘true partner to clients’, Morrison & Foerster LLP distinguishes itself through its ‘cutting-edge knowledge’ and ‘strong, partner-led service’. The firm’s relationships with domestic and foreign financial institutions, particularly Canadian banks, has really come to the fore in recent years. In a recent example, New York-based of counsels Jerry Marlatt and Melissa Beck advised National Bank of Canada on a $1.3bn notes offering. Bank of Nova Scotia and RBC are also clients of the firm. New York-based practice head James Tanenbaum ‘instills confidence’; he and Anna Pinedo acted for the underwriters during multiple recent debt offerings by Bank of America, including advising Bank of America Merrill Lynch as the lead underwriter in a $1bn offering of green bonds. In San Francisco, Brandon Parris acted for Boyd Gaming in its $750m offering of senior notes.

O’Melveny & Myers LLP’s ‘deep knowledge’, ‘experience in complex transactions’ and ‘ability to effectively brief members of the client’s team’ mark the group as a ‘true competitor to the traditional leaders in this area’. San Francisco-based Brophy Christensen is an ‘excellent strategist’ and ‘knows how to keep a transaction moving to its conclusion’; he jointly leads the practice alongside ‘fantastic deal-makerMichael Schiavone in New York. Schiavone recently acted alongside New York’s Daniel O’Shea in advising the underwriters on two separate offerings by Nissan Motor Acceptance including a $1.5bn offering. In Los Angeles, John-Paul Motley acted for American Honda Finance in two separate debt offerings including a $1bn MTN offering. The group also includes newly promoted partners Jaroslaw Hawrylewicz and Shelly Heyduk, who operate out of New York and Newport Beach respectively.

The launch of Orrick, Herrington & Sutcliffe LLP’s new Houston office in 2016, including the arrival of corporate and securities specialist David Ronn from McGuireWoods LLP, bolstered the firm’s growing capital markets presence in the energy and infrastructure fields. Technology, life sciences and financial services are also active areas for the issuer-focused team. Highlights saw San Francisco-based Brett Cooper assisting Pacific Gas and Electric with its $600m offering of senior notes. In New York, Stephen Ashley worked with the firm’s Hong Kong office to advise 361 Degrees International on its offering of $400m of senior notes. Also in New York, Tara Higgins acted with Ashley in assisting Cube Hydro Partners with the $140m issuance of senior secured notes.

Consistently good’, Paul Hastings LLP is lauded for its ‘knowledgeable and confident lawyers’ and its ‘strong experience across a wide variety of capital markets matters’. The group’s Latin America expertise is also a notable strength and Michael Fitzgerald and Joy Gallup acted for the global coordinators and initial purchasers in a landmark dual-tranche $2bn bond offering by Mexico City Airport Trust. The same team also advised underwriters Goldman Sachs, HSBC Securities and Morgan Stanley on Televisa’s $1.2bn senior notes offering. Cathleen McLaughlin is ‘very efficient, knowledgeable and resourceful’ and acted for the government of Jamaica in its $743.2m bond offering. Michael Zuppone chairs the largely New York-based department.

Paul, Weiss, Rifkind, Wharton & Garrison LLP impresses with its ‘extremely competent and proficient lawyers’. In particular, capital markets co-head John Kennedy is a ‘very strong practitioner’, and fellow co-head Gregory Ezring and deputy corporate chair Monica Thurmond are ‘strategic and quick-thinking’. Ezring and Tracey Zaccone recently advised Prime Security Services Borrower and Prime Finance on their offering of $3.1bn of notes. In another key issuer mandate, Tong Yu acted for Mitsubishi UFJ Financial Group in three notes offerings worth a combined $11bn. On the underwriter side, Christopher Cummings handled several offerings by TransCanada Pipelines including advising HSBC and JP Morgan on a $1bn senior notes offering.

A go-to player for priority transactions’, the team at Proskauer Rose LLPcarefully weighs up business considerations against legal strategy’. Among the names to note, department co-head Frank Lopezknows how to push the counterparty without overstepping the mark’; he and Stephen Gruberg advised Celgene on its $8bn offering of five tranches of unsecured senior notes. The same team also acted for the underwriters, including Citigroup, JP Morgan and Bank of America Merrill Lynch, in PulteGroup’s offering of $1bn of senior notes. Other clients include Ares Capital, Imperial Capital and Light Tower Rentals. Los Angeles-based Monica Shilling and department co-head Julie Allen are also recommended. All individuals are based in New York, unless otherwise stated.

Praised for being ‘highly knowledgeable and business-minded’, Shearman & Sterling LLP has a focus on financial services, healthcare, telecoms and mining-related work. Largely based in New York, under the leadership of David Beveridge, the group is also represented in Washington DC, Palo Alto, San Francisco, São Paulo and Toronto. Among its recent issuer highlights, Beveridge advised Electronic Arts on a $1bn offering of senior notes, while Stephen Giove acted for Viacom during its $1.3bn offering of senior notes. However, advice to managers remains the team’s sweet spot and ‘strong performerRobert Evans recently acted as underwriters’ counsel in Lowe’s Companies’ $3.3bn offering of investment grade notes, while Lisa Jacobs advised the underwriters on Ford Motor Credit’s $2.2m offering. Jonathan DeSantis and Merritt Johnson are also recommended. In 2016, Michael Benjamin left for Latham & Watkins LLP.

Prompt, professional and very knowledgeable’, Sidley Austin LLP is favored for its ‘strong technical knowledge and commitment to exemplary service’. The capital markets team is well known for its advice to banks, but its dedication to building up its issuer practice continues to translate into a steady stream of company-side mandates. Most notably, the ‘excellentJames O’Connor acted with Jason Friedhoff to advise Caterpillar Financial Services on a private debt exchange offer and ten debt offerings of MTN, worth a combined $3.5bn. In addition, Robert Ryan assisted Synchrony Financial with three offerings of senior notes totaling $1.2bn. The firm also remains a pre-eminent choice for underwriters’ counsel and San Francisco-based Eric Haueter advised various underwriters on three significant transactions for Disney including a new $8bn MTN program. Elsewhere, Edward Petrosky paired up with O’Connor to assist the underwriters with four MTN offerings by American Honda Finance. Craig Chapman, William Massey and Chicago-based Kevin Blatchford are also recommended. Named partners are based in New York unless otherwise stated.

Go-to firm’, Simpson Thacher & Bartlett LLP is highlighted by many as ‘the first port of call’ for capital markets deals, with clients highlighting the team’s ‘exceptional service’, ‘great value for money’ and ability to ‘understand the unique needs of the client’. The firm had a banner year in the technology space, advising on a slew of deals for some of the sector’s most high-profile names: New York-based Kenneth Wallach assisted Dell with a $20bn first lien notes offering; Palo Alto-based Kevin Kennedy acted for Apple in $26bn worth of bond offerings; and Palo Alto-based William Brentani advised Microsoft on its offering of $19.7bn worth of senior notes. Also in New York, Arthur Robinson heads the department and brings ‘deep experience and strong technical knowledge’ to his role; he and Marisa Stavenas acted for the dealer manager in an exchange offer by IHS Markit related to the merger of IHS and Markit. Roxane Reardon and Andrew Keller are other key contacts in New York.

In 2016, Skadden, Arps, Slate, Meagher & Flom LLP handled several headline matters, including acting for HSBC Securities as lead underwriter in HSBC Holdings’ $8bn offering of senior notes, which was notable for being HSBC’s largest-ever dollar issuance. The group also advised Pfizer on a $5bn five-tranche offering of notes and a $1.7bn exchange offer. Global corporate finance co-head Stacy Kanter was the lead on both deals. Coca-Cola was also an active client in 2015 and 2016 and a team led by Dwight Yoo assisted the beverage giant with a series of debt offerings, including a A$1bn two-tranche Australian dollar-denominated notes offering and a $4bn three-tranche US dollar-denominated notes offering. Michael Zeidel and Gregory Fernicola are also key members of the team. All named individuals are based in New York.

The ‘top-notch’ group at Sullivan & Cromwell LLP is ‘excellent in every respect’, exhibiting a ‘business-friendly approach’, and ‘very deep bench’. The firm sits comfortably at the top of the market globally, which also ensures it is regularly involved in some of the most prominent cross-border matters. Most notably, the New York office teamed up with the London office to advise Anheuser-Busch InBev Finance on its $46bn offering of notes as well as on its subsequent $1.4bn offering of notes; the initial transaction was notable for being the second-largest corporate bond sale on record and the US side of the deal was led by Frank Aquila. Among its work for underwriters, Robert Risoleo assisted Citigroup Global Markets and UBS Securities with Aetna’s $13bn notes offering, while Los Angeles-based Patrick Brown advised the underwriters on two offerings of notes by AT&T totaling $10bn. Robert Downes and Catherine Clarkin are also highly regarded. Named partners are based in New York unless otherwise stated.

Vinson & Elkins LLP is hailed for its ‘responsive and practical approach’ and ‘coordinated Houston and UK offices, which are a great asset in cross-border transactions’. An undoubted leader in the energy arena, where it is widely regarded as ‘a top choice for issuers’ counsel’ but also acts for underwriters, the group’s robust experience in transport, financial services, real estate and telecoms matters also deserves mention. Practice co-head David Oelman is a sought-after name, who recently acted with Alan Beck and firm chair Mark Kelly in advising Anadarko on its $3bn offering of senior notes. Oelman and Beck teamed up again to assist Plains All American Pipeline with its $1bn investment grade offering of senior notes. Michael Harrington has ‘deep expertise in debt deals’ and acted alongside Kelly to advise LyondellBasell Industries on its €750m offering of senior notes. Matthew Strock jointly leads the Houston-headquartered team together with Oelman.

Historically stronger on the issuer side, Weil, Gotshal & Manges LLP strengthened its manager-side credentials with its recent advice to the underwriters during Microsoft’s $19.7bn offering of senior notes to finance its acquisition of LinkedIn. The deal, which was notable for being the technology giant’s largest-ever bond offering, was led by Corey Chivers. Chivers also led the firm’s advice to Willis Towers Watson (Ireland) in two notes offerings worth $1bn and €540m respectively. Elsewhere, Jennifer Bensch acted for Mizuho Securities USA in a ¥30bn senior unsecured notes offering by DH Japan Finance. Alexander Lynch heads a New York-based practice that also includes Frank Adams and the newly promoted Faiza Rahman.

John Donovan’s New York-headquartered team at White & Case LLP is complemented by platforms in Washington DC and Miami, the latter facilitating the group’s strong showing in Latin America. The firm’s historically close relationships with lenders translates into a robust financial issuer practice and it also shines in energy deals. Gary Kashar and banking partner Francis Zou advised Agricultural Bank of China (New York Branch) on several matters, including the update of its $10bn MTN program and a subsequent $1.2bn offering of senior notes under the program. Kashar also acted for Kansas City Southern in a $2bn note exchange offer. In another highlight, Jonathan Michels teamed up with Daniel Nam and global M&A head John Reiss to assist Fortis with its $2bn Rule 144A/Regulation S notes issuance.

In a significant highlight, Willkie Farr & Gallagher LLP acted for Teva Pharmaceutical Industries in three multi-tranche, multi-market offerings of senior notes to finance its pending acquisition of Actavis Generics; Jeffrey Hochman led the firm’s advice on the $15bn bond sale. In addition to its notable strength in life sciences matters, the firm also leverages its funds expertise to advise private equity sponsors and portfolio companies on debt matters. Cristopher Greer jointly heads the capital markets team and assisted Joseph T. Ryerson & Son, a portfolio company of Platinum Equity, with its $650m senior secured notes offering. Gregory Astrachan leads the department alongside Greer.

WilmerHale’s prominent life sciences practice continues to feed into its capital markets activity and the firm acts for an impressive volume of pharmaceutical and healthcare companies, including Intercept Pharmaceuticals, Merrimack Pharmaceuticals and PerkinElmer. Washington DC-based Erika Robinson jointly leads the practice; her recent work highlights include acting for Analog Devices in a $1.3bn offering of senior notes and advising Thermo Fisher Scientific on its $1bn issuance of senior notes. Brian Johnson jointly leads the department from New York, and the team also calls on partners in Boston.

In 2016, Winston & Strawn LLP strengthened its capital markets group with four lateral hires in New York: Joel Rubinstein, Jonathan Rochwarger and Elliott Smith all joined from McDermott Will & Emery LLP (where Rubinstein led the capital markets practice), while Keith Andruschak arrived from Mayer Brown. Manager-side mandates comprise the bulk of instructions, and the firm routinely acts on complex, high-value deals across a broad range of industries. In Chicago, Cab Morris recently advised the joint book-running managers on several deals, including Illinois Tool Works’ $1bn offering of notes, Newell Rubbermaid’s $8bn offering of notes and Exelon’s $1.8bn offering of notes. Matthew Bergmann and Christopher Zochowski jointly lead the M&A and securities practice from Chicago and Washington DC respectively.


Capital markets: equity offerings

Index of tables

  1. Capital markets: equity offerings - advice to issuers
  2. Capital markets: equity offerings - advice to underwriters
  3. Leading lawyers
  4. Next generation lawyers

Leading lawyers

  1. 1

Who Represents Who

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The editorial for this section is in alphabetical, as opposed to ranking order, sue to two ranking tables.

Dedicated and highly responsive’, the team at Andrews Kurth Kenyon LLP contains ‘excellent lawyers’. Corporate and securities co-chair Michael O’Leary teamed up with Jon Daly and Cindy Lin to act for LongPoint Minerals in a $525m private placement. O’Leary also worked with Courtney Cochran Butler and Jordan Hirsch to advise Credit Suisse Securities, BMO Capital Markets and Wells Fargo Securities as the underwriters on a follow-on offering by Laredo Petroleum. Co-chair David Buck and Melinda Brunger assisted Independence Contract Drilling with its $46.3m follow-on offering. All named partners operate out of Houston, but the group is also well represented in Austin, Dallas, New York and Washington DC.

Baker Botts L.L.P. leverages its market-leading oil and gas practice to specialize in energy-related capital markets deals, where it is widely considered among the leaders in the space. Houston-based David Kirkland jointly leads the firm’s corporate practice and acted with Andrew Ericksen to advise Cabot Oil & Gas on its $1bn share offering. Kirkland also teamed up with Felix Phillips to act for the underwriters in Newfield Exploration’s $790.3m public offering. Elsewhere, the firm advised the underwriters on Pioneer Natural Resources’ $1.4bn public offering. Other clients inlcude CenterPoint Energy Houston Electric, Enbridge Energy Partners and NextEra Energy Partners. In early 2017, a team including Douglass Rayburn and others departed for Gibson, Dunn & Crutcher LLP's new Houston office. In early 2017,Hillary Holmes departed for Gibson, Dunn & Crutcher LLP's new Houston office.

Bracewell LLP is well known for advising energy companies on capital markets transactions and its issuer-focused practice also shines in financial services deals. Practice co-chair William Anderson and Troy Harder recently advised Great Plains Energy on a $750m preferred stock investment by the Ontario Employees Retirement System. Charles Still leads the department alongside Anderson, and recently acted with Emily Leitch to advise O’BENCO IV, and its general partner, on a $25m private placement. Other clients include Kinder Morgan, Magnum Hunter Resources and Prosperity Bancshares. All named individuals are based in Houston.

Although better known for its debt - particularly high-yield debt - expertise, Cahill Gordon & Reindel LLP’s share of equity transactions continues to grow. Among its recent work, Daniel Zubkoff and Douglas Horowitz advised JP Morgan, Deutsche Bank Securities, Wells Fargo Securities and BMO Capital Markets as joint book-running managers on QEP Resources’ $422m share offering. Meanwhile, James Clark, William Miller and Marc Lashbrook acted for the underwriters in Gaming and Leisure Properties’ $862.5m common stock offering, which was used to fund the acquisition of Pinnacle Entertainment’s real estate assets. Other key names in the ‘excellent’ New York-based team are William Hartnett, John Tripodoro and Jonathan Schaffzin.

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IP specialist Finnegan detail how their collaborative approach makes for a unique culture which is designed to allow them to work with clients in a way which is cognizant of the challenges facing all companies today.

Financial services powerhouse Cleary Gottlieb Steen & Hamilton LLP is regarded by many as a ‘go-to firm for equity deals’ due to its ‘strong senior lawyers’ and ‘top-level market knowledge’. Its pre-eminent reputation attracted a steady flow of offerings during 2016. Most notably, the New York-centered team advised on the $1.1bn IPO of Japan-based global messaging platform Line Corporation, which was the largest technology IPO of the year; Craig Brod and Jeffrey Karpf acted alongside the Seoul office to advise the issuer. Among the firm’s underwriter-side work, the ‘absolutely excellent’ David Lopez acted for Barclays, Bank of America Merrill Lynch, Citigroup and Morgan Stanley in Teva Pharmaceutical’s $6.7bn offering of American depositary shares. In another headline deal, Sung Kang advised the underwriters on New York Community Bancorp’s $650m follow-on offering. Other key names include Leslie Silverman and senior counsel Alan Beller.

Clifford Chance’s New York-based team leverages its market-leading US REITs practice to offer specialist expertise in that space, and it is also recommended for its strong experience in cross-border deals. Among the firm’s recent work, Jay Bernstein and Jake Farquharson advised Retail Opportunity Investments on three equity offerings worth a combined $361m, and department co-chair Kathleen Werner assisted Corporate Property Associates 19 with preparations for its IPO, which could be worth up to $2bn. Jonathan Zonis is one of the Americas capital markets group heads and has an impressive record in Latin American transactions. Hannon Armstrong Sustainable Infrastructure Capital and Quotient are also clients.

Cooley LLP’s entrepreneurial practice is widely regarded as ‘the first port of call for start-ups’ and it secures an impressive share of technology and life sciences deals. In 2016, Palo Alto-based partners Frank Rahmani and John McKenna advised Myovant Sciences on its $217.5m IPO, which was the largest biotech IPO of the year. Other highlights saw the team assisting AveXis with its $95m IPO and then in its subsequent $168m follow-on offering. The firm continues to strike a good balance between issuer and manager-side work, and it also handled several sizeable deals for underwriters. Most notably, San Francisco-based global capital markets co-head David Peinsipp teamed up with San Francisco’s Andrew Williamson and Palo Alto’s Eric Jensen to advise the underwriters on Atlassian’s $531.3 IPO. San Diego-based department co-chair Charlie Kim is also recommended.

Covington & Burling LLP’s equity practice specializes in underwriter-side mandates. The firm continues to secure a significant amount of work in the life sciences sector but also routinely handles deals in other regulated industries such as healthcare and financial services. From New York, Donald Murray heads the group and acted for Jefferies and Baird in Exact Sciences’ $145m follow-on offering. Department vice-chair Eric Blanchard is also recommended in New York and advised Jefferies and Barclays on a $42m follow-on offering by Alcobra. Among the team’s work for issuers, Washington DC-based Kerry Burke acted for Omeros during its $40m offering of common stock. Washington DC-based vice-chair Keir Gumbs is also a key name.

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

DLA Piper LLP (US)’s ‘tailored approach’ and ‘strategic and thoughtful advice’ helps clients to achieve ‘very positive outcomes’. The group was significantly strengthened in 2016 through the arrivals of Baltimore-based Michael Stein, who was formerly deputy general counsel at Everi Holdings, and Kerry Johnson, who joined in New York from Hunton & Williams LLP. In addition, Melissa Bengtson and Scott Cowan were promoted to partner in Phoenix and New Jersey respectively. New York-based national capital markets chair Christopher Pacieffectively combines deep technical knowledge and extensive experience with a practical approach’; he advised Kadmon on its $75m public offering. In Chicago, Gregory Hayes acted for Equity Residential in its $881.2m at-the-market offering. Other key names include US corporate chair John Gilluly, who splits his time between Austin, Dallas and Houston, and Peter Astiz and Curtis Mo, who are both based in Silicon Valley.

Davis Polk & Wardwell LLP’s enviably balanced equity practice impresses both in issuer and underwriter representations, and it is regularly called upon to advise on some of the largest and most complex deals in the equity space. Michael Kaplan is ‘simply phenomenal’ and assisted the underwriters with Molson Coors Brewing’s $2.5bn common stock offering. Another high-profile name, Richard Sandler acted with John Meade to advise the lead dealer managers on GE’s offer to exchange up to 705 million shares in Synchrony Financial for outstanding shares of GE common stock, in a deal worth $2.6bn. Among the firm’s work for issuers, Menlo Park’s Alan Denenberg advised Equinix on its $862.5m follow-on offering, while Deanna Kirkpatrick acted for Bats Global Markets in its $290.6m IPO. Richard Truesdell is ‘unquestionably a leader in his field’, and Joseph Hall and Menlo Park-based Bruce Dallas are also names to note. Named partners are based in New York, except where otherwise stated.

The ‘fantastic’ team at Debevoise & Plimpton LLPcould not be bettered’, according to some. In a major headline, capital markets co-head Steven Slutzky led the firm’s advice to US Foods Holding in its $1bn IPO, which was notably the fifth-largest IPO in the US during 2016. Matthew Kaplan jointly leads the New York-based practice and has handled a string of landmark equity deals recently, including acting for BoozAllen Hamilton Holding in a series of secondary offerings totaling $2bn. Peter Loughran is also an active member of the team and advised SiteOne Landscape Supply on its $241.5m IPO. Among the firm’s manager-side work, Loughran advised Barclays and Credit Suisse as lead underwriters on the $169m IPO of GMS.

Dechert LLP is well known for its specialist experience in life sciences and permanent capital vehicles and it garners a significant volume of deals in these areas, as well as from the healthcare, private equity and financial services sectors. Highlights saw Philadelphia-based senior corporate specialist James Lebovitz advising the underwriters on Advance Accelerator Applications’ $172.5m offering of American depositary shares, and Boston-based department co-chair Thomas Friedmann acting for the underwriters in Monroe Capital’s $48.1m share offering. On the issuer side, Philadelphia-based Stephen Leitzell advised B&G Foods on two public offerings of shares worth a combined $331.9m. In New York, group co-chair David Rosenthal advised Stifel, Nicolaus & Company, as sales agent, on Inovio Pharmaceuticals’ $50m at-the-market equity offering.

Eversheds Sutherland (US) LLP’s niche expertise in acting for business development companies in capital market matters continues to pay dividends and it routinely advises major names in the industry on IPOs, follow-on offerings, at-the-market offerings and other equity transactions. Among the group’s recent work, Lisa Morgan advised Fidus Investment on its $43m follow-on offering. Steven Boehm and Stephen Roth jointly head a Washington DC-based team that also includes Harry Pangas, who has a strong record in corporate governance and compliance issues, and Cynthia Krus.

The best issuers’ counsel, bar none, for technology IPOs’, Silicon Valley-headquartered Fenwick & West LLP is ‘peerless in the technology space’. In addition, the capital markets team is a top choice for clients in the life sciences sector, and it also continues to grow its underwriter-side practice. Department co-chair Jeffrey Vetter and James Evans, who splits his time between Seattle, Silicon Valley and New York, advised the underwriters on Nutanix’s $238m IPO. The same team also assisted the underwriters with Impinj’s IPO. Among its company-side work, Horace Nash and Gordon Davidson teamed up with the firm’s Shanghai office to advise Gridsum on its $100m IPO. Also recommended is San Francisco’s Robert Freedman, who jointly heads the securities and corporate practice. Named partners are based in Silicon Valley unless otherwise stated.

Freshfields Bruckhaus Deringer LLP continues to build up its reputation as a sound choice for underwriters’ counsel, following the arrival of highly rated global capital markets co-head Valerie Ford Jacob in 2014. Paul Tropp heads the New York capital markets practice and recently advised underwriters Deutsche Bank Securities and Goldman Sachs on the $500m IPO of special purchase acquisition company Silver Run Acquisition. Tropp also assisted the underwriters with American Farmland’s $48m IPO and Saban Capital Acquisition’s $250m IPO. Michael Levitt is another name to note.

In a significant coup, Fried, Frank, Harris, Shriver & Jacobson LLP’s growing equity practice won a lead role on the third-largest IPO in the US during 2016; a team led by capital markets co-head Daniel Bursky and up-and-coming partner Mark Hayek advised the underwriters on Athene Holding’s $1.2bn IPO. Among its company-side highlights, Andrew Barkan advised the issuer on At Home’s $130m IPO and GMS’ $147m IPO. Stuart Gelfond jointly leads the New York-based department and brings to bear a strong record in private equity matters; he advised Extended Stay America and ESH Hospitality, as issuers, and Centerbridge Partners, Paulson & Co and Blackstone, as selling stockholders, on a series of share deals, including a $258.7m secondary offering of paired shares.

The ‘outstanding’ and ‘great-to-deal-with’ team at Gibson, Dunn & Crutcher LLP is ‘able to link up with other departments to provide comprehensive and joined-up advice’. The firm continues to shine in the technology space and it is also highly active in the telecoms, energy and healthcare sectors. San Francisco-based Stewart McDowell and corporate partner Douglas Smith advised the underwriters on various debt and equity offerings made by Wells Fargo & Company worth $33.5bn, including a $2.3bn offering of depositary shares. In a headline IPO, New York-based Glenn Pollner advised the underwriters on the $161m debut offering of Medpace Holdings. Andrew Fabens and Peter Wardle are also key contacts in New York and Los Angeles respectively. In early 2017, the firm acquired a team from Baker Botts L.L.P. to bolster its new Houston office, including Douglass Rayburn.

Goodwin’s equity practice continues to go from strength to strength, particularly in the technology, telecoms and life sciences areas. Silicon Valley-based technology specialist Richard Kline led the group’s marquee deal of recent times, advising Atlassian on its headline IPO at the end of 2015. In another technology highlight, Anthony McCusker acted for Twilio in its $150m IPO. Among the firm’s life sciences work, Boston’s Mitchell Bloom advised BeiGene on its $158m IPO. Boston-based capital markets chair Ettore Santucci is also recommended and advised JP Morgan Securities, as underwriters, on Washington REIT’s $150m follow-on offering. In 2017, Silicon Valley-based Rezwan Pavri left for Wilson Sonsini Goodrich & Rosati.

Hogan Lovells US LLP’s practice is led from Washington DC by David Bonser, and has strong experience in deals concerning regulated industries, particularly healthcare, defense, life sciences, energy and financial services. Issuer mandates continue to account for the majority of instructions and highlights saw Richard Parrino advising cyber security company SecureWorks on its $112m IPO, and Eve Howard and Michael McTiernan acting for Playa Hotels & Resorts during its $100m IPO. On the underwriter side, Daniel Keating assisted UBS Investment Bank with Banc of California’s $100m public offering. In 2016, the group was boosted by the arrival of three corporate partners from Pepper Hamilton LLP: Rachael Bushey, John Duke and Steve Abrams, who co-chaired the life sciences and corporate and securities departments at his former firm, all join the Philadelphia office. Named partners are based in Washington DC unless otherwise stated.

Although better known for its debt work, Jones Day acts on a significant volume of equity matters, with strong experience in IPOs, exchange transactions and rights offerings. Detroit office managing partner Timothy Melton and Chicago’s Bradley Brasser advised Procter & Gamble on its offer to exchange shares of P&G common stock for Galleria common stock. In New York, Alexander Gendzier acted for Jefferies as sole placement agent during FourPoint Holdings’ $815m issuance of common equity units and related transactions. Other key names include Christopher Kelly and Michael Solecki, who are both based in Cleveland and lead the global and US capital markets teams respectively.

Kirkland & Ellis LLP specializes in company-side matters but continues to raise its profile among underwriters. The firm’s top-tier private equity group ensures a steady flow of instructions from funds looking to exit their investments and recent examples include advising 3G Capital as selling stockholder in Restaurant Brand International’s $601.7m secondary offering - ‘market leaderJoshua Korff and Michael Kim led that work from New York. Also in New York, Christian Nagler acted for Deutsche Bank, Goldman Sachs and Cantor Fitzgerald as the underwriters in Conyers Park’s $402m public offering. In Chicago, Robert Hayward advised US Silica on its $174m public offering. Other recommended names include Chicago-based Dennis Myers and Richard Aftanas in New York.

Strong in all areas’, Latham & Watkins LLP has a ‘broad and deep team’ which is noted for its ‘specialist “big game” experience’. The already sizeable practice increased significantly in 2016, following the hires of Washington DC-based counsel Paul Dudek (formerly chief of the SEC’s office of international corporate finance) and New York-based Michael Benjamin (from Shearman & Sterling LLP). The firm continues to garner roles on some of the most high-profile equity deals to hit the market. Most notably, New York-based global co-chair Witold Balaban teamed up with Courtenay Myers and the Hong Kong office to advise the underwriters on SoftBank’s issuance of $5.5bn mandatory exchangeable trust securities, convertible into Alibaba shares in three years. On the issuer side, New York-based global corporate chair and ‘leader in his fieldMarc Jaffe and New York-based Ian Schuman assisted Camping World Holdings with its $250m IPO. Chicago’s Cathy Birkeland is also recommended. Kirk Davenport retired in 2016.

The team at Mayer Brown provides ‘excellent service’ and demonstrates ‘great communication skills’. Particular praise is reserved for New York’s David Bakst, who ‘combines strong knowledge of the market with practical, clear advice’; he is highlighted for his specialist expertise in foreign private issuances and emerging growth company IPOs. Among Bakst’s highlights, he assisted GW Pharmaceuticals with its $289m offering of American depositary shares. Also in New York, John Berkery advised the underwriters - Morgan Stanley, UBS, Keefe Bruyette & Woods, RBC and JMP Securities - on a $200m offering of depositary shares by National General Holdings. Chicago-based practice head Edward Best and Palo Alto-based Jennifer Carlson acted for JP Morgan Securities in Beneficial Interest’s $125.4m issuance of common shares.

Although better known for its underwriter-side practice, Milbank, Tweed, Hadley & McCloy LLP’s issuer practice had a very strong year. Among its key highlights, New York-based Rod Miller advised MGM Growth Properties on its $1bn IPO, which was the third-largest REIT IPO in history. In Los Angeles, Deborah Conrad and Kenneth Baronsky acted for Red Rock Resorts in its $531m IPO. The group also handled a clutch of high-profile deals for underwriters. Most notably, New York’s Paul Denaro advised the syndicate of underwriters, co-led by Scotia Capital, Barclays Capital Canada, HSBC Securities (Canada) and TD Securities, on Brookfield Renewable Partners’ C$460.1m public offering. Marcelo Mottesi leads the global capital markets practice from New York.

Morgan, Lewis & Bockius LLP’s capital markets group routinely advises issuers in the energy, financial services, technology and life sciences industries, and it also has an active underwriter-side practice. In Philadelphia, department head Joanne Soslow and Kevin Shmelzer advised Cerecor on its $26m IPO, and the ‘extremely knowledgeable, responsive, creative and practicalJustin Chairman acted for the underwriters, including Deutsche Bank Securities as sole book-running manager, in City Office REIT’s $91.8m public offering. New York-based Tom Giblin is also a key contact. Other clients include Axsome Therapeutics, NextEra Energy Partners and Tabula Rasa HealthCare.

Morrison & Foerster LLP routinely acts for issuers and underwriters, and is strong in the energy, financial institutions, life sciences, technology and telecoms fields. Washington DC-based David Slotkin co-chairs the corporate finance and REIT departments and advised MedEquities Realty Trust on its $240m IPO, while San Diego-based Scott Stanton and Sara Terheggen, who operates from both San Francisco and Palo Alto, acted for Fulgent Genetics in its $43.5m IPO. In New York, global capital markets chair James Tanenbaum and Anna Pinedo assisted the underwriters with Bank of America’s $900m offering of depositary shares. Other clients include Alexandria Real Estate Equities, Education Realty Trust and Farmland Partners.

O’Melveny & Myers LLP’s team is jointly led by New York-based Michael Schiavone and Brophy Christensen in San Francisco, and it also calls on partners in Los Angeles, Silicon Valley, Washington DC and Newport Beach. Schiavone and Daniel O’Shea recently advised Norwegian Cruise Line Holdings on a $593m share offering, while Peter Healy assisted the underwriters with Sunstone Hotel Investors’ public offering and advised Healthcare Trust of America on a significant public offering. In other work highlights, Los Angeles office managing partner John-Paul Motley acted for Sportsman’s Warehouse Holdings, and the selling stockholders, in a $65m secondary offering. Clients also include Bank of America, Morgan Stanley and Sabra Health Care REIT.

Orrick, Herrington & Sutcliffe LLP shines in energy and life sciences deals and also regularly works alongside the firm’s technology group to handle capital markets matters in the technology and telecoms spaces. In a recent example, New York-based Christopher Austin and San Francisco’s John Bautista advised Coatue Management on its $500m investment in Liberty Broadband. In other work highlights, New York-based Brian Margolis assisted the underwriters with Axsome Therapeutics’ $51m IPO, and San Francisco-based Andrew Thorpe advised Ellie Mae on its $284.6m follow-on offering. In 2016, the team boosted its Houston capital markets practice with the hire of technology and energy specialist David Ronn from McGuireWoods LLP.

Paul Hastings LLP’s ‘excellent’ capital markets practice comprises ‘very responsive lawyers’. Among the names to note in New York, Latin America group lead Michael Fitzgerald impresses in Mexico-related matters and recently acted with Joy Gallup to advise Fideicomiso Hipotecario on its $170m follow-on offering. Fitzgerald also teamed up with Arturo Carrillo to advise Morgan Stanley and Deutsche Bank as the lead underwriters on a $175m follow-on offering by Mexican airline Controladora Vuela Compañía de Aviación. Yariv Katz acted for Citigroup and Bank of America Merrill Lynch, as joint book-running managers, in Sun Communities’ $284m follow-on offering. Jeff Hartlin, who splits his time between Palo Alto and San Diego, and San Diego-based Teri O’Brien are also recommended.

The ‘practical and inventive’ New York-based group at Paul, Weiss, Rifkind, Wharton & Garrison LLP attracts praise for its ‘extremely competent and proficient lawyers’, who have ‘impressive market knowledge’. Capital markets co-head John Kennedy is a widely respected name, who advised Virtu Financial on its $143m offering. In another work highlight, Adam Givertz, who splits his time between New York and Toronto, acted for Canada’s Suncor Energy in its C$2.5bn offering. Among the firm’s work for underwriters, Tracey Zaccone advised Citigroup, Deutsche Bank and a major Canadian investment bank as lead underwriters on AquaVenture Holdings’ $134.6m IPO. Monica Thurmond, Lawrence Wee and ‘remarkably good’ department co-lead Gregory Ezring are also recommended.

The ‘highly client-focused’ group at Proskauer Rose LLP has a ‘deep and practical knowledge base’ and is ‘very easy to work with’. Lawyers are singled out for their ‘timely and thoughtful responses’, with New York-based capital markets co-head Frank Lopez singled out as ‘very fluent in the current technology of IPOs’. Lopez recently advised the underwriters on two secondary offerings made by WCI Communities worth a combined $160m. New York-based Julie Allen jointly heads the team and acted for NovoCure in its $150m IPO. Also in New York, Stuart Bressmanquickly understands issues and how to resolve them’; he advised JP Morgan Securities and Citigroup as joint book-running managers on Novavax’s $200m share offering. On the West Coast, Los Angeles-based Philippa Bond is an ‘up-and-coming star’, who acted for Ares Management in its $310m offering.

Reed Smith LLP recently bolstered its capital markets practice with a trio of significant hires. In New York, new capital markets head Danielle Carbone joined from Shearman & Sterling LLP, while Jennifer Cheng arrived from Paul Hastings LLP. Counsel Blair Petrillo, formerly with the SEC, joined in Pittsburgh. In a key piece of work, Los Angeles-based Michael Sanders advised Glaukos on its $108m IPO. In fact, the life sciences sector proved particularly fruitful for the team in 2016 and it also advised the issuers on the IPOs of Strongbridge Biopharma, Ritter Pharmaceuticals and Jaguar Animal Health. Other clients include Essex Woodlands Health Ventures, Neurotrope and Squadron Capital.

Ropes & Gray LLP boosted its capital markets team in 2016 through the hires of New York-based securities partner Michael Littenberg from Schulte Roth & Zabel LLP, and San Francisco-based counsel Jesse Cuevas from Shearman & Sterling LLP. The group had a strong year, acting on a string of debut and follow-on offerings and secondary offerings. In a high-profile cross-border deal, life sciences specialist Marc Rubenstein acted alongside the firm’s Hong Kong office in advising Hutchinson China MediTech on its $101m IPO. Among its work for underwriters, practice co-head Patrick O’Brien acted for the lead underwriters in two separate follow-on offerings for Sage Therapeutics totaling $325m. David Fine, Julie Jones and department co-head Paul Kinsella are also recommended. Named partners are based in Boston except where otherwise stated.

Shearman & Sterling LLP’s New York-headquartered practice, which is evenly balanced between manager and issuer work, has a wide industry focus encompassing financial services, healthcare, media, mining and telecoms, with a strong showing in cross-border deals. In a key highlight, Ilir Mujalovic and Jonathan DeSantis advised Bank of America Merrill Lynch as underwriters on the $759m IPO of Valvoline. ‘Rising star’ Merritt Johnson had an impressive year; he acted for Barclays, Credit Suisse and Morgan Stanley as underwriters in AdvancePierre Food’s $390m IPO, and also advised the underwriters on Catalent’s $447m secondary offering. A major headline on the issuer side, Richard Alsop and DeSantis assisted Advanced Disposal Services with its $398.5m IPO. Robert Evans is also recommended. David Beveridge heads an international Americas capital markets group that also has platforms in Washington DC, Palo Alto, San Francisco, São Paulo and Toronto.

Sidley Austin LLP’s concerted effort to increase its share of issuer work continues to pay dividends, with company-side mandates now accounting for well over a third of all capital markets transactions. In a highlight example of the firm’s growing profile in this area, Samir Gandhi advised Athene Holding on its headline $1.2bn IPO. In addition, San Francisco-based Eric Haueter assisted eBay with a $1.2bn offering made by its subsidiary MercadoLibre. However, underwriter mandates remain the mainstay of the practice, and it acted on a string of significant transactions during 2016. Most notably, Bartholomew Sheehan advised the underwriters and the forward purchasers on a $765.9m offering by Duke Energy. Edward Petrosky and Craig Chapman are also key names in the group. Named partners are based in New York unless otherwise stated.

Simpson Thacher & Bartlett LLP’s ‘exceptional capital markets practice’ distinguishes itself through its ‘deep bench’ and ‘personable lawyers, who all have broad experience in their fields’. In particular, the ‘utterly fantastic’ Joseph Kaufman advised the underwriters on US Foods Holding’s $1.2bn IPO, and ‘impressive lawyer’ Richard Fenyes acted for TransUnion during two secondary offerings totaling $1bn. Palo Alto-based William Hinman is highly regarded for his technology-focused practice and acted alongside the firm’s Tokyo office to advise the underwriters, led by joint global coordinators Morgan Stanley, Nomura Securities, Goldman Sachs and JP Morgan, on LINE Corporation’s dual-listed IPO. Roxane Reardon also had a strong year and assisted Acushnet with its $378m IPO. Other key names in the group include the ‘client-focused and highly commercial’ Joshua Ford Bonnie and global capital markets head Arthur Robinson. Named partners are based in New York unless otherwise stated.

Skadden, Arps, Slate, Meagher & Flom LLP’s group has traditionally excelled in work for issuers and it continues to win a significant share of company-side instructions. Most notably, Andrea Nicolas advised Patheon on its $679m IPO, which was one of the largest debut offerings of the year. The firm also has strong experience in acting for managers in headline deals, with its recent work for Morgan Stanley and Citigroup Global Markets as joint book-running managers in the $291m IPO of BATS Global Markets standing out as a case in point - Gregory Fernicola and respected senior specialist Phyllis Korff led that work. High-profile partner David Goldschmidt also remains an active member of the team and advised the underwriters on the $400m IPO of Match Group. Other key names are Michael Zeidel and global corporate finance co-chair Stacy Kanter. All attorneys mentioned operate out of New York.

Sullivan & Cromwell LLP’s New York-headquartered group acted on a steady flow of equity matters through 2016, and significantly its issuer-side practice set the pace for the department - historically it has been stronger on the manager side. Among the group’s recent highlights, deputy capital markets head Catherine Clarkin and Mitchell Eitel advised First Hawaiian Bank on its $557.7m IPO and spinoff from BNP Paribas, and John Evangelakos assisted Intercontinental exchange with its $1.3bn follow-on offering. In the Palo Alto office, John Savva and Sarah Payne advised SoftBank on the $10bn monetization of a portion of its Alibaba stake, including a $3.4bn private placement. On the underwriter side, Robert Downes acted for Bank of America Merrill Lynch and Wells Fargo Securities in Regency Centers’ $406.4m follow-on offering. The highly regarded Robert Buckholz coordinates the firm’s corporate and finance department.

Responsive’, ‘efficient’ and ‘practical’, Vinson & Elkins LLPstaffs matters appropriately and works closely with internal counsel to produce a quality work product’. The capital markets group was significantly bolstered in 2016 through a string of new hires. Among the new arrivals were four partners from Hunton & Williams LLP, with Christopher Green and Gregory Cope joining in Washington DC, and David Freed and Daniel LeBey joining in New York and Richmond respectively. In addition, Paul Tobias joined the Austin office from Wilson Sonsini Goodrich & Rosati. From Houston, David Oelman and Matthew Strock co-lead a team that excels in energy matters but also regularly handles deals in the life sciences, healthcare and financial services spaces. Recent work saw Houston-based Gillian Hobson advising Columbia Pipeline Group on its $1.4bn public offering. Other clients include Anadarko Petroleum, Core Laboratories and MarkWest Energy Partners.

The ‘responsive’ and ‘well-integrated’ team at Weil, Gotshal & Manges LLP is highly regarded for ‘taking the time to understand its clients’ businesses’. Furthermore, the firm’s ‘deep bench allows it to handle strategic transactions alongside everyday matters’. Alexander Lynch heads the New York-based group and is a ‘fantastic lawyer’, who ‘surrounds himself with a great team and quality associates’; he advised Cotiviti Holdings, a portfolio company of Advent International, on its $246m IPO. In another private equity-related deal, Jennifer Bensch acted for Silver Run Acquisition, a special-purpose acquisition company sponsored by Riverstone Holdings, in its $500m IPO. Issuers may provide the bulk of mandates, but the firm does have a solid underwriter-side practice and Lynch advised Goldman Sachs and JP Morgan as underwriters on the $250m Camping World IPO. Corey Chivers, Heather Emmel and ‘up-and-coming partner’ Faiza Rahman are also recommended.

The Americas capital markets group at White & Case LLP is led out of New York by John Donovan and it also benefits from key domestic platforms in Washington DC and Miami, as well as Latin American footholds in Mexico City and São Paulo. The energy sector remains a primary source of deals and the firm also has a strong record in the life sciences and technology sectors, with a good split between issuer and underwriter-side work. Recent mandates saw David Johansen advising Hess on its $1.1bn offering of common stock and concurrent $575m offering of depositary shares. On the underwriter side, Colin Diamond assisted Goldman Sachs, Barclays Capital, Jefferies and RBC Capital Markets with Mimecast’s $77.5m IPO. All named partners are based in New York.

The life sciences and technology sectors kept WilmerHale’s practice busy in 2015 and 2016, and it acted for a stream of issuers across a wide spread of ECM matters. Among its recent IPOs, David Westenberg acted for Acacia Communications in its $119m IPO, while Rosemary Reilly advised Editas Medicine on its $94.4m debut offering. Stuart Falber acted for Epizyme in multiple follow-on offerings, including its $137.7m public offering in January 2016. New York-based Brian Johnson leads the group alongside Erika Robinson in Washington DC. Named partners are based in Boston except where otherwise stated.


Capital markets: global offerings

Index of tables

  1. Capital markets: global offerings - advice to issuers
  2. Capital markets: global offerings - advice to underwriters
  3. Leading lawyers
  4. Next generation lawyers

Leading lawyers

  1. 1

Next generation lawyers

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Arnold & Porter Kaye Scholer LLP is best known for its extensive experience in sovereign bond issues, where the firm primarily acts for issuers. The team has overseen a strong pipeline of deals, such as acting for the Republic of Colombia in its €1.35bn global bond offering, and advising the Federative Republic of Brazil on its $1.5bn bond issue. On the underwriter side, New York-based Steven Tepper is particularly active, having acted for Citigroup Global Markets, JP Morgan Securities and Morgan Stanley in a $1bn bond issue, among other matters. Key partners also include Whitney Debevoise, Neil Goodman and Gregory Harrington, all in Washington DC.

Trusted Advisor - with Finnegan

IP specialist Finnegan detail how their collaborative approach makes for a unique culture which is designed to allow them to work with clients in a way which is cognizant of the challenges facing all companies today.

Praised for its ‘global reach’, clients ‘always look toCleary Gottlieb Steen & Hamilton LLP for ‘challenging, complex issues’. Banks also appreciate the team’s ‘access and connections with many current and former senior SEC officials’. In terms of Latin American-related work, the firm has few rivals, and benefits from strong relationships in Brazil, where it advised Petrobras on $9.75bn worth of bond offerings. In Mexico, the firm acted for Pemex during several debt offerings in 2016, including a €2.25bn bond offering, a $5bn offering, and a CHF600m note issue. Beyond Latin America, highlights included advising Genting Hong Kong on a registered secondary block trade and repurchase of $593m worth of shares in Norwegian Cruise Line Holdings. The firm also acted for Line Corporation in its $1.1bn dual listing on the New York and Tokyo Stock Exchanges. Key names include New York partners Jeffrey Karpf and Craig Brod (who bring ‘extensive knowledge, responsiveness, and excellent judgment’), as well as David Lopez, Adam Fleisher and Pamela Marcogliese.

Clifford Chance’s New York office has a good reputation for handling Latin American offerings, though partners such as practice co-head Jonathan Zonis also have experience in other major regions such as Asia. Recent highlights include advising Citigroup Global Markets as lead manager and global coordinator on a $1bn bond issue by the Republic of Ecuador, which will use the funds to invest in infrastructure projects. The firm also has a strong niche in REITs and acted for a major Mexican hospitality company during the formation and IPO of a Mexican REIT, which will be the first of its kind to own resort properties. Other notable names in the team include practice co-head Kathleen Werner, Alejandro Camacho, Jay Bernstein and Per Chilstrom.

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

Davis Polk & Wardwell LLP has established a first-class reputation for global debt, equity and high-yield offerings, and has a strong footprint in most key regions, including Latin America, Europe and Asia. Manuel Garciadiaz, who divides his time between the Sao Paulo and New York offices, is one of the main contacts for Latin American work and led the team advising the joint bookrunners on Bunge’s $1.8bn offering. On the equity side, the firm acted for Rumo Logistica Operadora Multimodal in its $740m IPO. Other highlights included advising the initial purchasers on Mylan’s $7.5bn bond offering. Following several partner retirements at the end of 2015, the New York-based capital markets practice was boosted by the promotion of Shane Tintle and Derek Dostal to the partnership. Other key partners include Michael Kaplan, Richard Truesdell and Nicholas Kronfeld.

Debevoise & Plimpton LLP’s multi-disciplinary team is well versed in global debt and equity offerings for underwriters and issuers. Westpac Banking Corporation is a major client, which the firm advised on a series of issues in 2016 totaling $13.75bn. On the equity side the firm acted for Booz Allen Hamilton, a portfolio company of The Carlyle Group, in a series of secondary offerings worth £2bn. The group also handled several significant transactions for underwriters, such as Deutsche Bank, Barclays Capital and Goldman Sachs, in connection with offerings by Metlife totaling $3.9bn. Matthew Kaplan and Steven Slutzky jointly lead the team from New York.

Dechert LLP is well known for its strong European and Middle Eastern practices, and remains a market leader for capital markets work in the life sciences sector, where it acts for issuers and underwriters. Recent highlights include advising JP Morgan Securities as lead underwriter on the $172.5m public offering of nearly four million American depositary shares by Advanced Accelerator Applications, a French radiopharmaceutical company. On the issuer side, the firm assisted Crown Holdings with its private placement of €600m of senior unsecured notes, and another $400m private placement. The firm has also been involved in several significant listings for clients in the non-regulated lending sector. Thomas Friedmann and David Rosenthal co-chair the team out of Boston and New York respectively.

Fried, Frank, Harris, Shriver & Jacobson LLP’s six-partner team is led by Daniel Bursky and Stuart Gelfond in New York. The firm serves as designated underwriter’s counsel for an impressive range of companies, including Procter & Gamble, Invesco, and Athene Holdings, which it is advising on its proposed upcoming IPO. Joshua Wechsler has a strong track record acting for Latin American clients, and part of a team assisting Grupo Televisa, one of Mexico’s largest corporate issuers, with its $1.2bn offering of senior investment grade notes. Another major highlight for the firm was advising Merck & Co on a €1bn bond offering. Other key partners include Andrew Barkan, Mark Hayek and Joshua Coleman.

Latham & Watkins LLP continues to make a major impression on the global capital markets, with US-based lawyers regularly working alongside market-leading practices in key regions such as Asia and Europe (the firm has the leading high-yield practice in London). The US team has continued to expand through several high-profile recruits; most notably, New York’s Michael Benjamin from Shearman & Sterling LLP and Washington DC’s, Paul Dudek, who was previously chief of the Office of International Corporate Finance at the SEC. The firm’s deal list was similarly impressive, with advice to Morgan Stanley, Deutsche Bank, Mizuho and Goldman Sachs as underwriters during Softbank’s issue of $5.5bn mandatory exchangeable trust securities convertible into Alibaba shares in three years. New York partners Ian Schuman and Witold Balaban jointly chair the global team with Cathy Birkeland in Chicago.

Linklaters LLP’s New York-based team provides ‘high-level advice’ to a range of issuers and underwriters during debt and equity offerings. The firm is praised for its Latin America-related experience, and has a very good track record in Argentina, where ‘the extremely knowledgeable’ Matthew Poulter and Conrado Tenaglia have strong reputations. Work highlights included advising Deutsche Bank Securities as lead manager on Cablevisión’s $500m bond issue - the first the issuer had done in over ten years. The firm also acted for HSBC Securities in multiple issuances by the City of Buenos Aires. On the issuer side, the team assisted Raizen Energy Finance with a $200m bond buy-back on notes due in 2017. Other clients include Citigroup Global Markets, Banco do Brasil, Swedbank and Marfrig Global Foods. Jeffrey Cohen and Caird Forbes-Cockell are also recommended.

Providing ‘prompt advice and a timely execution of deals’, Mayer Brown has an ‘excellent’ global offerings practice with teams of ‘great’ US and foreign-qualified lawyers in offices around the world. With lawyers based primarily in Chicago, New York, Houston and Palo Alto, the US team handles an almost equal split of issuer and underwriter work. In an example of cross-regional collaboration, lawyers from New York, Hong Kong and London acted for the Ministry of Finance of Mongolia in the successful drawdown of $500m 10.875% notes from the Ministry’s existing global medium term note program. On the underwriter side, the firm advised Merrill Lynch, Citigroup, Wells Fargo and BNP Paribas on a $1bn bond issue by the Industrial and Commercial Bank of China, New York Branch. Edward Best, (‘a great all-round lawyer’) heads the team from Chicago. Other names to note include New York’s ‘smart, practical and knowledgeableDavid Bakst and Jennifer Carlson in Palo Alto.

Milbank, Tweed, Hadley & McCloy LLP advises issuers and underwriters, and its global capital markets practice is heavily focused on Latin America. Recent highlights include advising Citigroup Global Markets as sole initial purchaser of $575m of senior notes issued by Aeroperto Internacional de Tocumen, the Panamanian government-owned operator of Panama’s main airport. On the issuer side, the firm acted for Brazilian airline Gol Linhas Aereas Inteligentes in a $101m bond issue. Other clients include Bank of America Merrill Lynch, Credit Suisse, Deutsche Bank and Cencosud. New York-based Marcelo Mottesi heads the team, which also includes Carlos Albarracin.

Morrison & Foerster LLP has a multi-faceted global offerings team with a strong track record acting for issuers and underwriters, particularly in the debt markets and in areas such as derivatives. The firm has a strong focus on Europe, Israel, Asia, and Canada, where it advises most of the key Canadian banks on their bond issues. Recently, the team assisted LBI (the resolution entity for Icelandic bank Landsbanki) with a €2bn exchange offer as part of its Chapter 15 bankruptcy proceedings. The firm also advised the underwriters on multiple billion-dollar-plus bond offerings by the Bank of Nova Scotia, as well as similar bond offerings by the Toronto-Dominion Bank. James Tanenbaum heads the New York-based team, which also includes Jerry Marlatt, Anna Pinedo and Ze’ev Eiger.

Led by Michael Zuppone in New York, the ‘excellent and very responsive team’ at Paul Hastings LLP regularly acts for issuers and underwriters. The firm is especially noted for its strong Latin America practice, which goes beyond Mexico - where Michael Fitzgerald is virtually unrivalled - into other key jurisdictions such as Brazil, Colombia and Peru. This reach was strengthened through the opening of a new office in Sao Paulo, where local partner Roberta Bassegio is considered ‘very good’, as well as the recruitment of highly rated Latin America experts Robert Kartheiser and Cathleen McLaughlin from Allen & Overy LLP’s New York office. The firm recently advised Citigroup, HSBC and JP Morgan, as global coordinators and initial purchasers, on the dual-tranche $2bn bond offering by the Mexico City Airport Trust. On the issuer side, the firm acted for Mexican refrigerated food company Sigma in its $1bn bond offering.

Paul, Weiss, Rifkind, Wharton & Garrison LLP is especially active acting for issuers, and has strong links to the Canadian market, where the firm recently advised mining company Teck Resources on a $1.25bn bond offering. The team also acted for the underwriters, including HSBC, JP Morgan and Deutsche Bank, in a series of bond offerings by TransCanada Pipelines totaling $3.5bn. Key partners in the New York office include Andrew Foley and Ted Maynard. The US team works closely with colleagues in the firm’s London, Toronto and Tokyo offices.

Proskauer Rose LLP’s well-balanced global offerings practice handles a mix of debt and equity capital markets work both for issuers and underwriters. The firm, which is praised for having a ‘a strong and very responsive execution team’, is growing its practices in key jurisdictions such as Hong Kong and São Paulo and is also doing an increasing amount of high-yield work. Recent highlights include advising JP Morgan Securities and Bank of America Merrill Lynch on Pulte Group’s $1bn high-yield offering. On the issuer side, the firm acted for Pacific Exploration & Production in a $4bn debt-for-equity swap, as well as the $500m issue of 12% debtor-in-possession first-priority secured notes. In New York, the practice co-heads Frank Lopez and Julie Allen, are recommended alongside Justin Breen and Maximilian Kirchner for their ‘very thorough knowledge in technically complex situations’.

Shearman & Sterling LLP has a well-integrated network of international offices providing advice to clients on their global debt and equity offerings. Teams in New York, San Francisco, Washington DC and Palo Alto work closely with partners in London, Hong Kong, Singapore, Toronto and São Paulo. The Latin American practice has been particularly busy thanks to low interest rates that have brought several sovereign issuers back to the market. This was demonstrated through the firm’s advice to the global coordinators and joint bookrunners during Argentina’s $16.5bn bond offering, which was the largest offering by an emerging market, and marked Argentina’s return to the capital markets following its sovereign default in 2002. On the issuer side, the firm acted for Panama’s Aeropuerto Internacional de Tocumen in its $575m offering. Key partners include practice group leader David Beveridge, Antonia Stolper, and Stuart Fleischmann and Jason Lehner, who are respectively known for their Mexico and Canada work.

Simpson Thacher & Bartlett LLP’s ‘exceptional’ team is ‘a first port of call every time’, for many clients, when it comes to cross-border capital markets work. Providing ‘great value for money’, Arthur Robinson’s department has been particularly active in Asian and European-related offerings over the past year. Notable highlights include advising the underwriters, Goldman Sachs, Citigroup and Stifel, on the $87m IPO of Gridsum Holding, a Hong Kong-based software company, on the Nasdaq Global Select Market. The firm is also active in Brazil, and recently acted for Nacional Financiera in its $500m bond offering. Key individuals in New York include John Ericson, Todd Crider, who has a strong Latin America practice, Edward Tolley, who is ‘a pleasure to work with’ in high-yield matters, and up-and-coming partner Ryan Bekkerus. Clients also rate the ‘highly experienced’ William Brentani in Palo Alto.

Skadden, Arps, Slate, Meagher & Flom LLP demonstrates ‘a good commitment to capital markets’ and a solid track record advising Latin American, European, Asian and Canadian clients. The firm has an active high-yield practice and recently advised Morgan Stanley, as representatives of the initial purchasers, on the $1.15bn note offering by Novelis Corporation, a Canadian corporation that is wholly owned by India’s Hidalco Industries. Another highlight was acting for BCP Securities and Santander Investment Securities as joint bookrunning managers in a $200m 9.5% New York-law governed bond offering by Argentine infrastructure company CLISA on the Irish Stock Exchange. The firm’s New York-based global corporate finance co-head Stacy Kanter is recommended, as are Andrea Nicolas, Gregory Fernicola and Michael Zeidel.

Sullivan & Cromwell LLP’s highly rated US practice, which has experienced partners in New York and Palo Alto, benefits greatly from close cooperation with colleagues in key centres such as London, Hong Kong, Beijing, Tokyo and Sydney. The firm’s global outlook is reflected in the fact that New York-based Robert Downes jointly heads the team with Carsten Berrar in Frankfurt. Most of the group’s largest mandates, be they debt or equity, or for issuer or underwriter, involve partners working across several offices. Recent examples include advising Anheuser-Busch on its $46bn bond offering, the second-largest corporate bond sale on record, and acting for Ferrari during its €500m debut bond offering on the Irish Stock Exchange. The firm also advised Japan Post on its $12bn triple IPO of shares in Japan Post Holdings, Japan Post Bank and Japan Post Insurance on the Tokyo Stock Exchange, which involved partners in Tokyo and New York. On the underwriter side, the team advised Bank of America Merrill Lynch and Goldman Sachs, among others, on Visa’s debut $16bn SEC-registered offering of notes. Ari Blaut is recommended as an up-and-coming partner.

Headed by John Donovan, the team at White & Case LLP has a strong reputation for advising clients on offerings linked to Latin America, Europe and the Middle East. Lawyers in New York, such as John Vetterli, are noted for their expertise in Latin America issues and work closely with offices in São Paulo and Mexico City, while the highly experienced Colin Diamond (also in New York) is a market leader for Israel-related debt and equity offerings. Work highlights included advising the underwriters on the $77.5m Nasdaq IPO and $75.9m secondary offering of UK software company Mimecast, and acting for Canadian company Fortis in a $2bn bond issue that went towards its acquisition of ITC Holdings.


Capital markets: high-yield debt offerings

Index of tables

  1. Capital markets: high-yield debt offerings - advice to issuers
  2. Capital markets: high-yield debt offerings - advice to underwriters
  3. Leading lawyers
  4. Next generation lawyers

Leading lawyers

  1. 1

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Akin Gump Strauss Hauer & Feld LLP’s recent play for high-yield work translated into a string of significant transactions during 2016. New York’s Rosa Testani is particularly active in this area and led the firm’s advice to RegionalCare Hospital Partners during its $800m Rule 144A/Regulation S offering of secured notes to fund its merger with Capella Healthcare, as well as acting for Affinion Group Holdings in a private exchange offer for outstanding senior secured PIK toggle notes. The firm has also recently worked for clients in the energy, technology and defense industries. Corporate head Kerry Berchem leads the group from New York.

The energy industry remains a primary source of work for Baker Botts L.L.P.; for example, the ‘very knowledgeable’ group co-head David Kirkland led a team that advised Chesapeake Energy on its private exchange offer of $2.4bn of second lien secured notes for certain outstanding senior unsecured notes. Other highlights saw Gene Oshman and Andrew Ericksen assist Transocean Phoenix 2 with a $583m private placement of senior secured notes, and Austin-based Mollie Duckworth advised Tallgrass Energy Partners on a $400m offering of senior unsecured notes. Department co-head Kelly Rose is also recommended. Named individuals are based in Houston, unless otherwise stated. In early 2017, a team including Douglass Rayburn, Tull Florey and Hillary Holmes departed for Gibson, Dunn & Crutcher LLP's new Houston office.

Underwriter-side heavyweight Cahill Gordon & Reindel LLP is a ‘stand-out player in the high-yield space’ and for many, ‘no other firm comes close’. Certainly, the New York-based group’s impressive market share ensures it involvement in the top deals and it is a ‘first-choice for complex and cutting-edge high-yield matters’. The department’s ‘excellent product knowledge’, ‘peerless experience’ and ‘deep bench’ are also big draws for clients. Among the key names, William Hartnettcombines strong legal skills with great business sense’; he teamed up with Jonathan Frankel, Ted Lacey and the ‘innovative and strategicJohn Tripodoro to advise the joint book-running managers on the $3.1bn offering of second lien senior secured notes by Prime Security Services Borrower and Prime Finance. The ‘absolutely first-rateJames Clark is also a noted specialist and assisted with several notes issuances by First Data, including acting for the initial purchasers in First Data’s $3.4bn offering of notes - Hartnett, Adam Dworkin, Ann Makich, John Papachristos and Joshua Zelig also acted on the deal. William Miller and the ‘extremely strongJonathan Schaffzin advised the joint book-running managers on Equinix’s $1.1bn senior notes offering. Marc Lashbrook is also recommended.

Cleary Gottlieb Steen & Hamilton LLP’s high-yield debt practice has a number of strings to its bow, with private equity and Latin America-related matters standing out as particular strengths. In a notable example of its status among Latin American issuers, Nicolas Grabar and Francesca Odell acted for longstanding client Petrobras in two offerings of notes totaling $3bn. In another issuer highlight, Duane McLaughlin advised Kraton Performance Polymers on a $440m private offering. McLaughlin also acted for the initial purchasers in a $1bn offering of senior secured notes by CEMEX. Other names to note include David Lopez and Craig Brod. The New York-based group has also recently undertaken work for OpenText, Sabre Corporation and Sterigenics.

Clifford Chance shines in sophisticated specialty finance matters and major multi-jurisdictional transactions, with particular expertise in Latin America. Gary Brooks advised LATAM Airlines Group on its inaugural $800m issuance of high-yield bonds, and Gianluca Bacchiocchi worked alongside the firm’s offices in Peru, Italy, Spain, Japan and Germany to act for Metro de Lima Linea 2 in its $1.1bn issuance of notes. Jonathan Zonis led the US advice to Citigroup Global Markets, as the lead manager and global coordinator, in the Republic of Ecuador’s $1bn notes offering. In a purely domestic set of deals, Kathleen Werner advised iStar as issuer’s counsel in several matters, including bond offerings worth $170m. AES Panama and CLISA are also clients.

Among the best in the market’, the lawyers at Cravath, Swaine & Moore LLPwork seamlessly as part of the in-house team’ and have ‘very strong commercial acumen’. The firm’s eminent reputation is evidenced by a deal list that is well weighted in terms of volume between major issuer and manager-side mandates, however, the group’s work for underwriters remains particularly high profile. Among the firm’s recent work highlights, William Fogg and Johnny Skumpija advised the underwriters on two high-yield senior debt offerings by United Rentals totaling $1.5bn, while William Whelan and Craig Arcella assisted the initial purchasers with a series of offerings by Axalta Coating Systems, including a $500m offering and a €335m offering. Joseph Zavaglia also had a strong year, which included advising the initial purchasers on two high-yield debt offerings by Reynolds Group Issuer worth a combined $3.1bn.

Over the past five years, Davis Polk & Wardwell LLP has focused on strengthening its already sizeable share of high-yield debt work and this focus has paid noticeable dividends on the manager side, where it has secured a significant proportion of the market’s headline deals. Many of its recent highlights were handled by leading name Michael Kaplan, whose banner year included advising the initial purchasers on a clutch of billion-dollar deals, including Yum! Brands’ $2.1bn senior notes offering, MultiPlan’s $1.1bn senior notes offering and Hilton Worldwide’s $1bn offering. Kaplan also teamed up with newly promoted partner Derek Dostal to act for the joint book-running managers during the $1.3bn senior notes offering by co-issuers AmeriGas Partners and AmeriGas Finance. Among the firm’s issuer-side highlights, Deanna Kirkpatrick advised L Brands on its $700m notes offering. John Meade and Richard Truesdell are also recommended. All named partners are based in New York.

Debevoise & Plimpton LLP’s diverse practice is weighted towards the issuer side, and it acts for an impressive range of corporate issuers, asset managers and portfolio companies in high-yield matters. Steven Slutzky jointly leads the New York-based department and advised HD Supply on its $1bn high-yield notes offering; he also assisted US Foods Holding with its $600m offering of notes. Group co-head Matthew Kaplan acted for Corporate Risk Holdings in several capital markets transactions connected to its $2bn restructuring, including its $825m offering of senior first lien secured notes. NCI Building Systems and Univar are other clients.

Dechert LLP sets itself apart through its specialist expertise in life sciences and permanent capital vehicles, especially business development companies. It also has notable experience in advising private equity and venture funds on high-yield offerings; in a recent example, Philadelphia-based Stephen Leitzell assisted Hercules Capital with a $69m notes offering. Thomas Friedmann and David Rosenthal jointly lead the practice from Boston and New York respectively, and the team also includes Richard Goldberg and Howard Kleinman in New York, and Ian Hartman and William Lawlor in Philadelphia.

Fried, Frank, Harris, Shriver & Jacobson LLP’s work highlights display an impressive balance of issuer and manager-side mandates, and it routinely acts across a broad range of industries for corporate issuers, private equity sponsors and all the major underwriters. Lawyers at the firm have ‘strong market knowledge’ and ‘high-level business understanding’; for example, capital markets co-head Stuart Gelfond is an ‘expert in high-yield debt matters’ and acted for Novelis, as co-counsel alongside Torys and King & Spalding LLP, in two senior notes offerings totaling $2.6bn. Gelfond also advised ESH Hospitality on its $800m add-on offering of high-yield notes. Daniel Bursky jointly leads the New York-based group and teamed up with Andrew Barkan and Joshua Coleman to act for Aleris International in its $550m offering of senior secured notes.

Gibson, Dunn & Crutcher LLP’s comprehensive coast-to-coast capital markets practice is also able to plug into an extensive international network. Jointly led by Andrew Fabens, Stewart McDowell and Peter Wardle out of New York, San Francisco and Los Angeles respectively, the group also has sizable platforms in Dallas and Denver. Offices often work together to handle major deals, and McDowell recently paired up with the now retired Joerg Esdorn in New York to advise T-Mobile USA on its $2bn offering of senior notes. Energy, life sciences, healthcare and private equity are also strong areas of experience. In early 2017, the firm opened a new office in Houston, bringing over a team from Baker Botts L.L.P. which included Douglass Rayburn, Tull Florey and Hillary Holmes.

Jones Day’s ‘outstanding’ Cleveland-headquartered group is ‘very responsive and knowledgeable’ and ‘great value for money compared to the traditional New York firms’. In a significant highlight, department co-head Christopher Kelly acted with Kevin Samuels and New York’s John Owen to advise TransDigm Group on its $950m offering of senior subordinated notes, as part of a set of transactions undertaken to help fund its acquisition of ILC Holdings. The New York-based Alexander Gendzier is ‘great to work with’ and assisted Huntington Ingalls Industries with its issuance of $600m of senior notes and its $600m tender offer for outstanding notes. In Atlanta, Mark Hanson and Neil Simon acted with Houston’s Kelly Turner to advise Gray Television on its $725m issuance of senior notes. Michael Solecki jointly leads the department alongside Kelly and is a ‘very experienced practitioner’. Named lawyers are based in Cleveland unless otherwise stated.

Extremely creative, knowledgeable and experienced’, the team at Kirkland & Ellis LLP has a dominant issuer-side practice, which is highly sought after by private equity clients, such as Apax Partners and Bain Capital, as well as public companies. Split largely between the firm’s New York and Chicago offices, the department continues to secure key roles on many of the most high-profile deals to come to market and can turn its hand to almost any industry sector. In New York, Christian Nagler recently acted for Charter Communications in two offerings of senior notes totaling $4.2bn, and ‘leader in his fieldJoshua Korff advised Acelity on $2.1bn of notes offerings made by its subsidiaries, Kinetic Concepts and KCI USA. In Chicago, Gerald Nowak assisted NRG Energy with three senior notes offerings worth a combined $2.6bn. Other recommended partners include Chicago-based Dennis Myers and New York-based Richard Aftanas.

Latham & Watkins LLP’s well-balanced practice acts on an enviable volume of both issuer and underwriter-side matters, ably demonstrating its ‘broad expertise and deep experience in high-yield debt’. The firm’s ability in pathfinder transactions is also a significant attraction, and clients say ‘it is first in line for innovative deals that need creative lawyers’. New York-based Marc Jaffe is ‘second-to-none in the high-yield space’; he and Senet Bischoff advised Toys R Us on its landmark bond exchange and refinancing of long-term debt, as well as on a private placement of additional new secured notes. New York-based department co-head Ian Schuman worked on several deals for high-profile underwriter clients. In another standout deal, Houston-based high-yield debt specialist Michael Chambers advised Goldman Sachs on American Energy - Permian Basin’s $530m offering of senior secured first lien notes. New York’s Gregory Rodgers and Washington DC-based partners Jason Licht and Patrick Shannon are also recommended. Kirk Davenport retired in 2016 but the firm hired Michael Benjamin from Shearman & Sterling LLP, who has a strong background in high-yield debt.

The ‘experienced and responsive’ team at Mayer Brown provides a ‘committed and client-oriented service’ and is able to ‘get quickly up to speed from a business perspective’. From Chicago, Edward Best heads a broad practice that is particularly well known for advising issuers, although it also acts for underwriters, across a comprehensive spread of industries. Among recent work highlights, New York-based John Berkery and Chicago-based David Schuette assisted Yum! Brands with its $2.1bn senior notes offering. On the manager side, Best and Berkery advised Goldman Sachs and Morgan Stanley, as underwriters, on MGIC Investment’s issuance of $425m of senior notes. Recent cross-border work saw the firm act for Progroup in its €95m offering of senior secured fixed rate notes. Other names to note are Harry Beaudry and William Heller in Houston, and Jennifer Carlson in Palo Alto.

Milbank, Tweed, Hadley & McCloy LLP utilizes its strong lender relationships to field a very capable underwriter-side practice, with specialist expertise in restructuring and acquisition-linked offerings. Among the firm’s work highlights, Arnold Peinado and Brett Nadritch acted for the initial purchasers during Intelsat Jackson Holdings’ $1.2bn offering of senior secured notes. Paul Denaro advised the initial purchasers and lenders on the $1.2bn refinancing of Air Canada’s capital structure, which included a C$200 million notes offering. In a notable issuer-side mandate, Rod Miller assisted MGM Growth Properties Operating Partnership with two Rule 144A/Regulation S offerings totaling $1.5bn. All named partners operate from New York.

Paul Hastings LLP’s renowned Latin America expertise is a significant draw and it regularly secures key roles on some of the region’s most high-profile capital markets deals, particularly for issuers. In a recent headline example, Michael Fitzgerald and Joy Gallup advised Crédito Real on its $625m international bond offering, which was the largest high-yield debt placement by any Mexico-based issuer in 2016. Michael Zuppone chairs a New York-based group that also includes Cathleen McLaughlin, who focuses on cross-border financings in Latin America and Europe.

Paul, Weiss, Rifkind, Wharton & Garrison LLP’s ‘creative and highly technical team’ is ‘top of mind for private equity issuers’, and it is also a firm of choice for companies in the telecoms, leisure, fashion and energy industries. Among private equity-related matters, Tracey Zaccone and the ‘remarkably goodGregory Ezring advised Prime Security Services Borrower and Prime Finance, portfolio companies of Apollo Global Management, on their $3.1bn offering of notes to fund the acquisition of ADT. Other work highlights saw Raphael Russo and John Kennedy assist Intelsat Jackson Holdings with its $1.2bn notes offering, and the ‘impressiveMonica Thurmond act for Quality Care Properties in its $750m offering of senior notes. Clients of the New York-based group also include AMN Healthcare, CEC Entertainment and McGraw-Hill Global Education.

Proskauer Rose LLP’s long-term focus on ramping up in the high-yield space has seen it improve its profile among underwriters and it now acts for an impressive selection of bulge bracket, middle-market and boutique investment banks, as well as corporate issuers and private equity sponsors. The lawyers are ‘excellent to work with’ and have ‘good market knowledge on current terms and structures’. Most notably, group co-head Frank Lopez is an ‘excellent resource’ due to his ‘great deal knowledge’. Lopez and Stephen Gruberg recently advised the banks, including JP Morgan Securities, Bank of America Merrill Lynch, Citigroup Capital Markets and Wells Fargo Securities, on PulteGroup’s $1bn high-yield offering of senior notes. Julie Allen jointly leads the New York-based group, which also includes Maximilian Kirchner and ‘great lawyerJustin Breen.

Ropes & Gray LLP attracts praise for its ‘impressive depth of experience and market knowledge’ and its ‘extremely professional and capable lawyers’. The issuer-focused practice leverages its enviable private equity client base - Blackstone, Silver Lake Partners and TPG Capital are all on the team’s books - to specialize in advising leading PE players and their portfolio companies on sophisticated high-yield transactions. In a recent example, Boston-based Michael Lee acted for IMS Health Holding, co-owned by TPG, Leonard Green & Partners and CPP Investment Board, in its $1.7bn issuance of dollar and euro-denominated bonds. In New York, Stefanie Birkmann advised Surgery Center Holdings, a portfolio company of HIG Capital, on its $400m senior notes issuance. New York-based Jay Kim is ‘technically excellent’ and acted for West Corporation in its $400m offering of senior secured notes. Boston-based Byung Choi is also a key member of the group.

David Beveridge heads a New York-based department at Shearman & Sterling LLP that routinely advises underwriters and corporate issuers on high-yield debt deals, with a particular focus on the financial services, healthcare, media, telecoms and mining industries. Among recent highlights, Richard Alsop and Jonathan DeSantis assisted Advance Disposal Services with its $2.2bn debt refinancing, which included a Rule 144A/Regulation S offering of $425m of senior notes, and Jason Lehner acted for JP Morgan, Goldman Sachs and Bank of America Merrill Lynch, as underwriters’ counsel, in Teck Resources’ $1.2bn offering of high-yield senior notes. Kyungwon Lee relocated to New York from the Hong Kong office in 2016 and acted with Merritt Johnson to advise the joint book-running managers on a $425m offering of senior notes by Cincinnati Bell. Michael Benjamin left to join Latham & Watkins LLP.

Truly outstanding’, Simpson Thacher & Bartlett LLPhas what it takes to get a difficult deal across the line’, and the ‘deep and experienced team’ is comprised of ‘first-class lawyers’ who are ‘client-focused and pleasurable to work with’. The group acts on a steady stream of both issuer and manager mandates, with niche expertise in private equity matters. Notable recent work in New York saw Kenneth Wallach advising Dell on a $3.2bn Rule 144A/Regulation S offering, and Acelity on $2.3bn worth of high-yield offerings by its subsidiaries, including a $1.7bn offering of second lien senior secured notes. Group head Arthur Robinson remains a leading light in this space and teamed up with Lesley Peng to act for the initial purchasers in Optimum’s $1.3bn senior notes offering. In Palo Alto, William Hinman and Daniel Webb advised the initial purchasers on Micron Technology’s $1.2bn offering of senior secured notes. ‘Top-notch’ Edward Tolley, Richard Fenyes and newly promoted partner David Azarkh are also recommended - all three operate from New York.

Skadden, Arps, Slate, Meagher & Flom LLP has an impressive track record in high-yield matters, with experience acting for underwriters, issuers and private equity sponsors in some of the largest-ever deals in the area. In a recent example, department head Stacy Kanter and Yossi Vebman advised Frontier Communications on its $6.6bn Rule 144A/Regulation S high-yield offering of senior notes, which represented the year’s second largest dollar-denominated high-yield deal, and the fifth-largest high-yield bond deal in history. In another issuer headline, Gregory Fernicola and Michael Schwartz assisted OneMain Holdings, and its subsidiary Springleaf Finance, with Springleaf’s $1bn offering of senior notes. On the underwriter side, David Goldschmidt and Laura Kaufmann Belkhayat advised Deutsche Bank Securities, as lead initial purchaser, on a $800m offering of senior notes by ESH Hospitality. Aircastle, CEMEX and Realogy Holdings are also clients.

Experienced, thoughtful and practical’, the team at Sullivan & Cromwell LLP is ‘exceptional on any measure’. The firm houses a diverse high-yield debt practice, with specialist industry expertise in telecoms, healthcare and energy as well an impressive cross-border capability. Lawyers attract praise for their ‘outstanding insight’ and ability to ‘take the right tone with business leaders’. The ‘experienced and commercialRobert Downes advised AMC Networks on its $1bn high-yield offering, and Building Materials Corporation of America on multiple high-yield transactions, including a $1.1bn notes offering. Neal McKnight paired up with Downes to advise United Rentals (North America) on two offerings of high-yield notes worth a combined $1.5bn. Scott Miller, who splits his time between New York and Palo Alto, acted for DISH DBS during its $2bn offering of senior notes. John Estes and Palo Alto-based John Savva are also recommended. Named attorneys are based in New York unless otherwise stated.

Vinson & Elkins LLP’s dominant energy practice means it is a top choice for high-yield issuers in that space, but it also continues to increase its market share of high-level bank-side work. Recent examples of its energy prowess include Michael Harrington advising key client Anadarko on its $3bn offering of senior notes; he also acted for Targa Resources Partners in its $1bn notes offering. David Stone advised Extraction Oil & Gas on its $550m Rule 144A/Regulation S offering of senior notes. In a high-value manager-side matter, Harrington assisted the underwriters with Weatherford International’s $1.5bn public offering of high-yield senior notes. David Oelman and Matthew Strock jointly lead the capital markets group from Houston.

Alexander Lynch heads a ‘responsive’ team at Weil, Gotshal & Manges LLP, which is ‘extremely knowledgeable in the high-yield area’. Private equity is a sweet spot and Heather Emmel acted for PQ Corporation, a portfolio company of CCMP Capital Advisors, in its $625m offering. The firm also recently picked up several distressed energy deals, leveraging its market-leading restructuring group to handle significant bankruptcy-related transactions in that space. Notably, Frank Adams advised Vantage Drilling on a private offering to existing creditors of $76m of senior secured second lien notes and $750m of step-up senior subordinated secured third lien convertible notes. In other matters, Corey Chivers acted for AMC Entertainment in its $595m and £250m senior subordinated notes offerings to help finance its acquisitions of Odeon & UCI Cinemas Group and Carmike Cinemas. AK Steel, Advent International and Centerbridge Partners are also clients.

White & Case LLP’s strong lender links come to the fore in its high-yield practice, which regularly acts for some of the largest financial institutions globally on underwriter-side mandates - both domestic and cross-border. The firm’s energy, infrastructure and project finance expertise are key sources of work on the issuer side. Evidence of the former includes advising Jefferies, Citigroup Global Markets, Deutsche Bank Securities, Rabo Securities USA and KeyBanc Capital Markets, as joint book-running managers, on the $600m notes offering by Landry’s - Ronald Brody, Kenneth Suh and Jonathan Michels led that deal. On the issuer side, Michels acted for Transocean in its $1.2bn offering of senior notes. Gary Kashar is also recommended. All named partners are based in New York.


Commercial lending

Index of tables

  1. Commercial lending: advice to borrowers
  2. Commercial lending: advice to lenders
  3. Leading lawyers
  4. Next generation lawyers

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Allen & Overy LLP is a new entrant into this table and is a practice to watch in the next 12 months, partly due to the recent hires of Scott Zemser and Alan Rockwell from White & Case LLP to bolster the firm’s leveraged finance team. Zemser has a long track record in this field and joins the firm as global co-head of leveraged finance, and is responsible for the relationship for two of the firm’s major global financial institution clients, BNP Paribas and Credit Suisse. Rockwell, identified as a “stand-out name” by clients, is a recognized market-leading cross-border specialist (with deep experience of the U.S., European and Asian leveraged finance markets), and lead relationship partner for the practice with Barclays, Deutsche Bank and JPMorgan in New York. Rajani Gupta, who includes Goldman Sachs as a client, and long standing Elizabeth Leckie and Joe Stefano (who have over 45 years’ experience between them) are also key team members, with experience of closing deals in over 70 jurisdictions.

Bracewell LLP’s ‘fantastic’ practice is especially strong on all types of upstream and midstream energy-sector financings and restructurings, with clients noting that its lawyers are ‘always responsive, professional, and well versed on the hot topics in the industry’. Energy highlights for the practice, which advises borrowers and lenders such as Wells Fargo, Citibank and JPMorgan Chase, included advising Kinder Morgan on $4bn-worth of financing pertaining to its acquisition of Hiland Partners. Outside of the energy sphere, the firm advised food distribution company Sysco Corporation on a £1.7bn loan to finance its acquisition of UK-based company Brakes Group. The experienced Dewey Gonsoulin heads the team, which is primarily based in the firm’s Houston office, although the firm also fields highly rated practitioners Robin Miles and recently promoted partner Rebecca Keep in New York. Clients have ‘total trust and confidence’ in Kate Day, who provides ‘excellent service and advice’. Other key figures include Mark Holmes, whose ‘industry knowledge and responsiveness, combined with his communication skills, allow for agreements to get properly documented and closed in a timely fashion where all parties are happy’; and Stephanie Song (‘as good as it gets in the oil and gas sector’).

Cahill Gordon & Reindel LLP has few rivals when it comes to the sheer volume of lender-side mandates that it handles as well as the scale and complexity of those mandates. The firm’s large bench of partners are all highly experienced in acquisition finance and high-yield debt; James Clark, Adam Dworkin, Douglas Horowitz, Daniel Zubkoff, John Tripodoro, Jonathan Schaffzin and Jennifer Ezring have all been highly active in 2016. In a reflection of its leading market presence, the firm advised the lenders on $50bn of new debt financing for Dell’s acquisition of EMC Corporation, a deal that involved $23bn in credit facilities, a $20bn bond offering, and a further $3.1bn senior notes offering by subsidiaries of Dell. In another highlight, the firm advised JP Morgan and Bank of America as lead arrangers on the $18.1bn financing of Western Digital’s acquisition of SanDisk, which involved a $5.3bn high-yield bond offering.

Cleary Gottlieb Steen & Hamilton LLP provides its corporate borrower and private equity sponsor clients with ‘consistently excellent advice on acquisition financings’. The firm was involved in some of the largest acquisition financings of 2016, including assisting Western Digital with the $18.1bn financing of its takeover of SanDisk. Sponsor-side highlights included advising Warburg Pincus portfolio company, Endurance International Group, on the financing of its $1.1bn acquisition of Constant Contact and acting for TPG on the financing of its $2.25bn acquisitions of RCN and Grande Communications. The New York-based team fields a selection of highly rated lawyers including ‘excellent finance attorney’ Duane McLaughlin, Amy Shapiro, Meme Peponis and Laurent Alpert.

Praised for its ‘superlative commitment to client service’, Cravath, Swaine & Moore LLP has a well-established position as counsel of choice for banks on complex acquisition financings and investment-grade loans, in which James Cooper has a pre-eminent reputation. Borrower-side deals are also taking up more of the team’s time, with individuals such as corporate managing partner George Zobitz, Stephen Kessing, the ‘outstandingTatiana Lapushchik and Michael Goldman able to sit comfortably on both sides of the negotiating table. On the borrower side, the firm acted for Mylan on the $10bn bridge loan to finance its acquisition of Meda and refinance its existing debt; lender-side highlights included assisting JPMorgan Chase with a $3.6bn loan to finance American Axle & Manufacturing Holdings’ acquisition of Metaldyne Performance Group, and advising Goldman Sachs on a $2bn bridging facility to Fortis to finance its acquisition of ITC Holdings.

DLA Piper LLP (US) attracts praise for ‘delivering incredible value; the firm goes to herculean efforts to help meet what might be considered unreasonable timeframes to close a loan’. The firm advises borrowers and lenders from its offices in New York, Chicago, San Diego, Houston and Washington DC; the lender side of the group has established a strong niche advising on loans to the technology and life sciences sector, with San Diego-based partners Troy Zander (‘second to none’) and the ‘incredibly responsive, knowledgeable and reasonableMatt Schwartz especially active on this front. In a key lender mandate, the firm advised MUFG Union Bank as agent and lender on $1.3bn of loans to ResMed, some of which pertained to the company’s acquisition of Brightree. Other key lender clients include Citibank, On Deck Capital, Oxford Finance and Goldman Sachs. On the borrower side, the firm advised DPH Acquisition on over $300m-worth of financing for its buyout of Dunn Paper Holdings. Jamie Knox and Gregory Ruback (who attracts praise for his ‘responsive, deep legal expertise paired with an ability to relate to business priorities’) are highlighted for their borrower-side expertise.

Davis Polk & Wardwell LLP has a first-class reputation for acting for lenders and is also a go-to firm for borrower-side mandates. The multi-disciplinary group, which is jointly headed by James Florack and Joseph Hadley, covers the full range of matters, including LBOs, acquisition financings, structured financings, recapitalizations and restructurings. On the lender side, the firm recently advised the administrative agent and joint lead arrangers on a $4bn loan to Coty to finance its acquisition of Procter & Gamble’s beauty business, as well as a related, but separate, $4.5bn facility to the subsidiary formed to facilitate the deal. In another highlight, the firm acted as lenders’ counsel on a $17.2bn bridge term loan to Abbott Facilities to finance its acquisition of St Jude Medical. On the borrower side it advised Lockheed Martin on the $1.8bn financing needed to facilitate the separation and combination of its information systems and global solutions business with Leidos Holdings through a Reverse Morris Trust transaction. Key partners include Kenneth Steinberg, Meyer Dworkin and Jason Kyrwood.

Debevoise & Plimpton LLP has ‘an incredibly responsive, practical, deep and experienced’ borrower-led practice that is ‘the best in the business’. The team, which is led by ‘incredibly helpful’ finance chair David Brittenham, attracts praise for its strength-in-depth; partners such as Jeffrey Ross (‘great at knowing what terms we want’), Paul Brusiloff, and Scott Selinger (who ‘demonstrates depth beyond his age’) are commended for ‘caring deeply about the client relationship and working to ensure success’. The firm has an excellent track record advising private equity sponsors such as Clayton, Dubilier & Rice, Oaktree Capital Management, Providence Equity Partners and Stone Point Capital, and its work for corporates is also at the cutting edge. Recent corporate borrower highlights include advising Hertz Corporation on the $5.3bn financing required for the spin-off of its equipment rental business. In other significant mandates, the firm advised Envision Healthcare on the financing of its $15bn merger with Amsurg, and Activision Blizzard on the financing of its $5.9bn acquisition of King Digital.

Dechert LLP’s lawyers provide ‘an outstanding level of service; they think holistically about deals, which is important when negotiating transactions that must hold up over time’. The US team is led out of New York by Scott Zimmerman, who also heads the leveraged finance practice globally, and includes well-regarded partners Jeffrey Katz (also in New York) and Philadelphia-based Sarah Gelb. The practice is equally adept at advising borrowers - both private equity houses and corporates - as well as alternative lenders. For lending work, clients single out the ‘personable, knowledgeable and incredibly responsiveJay Alicandri who ‘always fights for the best result’. Highlights included advising Corporate Capital Trust on a $893m financing and acting for Select Medical Corporation on a $400m loan to finance its acquisition of Physiotherapy Associates Holdings. Other clients include ING Capital, Franklin Square Capital Partners and B&G Foods.

Fried, Frank, Harris, Shriver & Jacobson LLP has a balanced practice covering work for sponsors and lenders, with particular strength in mid-market acquisition finance. F William Reindel leads the team and has an excellent reputation for advising borrowers, in addition to being particularly well known for his advice to alternative lenders as well as clients such as Goldman Sachs. Key figures on the lender side include Brian Murphy, Daniel Bursky and Julian Chung. In a recent lender highlight the firm advised Credit Suisse on a $1.7bn loan to finance Onex Partners and Baring Private Equity Asia’s acquisition of Thomson Reuters Intellectual Property & Science. J Christian Nahr is particularly active on the sponsor side, recently advising AEA Investors on the financing of its $1.2bn acquisition of 1-800 Contacts. The firm also acted for Lumenis, a portfolio company of Chinese private equity fund XIO Group, on its $225m refinancing.

Led by Linda Curtis out of Los Angeles, Gibson, Dunn & Crutcher LLP acts for an enviable roster of big name corporates and private equity houses. One of the team’s larger matters was for Marriott International, which it advised on the $4bn financing pertaining to its $12.2bn acquisition of Starwood Hotels & Resorts Worldwide. In another corporate financing highlight, the firm acted on two separate $4bn facilities linked to Hewlett Packard Enterprise’s spin-out from HP. On the private equity front, the firm advised CVC Capital Partners and Canada Pension Plan Investment Board on a $3.75bn loan to finance the acquisition of Petco, which was one of the largest leveraged buyouts in 2016. Aaron Adams, Darius Mehraban and Janet Vance are also recommended.

Jones Day’s ‘outstanding’ team, which is led by Brett Barragate and the ‘wonderful’ Robert Graves out of New York and Chicago respectively, is well established on the borrower side; the firm’s recent work for Sprint Corporation on a $3.5bn wireless spectrum-backed notes issuance, and a further $1.1bn financing of a mobile wireless handset sale and leaseback illustrates its strengths on the borrower side. Another highlight was representing Diebold on a $3.1bn loan to finance the company’s takeover of Wincor Nixdorf. The firm has an excellent track record advising lenders on mid-market financings, both in the regulated and non-regulated sectors. The firm’s Atlanta office has a strong relationship with SunTrust Bank, which it recently advised on a $2.5bn loan to finance Equifax’s acquisition of Veda Group. On the private lender front, the firm also advised Madison Capital Funding on a multimillion-dollar loan to finance Pamplona Capital Management’s acquisition of Veritext. Clients rate the ‘very helpful’ Susan Siebert in Boston, the ‘very skilled, available and polite’ Lewis Grimm and the ‘always available, very responsive and knowledgeableRobert Da Silva Ashley.

Led out of Chicago by the ‘extremely responsiveMichael Jacobson (who is ‘as smart as they come’), Katten Muchin Rosenman LLP provides a ‘phenomenal service’ to banks and alternative lenders, with clients praising the team for its ‘very strong knowledge of the private equity markets’ and for its ‘wonderful job of interacting with opposing counsel’. The firm, which has acted on over 300 financings throughout 2016, has experienced an uptick in work for major non-regulated lenders such as Antares Capital and Madison Capital Funding. Recent highlights include advising Golub Capital on a $605m loan to support the merger of Pet Valu and Pet Supermarket. The firm also acts for several major banks including Bank of America, Citizens Bank and Pacific Western Bank. The firm strengthened its borrower credentials in 2016 with the recruitment of ‘outstanding’ partner Kristopher Ring, who joined the Los Angeles office from Kirkland & Ellis LLP. Other key figures in Chicago include Neil Shelton and Jennifer Wolfe, who are ‘very experienced and do an excellent job representing clients’ best interests’.

King & Spalding LLP’s ‘absolutely fantastic’ finance team is headed by Atlanta-based Carolyn Alford and has several highly active partners based in New York and Charlotte, including Ron Lovelace, Bill Fuller, the ‘first-rate’ Todd Holleman, Hector Llorens, Chris Molen and Michael Urschel. Clients rate the firm’s ability to ‘achieve a great balance of partner and associate time to yield a very efficient result’. Recent highlights include advising JPMorgan Chase on a $1bn loan to Scheitzer-Mauduit International to help finance the acquisition of Argotec Intermediate Holdings. The firm is also experienced in the alternative lending sector and recently advised GSO Capital Partners on a $415m loan to Sequential Brands Group to finance its acquisition of Gaiam. Other key clients include SunTrust Bank, Wells Fargo, Citibank, Golub Capital and Antares Capital.

Kirkland & Ellis LLP has earned its status as ‘among the best at advising on finance terms for borrowers and M&A work’ through a long track record advising private equity clients on major LBOs, as well as corporate borrowers on complex acquisitions and restructurings. The firm has a ‘deep and very responsive’ debt finance team led out of Chicago by Linda Myers, which was further strengthened in early 2017 with the promotion of Maureen Dixon, Judson Oswald and Lucas Spivey to the partnership. The team’s wide-ranging workload included advising Caesars Entertainment on its Chapter 11 restructuring and assisting Molson Coors with the $12.3bn financing to acquire the remaining stake in MillerCoors, as well as the Miller brands outside the US, from Miller Brewing. On the sponsor side, the firm is also handling an increasing amount of work for Thoma Bravo, which it advised on the $1bn financing to acquire Qlik Technologies, as well as the financing for the takeover of Trader Corporation. The group is also handling an increasing amount of direct lending work to clients such as PSP Investments Credit USA, KKR Credit and Vista Equity Partners. Clients recommend Louis Hernandez (‘there is none better on the financing side’) and Nicholas Schwartz.

Latham & Watkins LLP has an ‘excellent’ team that is ‘top in the international finance arena’ and among a highly selective group with a market-leading presence on the borrower and lender sides. Recent lender-side highlights include advising Goldman Sachs and other lenders on a $4.2bn loan to Vista Equity Partners to finance the acquisition of Solera Holdings. The firm also advised Citigroup and Citibank on a $3.8bn loan to finance CVC Capital Partners and Canada Pension Plan Investment Board’s acquisition of Petco Animal Supplies. One of the largest deals on the borrower side was for Avago Technologies on the $17.8bn acquisition financing of its takeover of Broadcom. The team boasts a string of leading individuals, including global co-chair Daniel Seale, Michèle Penzer and Andrew Fayé for the lenders, and Jeffrey Chenard and Joshua Tinkelman for the borrowers.

With strong teams in Chicago, New York and Charlotte, Mayer Brown is commended for its ‘responsiveness, client focus and subject matter experience’ as well as its ‘practical advice and top-notch legal knowledge’. The group is best known for its lender work but several of its partners, including group head Douglas Doetsch and New York-based David Duffee, also handle work for borrowers; highlights in this regard included advising Yum! Brands on a $3.5bn senior secured credit facility. Advice to lenders, however, remains a key component of the practice, which acts for major clients such as HSBC Bank (recently on a $1.9bn loan to Lila Mexican Holdings) and Bank of America, which it represented on a $2bn loan to Boyd Gaming Corporation. Adam Wolk is ‘particularly good in terms of responsiveness and practicality of advice’, and Barbara Goodsteinhas incredible industry knowledge and experience’. Frederick Fisher joined the Chicago office from Greenberg Traurig LLP in early 2016.

Spread across its Chicago, Los Angeles and Silicon Valley offices, McDermott Will & Emery LLP’s practice is a popular choice for borrower work, with particular strength acting for private equity sponsors such as Peak Rock Capital and TriplePoint Capital. In an illustration of its private equity and healthcare-sector credentials, the firm recently advised Ares Management on the financing to support the recapitalisation of Ob Hospitalist Group. Another major client of the firm is H.I.G Capital, which it advised on the financing of several transactions, including the acquisition of Symplicity Corporation and the takeover of Akcros Holdings by Valtris Specialty Chemicals, an H.I.G. Capital portfolio company. Michael Boykins, Stephanie McCann and Gary Rosenbaum jointly head the 15-partner team.

McGuireWoods LLP handles an impressive volume of mandates on behalf of regulated and non-regulated lenders. While the Charlotte office, which houses more than 30 debt finance lawyers, handles the lion’s share of the work, the firm’s Chicago, Los Angeles and New York offices are also highly active, and the Atlanta office stands out for its expertise advising lenders to the healthcare and life sciences sectors. Atlanta-based Art Gambill led a team advising Wells Fargo Capital Finance on a $400m loan to Prime Healthcare Services. The firm also acted for key client Bank of America on a $7bn credit facility to the Chicago Mercantile Exchange, as well as acting for the same client on multimillion-dollar loans to Clarcor and Babcock & Wilcox. Charlotte-based Raj Natarajan heads the team, which provides a ‘good level of service’ and ‘delivers good and timely work’. Other key names in Charlotte include the ‘very experiencedManley Roberts, Rebecca Chaffin and Eric Burk; in Atlanta, Hill Jordan is recommended; and in Dallas, David McLean is ‘excellent’ for mid-market direct lending.

Clients rate the overall service at Milbank, Tweed, Hadley & McCloy LLP as ‘among the best in the industry’, and single out its lawyers for their ‘superb technical skills combined with excellent client service and a commercial attitude’. The highly rated Marc Hanrahan leads the ‘excellent’ 14-partner practice in New York, which is best known for its lender-side work and which features noted practitioners Marcus Dougherty, Jerome McCluskey and Lauren Hanrahan, who ‘stands out as a phenomenal technical expert in the leveraged lending arena, which she combines with great responsiveness and solutions that clients highly appreciate’. Highlights included advising Credit Suisse, Jefferies, UBS, Bank of America and Société Générale on a $1.3bn loan to Czech company Avast Software to finance its acquisition of NYSE-listed AVG Technologies.

Morgan, Lewis & Bockius LLP acts for a predominantly lender client base on mid-market acquisition and leveraged finance, film finance (where it is one of the leading lights) and asset-based finance. The practice is particularly active in the burgeoning direct lending market, where it acts for major players such as Ares Capital and GSO Capital, and also acts for a strong stable of traditional banking clients such as JP Morgan Chase, Bank of America and HSBC. Recently the firm acted for Wells Fargo Capital Finance as administrative agent in a $275m loan to PCM. The group was also counsel to Ares Capital on the $460m recapitalization of OTG Management, a leading airport terminal concession manager. New York-based Michael Chapnick, who is known for his film finance advice, recently advised JPMorgan Chase as administrative agent on a $500m facility to Skydance Productions for the development, production and acquisition of movies and TV shows. Boston-based Jonathan Bernstein heads the finance team, which includes Marshall Stoddard in New York, who leads the transactional finance practice.

Paul Hastings LLP’s ‘excellent’ finance group has, over the past few years, made a big investment into its practice, particularly on the leveraged finance side, where the highly respected Michael Baker and John Cobb lead the practice. The firm has achieved considerable success acting for banks such as Barclays Bank, Credit Suisse, Goldman Sachs and JPMorgan Chase, on LBOs. Notable mandates included advising the lenders, including Bank of America Merrill Lynch, on $5bn-worth of facilities to finance Bass Pro Group’s acquisition of Cabela, and assisting Morgan Stanley Senior Funding, Barclays Bank and Wells Fargo Securities with a $1.15bn loan to fund a dividend recapitalization and the refinancing and consolidation of debt facilities associated with ArcLight’s portfolio companies. The firm had a number of departures this year, including Michael Michetti to Schulte Roth & Zabel LLP, and William Schwitter, Michael Chernick and Jeffrey Pellegrino to Allen & Overy.

The ‘excellent’ team at Paul, Weiss, Rifkind, Wharton & Garrison LLPgoes above and beyond for its client base’, which is predominantly composed of borrowers. The New York-based practice has a number of highly respected individuals, including Gregory Ezring, Eric Goodison, Thomas de la Bastide, Brian Kim and Brad Finkelstein. On the private equity side, the firm acted for key client Apollo Global Management on the $15bn acquisition and financing of the ADT Corporation, as well as the $1.4bn financing for the concurrent acquisitions of AmQuip Crane Rental and Maxim Crane works. Other highlights included advising RegionalCare Hospital Partners on the $1.3bn financing linked to its merger with Capella Healthcare, while on the restructuring front it assisted the steering committee of first lien lenders on the $32bn bankruptcy of Texas Competitive Electric Holdings Company.

Proskauer Rose LLP has a longstanding track record advising non-regulated lenders, cementing the firm’s status as one of the go-to advisers in this area, with clients reporting that the team provides ‘a far superior platform that consistently exceeds expectations with regard to turnaround time and market knowledge’. Highlights included representing Antares Capital on an $860m facility to CH Hold Corp and $125m loan to Power Services Holding Company. The borrower side of the practice is equally active; in addition to advising private equity firms and corporations, the firm has developed strong niches in providing finance advice to major sporting clients and investment funds such as Pomona Capital. Other key clients include Bowlmor AMF and AMF Bowling Centers, which it advised on a $630m facility. The team is jointly led by the ‘exceptionalRon Franklin (who is more active on the borrower front) and Stephen Boyko on the lender side. Other key partners include the highly experienced Steven Ellis and Kristen Campana, who recently joined from Bracewell LLP.

Ropes & Gray LLP’s borrower-led practice has long held a top position in the market, and the ‘highly responsive’ team is also making a concerted push into direct lender work, where it is developing a reputation for its ‘good knowledge of middle-market transactions’. Alyson Allen and Joanne De Silva are highly active in the direct lending market thanks in part to their work for KKR Credit Advisors and Hancock Capital Management; recent highlights include advising the former client on a $625m multi-tranche loan to H.I.G Capital to fund its acquisition of the Keefe and Courtesy groups. On the sponsor side, the firm recently acted for Silver Lake Partners, as co-sponsor with Thoma Bravo, on the financing of the acquisition of software company SolarWinds. The firm is also handling a substantial amount of work for corporates and strategic buyers; recent highlights include assisting Samsonite with a $2.3bn loan connected to its acquisition of Tumi. The highly regarded Byung Choi continues to head the US team, which includes the ‘very goodStefanie Birkmann, Jay Kim and Sunil Savkar.

A longstanding and well-respected player in the market, Shearman & Sterling LLP is best known for its lender work, although it also handles an enviable pipeline of borrower-side mandates for corporates and private equity sponsors. Borrower highlights included advising Dow Corning Corporation (DCC) on a $4.5bn loan to finance the acquisition of Corning’s interest in DCC by the Dow Chemical Company and advising Intercontinental Exchange on the complex financing arrangements required for its $5.2bn acquisition of Interactive Data. On the lender side the firm acted for Citigroup Global Markets and UBS Securities on the $16.2bn financing for Aetna’s $37bn takeover of healthcare company Humana and acted for Morgan Stanley and HSBC on a $2.4bn loan to finance Samsonite’s acquisition of Tumi Holdings. Practice head Joshua Thompson has ‘incredibly impressive breadth of knowledge and attentiveness to the client and the client’s needs’; he leads a team of extremely well-regarded partners including Maura O’Sullivan, Gus Atiyah and Jonathan DeSantis.

First rate in terms of knowledge, depth and quality of service’, Sidley Austin LLP’s practice has established a strong foothold advising corporate borrowers and private equity sponsors, thanks in part to Dallas-based partners Angela Fontana and Kelly Dybala. The firm also acts for a range of lender clients, which include JP Morgan. Mark Kirsons and Myles Pollin jointly lead the global finance practice out of Chicago and New York respectively, and draw upon the strong experience of partners such as Gary Stern and Robert Lewis. Herschel Hamner is also noted for his expertise in oil and gas related financings.

Simpson Thacher & Bartlett LLP’s longstanding relationships with banks and private equity sponsors makes it a top choice for both borrower and lender mandates. Patrick Ryan, whose primary focus is on work for lenders, leads a ‘top-notch’ team that is regularly called on to assist with major deals in a short time frame. Highlights included advising JP Morgan Chase and Merrill Lynch as lead arrangers and bookrunners on the $40bn bridge term loan for AT&T to finance its acquisition of Time Warner. On the borrower side - where partners such as Jennifer Hobbs, James Cross and Christopher Brown are highly active - the firm is regularly involved in cutting-edge financings for corporates and private equity sponsors; highlights included advising Dell and Silver Lake Partners on the financing of their $67bn acquisition of EMC, which was the largest leveraged buyout to date and involved a mix of investment grade debt, leveraged finance and high-yield. The firm also advised WME Entertainment and Silver Lake Partners on the $1.9bn financing of their buyout of Ultimate Fighting Championship (UFC).

Skadden, Arps, Slate, Meagher & Flom LLP’s commercial lending practice does ‘excellent work’ both for lenders and borrowers. In keeping with the firm’s M&A pedigree, the finance practice is regularly involved in some of the largest strategic buyouts and mergers that the market has to offer; in a recent example, the firm advised E.I. Du Pont de Nemours on the $7.5bn financing pertaining to its $130bn merger with the Dow Chemical Company. The firm also assisted Leidos Holdings on the $3.4bn financing of its acquisition of Lockheed Martin’s information systems and global solutions business through a Reverse Morris Trust transaction. Lender-side highlights included acting for Deutsche Bank on a $1.65bn term loan to hotel REIT Extended Stay America. The firm has also been involved in the direct lending space and acted for PSP Investments Credit on its $1bn commitment to a $8.7bn financing package for the merger of Apollo-backed Prime Security Services with ADT Corporation. The Chicago-based Seth Jacobson leads the US team and jointly heads the firm’s global practice. Stephanie Teicher, Steven Messina, Sal Guerrera, and Sarah Ward are especially well regarded.

Sullivan & Cromwell LLP’s highly focused team has a good reputation for high-end borrower work for major public corporations such as Bayer, which it represented on its $57bn bridge loan to finance its acquisition of Monsanto; this was the third-largest acquisition bridge financing to date and the largest-ever acquisition of an American company by a foreign buyer. Another major highlight was advising AT&T on its $40bn bridge loan to finance its $85bn acquisition of Time Warner. The team, which is led by Robert Downes, John Estes and S Neal McKnight, has a very broad skillset and is equally comfortable in the high-yield space as it is for acquisition finance. This was demonstrated in its advice to Concordia, which used a combination of a $520m equity raising and a debt financing, including a $790m high-yield bond and a $1.87bn senior secured term loan to finance its acquisition of Amdipharm Mercury. Other highly rated partners include Ari Blaut and Erik Lindauer.

Under the leadership of global finance head Daniel Dokos, Weil, Gotshal & Manges LLP attracts praise for its ‘first-class service and execution’, and for its strong international network. Dokos leads a ‘knowledgeable, responsive and highly effective’ team of experienced lawyers, including US banking and finance head Douglas Urquhart; Morgan Bale, Danek Freeman and the newly promoted Heather Viets, who are highly active on the lender side; and Alsison Liff, Andrew Yoon, Damian Ridealgh, Courtney Marcus and the ‘knowledgeable, practical and efficientAndrew Colao, who are recommended for their advice to borrowers. Highlights included advising JAB Holding on a $6.4bn loan to finance the $13.9bn take-private of coffee company Keurig Green Mountain, advising Barclays and the other joint lead arrangers on the $500m financing of JAB Beech’s acquisition of Krispy Kreme Doughnuts, and assisting Goldman Sachs with an $8bn bridge loan to Great Plains Energy to finance its takeover of Westar Energy.

White & Case LLP’s lender-side practice is built on strong relationships with major financial institutions such as Deutsche Bank, and attracts praise for its ‘outstanding work on cross-border transactions’. Notwithstanding the departure of Scott Zemser, Alan Rockwell and Judah Frogel to Allen & Overy LLP, Eric Leicht still leads a sizable team that includes the ‘very user-friendlyDavid Ridley. Recent highlights include advising Deutsche Bank and other lenders on $4.25bn-worth of debtor-in-possession facilities provided to Texas Competitive Electric Holding Company to help fund its refinancing and emergence from bankruptcy. The firm also advised Morgan Stanley, Deutsche Bank, Goldman Sachs, Barclays and ING Capital as joint arrangers on a $1.78bn loan to Allnex to finance its acquisition of Australian company Nuplex Industries. The firm is also handling an increasing amount of borrower-side work, recently advising Fortis on a $2bn financing for the acquisition of ITC Holdings. Key figures on the borrower side include Jake Mincemoyer, the ‘insightful’ Dan Nam and Los Angeles-based Brenda Dieck.

Willkie Farr & Gallagher LLP has a ‘strong, accomplished, multi-disciplinary team’ that represents a broad mix of private equity sponsors, corporate borrowers and lenders and which is commended for its ‘24/7 availability and ability to advise not only legally but also business-wise’. Key people include the ‘very knowledgeableMichael Zinder and William Hiller, who alongside practice vice chair Jeffrey Goldfarb are praised for their ‘endless knowledge and experience, their ability to solve issues and take all the bumps out of the road’. Other key partners include practice chair Leonard Klingbaum, Michael Niebruegge, who is noted for his restructuring advice, particularly in the energy sector, and Viktor Okasmaa, who was recently recruited from Fried, Frank, Harris, Shriver & Jacobson LLP. Recent highlights include advising Teva Pharmaceutical Industries on the financing of its $40.5bn acquisition of Allergan. On the direct lending side, the firm advised GSO Capital Partners on a $550m loan to finance Scyamore Partners’ acquisition of Belk.

Winston & Strawn LLP handles a broad range of lender-based work and has a strong track record in mid and large cap leveraged and asset-backed loans. The 40-partner team has a strong national presence, with partners spread across the New York, Chicago, Charlotte, San Francisco and Los Angeles offices, giving it the ability to handle major syndicated loans. The firm also acts for non-banking clients such as Ares Capital Management and Twin Brook Capital Partners. Co-chairs William Brewer, Mats Carlston, Patrick Hardiman and Ronald Jacobson are all very active in the market. On the West Coast, Warren Loui handles a range of financings for film industry clients.


Financial services regulation

Index of tables

  1. Financial services regulation
  2. Leading lawyers
  3. Next generation lawyers

Leading lawyers

  1. 1

Next generation lawyers

  1. 1
    • Hugh Conroy - Cleary Gottlieb Steen & Hamilton LLP
    • Elizabeth Cooper - Simpson Thacher & Bartlett LLP
    • Jared Fishman - Sullivan & Cromwell LLP
    • Mark Furletti - Ballard Spahr LLP
    • Colin Lloyd - Cleary Gottlieb Steen & Hamilton LLP
    • David Portilla - Debevoise & Plimpton LLP
    • Jacques Schillaci - Linklaters LLP

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Centered out of Washington DC and New York, and aided by practitioners in key financial centers including London, Paris and Frankfurt, Cleary Gottlieb Steen & Hamilton LLP is a ‘real thought leader on bank regulatory and financial services reform matters’ and provides ‘pragmatic and creative’ advice across the spectrum of key issues affecting major domestic and international banks, broker-dealers, funds and trade industry bodies. ‘Very well plugged in with the regulators and the foreign banking community, the team displays a very deep understanding of capital and liquidity requirements’ and has represented a number of international banks, including Barclays and BNP Paribas, on Volcker Rule compliance and implementation, as well as on compliance with the Federal Reserve Board’s enhanced prudential standards. The ‘knowledgeable and skillful’ Derek Bush in Washington DC is ‘very experienced in dealing with the regulators’ and, alongside lawyers from the firm’s London office, advised Barclays on the $790m sale of its index benchmarking business to Bloomberg. Washington DC’s Michael Krimminger brings a unique insight into resolution planning issues for both US and international banks as a result of his previous tenure as general counsel at the Federal Deposit Insurance Corporation (FDIC). ‘Very responsive’ counsel Hugh Conroy in New York is appreciated for his ‘many years of in-house experience, particularly navigating through the financial crisis’; he is outside counsel to the American Bankers Association Securities Association (ABASA). In the trading and markets space, despite the recent departure of leading industry figure Robert Cook, who moved to head up the Financial Industry Regulatory Authority (FINRA), the firm remains a significant presence and advises the Securities Industry and Financial Markets Association (SIFMA) across a range of derivatives matters, including on Title VII issues affecting the swaps market and on global standards governing margin requirements for uncleared derivatives. The ‘knowledgeable and astute’ Colin Lloyd is noted for his ‘expertise at derivatives regulation’ and he and fellow New York attorney Edward Rosen are key partners on the trading side, along with the ‘outstanding’ Giovanni Prezioso in Washington DC, who regularly advises domestic and foreign broker-dealers on their cross-border activities. New York-based senior counsel Robert Tortoriello is also recommended.

Led out of New York by Randall Guynn, Davis Polk & Wardwell LLP’s eight-partner team represents many of the most significant financial services players, including domestic and global banks, major trade associations, asset managers and broker-dealers across the gamut of regulatory issues faced by their industry. A hallmark of the practice is its use of innovative web-based tools, such as its Regulatory Tracker, to keep clients abreast of changes to the regulatory landscape. In addition, in acknowledgement of potential changes afoot, the firm has developed a new Financial Services Regulatory Reform page to help clients adapt and be aware of potential changes under the new administration. The team remains a dominant presence within the ‘living will’ space and represents a substantial proportion of those systemically important financial institutions (SIFIs) required to prepare resolution plans. The team is also at the vanguard of matters relating to capital requirements and, spearheaded by Guynn, Luigi De Ghenghi and Margaret Tahyar, represents numerous foreign financial institutions, including Mizuho Financial, on compliance with the enhanced prudential standards that are now required by the Federal Reserve. De Ghenghi and Guynn were also instrumental in ensuring General Electric was de-designated as a non-bank SIFI, providing the regulatory input in relation to the sale of most GE Capital’s assets. Formerly of the SEC, Washington DC-based Annette Nazareth has significant credibility among clients for her trading and markets expertise and, along with Lanny Schwartz, provides ‘great insight’ to clients on central issues such as Title VII and the Volcker Rule. Senior statesman John Douglas provides excellent insight on troubled bank matters gleaned through his many years in private practice, as well as from his tenure at the FDIC during the savings and loan crisis.

Well attuned to the ‘key issues on the minds of the domestic regulators’, the ‘outstanding’ New York-based team at Sullivan & Cromwell LLP benefits from ‘unparalleled industry knowledge’ and ‘leaves no stone unturned in handling significant US bank regulatory issues’. At the vanguard of critical issues affecting the financial services industry, the firm continues to provide standalone advice across central issues such as resolution planning, regulatory capital requirements and the Volcker Rule. The firm is perhaps best known, however, for its prowess in financial services M&A, where it is able to execute deals in a strategic manner that is cognizant of the ‘issues from the client’s perspective’. The ‘legendaryRodgin Cohen represented Swiss insurer ACE on its $29.5bn acquisition of US insurance holding company Chubb, with the combined entity creating the largest publicly traded property and casualty insurer; the deal required filings and regulatory approval processes in more than 30 US states and more than 40 other countries around the world. The ‘extremely knowledgeableMitchell Eitel is praised by clients for his ‘willingness to discuss the risks and benefits of all potential issues’ and recently advised JPMorgan Chase on its spin-off / management sale of Highbridge Principal Strategies, an alternative investment management business, to the management team. Rebecca Simmons is the primary contact for resolution planning work and as well as acting for a raft of leading banks on their living will requirements, also represents major trade association, The Clearing House, on its discussions with the FDIC on the resolution planning process and the implementation of Title II of Dodd-Frank. Other recommended partners include Mark Welshimer, for capital issues; Whitney Chatterjee, who continues to be active advising those in the alternative investment space on Volcker Rule issues; expert in anti-money laundering (AML) and Office of Foreign Assets Control (OFAC) sanctions compliance and enforcement Elizabeth Davy; the up-and-coming Jared Fishman, who excels at financial services M&A and on AML/OFAC compliance; and the ‘outstanding’ Donald Toumey, for financial services M&A as well as economic sanctions matters. The arrival in October 2016 from the Federal Reserve Bank of New York of both Thomas Baxter and Charles Gray affords the team even greater credibility before the regulators.

Based out of New York and Washington DC and aided by an international network that includes key offices in London and Hong Kong, the ‘knowledgeable and responsive’ team at Debevoise & Plimpton LLP provides ‘practical advice that goes beyond just an understanding of the regulatory requirements’. The firm has longstanding strength within the insurance sector and leverages this to provide niche expertise to non-bank SIFI-designated entities on the heightened regulatory requirements that are attached to this designation. The ‘practical and pragmatic’ David Portilla in New York not only has profound knowledge of non-bank SIFI matters but is also praised for his ‘deep knowledge of foreign banking organizations and the current regulatory requirements applicable to those institutions’. Portilla has been working alongside the ‘responsiveGregory Lyons, also in New York, and the ‘strategicSatish Kini in Washington DC to provide broad-ranging Volcker Rule compliance advice to a wide roster of clients, including TIAA-CREF, Royal Bank of Canada, and Fifth Third Bancorp, as well as representing trade associations, including SIFMA and Private Equity Growth Capital Council, in their dealings with the Federal Reserve and other regulators to obtain regulatory relief and guidance on various Volcker Rule issues. Praised for his ability to ‘add value by providing a practical perspective on regulatory matters’, Lyons has also been central to the firm’s resolution planning work and recently worked alongside the restructuring group to draft a living will for AIG; the first of its kind for a non-bank SIFI. The broker-dealer regulatory practice was recently enhanced by the arrival in January 2017 of David Aman from Cleary Gottlieb Steen & Hamilton LLP. Since publication, former broker-dealer practice head and blockchain expert Lee Schneider has moved to McDermott Will & Emery LLP.

Led by former Comptroller of the Currency John Dugan, Covington & Burling LLP’s Washington DC-based team provides ‘pragmatic and insightful’ advice to clients on compliance issues related to the wave of regulations that have been ushered in since the credit crisis, as well as on the regulatory aspects of transactions within the industry. Dugan regularly counsels major trade associations on the implications of new legislation affecting the industry and is also adept at helping them respond to potential changes through comment letters; he recently advised the Futures Industry Association on the Basel Committee’s proposals regarding the treatment of segregated margin in leverage ratio calculations. Ed Yingling represents Wells Fargo across a broad range of legislative issues, including housing finance, the Dodd-Frank Act, and bank capital and liquidity requirements. Mark Plotkin and Michael Nonaka have significant fintech expertise and are representing American Express in various financial regulatory projects, including unclaimed property, financial privacy and consumer reporting. The team also includes the vastly experienced senior counsel Stuart Stock - who remains active across a range of strategic bank regulatory matters - in addition to Andrew Smith and Eric Mogilnicki, who co-head the consumer finance practice. Keith Noreika joined Simpson Thacher & Bartlett LLP in August 2016.

Led out of New York by the ‘superb’ Lee Meyerson, Simpson Thacher & Bartlett LLP’s financial services practice has a ‘dominant position on Wall Street’ and is known for its ability ‘to navigate the economics through the very complex regulatory thicket’ on financial services M&A matters. Assisted on the regulatory front by ‘up-and-coming’ counsel Mark Chorazak, Meyerson is advising Toronto-Dominion Bank and TD Ameritrade on the combined $4bn acquisition of Scottrade Financial Services, which includes its online bank and brokerage business. Elizabeth Cooper is recognized as a ‘fine young M&A lawyer in the financial institutions space’ and recently advised People’s United Bank on its acquisition of investment management firm Gerstein Fisher. Lesley Peng is frequently involved in financial services capital markets transactions and, alongside Meyerson and Chorazak, recently represented the underwriters in First Hawaiian’s $558m IPO. The arrival in August 2016 of the ‘creative and hardworking’ Keith Noreika from Covington & Burling LLP enhances the team not only in the regulatory aspects associated with financial services M&A but also in discrete advisory work, in particular for international banks operating in the US.

Led by the ‘experienced and knowledgeable’ William Sweet, Skadden, Arps, Slate, Meagher & Flom LLP’s team has a strong reputation for financial institutions M&A work, where it is able to provide a cohesive and integrated service on both the transactional and regulatory front. Brian Christiansen and New York-based Sven Mickisch recently advised Yadkin Financial on its $456m acquisition of NewBridge Bancorp. The team has also represented Citigroup in numerous strategic divestments as it continues to shed non-core operations of its business, including the sale of its retail and institutional margin foreign and exchange business to FXCM and the sale of its consumer and commercial banking businesses in Panama and Costa Rica to Scotiabank. The firm is also noted for its ‘excellent’ consumer finance regulatory offering, led by Joseph Barloon and Anand Raman. Named attorneys are based in Washington DC except where otherwise noted.

Arnold & Porter Kaye Scholer LLP’s team is involved in a range of Dodd-Frank advisory, legislative, transactional, and litigation and enforcement matters. Team head David Freeman continues to represent First Republic Bank across a myriad of regulatory and compliance issues associated with the development of new products, as well as on issues related to the Volcker Rule and other Dodd-Frank aspects impacting its banking, broker-dealer, investment adviser and insurance agency businesses. Patrick Doyle is advising TIAA, one of the country’s largest diversified financial services firms, on the regulatory implications pursuant to the expansion of its banking operations. In addition to handling a regular stream of banking M&A matters, Michael Mierzewski is well versed in consumer finance issues and in recent years has handled numerous fair lending matters for clients. Brian McCormally, Michael Mancusi, Howard Cayne, firm chairman Richard Alexander and Christopher Allen are also key members of the team across both regulatory counseling and enforcement matters. Other clients include Charles Schwab, FHFA and JPMorgan Chase. All named attorneys are based in Washington DC.

Based out of New York and aided by a broad international footprint that encompasses offices in Europe, Asia and the Middle East, Latham & Watkins LLP’s team is well equipped to handle domestic and multi-jurisdictional regulatory matters for banks, broker-dealers, investment funds and specialty finance companies. Alan Avery has a formidable reputation for bank regulatory matters and continues to work alongside the London office to provide Volcker Rule advice to numerous global investment banks in their roles as underwriters of notes in the European markets, including JPMorgan Chase and Goldman Sachs. Alongside Courtenay Myers Lima, Avery has also been advising Bank of China on its resolution planning requirements. In addition to traditional bank regulatory matters, the team has successfully adapted to the increased upswing of fintech-related matters and, under the guidance of Vivian Maese in particular, has handled numerous cutting-edge mandates, such as advising Credit Suisse on its joint venture with Palantir Technologies, which, through the use of big data analytics tools, is aimed at detecting unauthorized trading in the financial services industry. This matter also involved input from broker-dealer specialists Dana Fleischman and Stephen Wink. Wink also recently provided the regulatory input to German bank Bankhaus Lampe on its acquisition of a US broker-dealer.

Headed out of Washington DC by Rick Fischer and Obrea Poindexter, and with significant resources across the East and West coasts of the US as well as internationally, Morrison & Foerster LLP’s team is well placed to handle domestic and cross-border regulatory work, and is perhaps best-known for its expertise within the consumer finance space. Poindexter also co-heads the firm’s fintech group and alongside fellow co-head Sean Ruff provides ongoing advice to clients on regulatory and transactional work, including money transmission, payments and licensing issues. On the bank regulatory front, New York’s Barbara Mendelson is a trusted adviser for numerous international banks with US offices and has helped many of these contend with the aspects of Dodd-Frank that impinge upon their businesses - most notably the Volcker Rule and enhanced prudential standards. Los Angeles-based senior counsel Henry Fields has a longstanding reputation for both discrete bank regulatory advice as well as in the context of financial services M&A. Alongside of counsel Ben Chung, Fields recently advised BBCN Bank on its $1bn merger with Wilshire Bank to create the largest Korean American financial institution in the country. With a focus on retail banking, New York’s Joan Warrington has particular expertise in structuring strategic partnerships between financial institutions and non-financial entities, including co-branded consumer and commercial payment relationships, merchant agreements and processing and service agreements, as well as negotiating M&A deals, including interim servicing arrangements. In Washington DC, Leonard Chanin, Oliver Ireland and Donald Lampe are recommended across a broad range of consumer finance regulatory work.

Led on the bank regulatory front by Reena Sahni, and in broker-dealer matters by Russell Sacks, Shearman & Sterling LLP’s standalone two-partner practice often advises major domestic and international financial institutions on the most pressing issues affecting their businesses, including matters relating to the Volcker Rule, enhanced prudential standards and risk-based capital. Benefiting from vast knowledge of the regulatory framework underpinning brokerages, trading systems and clearing houses, Sacks’ expertise in the field is underscored by his continued representation of SIFMA across a range of matters, including the coordination of its response to recent new rules relating to block trading and prohibitions on front running. He has also been active in transactional matters and, as well as representing clients in the establishment of investment bank boutiques, has been advising on strategic divestments - including acting for Credit Suisse in the sale of its US and Latin American private wealth businesses to Wells Fargo and Morgan Stanley respectively. Sahni is recognized in the market for her thought leadership across the spectrum of bank regulatory matters and continues to act for numerous domestic and foreign banks on developing and monitoring compliance programs to adhere to Volcker Rule restrictions and enhanced prudential standards.

At Sidley Austin LLP, the ‘solutions-orientedWilliam Eckland is one of the principal partners handling core bank regulatory matters. New York’s Connie Friesen has particular expertise advising international banks on Dodd-Frank implementation and, as well as formulating global compliance programs, has regularly assisted foreign banks establish branches in the US. Benefiting from a number of SEC and FINRA alumni in its ranks, the firm has excellent credibility before the agencies and does an ‘excellent job on broker-dealer related projects’. In addition to his considerable private practice experience, Kevin Campion has a real insider’s perspective as a result of his previous role at the SEC’s Division of Market Regulation. David Teitelbaum and Joel Feinberg are recommended for payments-related regulatory matters in particular, while James Huizinga has a focus on consumer finance-related matters. Named attorneys are based in Washington DC except where otherwise noted.

Best known for its expertise in capital markets and trading regulation, Cadwalader, Wickersham & Taft LLP’s team provides a ‘responsive’ and balanced service that is cognizant of the regulatory issues affecting both buy- and sell-side clients, including HSBC, JP Morgan Chase, Black Rock and Federal Home Loan Mortgage. New York-based Jeffrey Robins has ‘excellent subject matter’ expertise in derivatives regulatory matters and continues to advise ISDA on industry strategies to produce and implement documentation necessitated by Dodd-Frank. Fellow New York lawyer and ‘broker-dealer legend’ Steven Lofchie is also involved in the advice to ISDA and is working with Robins to provide the regulatory overlay regarding the establishment of prime brokerage operations for Société Generale, Scotiabank and Wells Fargo. Charlotte-based partner Scott Cammarn spearheads the firm’s work on the bank regulatory front, which includes advising international banks on Volcker Rule compliance.

Led out of Washington DC by Richard Schaberg, Hogan Lovells US LLP’s financial institutions regulatory practice benefits from strong ties to regulatory officials and is well placed to advise clients on an array of bank regulatory matters, as well as on regulatory-driven transactional mandates. Schaberg recently advised Westfield Financial on its $110m merger with Chicopee Savings Bank to create the largest locally managed bank in Hampden County, Massachusetts. In addition to traditional bank regulatory work, the firm has been increasingly active within the fintech space, including advising Santander as it seeks to invest in start-ups through its recently launched fintech fund. The firm’s strong ties to many institutions within the community banking arena has led to a raft of work as such entities also seek to develop a greater presence in the fintech space; examples include its work for BancAlliance, a network of community banks, in its response to a recent White Paper issued by the OCC regarding responsible innovation in the federal banking system. Schaberg is also acting for BancAlliance in its partnership with online small business direct lender Fundation on the development of an innovative fintech platform enabling small businesses and banks to connect with each other through a Fundation software platform. Greg Parisi and Stuart Stein are also key members of the team, which was strengthened by the arrival in May 2016 of former commissioner of the Federal Trade Commission Julie Brill, who adds weight to the firm’s capability in data privacy and cybersecurity matters.

Mayer Brown’s team is well placed to assist international and domestic financial institutions across the spectrum of advisory and regulatory-informed transactional matters, and leans on its strong presence in Washington DC as well as key financial centers such as London, Frankfurt and Hong Kong. The ‘excellentScott Anenberg recently successfully secured Federal Reserve Board approval for Canadian financial services organization Desjardins Group on its application for financial holding company status - notably this was one of only two such applications granted since the enactment of Dodd-Frank. Thomas Delaney is also a key member of the team and, as part of his comprehensive practice, has been acting for numerous international financial services businesses in the implementation of robust compliance measures to combat the growing regulatory pressures regarding AML procedures. Consumer finance expert Steven Kaplan co-heads the team alongside Delaney following his arrival, along with a team of 15 partners, from K&L Gates in February and March 2016. The practice also includes Jerome Roche, who specializes in broker-dealer regulatory matters.

Now benefiting from considerably enhanced bandwidth following the arrival in March 2016 of broker-dealer regulatory practitioners Julian Rainero and Craig Warkol from Bracewell LLP, Schulte Roth & Zabel LLP’s New York-based team provides ‘accurate and highly practical “real world” perspectives and business-oriented advice’ to a mix of banks, asset managers and broker-dealers. Praised for his ‘excellent industry knowledge’, Rainero is frequently involved in many of the most closely scrutinized trading issues, including those related to high-frequency trading firms and dark pool operators. The ‘very talentedJoseph Vitale provides ‘timely, thorough and effective’ advice on bank regulatory matters and is best known for regulatory advice on matters at the nexus of the funds and banking industries. Praised for his ‘business acumen’, Vitale has been particularly active representing foreign banks as they seek to navigate US regulatory rules, and is advising Credit Suisse on compliance with the Bank Holding Company Act, including the restructuring and reorganizing of its Systematic Market-Making group in order to fit within certain exemptions pursuant to the Volcker Rule’s restrictions on proprietary trading. Vitale continues to represent Cerberus in its investments in regulated financial institutions, including advising it on the acquisition of NRAM plc from UK Asset Resolution. The team also includes Donald Mosher, noted for payments matters, and Betty Santangelo, who excels at AML issues.

Led by Heath Tarbert on the banking front and Barbara Stettner in broker-dealer matters, the Washington DC-based team at Allen & Overy LLP is able to leverage a truly international network, which includes strong regulatory capabilities in major financial hubs such as London and Frankfurt. This reach makes it a compelling option for non-US clients in US matters but also for US financial institutions seeking advice on the vast patchwork of global regulation. The ‘very well-respected’ and ‘ambitious’ Tarbert has raised the firm’s profile for bank regulatory matters in the US since his arrival at the beginning of 2014, and alongside Bill Satchell has handled a raft of work for global and US banks across a range of capital-related and Volker Rule issues. On the trading and markets side, Stettner benefits from significant private and public sector experience (she worked at the SEC’s Division of Market Regulation) and assists broker-dealers across a range of regulatory matters, including developing and improving written compliance policies and supervisory procedures. The team is also frequently engaged by trade associations and public interest groups on regulatory policy and advocacy issues.

With three former alumni in its ranks, Ballard Spahr LLP has excellent credibility before the Consumer Financial Protection Bureau (CFPB) and is a recognized thought leader in the field. Splitting his time between Philadelphia and New York, Alan Kaplinsky has an ‘encyclopedic knowledge’ of consumer finance matters and is a leading authority on consumer finance arbitration clauses. He recently submitted a comment letter to the CFPB on behalf of several interested industry groups, including the Consumer Bankers Association, responding to its proposed rule prohibiting the use of class action waivers in consumer arbitration agreements and regulating the use of individual arbitration. The firm is also developing a significant presence in the fintech space, particularly as it relates to the rapidly growing marketplace lending area. Los Angeles’ Scott Pearson heads the firm’s marketplace lending taskforce, which, as well as providing ongoing regulatory advice to clients such as CAN Capital, also recently helped a global investment bank make its foray into online consumer lending. Led by Daniel McKenna, the firm’s consumer finance privacy and data security team was bolstered in January 2016 by the arrival of Edward McAndrew from the DOJ, where he served as a federal cyber-crime prosecutor. The ‘very accessible and smart’ Mark Furletti is praised for his ‘solutions-oriented advice’ across a range of consumer finance matters and is recognized as a leading authority on the Telephone Consumer Protection Act. Jeremy Rosenblum co-heads the consumer financial services group and is a key member of the team, which also includes mortgage banking experts Richard Andreano and John Socknat in Washington DC. Named attorneys are based in Philadelphia except where otherwise noted.

Led out of its Washington DC headquarters by John Kromer and Benjamin Klubes, Buckley Sandler LLP’s practice is widely recognized in the market as a ‘leader for consumer finance regulatory work’ and provides ‘outstanding’ advice to leading banks, mortgage companies, credit card providers and auto-loan companies. The ‘superb’ Andrew Sandler regularly represents clients on their dealings with the CFPB, both in the context of a formal investigation/enforcement action or in preparation for compliance examinations. Sandler also continues to act as a sole outside counsel to the Mid-Size Bank Coalition of America, advising it across a range of emerging regulatory and enforcement trends, as well as assisting it with drafting comment letters to regulatory agencies on matters of importance to mid-sized banks. Andrea Mitchell is a key practitioner in the group and represents a plethora of clients on regulatory compliance and risk management procedures to ensure observance of fair lending and other unfair, predatory or anti-discrimination statutes and regulations. ‘One of the most knowledgeable regulatory lawyers in the business’, Jeffrey Naimon ‘combines encyclopedic knowledge of legal requirements and in-depth understanding of the regulatory environment with strong business acumen’. The vastly experienced Jeremiah Buckley is a pivotal member of the team, as are Walter Zalenski, who regularly handles financial services M&A as part of his broad practice; Los Angeles-based John Redding, who is ‘the best auto finance regulatory lawyer in the business’, according to one client; federal rules mortgage expert Benjamin Olson; and Heather Russell, who joined the team in New York in October 2016 from Fifth Third Bancorp. Named attorneys are based in Washington DC except where otherwise noted.

Led by the ‘excellentThomas Vartanian, Dechert LLP’s ‘highly technical and commercial’ Washington DC-based team provides ‘prompt and thorough advice’ on the regulatory issues impacting the asset management industry. As well as providing discrete regulatory advice on core Dodd-Frank provisions, including the Volcker Rule, the firm has also been active advising hedge and private equity funds on investments in and acquisitions of financial institutions and bank holding companies. The team ‘benefits from excellent relationships with the regulators’, which is particularly important in securing the relevant approvals pursuant to financial services M&A. Vartanian recently served as counsel to the US Chamber of Commerce in its amicus brief supporting MetLife in its successful challenge to its designation, by the Financial Stability Oversight Council (FSOC), as a SIFI. If it stands, the ruling will impact the FSOC’s designation authority, as well as the standards of administrative law, by requiring the FSOC to be more rigorous in the analysis it conducts in order to make a valid SIFI designation. Robert Ledig has a niche advising on electronic banking issues. Other recommended practitioners include David Ansell and David Harris.

Despite the departure of the firm’s principal bank regulatory lawyer Gerard Comizio in December 2016 to Fried, Frank, Harris, Shriver & Jacobson LLP, Paul Hastings LLP remains a ‘very credible’ proposition in the payments space. Atlanta-based Chris Daniel is an ‘undoubted market leader’ for payments-related matters and, in a matter that involves coordination with numerous other offices throughout the firm’s European and Asian network, is advising Visa on the development and implementation of a global money transfer program. Fellow Atlanta lawyer Todd Beauchamp also has deep and broad knowledge in the fintech space and alongside Daniel is advising leading bitcoin exchange Coinbase on regulatory matters related to virtual currencies. Washington DC-based Behnam Dayanim excels at advising clients on matters sitting at the intersection of gaming, privacy and financial services regulatory. Other clients include Facebook, MoneyGram and InComm.

Praised for its ‘knowledgeable and responsive’ advice, WilmerHalethoroughly understands the financial services area, including the regulators’, and is recognized for its knowledge and practical application of the regulations relating to consumer finance, both from a compliance context, as well as in investigations and enforcement actions brought by the CFPB and other agencies. The firm also has ‘substantial credibility’ in relation to broker-dealer matters and, led by Washington DC-based Franca Harris Gutierrez, who is able to ‘balance business needs with a practical interpretation of the applicable regulations’, recently conducted an AML compliance review for a broker-dealer affiliate of a large international financial institution. Other recommended partners include team head Reginald Brown, leading AML and economic sanctions lawyer Sharon Cohen Levin (New York), and the newly promoted Daniel Kearney. Named attorneys are based in Washington DC except where otherwise noted.

Led out of New York by Nick O’Neill, Clifford Chance’s team provides advice on domestic bank regulatory matters as well as on the connected global regulatory framework. The sweet spot of UK-qualified O’Neill is in advising US clients on the impact of UK and EU regulation on their businesses; working closely with colleagues in London, O’Neill is advising US hedge and private funds on the implications of the EU’s Alternative Investment Fund Managers Directive (AIFMD) on their activities in the EU. O’Neill is also part of a coordinated global team that is advising UBS on its global restructuring in order to reduce risk and better navigate future financial upheavals.

Dentons’ ‘top-notch’ team has a narrower focus than some of its competitors, but provides a ‘very impressive service’ to clients seeking guidance on the regulatory issues impacting financing institutions in the context of cross-border insolvency and global credit risk. Based in New York, the ‘thoughtful and solutions-oriented’ team head Giorgio Bovenzi is ‘aware of the regulatory developments in the market’ and is unique in his ‘understanding of the regulatory and risk management concerns of banks and ability to produce multi-jurisdictional solutions’.

Eversheds Sutherland (US) LLP provides an ‘excellent service’ to registered funds and asset managers on the regulatory aspects pursuant to their structuring and operational activities. The firm benefits from a number of former SEC alumni, including New York-based Clifford Kirsch, who is ‘plugged into what is happening on both the business and regulatory fronts’. Recognized as one of the ‘pre-eminent investment trust lawyers in the country’, Kirsch provides ongoing advice to the Coalition of Collective Investment Trusts on regulatory developments regarding the retirement marketplace. As well as being a ‘leading ’40 Act adviser’, Steven Boehm has built a significant niche advising business development companies. Stephen Roth and New York-based Cynthia Shoss are well regarded for their work in the insurance sector in particular, and Susan Krawczyk is recommended for broker-dealer matters. Named attorneys are based in Washington DC except where otherwise noted.

Led out of New York by Robin Maxwell, Linklaters LLP’s team ‘delivers tailored and knowledgeable advice’ to banks and asset managers, including BlackRock, UniCredit and Standard Chartered Private Equity, across a broad swathe of regulations. Able to leverage the firm’s vast global reach, the team excels in matters sitting at the intersection of US law and UK and EU regulation. In coordination with the firm’s London office, the team is advising Lloyds on the US bank regulatory implications of its planned reorganization to comply with UK ring-fencing legislation. Counsel Jacques Schillaci is noted for his ‘very proactive and practical advice’.

In spite of a couple of departures at a senior level, including the recent retirement of Ralph Sharpe and the departure of Andrew Olmem to the White House National Economic Council, Venable LLP maintains a significant presence out of its Washington DC headquarters across a range of regulatory issues affecting retail and wholesale banking entities. John Beaty has vast experience across the financial services regulatory landscape and is increasingly active advising on fintech regulatory matters.

The bank regulatory practice is led out of Chicago by the ‘experiencedChristine Edwards, Winston & Strawn LLP’s team provides ‘robust advice’ to a diverse array of financial services clients, including banks, broker-dealers, hedge funds and insurance companies. Edwards continues to represent the Financial Services Roundtable in a range of regulatory matters, including recently drafting its comment letter to financial agencies in response to proposed rules on incentive compensation changes. New York-based Glen Barrentine chairs the firm’s broker-dealer regulatory practice; he recently provided complex regulatory advice relating to private equity firm GTCR on its acquisition of mortgage technology company Optimal Blue.


Not-for-profit (nonprofit and tax exempt organizations)

Index of tables

  1. Not-for-profit (nonprofit and tax exempt organizations)
  2. Leading lawyers
  3. Next generation lawyers

Leading lawyers

  1. 1

Who Represents Who

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Loeb & Loeb LLP has a ‘depth of experience and knowledge, which, combined with the high level of client service, makes it very competitive in this area’. Tax specialists Diara Holmes and Marcus Owens joined the firm’s Washington DC office in 2015 from Caplin & Drysdale, Chartered and are commended for their ‘responsiveness and “can-do” attitude’. The firm makes use of its trusts and estates, charitable giving and tax practices to provide a full service to its not-for-profit clients and has been assisting clients in a range of matters, from defending tax-exemption status against the Internal Revenue Service (IRS), to assisting with charitable giving, program-related investments (PRIs) and setting up for-profit subsidiaries. Recent highlights include advising Audrey Irmas on the gift and sale of a piece of art. New York-based lawyers Jason Lilien and Eliot Green are also recommended, as is Leah Bishop in Los Angeles. The firm strengthened its team via the acquisition of Preston Quesenberry to its Washington DC team as of counsel; Quesenberry brings a wealth of knowledge from his previous role as a senior attorney in the Tax Exempt and Government Entities division at the IRS Office of Chief Counsel.

The tax-exempt organizations (TEOs) practice at Morgan, Lewis & Bockius LLP, based in Washington DC, assists a number of large foundations across the gamut of operational matters. The team represents organizations such as colleges and universities, donor-advised funds, museums and cultural organizations and government instrumentalities. The team does a wide variety of work for its nonprofit clients; recent examples include advising a private foundation on PRIs and assisting another client with a wide range of tax compliance, policy and governance issues. Celia Roady heads the team and regularly advises private foundations and public charities on tax and operational issues, grants, investments, compliance and governance issues. Roady is supported by Alexander Reid, who is knowledgeable of tax policy, and Matthew Elkin.

New York-based Patterson Belknap Webb & Tyler LLP has one of the largest nonprofit practices in the US, with the ‘breadth and depth of experience to be advisers and not just technical lawyers’. Robin Krause is chair of the TEOs practice and is recommended for her expertise in grant-related issues; John Sare is ‘an expert in donor-related matters’ and is particularly active in the arts sector; his highlights included assisting a major institution with a $100m naming gift and advising museums with art collection gifts. Laura Butzel continues to advise charities on their internal investigations as well as at the federal and state level, and in the education sector has been advising university boards on governance, tax-exemption, student conduct and data issues. Butzel and Tomer Inbar continue to advise private foundations on program- and mission-related investments as well as a range of other corporate and tax issues. The ‘unfailingly responsive and creative’ Inbar has also recently assisted public charities and private foundations with environmental conservation projects in the US, Argentina and Chile, and advised on compliance with the New York Nonprofit Revitalization Act. Other names worthy of note are Lisa Cleary, who focuses on litigation, and counsels Janine Shissler and Megan Bell.

Trusted Advisor - with Finnegan

IP specialist Finnegan detail how their collaborative approach makes for a unique culture which is designed to allow them to work with clients in a way which is cognizant of the challenges facing all companies today.

The team at Simpson Thacher & Bartlett LLP has the ‘highest quality of knowledge, experience and depth of contacts with charities, donors and regulators’ but also draws upon its ‘world-class colleagues’ for matters involving specialized topics. The team represents a range of not-for-profit clients, including private foundations, public charities, donors and higher education institutions, in matters regarding organization, tax and governance issues, auditing, endowments and charitable giving. Recent highlights include achieving a settlement with plaintiffs seeking to revoke Princeton University’s not-for-profit tax status in connection with the university’s property tax exemption. The team also represented Colección Patricia Phelps de Cisneros in connection with a cash gift and a gift of more than 100 works of modern art to New York’s Museum of Modern Art (MoMA) to establish MoMA’s Patricia Phelps de Cisneros Research Institute for the Study of Art from Latin America. The firm also represented Blackstone chairman and CEO Stephen Schwarzman in connection with his $150m gift to Yale University, the second-largest gift ever made to Yale. David Shevlin heads the practice and is supported by counsels Jennifer Franklin and Jennifer Reynoso.

The ‘excellent, timely and responsive’ team at Venable LLP has an extensive not-for-profit practice, advising large national charities, schools, foundations and other nonprofit organizations. A representative client of the firm’s ‘extensive and well-regarded association law practice’ is the Project Management Institute, which it has advised for over a decade on various matters, including the organization’s code of ethics and professional conduct to ensure compliance and manage legal risks including antitrust, defamation and due process. Nonprofit organizations head Jeffrey Tenenbaum is a ‘thought leader in the field’ and is recommended for his ‘outstanding knowledge and excellent, reassuring manner with clients’. Andrew Price is singled out for his expertise in intellectual property and Melanie Jones Totman is ‘very helpful in the area of government grants and associated regulations’. George Constantine is another key name in the Washington DC office, while Robert Waldman is a key practitioner in Baltimore.

San Francisco-based boutique Adler & Colvin has a vast client list from the nonprofit and philanthropic sector. Its practice encompasses all aspects of operation, including formation, tax-exemption status, governance issues, grant making, investment, revenue generation, charitable gift planning and international charitable transactions and operations. Robert Wexler is highly regarded for his corporate and tax practice for nonprofits and their donors, while Erik Dryburgh specializes in charitable gift planning and endowments. Senior counsel Gregory Colvin advises nonprofit organizations on their political and lobbying activities, fiscal sponsorship, donor-advised funds, anonymous giving and grant making as well as other issues arising between donors and charities. Other key partners include Rosemary Fei, Stephanie Petit, Nancy McGlamery and David Levitt.

Arent Fox LLP has an extensive nonprofit organizations practice, with a particular concentration of clients in Washington DC. Representative clients of the group, which is spread across New York, Los Angeles, San Francisco and Washington DC, include nonprofit hospitals and health systems such as MemorialCare Health System, Scripps Health, California Hospital Association, Community Memorial Hospital and Adventist Health. For Planned Parenthood Federation of America, the firm combined its knowledge of the not-for-profit space with its real estate expertise to advise on the sale of an office condo, a matter which involved novel tax issues surrounding not-for-profit law. For The Salvation Army, the firm has been handling employment work involving issues of harassment, wrongful termination, class actions and discrimination. The firm also represents a number of District of Columbia public charter schools in connection with their real estate needs. Richard Newman leads the practice and is supported by Sean Glynn and counsel Davis Sherman. Richard Krainin is a key name in New York.

McDermott Will & Emery LLP is a go-to firm for healthcare clients, advising nonprofit hospitals and other types of tax-exempt healthcare organizations on a variety of matters. Representative highlights included advising Ascension Health (the largest nonprofit health system in the US) on a transaction involving the sale of certain assets of Carondelet Health Network to a newly formed joint venture owned by various other healthcare entities. The firm also led on a matter for Prime Healthcare Foundation, closing a $200m financing transaction. For key New York client Maimonides Medical Center, the firm advised on a strategic affiliation and developing of outpatient networks with North Shore-LIJ - the largest health system in the State of New York. The nonprofit practice also represents numerous other tax-exempt clients, such as universities, trade and professional associations, religious organizations and foundations. Ira Rappeport and Gary Gertler are recommended in the Los Angeles office, with Michael Peregrine and Bernadette Broccolo the key names in Chicago.

The ‘cost conscious’ team at Proskauer Rose LLP acts for a variety of not-for-profit clients in the sports, healthcare and arts and entertainment sectors. Partners from the firm’s sports, media and entertainment department have been retained by the National Hockey League (NHL) in a complex dispute with the former owner of the Arizona Coyotes, Jerry Moyes, and the ‘extremely knowledgeable’ tax lawyer Amanda Nussbaum has been assisting the NHL in connection with the league’s expansion to Las Vegas. Nussbaum and corporate partner Jon Oram have also been serving as legal counsel and strategic adviser to the Los Angeles 2024 Exploratory Committee. In the healthcare space, Richard Zall has been assisting clients in matters including joint ventures, collaboration agreements and investment management. The firm’s dedicated ERISA litigation team represents nearly half the religious healthcare entities being sued in a wave of litigation by ‘church plan’ participants. The labor and employment team acts for a number of not-for-profit clients, including the Metropolitan Museum of Art and the American Jewish Committee. David Miller joined the tax team from Cadwalader, Wickersham & Taft LLP in 2016. All partners named are based in New York. In May 2017, Roger Cohen joined Goodwin.

Ropes & Gray LLP has a respected higher education practice but also represents research institutes, foundations, hospitals and academic medical centers on a range of matters associated with their NFP status. Key names in the group include Carolyn Ward, who is a member of the tax and benefits group in the Washington DC office, and tax partners Kendi Ozmon and Lorry Spitzer in the Boston office. Spitzer focuses on the taxation of nonprofit organizations, particularly colleges, universities and healthcare organizations.

The team at Steptoe & Johnson LLP has an excellent reputation and ‘represents a number of very highly regarded nonprofit organizations’. Suzanne McDowell co-chairs the practice and has recently served as chair of the ABA Tax Section’s Exempt Organizations Committee. She is commended for her ‘ability to analyze issues and develop practical solutions to real world problems’. The team represents public charities as well as private foundations, including private operating foundations, advocacy organizations and congressionally chartered organizations, across the full spectrum of legal matters, and has particular expertise in the science, media and healthcare sectors. Representative clients include the Battelle Memorial Institute, National Park Foundation, United Way Worldwide, United Healthcare Group and World Wildlife Fund. Recent additions to the team include Ruth Madrigal, who joined from the office of tax policy at the US Treasury Department, and Zvi Hahn, who joined from Katten Muchin Rosenman LLP. Catherine Wilkinson co-chairs the practice with McDowell and specializes in government investigations, IRS audits and voluntary disclosures. All named lawyers are based in Washington DC.

Bryan Cave LLP has a diverse nonprofit and TEO practice representing foundations, museums, healthcare systems and higher educational institutions, but has a particular focus on religious organizations. The team is spread across the firm’s various national offices and advises clients on a variety of corporate and tax-related issues, including organizational matters, tax-exemption status, mergers, lobbying, IRS audits and investments. Recent work includes advising the Roman Catholic Diocese of Rockville Center on the creation of a foundation to manage endowment funds of the Diocese and conducting an analysis of the governance, funding and operations of corporate entities for the Association of Baptists for World Evangelization. The firm also serves as outside general counsel to the George and Amal Clooney Foundation for Justice and is in the process of assisting the foundation to raise millions of dollars and negotiate the arrangements to provide education for young Syrian refugees living in Lebanon. Keith Kehrer heads the practice from St Louis.

Cadwalader, Wickersham & Taft LLP assists private foundations with all matters, including governance, regulatory matters, tax, real estate and litigation. The firm is national legal counsel to The Salvation Army and regularly advises the client on law, regulations and administrative directives applicable to faith-based organizations, as well as in administering its self-insured employee health plan. In the healthcare sector, the team has been retained by Burke Rehabilitation Hospital regarding its affiliation with Montefiore Health System (MHS), and has also been representing the Foundation and Research Institute, which was previously associated with Burke but remains independent from MHS. Key lawyer at the practice Paul Mourning also represents various pro bono NFP clients under the firm’s ‘incubator’ scheme. Stephanie Marcantonio was recently promoted to the partnership and focuses on corporate and financial transactions. Mourning and Marcantonio are both based in New York.

Specialist tax firm Caplin & Drysdale, Chartered has a dedicated practice for charities and other NFP organizations, with a client base made up of both small charities and large private foundations. Key names include Washington DC-based Douglas Varley and Mark Matthews for tax and William Klimon, who is recommended for his advice in NPF formation, dissolution and merger transactions.

The Washington DC-based political tax and tax-exempt organizations practice at Covington & Burling LLP has a long history of advising nonprofits on all aspects of their work. Clients include political organizations, sports leagues, trade associations, educational institutions, philanthropic and grant-making organizations, and museums. The firm also works for a number of pro bono clients, such as Lincoln Center for the Performing Arts and various non-partisan research organizations and legislative advocacy groups supporting marriage equality. Key names include Robert Gage, Heather Haberl, Susan Leahy, Jeremy Spector and Stuart Irvin.

Davis Wright Tremaine LLP represents a range of NFP clients across its offices in New York, Washington DC, Oregon, California and Alaska. The firm has comprehensive knowledge and expertise in matters including, but not limited to, tax, governance and compliance, investigations and litigation, charitable fundraising, M&A, and trusts and estates. Seattle-based LaVerne Woods heads the team and has over 25 years’ experience working in the nonprofit sector. Highlights for Woods included advising Fortune 500 companies and other business enterprises on corporate foundations and in-house corporate philanthropy programs, and handling an IRS controversy regarding tax-exemption qualification for a national vision service health plan. Other key names include Jean Tom and counsel JJ Harwayne Leitner, both based in New York.

The TEO practice at Farella Braun + Martel LLP is co-chaired by Barbara Murphy and Cynthia Rowland in San Francisco. The firm advises NFP organizations throughout their life cycles, as well as representing philanthropic individuals. Recent highlights include advising the Burning Man Project, an arts festival organization and international arts movement, on corporate structure, tax compliance and property acquisition matters. The firm has also advised a number of foundation clients on matters such as incorporation, investment and philanthropic planning.

Schnader Harrison Segal & Lewis LLP has been advising funds, religious organizations, sports associations and foundations on a range of matters. The team is actively drafting a Pennsylvania statute related to provisions contained in the Uniform Prudent Management of Institutional Funds Act, which brings the law governing charitable institutions in line with modern investment and expenditure practice. New York-based Cynthia Fischer and Philadelphia-based Joseph Lundy co-chair the nonprofit organizations practice.

The ‘responsive and timely’ team at Sidley Austin LLP has a ‘real breadth of knowledge, with the depth of the firm available when needed’. The team has been working for NFP clients in connection with IRS audits, charitable gifts and governance reform. One recent highlight includes representing the America Osteopathic Association (AOA) in class action litigation challenging the requirement of the AOA that, in order to be board-certified, an osteopathic physician must be an AOA member. The firm has also formulated grant-making guidelines and procedures to allow a group of affiliated family foundations and trusts to give around $1.5bn annually to charitable organizations. In Chicago, Michael Clark and Paul Svoboda lead the practice, and Jack Bierig and counsel Lynn Fleisher also highly recommended. The practice also has lawyers located in Los Angeles, Washington DC and New York.


Project finance

Index of tables

  1. Project finance: advice to lender
  2. Project finance: advice to sponsor
  3. Leading lawyers
  4. Next generation lawyers

Next generation lawyers

  1. 1

Who Represents Who

Find out which law firms are representing which Project finance clients in United States using The Legal 500's new comprehensive database of law firm/client relationships. Instantly search over 925,000 relationships, including over 83,000 Fortune 500, 46,000 FTSE350 and 13,000 DAX 30 relationships globally. Access is free for in-house lawyers, and by subscription for law firms. For more information, contact david.burgess@legal500.com.

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Trusted Advisor - with Finnegan

IP specialist Finnegan detail how their collaborative approach makes for a unique culture which is designed to allow them to work with clients in a way which is cognizant of the challenges facing all companies today.

Renewable and alternative energy specialist Edward Zaelke heads Akin Gump Strauss Hauer & Feld LLP’s practice, which welcomed John Marciano to its Washington DC office in May 2016, offsetting the loss of tax expert David Burton to Mayer Brown in May 2016. The department, which is particularly strong in the renewable energy space, frequently handles tax equity investments: Zaelke, who is based in Los Angeles, advised Sustainable Power Group on the construction financing and tax equity financing of the 60MW Latigo wind farm in San Juan County, Utah, and on the tax equity financing of the 80MW Pioneer wind farm in Wyoming. On the equity investment side, Zaelke acted for Northleaf Capital on its $85m investment in a portfolio of solar and wind projects being developed by APEX Energy in Texas. He also assisted Edison Energy and SoCore Energy with their acquisition of a portfolio of solar projects in Minnesota from SunEdison, which was complicated by SunEdison’s bankruptcy. The firm is also active in conventional power: the Los Angeles-based Dino Barajas acted for Diamond Generating on its $780m purchase of a 50% stake in a 925MW power project in Westmoreland County, Pennsylvania. Other clients include AES Wind, PFMG Solar and Tennessee Valley Infrastructure Group.

Allen & Overy LLP’s ‘very quick’ team attracts praise for its ‘good business sense’ and ability to ‘adhere to tight deadlines’ on large-scale projects while ‘maintaining excellent, personalised service’. The team is active across a wide range of projects, including oil and gas, conventional power, renewable, transport and infrastructure projects. ‘Top negotiator’ David Slade, who is based in Washington DC, is noted for his ‘ability to manage large client groups’; he heads the practice with the New York-based Kent Rowey. On the lender side, Rowey advised Export-Import Bank of the United States on the $471m financing of Kingsbridge’s procurement, construction, launch and operation of three new satellites. Sami Mir is ‘an industrious, talented negotiator’ and ‘excellent draftsman’ who ‘understands what drives lenders’ and can ‘negotiate complex issues’; he advised a group of lenders including OPIC and Standard Chartered Bank on the financing of Oma Power Generation’s 500MW power plant in Nigeria. On the sponsor side, the New York-based Dorina Yessios, who has particular experience in projects in Latin America and the Caribbean, advised Shikun & Binui on the financing, construction and operation of the $500m Perimetral de Cundinamarca 4G road concession in Colombia.

Andrews Kurth Kenyon LLP is strong on both the lender and the sponsor side, with an emphasis on conventional power and renewable energy. The team, which is headed by Timothy Unger, prides itself on its lender-side work in Latin America: Vera Rechsteiner acted for a syndicate of Panamanian, Guatemalan and Belizean banks on their $95m loan to Grupo Santander in Guatemala, part of which was for the design, building, maintenance and operation of its 16MW sugar cane cogeneration facility. The practice is also active on the sponsor side, and advised Bordas Renewable Energy on the development of various Texas wind farms; Stephanie Kroger also acted for Apex Clean Energy on the financing and development of a wind project and a solar project both based in Texas. The firm was joined in Houston by Charlie Ofner and Christopher Richardson, from in-house at Oasis Petroleum and Mubadala Petroleum, respectively, while George Pavlenishvili joined in New York from Reed Smith LLP. Peter del Vecchio left to join Norton Rose Fulbright US LLP in April 2016. Since publication, Todd Culwell has joined Reed Smith LLP in Houston.

Ashurst LLP’s New York-based team is led by Andrew Fraiser, an infrastructure expert who joined in August 2016 from Allen & Overy LLP. Transport and infrastructure are particular strengths of the firm; Fraiser advised the Fargo-Moorhead Flood Diversion Board of Authority on a PPP project with the United States Army Corps of Engineers to establish permanent flood protection measures for the Fargo-Moorhead metropolitan area, a mandate that constituted the first flood-diversion channel in North America to be procured as a PPP. The practice regularly handles sponsor-side matters – Radford and Doug Bird advised Balfour Beatty Investments and Skanska Infrastructure Development on its bid for the $725m I-285/SR 400 reconstruction project in Atlanta, Georgia – and is growing its footprint on the lender side. Lender-side highlights for Radford and Bird included advising Sumitomo Mitsui Banking Corporation on the financing of the $66m State Street redevelopment project in Indiana. Other lender clients include Wells Fargo Bank and Royal Bank of Canada. PPP specialist Vincent Casey joined the New York office from Nixon Peabody LLP in October 2016, while Charles Williams left to establish a boutique firm in September 2016. Jason Radford relocated to the London office.

Baker McKenzie LLP’s project finance group acts for a predominantly sponsor-side client base and is especially strong in the renewable energy space. The Chicago-based José Morán heads the practice, which was strengthened by the arrivals of renewables specialists Evelyn Kim and senior associate Jennifer Layfield, who joined the San Francisco office from Morgan, Lewis & Bockius LLP in March 2016. The New York-based Mark Tibberts acted for Greenleaf Energy Holding on its sale of subsidiaries that owned two Northern California gas-fired power plants, to an affiliate of Starwood Energy. Other renewable energy clients include Solar Reserve. Conventional power is another area of strength for the firm: James O’Brien, who is based in Chicago, advised J-POWER USA on its acquisition from Dyson of the remaining interests in the 1.35GW Elwood power project, making J-POWER the project’s sole owner. Tibberts acted for Ohio Valley Electric Corporation on the refinancing of $100m-worth of bonds that had been issued by the Indiana Finance Authority and the Ohio Air Quality Development Authority to finance flue-gas desulphurisation facilities at OVEC’s power plants. Other clients include Bank of Tokyo-Mitsubishi UFJ and farmer-owned cooperative CHS. Clyde Rankin in New York, Mona Dajani in Chicago and Natalie Regoli in Houston are also recommended.

Bracewell LLP’s practice is led out of New York and Houston and is particularly active on the sponsor side. Oil and gas has traditionally been a specialism of the firm: Robin Miles and Thomas Tomlinson advised Yuhuang Chemical on the financing and development of a $1.85bn methanol project in Louisiana, and on the lender side, the New York-based Ron Erlichman acted for Sumitomo Mitsui Banking Corporation on the multimillion-dollar financing of a methanol facility to be disassembled overseas and reconstructed in the US. In the midstream space, Tomlinson and Alan Rafte assisted ArcLight Capital Partners with the financing of the Trans-Union Pipeline and advised the company on acquiring the pipeline from Entegra Power Group. In addition to its oil and gas credentials, the practice is also active in conventional power and renewables. Jessica Adkins, who is based in Houston, assisted First Reserve with a 20-year hedge arrangement with Morgan Stanley to help acquire and finance the 298MW Kingfisher wind farm in Oklahoma, while Tomlinson advised Rockland Capital on the $263m term and project financing of the 125MW Michigan Power project. Other clients include South Field Energy, Arroyo Energy Investment Partners, Noble Energy and Great Plains Energy. Oil and gas specialist Stuart Zisman is also recommended.

Particularly strong on the sponsor side, the New York-based department at Cleary Gottlieb Steen & Hamilton LLP advises clients on various kinds of projects, including oil and gas, conventional power, renewable and transport. In an illustration of its strength in Latin America practice, Richard Cooper and Adam Brenneman assisted Puerto Rico Electric Power Authority with the financing and development of a $500m offshore LNG port, while Jorge Juantorena advised Aeropuertos y Servicios Auxiliares and the Mexican Ministry of Communications and Transportation on a $2bn bond offering to finance the construction and development of the new Mexico City international airport, which is set to replace Benito Juárez International Airport. The ‘extremely reliable’ Jeffrey Lewis advised Pluspetrol on the development and downstream financing elements of the Camisea gas fields project in Peru. On the lender and investor side, Chantal Kordula acted for First Reserve Corporation on its acquisition and $215m financing of the 130MW La Bufa wind farm in Zacatecas, Mexico. Other clients include Oaktree Capital Management, Comisión Federal de Electricidad and the Brazilian Development Bank. Richard Lincer is also recommended.

Clifford Chance’s ‘fantastic’ department is commended for its ‘impressive industry knowledge’ and for its ‘unparalleled levels of commitment and responsiveness’. Projects based in Latin America and Africa are a particular strength, and the firm’s lender-side practice is formidable. Gianluca Bacchiocchi and senior associate Guido Liniado (who are noted for their ‘perfect combination of knowledge, work ethic and commerciality’ and for their ‘incredibly good understanding of counterparty’s concerns’) advised Goldman Sachs as arranger, and a group of senior lenders including Bancolombia, on the debt financing of three toll road projects in Colombia, together worth $965m. Lori Bean has been very active on Africa-based projects: she assisted OPIC, Standard Bank and Nedbank with the $500m financing of a 192MW power plant in Ghana, advised OPIC on $400m-worth of financings pertaining to wind projects in Kenya, and acted for the same client again on the $857m financing of a solar project in South Africa. In an illustration of the practice’s work for sponsors, David Evans assisted Matelec Group with the financing of the $134m Tobene power project in Senegal, and Fabricio Longhin advised Graña y Montero on the $200m part-financing of the Gasoducto Sur Peruano project. Closer to home, Evans acted for Samchully Asset Management on its $609m equity investment in an Ohio gas-gathering system.

DLA Piper LLP (US) significantly expanded its project finance practice in 2016 with the recruitment of Timothy Moran, Philip Corsello and Vanessa Wilson from Sidley Austin LLP; Gregory Smith from Allen & Overy LLP; and Charles Carroll, who joined from Terra-Gen Power. The ‘highly experienced’, New York-based Joseph Tato leads the ‘excellent’ team, which is active on the lender and the sponsor side and has been especially busy with conventional power, renewables and water projects. Developing countries in Africa and Latin America are a specialism of the practice: Smith, an expert in emerging markets, acted for the Export-Import Bank of the United States and the Central American Bank for Economic Integration on their financing of Energía Eólica de Honduras’ Cerro de Hula wind project in Honduras. On the sponsor side, the Miami-based John Murphy advised Concesionaria Vial del Pacifico as concessionaire, and Corficolombiana and Iridium as sponsors, on the financing of Colombia’s $1.2bn, 50km Conexión Pacifico 1 highway PPP project. Ghana and Argentina are other active jurisdictions for the team, which has also handled domestic mandates including Moran’s advice to Exelon Generation on the $250m tax equity financing of Oklahoma’s 198MW Bluestem wind project.

Debevoise & Plimpton LLP’s New York-based practice is particularly strong in infrastructure and PPP matters. Ivan Mattei and senior counsel Douglas Buchanan head the practice with strong support from counsel Armando Rivera Jacobo. On the equity investment side, Maurizio Levi-Minzi acted for Brookfield Business Partners on its $768m purchase of a 70% stake in Odebrecht Ambiental, Brazil’s largest private water distribution and treatment company. Other clients include Meridiam Infrastructure, Footprint Power, Mitsui and the US Department of Energy. Corporate energy partner Sarah Fitts is also recommended, as is counsel Michael McGuigan.

Particularly active in the renewable energy space, Foley & Lardner LLP’s department is headed by energy experts Jason Allen, Jeffery Atkin and tax expert John Eliason, who are based in Milwaukee, Los Angeles and Washington DC respectively. The team acts for lenders, investors and sponsors on a range of projects, though it is especially experienced in tax equity financings for renewable energy projects involving production tax credits, investment tax credits and US Treasury grant programs. Atkin and David Markey assisted NRG Energy with the tax equity and debt financing of a large portfolio of commercial and industrial solar projects, and, along with Allen, advised GCL Solar Energy on the acquisition, financing and development of 90MW-worth of solar projects in North Carolina. The practice also assists clients with financing power plants for municipal utilities, handles bond financings and negotiates power purchase agreements. Lender clients include U.S. Bank, PNC and M&T Bank; Canadian Solar and Exelon Generation are sponsor clients.

Melissa Raciti-Knapp and Lisa O’Brien lead Freshfields Bruckhaus Deringer LLP’s New York-based practice, which acts for lenders and sponsors on a wide range of energy and infrastructure projects. Raciti-Knapp, who advises on projects in various jurisdictions with an emphasis on Latin America, was notably active in the telecoms and transport infrastructure space: she assisted Overseas Private Investment Corporation with its $253m financing of Avantel’s deployment of a 4G LTE network in six Colombian cities, and advised the same client on its $336m financing of a network of cell-phone towers and associated infrastructure across Myanmar, with Apollo Towers Myanmar as sponsor. On the sponsor side, Raciti-Knapp assisted Abertis Infraestructuras with transport infrastructure financing, and advised Ferroviaria Oriental on the development of a port in Rosario, Argentina. The practice frequently handles large US projects: O’Brien acted for the Colorado Department of Transportation on the bid and selection process for the $1.1bn I-70 East PPP project, and Raciti-Knapp continued to advise KfW IPEX-Bank on the $400m development financing of the Mississippi Silicon smelter plant. Other lender clients include ArcLight Capital Partners, Goldman Sachs and RBS.

Hogan Lovells US LLP’s project finance practice is especially active in the energy space, within which conventional power and oil and gas are areas of particular activity. The Miami-based Miguel Zaldivar heads the department, which is especially busy on the sponsor side: José Luis Vittor, who is based in Houston, advised PetroAmazonas on a contract with Schlumberger that will see the latter invest $4.9bn in production-enhancing measures at an upstream facility in Ecuador; and Keith Larson in Washington DC advised Venture Global LNG on the development and financing of two $4.5bn LNG export projects. The practice also has a burgeoning multilateral lender workload, particularly in the Washington DC office: Larson advised lenders including BDO Unibank, China Banking Corporation and Development Bank of the Philippines on the financing of the $1.1bn, 668MW Luzon Island power project in the Philippines, and acted for lenders including Rizal Commercial Banking Corporation, Bank of the Philippine Islands and Security Bank Corporation on the financing of the $1.1bn, 554MW Mindinao Island power project. The Washington DC team is also advising lenders across several European jurisdictions on the privatisation of an Armenian power project. Mike Matheou, Brian Chappell and David Locascio are also recommended, and are based in New York, Baltimore and Houston, respectively.

Jeffrey Schroeder heads Hunton & Williams LLP’s department, which predominantly acts for lenders and investors. Ryan Ketchum (who is based in London), John Beardsworth and Ellis Butler advised Nigeria Bulk Electricity Trading, a Nigerian state-owned energy purchasing company, on a $1.8bn power purchase agreement with 14 contractors of solar projects that have an aggregate capacity of 1,125MW; this constitutes the largest procurement of photovoltaic energy in Africa to date. In an illustration of the firm’s capital markets capability, the New York-based Michael Fitzpatrick acted for Barclays Capital and Merrill Lynch, Pierce, Fenner & Smith as bookrunning managers on Oncor Electric Delivery’s $175m bond offering. Fitzpatrick was assisted by energy capital markets specialist Adam O’Brian, who made counsel at the New York office in November 2016. On the equity side, New York-based partners Bud Ellis and Steven Friend advised the underwriters on The Southern Company’s offering of nearly 33 million shares, a capital raise intended to partially finance its 50% acquisition of Southern Natural Gas. Eric Pogue is also recommended. February 2016 saw PPP expert David Horner join from Allen & Overy LLP. Project finance expert Michael Klaus was promoted to counsel. All lawyers mentioned are based in Washington DC unless otherwise stated.

Philip Weems and Ken Culotta are the Houston-based heads of King & Spalding LLP’s department, which has a strong oil and gas focus and is particularly adept at handling LNG projects. Daniel Rogers acted for SeaOne Caribbean on the $3bn development and associated financing of a facility in Mississippi for the production and delivery of compressed gas liquids to the Caribbean. Culotta advised Quebec LNG on the development and financing of a multibillion-dollar LNG export project in Canada, and acted for Floridian Gas Storage on financing an LNG storage facility to serve southern Florida. Other clients include Magnum Energy, Mountaineer NGLs, NextDecade Pipeline and Haddington Energy Partners IV. In an illustration of the practice’s workload outside of the oil and gas space, the Charlotte-based Todd Holleman assisted Atlanta Falcons Stadium Company with financing the construction and operation of an $850m football stadium to replace the Georgia Dome in Atlanta, Georgia; and the Atlanta-based Hector Llorens acted for the lead arranger on the financing of a sugar refinery. The New York office was bolstered in November 2016 by the arrival of Brian Betancourt from Alston & Bird LLP and counsel Brandon Dalling from Latham & Watkins LLP. In February 2017, project finance expert David Runnels joined the Houston office from Andrews Kurth Kenyon LLP.

The ‘very constructive and professional’ team at Latham & Watkins LLP is strong on both the lender and the sponsor side, with work for the former set of clients on power and renewables sector financings a particular highlight in 2016. Jeffrey Greenberg (‘a superstar’) assisted Morgan Stanley Senior Funding with the $1.2bn debt refinancing of the Linden cogeneration project, while the ‘proactive and problem-solvingAmy Maloney, who is praised for her ‘in-depth knowledge of the renewable energy financing market’, advised a group of senior lenders on the financings of two wind farms in Texas and New Mexico. Other lender clients include BNP Paribas, Citigroup, Credit Suisse and Mizuho Bank. On the sponsor side, practice head Jonathan Rod acted for five sponsors, including Dakota Access and Energy Transfer Partners, on the $2.5bn financing of the 749-mile Bakken pipeline project. He also assisted Cheniere Energy with its $2.8bn project debt refinancing of the Creole Trail pipeline. The department regularly handles projects in Mexico; sponsor clients in this space include D. E. Shaw Renewable Investments and First Reserve Corporation. Eli Katz, a project finance expert with particular experience in the renewables space, joined in September 2016 from Chadbourne & Parke LLP, and oil and gas expert Eugene Elrod joined the Washington DC office from Sidley Austin LLP in January 2017. Veronica Relea and Omar Nazif made partner at the New York and San Diego offices, respectively, while Suzanne Logan and Kelly Thomason Self made counsel in Washington DC and Chicago.

Historically strong in the LNG space but increasingly active in renewable energy projects, Linklaters LLP’ New York-based department is noted for its sponsor-side work and cross-border capabilities. Practice head Vijaya Palaniswamy acted for Highland Pellets on a $145m loan from GIP CAPS Pine to finance the construction of a pellet-fuelled power plant in Arkansas. He also acted for Macquarie México Infrastructure Management on its $41m purchase of Parque Solar Coahuila, which owns the development rights to a 20MW power project in Coahuila, Mexico. On the LNG side, Michael Bassett advised Gas Sayago on negotiating an agreement with a charterparty regarding the latter’s 20-year use of a floating storage regasification unit, part of an LNG regasification terminal in Uruguay. Infrastructure is also an area of activity for the firm: Palaniswamy assisted a consortium of sponsors including Aéroport de Paris and VINCI Airports with financing the $900m renovation and expansion of the Comodoro Arturo Merino Benítez Airport in Santiago, Chile. Other clients include the Export-Import Bank of Korea. Counsel Andrew Compton, a project finance specialist who had been spending half his time in the firm’s Hong Kong office, is now fully based in New York. Cross-border finance expert Matthew Poulter is also recommended.

Mayer Brown’s ‘excellent, client-oriented’ and ‘proactive’ department is headed by ‘responsive, skilful negotiatorBarry Machlin in Chicago, who is praised by clients for his ‘breadth of experience, ability to manage large client groups, and expertise in project finance’. The team handles a wide variety of projects, including conventional power, oil and gas, renewable, nuclear and infrastructure projects; although lender-side work is its chief strength, its work for sponsors is also highly rated. Machlin advised the Panama Canal Authority on the $5.25bn financial restructuring of the Panama Canal locks expansion project. George Baptista, who is based in New York, advised Grupo Odinsa as sponsor on a $54m financing from Deutsche Bank to fund the DCMO aspects of the $140m Aruba Green Corridor project. On the lender side, Christopher Erckert acted for Corporación Andina de Fomento on its $254m part-financing of Peru’s largest wind project – the Marcona and Tres Hermanas twin wind farms. The practice is also active in tax equity investments: Jeffrey Davis, Robert Goldberg, Nadav Klugman and Andrew Young advised GE Energy Financial Services on $254m-worth of investments in two California solar projects. ‘Outstanding’ senior associate Juan Pablo Moreno has ‘great project finance knowledge, international experience and lots of patience’.

McGuireWoods LLP is commended for its ‘responsiveness, broad industry knowledge, strength in depth and value for money’. Joanne Katsantonis (Richmond), recently promoted partner Matthew Kapinos (Houston) and Marvin Rogers lead the ‘positive, co-operative, dedicated’ practice, which is particularly strong in the renewable space, though it also handles conventional power financings and PPP work. The Charlotte-based Rogers assisted a renewable energy investment fund as sponsor with financing several wind projects in Texas, while the ‘quick, knowledgeable’ Adam Greene, who ‘articulates issues effectively and eases the negotiation process’, advised Fifth Third Bank on several North Carolina solar project financings, worth over $80m in total. He also acted for Entropy Solar Integrators on the development, purchase and sale of 350MW-worth of utility-scale solar projects in the south-eastern US. Kapinos and the Baltimore-based Brian Kelly advised Tokyo Gas America on the financing for and acquisition of a 25% stake in one of Empire Generating’s power plants. Debt finance expert Peter Butcher joined the Pittsburgh office from Buchanan Ingersoll & Rooney in February 2016; he regularly assists lenders and energy trading companies with credit facilities. Lender-side specialist Mark Spitzer joined the Los Angeles office from Morgan, Lewis & Bockius LLP in January 2016, and ‘responsive, business-oriented’ renewable specialist Timothy Callahan, who ‘quickly distils issues and provides practical, commercially balanced solutions’, joined the Chicago office from Paul Hastings LLP in March 2017.

Notably strong on the lender and the sponsor side, Milbank, Tweed, Hadley & McCloy LLP’s US offices handle the gamut of project advice in North America as well as project financings across Latin America. New York-based department head Daniel Bartfeld advised a syndicate of lenders, including Société Générale, Crédit Agricole and Sumitomo Mitsui Banking Corporation, on the $850m financing of the construction and operation of two projects in Chile. Daniel Michalchuk, who is based in New York, acted for a group of lenders and investors including MUFG Union Bank, Prudential and Korean fund Hana Financial Investment on a $1bn loan to Invenergy for the construction and development of its 1,480MW Lackawanna energy center. On the capital markets side, Jonathan Green advised various institutional investors on a private placement to partially finance the Phase II expansion of the Virginia International Gateway container terminal; he also advised MUFG Union Bank as administrative agent on a revolving loan for the same project. Carolina Walther-Meade, Phillip Fletcher and Allan Marks were active on the sponsor and developer side for clients including Mexico Power Group, Neoen International, MHC Ingeniería y Construcción de Obras Civiles and Construcciones El Cóndor. Conventional power expert William Bice is also recommended, as is Timothy Wendling, who is active in renewable and alternative energy mandates.

The ‘top-notch’ project finance team at Morgan, Lewis & Bockius LLP, is particularly active in the oil and gas and renewable energy sectors. The team advised National Grid on the development of an $180m LNG liquefaction facility in Providence, Rhode Island, and acted for NextEra Energy on shipping and supply arrangements regarding the delivery of LNG to Hawaii; this included advice on financing the LNG vessels. On the renewables side, Wayne Song and Kenneth Kulak, based in Los Angeles and Philadelphia respectively, acted for Exelon Generating on the $150m debt financing of 85MW-worth of solar projects across North America; and the New York-based James Tynion acted for D. E. Shaw Renewable Investments on the debt and tax equity financing of five wind turbines in Oregon. ‘Experienced, responsive, business-minded and strategic’ of counsel Neeraj Arora joined the Los Angeles office from Latham & Watkins LLP in February 2016; he advised Diamond Generating on its purchase of a 50% stake in Boston-based solar developer Nexamp. Boston-based ‘superstarRichard Filosacalmly addresses the key issues and closes deals quickly’; he specializes in power project financing and development. Since publication, former practice head David Asmus and fellow Houston-based partnerBrian Bradshaw have joined Sidley Austin LLP.

The team at Morrison & Foerster LLP is particularly strong in the renewable space, where it regularly advises investors and project owners. Los Angeles-based practice head Jeffrey Chester advised Hannon Armstrong Sustainable Infrastructure Capital as lessor in the lease financing of a 1,000MW transmission line and sub-station infrastructure for a 230MW wind-powered electrical generating facility in Texas. On the equity investment side, San Francisco-based partners Susan Mac Cormac and Jeffrey Kayes advised EDF Renewable Energy on its $16m purchase of the 500MW Palen project in California from Abengoa Solar; Kayes also acted alongside the New York-based Jonathan Melmed for D.E. Shaw Renewable Investments on the purchase of a Mississippi solar project from Origis Energy, as well as assisting the client with tax equity financing and project financing. On the sponsor side Chester assisted Apex Clean Energy with obtaining a construction loan from BayernLB to finance its $258m Grant Wind project and acted for the same client on a construction loan and mezzanine debt financing to fund its 300MW Kay Wind project in Oklahoma. Project finance specialist Adam Griffin joined the New York office as of counsel from Skadden, Arps, Slate, Meagher & Flom LLP.

Washington DC-based Jeremy Hushon and New York-based Michael Pikiel (‘a strong negotiator’) led the ‘high-quality, cost-effective and very professional’ practice at Norton Rose Fulbright US LLP, before the firm’s high-profile combination with legacy firm Chadbourne & Parke LLP. The ‘first-rate’ practice arriving from Chadbourne, which ‘masters details without losing sight of practicalities’, was headed by the ‘very strongRohit Chaudhry and the ‘awesomeKeith Martin. The newly formed practice is strong across the board, advising sponsors and lenders on infrastructure, mining, conventional power, oil and gas, nuclear and renewable energy projects. From the legacy Norton Rose Fulbright US LLP team, the Washington DC-based Sarah Devine advised International Finance Corporation and Bank Audi on their $225m Islamic financing facility to Mass Global Energy to finance a 1,500MW power plant in the Kurdistan region of Iraq. Pikiel, who is ‘very strong all-round on PPP issues’, acted for Citigroup Global Markets and Barclays Capital as underwriters of Blueridge Transportation Group’s $300m bond issue, which is intended to finance the design, construction, maintenance and operation of toll lanes and related facilities to be constructed along part of Highway 288 in Harris County, Texas. On the equity investment side, Pikiel assisted Aldridge Electric and Alridge Freeway Lighting on their $50m investment in freeway improvements in the Metro Detroit area, as part of a PPP with Michigan State. The legacy Chadbourne group, in an illustration of its cross-border capabilities, advised the lenders to AES Corporation on the $1bn construction financing of an LNG-to-power project in Panama. Chaudhry and Noam Ayali (who are ‘very good at marshalling large bank groups for complex project financings’) acted for the lenders to Cheniere Energy Partners on €2.8bn-worth of credit facilities for the development of natural gas liquefaction facilities at the Sabine Pass LNG terminal, while Chaudhry acted for a syndicate of lenders on the $250m financing of Sunrun’s expansion into the solar sector. The New York office saw some changes in 2016: real estate specialist Jeffrey Escobar joined as counsel from Haynes and Boone, L.L.P., while project finance specialists Brian Greene and Michael Masri were made up to partner. The New York-based Benjamin Koenigsberg is also recommended.

O'Melveny & Myers LLP’s department, which is particularly active in transport infrastructure and renewable energy projects, is led by the Los Angeles-based Gregory Thorpe. Also in the Los Angeles office are Eric Richards, Denise Raytis and Jeff Hoffner; Richards and Raytis assisted LaGuardia Gateway Partners with its successful bid for the $4bn redevelopment and operation of the Central Terminal Building at LaGuardia Airport, and advised the same client on the associated development financing. Thorpe is noted for his expertise in oil and gas and PPP work and advised Protea Waterfront Development on its bid for the $1bn redevelopment of a portion of the Port of San Diego – he also has experience in renewable projects. On the lender and investor side, the team was particularly busy in the renewables space; Hoffner and New York-based partners Junaid Chida and Arthur Hazlitt assisted Forum Equity Partners with its agreement to provide $1bn-worth of funding for wind projects developed by United Wind, and advised Citicorp North America and Berkshire Hathaway Energy on their purchase of a significant stake in SunEdison’s $433m, 300MW South Plains Wind Energy II project. The practice frequently acts for airline companies and airports such as American Airlines and Denver International Airport.

In addition to being ‘highly knowledgeable in renewable energy’, Orrick, Herrington & Sutcliffe LLP regularly assists clients with financing infrastructure and conventional power projects. The team is led by Blake Winburne in Houston, Mark Weitzel in San Francisco, and New York-based partners Tara Higgins and Daniel Mathews. Matthews, who is praised for his ‘market knowledge’ and ‘ability to facilitate agreements on disputed issues’, advised Meridiam Infrastructure, Fluor Enterprises and Star America Fund as sponsors on the financing of the Purple Line light rail transit project, comprising an $875m federal loan and $313m-worth of private bonds. The New York-based Christopher Moore (who is noted for this strength in asset-backed finance and production tax credit-driven equity investments) acted alongside Weitzel, Thomas Glascock and John Cook (also based in San Francisco) for Recurrent Energy on the debt and equity financing of over $3bn-worth of solar projects in California and Texas. The practice also acts for investors: Weitzel and Higgins advised Ares EIF on its $386m debt finance contribution to the development of Indiana’s St. Joseph Energy Center, and Bradford Gathright in Houston acted for Sempra U.S. Gas & Power on its acquisition of the Apple Blossom wind project in Michigan from Geronimo Energy. Other key figures in Houston include Dahl Thompson, who is an ‘excellent negotiator’ who ‘explains complex issues in a coherent, comprehensible way’; he advises sponsors, utilities and investors.

Commended for its ‘drafting skills, responsiveness and depth of project finance knowledge’, Paul Hastings LLP’s ‘excellent, efficient’ department is headed by the New York-based Robert Kartheiser, who regularly handles Latin American infrastructure project finance. The team acted for Acciona Energy North America on the purchase and sale of various US wind farms; the Washington DC-based William DeGrandis acted for Yahoo! Energy on a wind hedging agreement with Own Energy for Yahoo!’s data centre in Kansas, and advised it on the purchase of solar generation assets for its headquarters in Sunnyvale, California. On the lender side, the practice assisted KeyBank National Association with various construction financings and term loan financings relating to solar power projects throughout the US. The department is also active on the oil and gas side: John Cobb and Sanjay Thapar advised Morgan Stanley Senior Funding and BMO Capital Markets as lead arrangers and bookrunners on the $1.1bn financing of ArcLight Energy Partners’ acquisition of Gulf Oil from Cumberland Farms. On the cross-border front, the practice advised York Capital Management on a construction loan for a solar power facility being developed in the Caribbean by one of the fund’s subsidiaries.

Pillsbury Winthrop Shaw Pittman LLP’s practice is headed by Nicolai Sarad and Michael Reese in the New York office, and by Robert James in San Francisco. Transport infrastructure PPPs are a cornerstone of the practice: on the lender side, Sarad and Fernando Rodriguez Marin advised the lenders and underwriters on Front Range Mobility Group’s bid for the Central 70 project being procured by the Colorado Department of Transportation; further afield, Rodriguez Marin and New York-based Latin America expert Peter Baumgaertner acted for Deutsche Bank Trust Company Americas as administrative agent for the lenders on the financing of the Metro de Lima Linea 2 project in Peru. On the sponsor side, Baumgaertner and the Washington DC-based Jeffrey Gans acted for the University of Kansas on its issuance of $327m-worth of bonds to finance the Central District redevelopment project. Renewable energy is also an area of activity for the firm: Sarad and Rodriguez-Marin advised Tozzi Renewable Energy and Ergon Peru on $150m-worth of loan facilities for the construction, financing, maintenance and operation of various solar power installations in Peru. Real estate specialist David Miller is recommended at the Northern Virginia office for his PPP experience.

Shearman & Sterling LLP’s ‘excellent’ practice is headed by Gregory Tan in New York and is balanced on the lender and sponsor sides, with the former being a key driver of activity in 2016. Cynthia Urda Kassis and counsel Paul Epstein, both of whom are based in New York, advised the US Department of Transportation on its $875m loan to Purple Line Transit Partners to finance the Purple Line light rail transit project. Patricia Hammes advised lenders such as Credit Suisse, Goldman Sachs and Royal Bank of Canada on Helix Generation’s $2.2bn purchase of 3,950MW-worth of power assets from TransCanada Corporation. On the cross-border front, Urda Kassis and Denise Grant advised a syndicate of 19 banks on the $4.1bn financing of the 1,000km Gasoducto Sur Peruano project. The department is also noted for its sponsor-side capabilities: Urda Kassis acted for Transmisora Eléctrica del Norte on the $822m construction financing of its 600km transmission line in Chile, and Tan and Alexandro Padrés assisted Carso Energy with its $240m bridge financing of the development of a 610km pipeline in Mexico. Other sponsor clients include ENGIE, AES Corporation and Castle Energy. New York-based counsels Donna Bobbish and Christian Rudloff are also recommended.

Sidley Austin LLP’s ‘delightful, responsive, dedicated’ practice is jointly headed by the Houston-based Glenn Pinkerton and the ‘very commercial’ Nicholas Grambas, who is based in New York. The firm, which acts for a variety of prominent lenders and multi-jurisdictional sponsors, handles a wide variety of projects, including oil and gas, transportation and satellites, though midstream oil and gas and commodities transactions are a particular strength. On the investor side, Grambas acted for Aboitiz Power Corporation on the financing and subsequent $1.2bn purchase of a 66% stake in a 604MW power plant and a 40% stake in a 1,336MW power plant, both situated in the Philippines. Robert Stephens advised Citigroup Energy on a hedge transaction related to the $280m financing of the 204MW Shannon wind project in Texas. Sponsor clients include Facebook, which instructed the firm on the procurement, construction, development and financing of several satellite projects; and the Mongolian Ministry of Transportation and Mongolian Railway, which the Washington DC-based Ayaz Shaikh advised on the financing, construction and development of a $7bn, 1,800km freight rail network. In the oil and gas space, Stephens assisted U.S. Oil & Refining with a supply and financing facility for its Tacoma Washington refinery. Timothy Chandler made partner in the Houston office in January 2017. Since publication David Asmus and Brian Bradshaw have joined in Houston from Morgan, Lewis & Bockius LLP.

Commended for its ‘significant sector experience, knowledge, solid service and good value’, Simpson Thacher & Bartlett LLP’s practice has ‘the depth of resources to complete time-sensitive transactions expeditiously’ and is especially strong on the lender and investor side: clients praise its ability to ‘co-ordinate large lender and investor groups to complete complex transactions’. Nonetheless, it does handle sponsor-side work for clients such as WindMW. The team assists clients with a wide variety of projects, though is traditionally strong in the conventional power space; Talen Energy Corporation is a key client. Wind and solar projects kept the department busy in 2016: New York-based practice head David Lieberman, who is ‘adept at resolving complex issues and successfully completing difficult transactions’, advised the lead arrangers, including KeyBank, MUFG, Crédit Agricole and Santander, on NextEra Energy’s $242m financing of Tsuga Pine Wind’s 520MW portfolio. Kenneth Wyman assisted clients with a variety of solar projects: he advised two bank syndicates on $224m-worth of financing to develop SunPower’s 54MW solar power plant in Kern County, California; he also acted for Morgan Stanley Senior Funding on the $155m debt financing of Exelon Generation Company’s 256MW portfolio of wind and solar plants in California, Maryland, Michigan, Missouri and Oregon.

The Washington DC-based Lance Brasher leads the team at Skadden, Arps, Slate, Meagher & Flom LLP, which is noted for its cross-border experience and particular strength in PPP work. Washington DC-based (AS CHECK) counsel Joshua Nickerson advised the US Department of Transportation on numerous infrastructure financings through the Department’s TIFIA credit program, including a $211m loan to the Delaware Transportation Authority for the development of a greenfield toll road project in Delaware; a $209m loan to Portsmouth Gateway Group for the development of Ohio’s 16-mile, four-lane Portsmouth Bypass; and a $339m loan to the Chesapeake Bay Bridge-Tunnel District for the development of the Thimble Shoals submerged tunnel project in Virginia. Klepper also acted for the US Department of Energy (DoE) on its $2.2bn loan to Clean Energy Resources to finance its Lake Charles Methanol project, which was the largest petrochemical project financed by the DoE to date. The practice also acts for private sector clients: Nickerson and Klepper advised Goldman Sachs Lending Partners on a loan to the majority owner of a US sports team, for the development of a new stadium and the acquisition of an interest from a minority shareholder. Other clients include Empire State Development and Bank of America Merrill Lynch. Martin Klepper left the firm for an in-house position.

Sullivan & Cromwell LLP’s ‘very intuitive’ team of ‘truly outstanding’ ‘industry leaders’ attracts praise for its ‘very high level of service’ and for its ‘professionalism and expertise, which are second to none’. It is particularly strong on the sponsor side; highlights included assisting Cheniere Energy with a $1.25bn bond offering to help repay debts incurred by the financing of a Texas LNG facility and pipeline, and acting for Minera Centinela on the development and financing of a $2.3bn copper, gold and silver project in Chile. Christopher Mann (‘a world-class partner who can communicate effectively on all levels’) has experience in projects in Latin America and Africa; he acted alongside John Estes and the ‘constructive, professionalInosi Nyatta for Minera Escondida on various financings and refinancings in connection with the Escondida copper project in Chile. In addition to its sponsor-side credentials, the department also acts for lenders and investors; highlights for Mann and Neal McKnight included advising Borealis Infrastructure Management, CPPIB and OTTP on their $2.8bn acquisition of Skyway Concession Company, operator of the Chicago Skyway toll road, from affiliates of Cintra and Macquarie. Sergio Galvis advised Sumitomo Metal Mining on its $1bn acquisition of a 13% stake in Arizona’s Morenci copper mine from Freeport Morenci.

Sullivan & Worcester LLP’s energy project finance work largely involves renewable projects, though the team also handles infrastructure finance. Washington DC-based practice head Elias Hinckley advised Rocky Mountain Institute on the financing of various corporate renewable energy initiatives, and assisted Sunvestment Group, a crowdfunding investment platform, with several solar project financings. Of counsel Merrill Kramer, who is also based in Washington DC, advised PP Asset Management as sponsor on 500MW-worth of solar projects; this involved tax equity structuring and negotiations with lenders. Kramer also advised One Roof Energy on the financing of photovoltaic rooftops leased to residential homeowners. Other renewable energy clients include sPower and investment firm CCM Energy. The New York-based Hayden Baker is also recommended.

Vinson & Elkins LLP’s ‘very responsive, professional and experienced’ practice assists clients with a range of project types, including conventional power, renewable and alternative energy, and oil and gas. ‘Very involved’ practice heads John Connally and James Cuclis, who are based in Houston, are supported by ‘confident, capable associates’. On the sponsor side, the Washington DC-based Katy Gottsponer advised Gas Natural Atlantico on the $535m financing of its Colón LNG-to-power project in Panama, which involved a loan from a syndicate including Bancolombia and International Finance Corporation. The pair also acted for Brookfield Renewable Energy on its $500m bond offering to refinance its 610MW Bear Swamp hydroelectric facility in Massachusetts. The Washington DC-based John Decker assisted a subsidiary of Brookfield Renewable Energy with financing its acquisition of two Pennsylvania hydroelectric power projects. On the lender side, New York-based partners Karen Smith and Todd Triller advised Ares Capital Corporation on a mezzanine loan to Panda Power Fund to finance a $100m Virginia power facility. Other key figures in Houston include Kaam Sahely and senior associate Alan Alexander. Mark Spivak left to join Baker Botts L.L.P..

The New York-based Arthur Scavone heads the team at White & Case LLP, which acts for lenders and sponsors on a wide variety of projects, including renewable and infrastructure projects, though oil and gas and conventional power are particular strengths. New York-based oil and gas specialist Jason Webber advised the lenders to Magnolia LNG on the financing of the development of the Magnolia LNG Project, a liquefaction and export terminal in Louisiana. On the sponsor side, Webber and the Washington DC-based Sean Johnson advised FLNG Liquefaction 2 on its issuance of $1.25bn-worth of senior notes to help repay the $4bn debt incurred by the financing of Freeport LNG’s multi-train natural gas liquefactions and export facility. Conventional power expert Elena Millerman, who is based in New York, advised Beal Bank USA and Jefferies on their $360m loan to Panda Sherman Power to refinance the Panda Sherman Energy Center in Texas. In January 2017, Raymond Azar and Jane Rueger made partner in New York and Washington DC, respectively; Azar acted alongside Nandan Nelivigi for a group of borrowers including Calpine Corporation on the refinancing of two cogeneration facilities in Texas and Alabama. Marius Griskonis is also recommended.


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Akin Gump Strauss Hauer & Feld LLP has been a key player in the energy bankruptcy boom, with a number of high-profile mandates during the rush of energy exploration and production (E&P) company bankruptcies. The firm has represented unsecured noteholders of Atlas Resource Partners and the official committee of unsecured creditors of Goodrich Petroleum Corp in the respective Chapter 11s of the two companies. Ira Dizengoff, Abid Qureshi and Scott Alberino continue to represent the $1.7bn ad hoc group of unsecured noteholders in the high-profile Energy Future Intermediate Holdings Corp case, and the firm’s representation of Quicksilver Resources et al as debtor and debtor in possession came to a successful conclusion with the sale of substantially all of its domestic assets. Michael Stamer led a team that negotiated on behalf of the official committee of creditors in the Quiksilver Chapter 11 for an amended plan of reorganization which nearly doubled the cash payout to creditors. Stamer and Washington DC-based James Savin represented an ad hoc group of noteholders holding approximately 62% of CHC Helicopter’s $1bn in senior secured notes relating to CHC’s Chapter 11. Qureshi, Daniel Golden and Phil Dublin jointly lead the practice. Named lawyers are based in New York unless otherwise stated.

Davis Polk & Wardwell LLP concluded the year with the successful Chapter 11 restructuring of Arch Coal. Led by team co-head Marshall Huebner, key restructuring attorney Brian Resnick and bankruptcy litigator Elliot Moskowitz, Arch Coal emerged from bankruptcy a month after plan confirmation. The firm continues to be engaged in a number of key energy bankruptcies, primarily on the creditor side, where it represents leading financial institutions in the Chapter 11s of Peabody, Alpha Natural Resources and Pacific E&P. However, it has also expanded into representing energy servicing companies, the latest casualties in the energy price crisis. The team has been representing an ad hoc group of noteholders and plan sponsors in connection with the Chapter 15 case of Tervita Corp, and the administrative agent under both the pre-petition and debtor-in-possession facility in the C&J Energy Services Chapter 11. Darren Klein has been advising Delta Air Lines in connection with the Republic Airways bankruptcy. The group has also been representing an ad hoc group of bondholders of the Governmental Development Bank for Puerto Rico in connection with the potential restructuring of around $3.7bn in bonds. Donald Bernstein heads the New York-based team alongside Huebner.

Jones Day continues to act as debtor’s counsel in a number of high-profile bankruptcies and is ‘elite when it comes to larger bankruptcy matters’. Cleveland-based Heather Lennox is representing Peabody Energy in its Chapter 11 and, in New York, Scott Greenberg and Michael Cohen are acting for American Apparel in its Chapter 11. The team, which considers the ‘legal and business side of each issue’, is also advising the debtors in the Chapter 11s of Swift Energy Company and Alpha Natural Resources. The firm has also been strengthening its creditor-side practice; head of team Bruce Bennett, who splits his time between New York and Los Angeles, and Los Angeles partners Sidney Levinson and Joshua Mester represent the second priority noteholders’ committee in the Caesars Entertainment Chapter 11. In a key litigation matter, the firm has been defending a group of lenders and noteholders of iHeartCommunications in connection to a transfer of shares by one of its subsidiaries to a separate entity. There have been several changes to the team following the notable departures of Paul Leake and Lisa Laukitis to Skadden, Arps, Slate, Meagher & Flom LLP. Bennett has taken over from Leake as head of team and three partners have been added by way of promotion: Paul Green in Houston, Daniel Merrett in Atlanta and Dan Moss in Washington DC. Thomas Wearsch joined the Cleveland office from Baker & Hostetler LLP.

The premier debtor-side practice at Kirkland & Ellis LLP had a bumper 2016 for work in the E&P sector. The firm acted as debtor’s counsel in the Chapter 11 of Magnum Hunter Resources and also of Sabine Oil & Gas, which was a particular achievement for the team after it was ruled midstream agreements could be rejected in the event of an upstream bankruptcy. The firm also successfully represented Sabine in litigation involving claims by unsecured creditors. Other debtor representations included LINN Energy, Midstates Petroleum and Penn Virginia Corporation - the last of which is notable for the decrease of funded debt obligations from $1.2bn to around $90m. James Sprayregen, who is a ‘great manager of cases and lawyers’ and ‘commands the respect of other law firms’, heads the practice from the Chicago office. Sprayregen leads representations of Energy Futures Holdings and Caesars Entertainment Operating Company alongside the head of the New York team Paul Basta. New York-based Nicole Greenblatt and Chicago-based Adam Paul, who has ‘great intelligence and capability’, are also names to note.

Milbank, Tweed, Hadley & McCloy LLP has a ‘deep bench with wide expertise’, which it utilizes to represent a range of clients, including debtors, creditors’ committees, financial institutions, funds and trustees in domestic and cross-border restructurings. Practice head Dennis Dunne represented Oaktree Capital Management as pre-petition secured lender in the Chapter 11 reorganization of Molycorp, a global rare earths and metals company that filed with $1.8bn in liabilities. The ‘very experienced and practical’ Dunne also worked with Evan Fleck on the Vantage Drilling Chapter 11 case for an ad hoc committee of secured term loan lenders and represented the official committee of secured noteholders in the bankruptcy case of Alpha Natural Resources. The firm is also representing Caesars Entertainment Corporation in connection with the Chapter 11 of its subsidiary Caesars Entertainment Operating Company. Practice co-head Paul Aronzon works out of the Los Angeles office, alongside key partners Gregory Bray and Mark Shinderman. Along with Dunne and Fleck, other key names in New York include Gerard Uzzi, Samuel Khalil and Tyson Lomazow.

The bankruptcy and corporate reorganization team at Paul, Weiss, Rifkind, Wharton & Garrison LLP is appreciated by its clients for its ‘unique and creative solutions and ability to go above and beyond’. Alongside head of practice Alan Kornberg and deputy head Brian Hermann, the recently promoted Jacob Adlerstein represented the ad hoc committee of certain first lien senior secured creditors in the Texas Competitive Electric Holdings Company Chapter 11. In another creditor-side engagement, Elizabeth McColm and Andrew Rosenberg represented the unsecured creditors’ committee in the Quicksilver Resources bankruptcy and continued to represent an ad hoc group of senior unsecured creditors in the Chapter 11 of Paragon Offshore, which has operations in Brazil, Mexico, the North Sea and the Middle East. In another example of its cross-border expertise, the ‘incredibly hands-on, commercial, efficient and client-service-oriented’ team were US counsel to the ad hoc committee of senior noteholders and certain debtor-in-possession financing providers in the Pacific E&P Chapter 15 case. On the debtor-side, Kelley Cornish and Stephen Shimshak represented Walter Energy in all aspects of its Chapter 11 case, resulting in the discharge of over $4bn of secured and unsecured debt. All named lawyers are based in New York.

Weil, Gotshal & Manges LLP is a market-leading debtor-side firm and has recently assisted in the Chapter 11s of Basic Energy Services, Breitburn Energy Partners and CHC Group. Practice co-heads Ray Schrock and Gary Holtzer pre-packaged the $1bn and $1.5bn debt restructurings of Basic Energy Services and CHC Helicopters respectively. Schrock also led a team including Garrett Fail in assisting Aeropostale with its successful restructuring, notable for keeping the majority of stores open and saving the jobs of over 13,000 employees. Capitalizing on the upsurge of work in the energy sector, the firm has also represented creditors in some of the most high-profile bankruptcies. It has been representing the official committee of unsecured creditors in the SunEdison bankruptcy, the largest filed in 2016 with over $16bn in debt, and represented the official committee of unsecured creditors in the Ultra Petroleum Corporation case, which filed with $3.75bn in liabilities. Other key names are Marcia Goldstein and Matt Barr, who has just been made co-head of the practice alongside Schrock and Holtzer. All named attorneys are based in New York.

With its ‘thoughtful commercial judgment and in-depth legal knowledge of multiple jurisdictions’, Cleary Gottlieb Steen & Hamilton LLP has been involved in some of the largest cross-border bankruptcies of the year. The New York-based team is especially strong in restructuring and bankruptcy mandates involving Latin American clients, and in this space, Richard Cooper is hailed as ‘one of Cleary’s practice leaders and one of the most talented lawyers in his field’. With Cooper leading, the firm has acted as counsel to the Government Development Bank for Puerto Rico and the Puerto Rico Fiscal Agency and Financial Advisory Authority. Cooper also represented an ad hoc group of bondholders of bonds worth $4bn in the Oi SA Chapter 15, acted as debtor’s counsel to Empresas ICA in its ongoing $3.9bn Chapter 15 restructuring, and collaborated with colleagues in São Paulo to act as counsel to an ad hoc group of bondholders in connection with the possible restructuring of Odebrecht Oil & Gas (one of the largest oil and gas service providers in Brazil). James Bromley and Lisa Schweitzer represented Nortel Networks in matters related to its Chapter 11 case, including a cross-border dispute regarding the allocation of $7.5bn of sale proceeds. Jane VanLare was promoted to partner and Humayun Khalid to counsel at the beginning of 2016. All named attorneys are based in New York.

Kramer Levin Naftalis & Frankel LLP has been advising on numerous restructurings in the energy sector on behalf of bondholder groups and creditors’ committees, and continues to win high-level victories for its clients in connection with the Puerto Rican debt crisis. In a case before the US Supreme Court, Amy Caton secured a ruling that protects bondholders from a now-void statute enforced by Puerto Rico in connection with its restructuring of $72bn of debt. The firm, which ‘provides a scholarly approach and street-smart experience’, has represented some of the largest groups in high-profile Chapter 11 cases, including the largest hedge funds engaged in the Peabody bankruptcy case and the official committee of unsecured creditors in Arch Coal. In the Energy Future Holdings (EFH) bankruptcy, the firm represented both the indenture trustee for $2.2bn of second lien notes and an ad hoc group of second lien bondholders of Energy Future Intermediate Holdings, a subsidiary of EFH. Douglas Mannal (who alongside Joshua Brody is ‘among the leaders of the next wave of young bankruptcy partners’) represented the official committee of unsecured creditors of CHC Group. The team also continues to represent the ad hoc group of $3.5bn first lien noteholders issued by Caesars Entertainment in connection with the company’s Chapter 11 and related litigation. Kenneth Eckstein and Thomas Moers Mayer head the New York-based practice.

Latham & Watkins LLP has a busy creditor-side practice and is representing multiple first lien lenders in the SunEdison Chapter 11 case, an ad hoc committee of third lien lenders to Halcon Resources, and the official committee of unsecured creditors in the Energy XXI bankruptcy. In another high-profile engagement, David Heller from the Chicago office and Mark Broude in New York represent Caesars Acquisition Company in all issues related to the Caesars Entertainment Operating Company bankruptcy, including lawsuits brought by noteholders. The firm has also worked on the debtor-side in the energy space, assisting Stone Energy and Chaparral Energy in their respective Chapter 11 cases, both of which involve liabilities of over $1bn. Regarding the Republic Airways Chapter 11, Jan Baker in New York represented American Airlines as co-chair of the creditors’ committee and Republic’s largest codeshare partner. Demonstrating the firm’s expertise in out-of-court restructurings, co-head Mitchell Seider (New York and Houston) advised Toys R Us on $850m of out-of-court debt exchanges. In the New York office, Adam Goldberg and David Hammerman made partner in 2016 and 2017 respectively. Peter Gilhuly leads the team in Los Angeles and Peter Knight leads in Chicago.

Sidley Austin LLP is strong in bankruptcy-related litigation and continues to represent The Flintkote Company with certain claims adjudication relating to its amended plan of reorganization, and represents General Electric and General Electric Railcar Services Corporation in litigation related to the bankruptcies of Montreal, Maine and Atlantic Railway and its subsidiary. In another high-profile matter, the team is representing United Airlines as one of Republic Airway’s largest creditors and co-chair of the official creditors’ committee in connection with Republic’s Chapter 11. The team has also been engaged in a company-side mandate in the Key Energy Services Chapter 11 case. Heads of department James Conlan and Larry Nyhan (both Chicago) continue to represent Energy Future Holdings as special counsel in its Chapter 11 proceedings.

Skadden, Arps, Slate, Meagher & Flom LLP secured 2016’s biggest debtor-side engagement in the SunEdison Chapter 11 and continues to represent the renewables developer in the restructuring of its balance sheet and debtor-in-possession financing. Also on the debtor side, it handled the pre-packaged bankruptcies of Atlas Resource Partners and Quiksilver, and represented Triangle USA Petroleum in connection with its Chapter 11. In an unusual cross-border matter, Jay Goffman represented the Austrian province of Carinthia, Kaerntner Landesholding and Kaerntner Ausgleichszalungs-Fonds (a trust created by the province) in setting up a special purpose vehicle in connection with the $12.3bn debt restructuring of HETA Asset Resolution AG, an asset left over from the dismantling of Austrian bank Hypo Alpe Adria. Goffman co-heads the team with new arrival Paul Leake, who moved over from Jones Day with Lisa Laukitis. Van Durrer (Los Angeles) and Ron Meisler (Chicago) are also key names. Named lawyers are based in New York unless otherwise stated.

White & Case LLP continued to build on its strong creditor-side practice with engagements in some of the largest bankruptcies of the year. It is representing an ad hoc group of unsecured noteholders in the Chapter 11s of both Energy XXI and Caesars Entertainment Operating Company, as well as the official committee of unsecured creditors in the Samson Resources Chapter 11. The firm has also been representing lenders, including the committee of senior secured lenders holding over $10bn of indebtedness in the Seadrill Ltd restructuring and the joint lead arrangers and bookrunners in the restructuring of SunEdison. Out of its Miami office, the firm has an active Latin American restructuring practice; John Cunningham represents clients Oi SA and OAS SA in their respective cross-border restructuring proceedings as well as the ad hoc group of noteholders of GOL, one of Brazil’s largest airlines, in connection with its proposed restructuring of over $780m in notes. The firm has also had a role in Puerto Rican debt crisis, representing UBS Group AG, which holds over $3bn in bonds. Global director Anthony Morro and global practice head Thomas Lauria (who is ‘among the most creative lawyers in the bankruptcy field’) lead the team from New York.

Debevoise & Plimpton LLP has a rounded practice acting mainly for creditors but also for debtors. On the creditor side, in the SunEdison case, My Chi To is leading the representation of D E Shaw and Co and Madison Dearborn Partners as holders of notes and other claims against the debtor. With litigation partner Shannon Rose Selden and new arrival Christopher Updike, To also represents D E Shaw and Madison in the New York Supreme Court regarding breach of contract claims against TerraForm Power, LLC and TerraForm Power, Inc. The group is a ‘hidden gem’ and, ‘for the cost-benefit they provide, a shop to watch’ and also represented Oaktree Capital in the high-profile Energy Future Holdings Chapter 11. In the retail sector, the firm is representing hedge fund Standard General regarding its distressed investment in the second American Apparel bankruptcy and private equity sponsor Kelso & Company in connection with the prearranged Chapter 11 of Logan’s Roadhouse. In a notable debtor-side engagement, the firm is acting as aircraft counsel to CHC Group in connection with its Chapter 11 proceedings, with Richard Hahn and Jasmine Ball working alongside the firm’s aviation team. Hahn and Natasha Labovitz lead the New York-based team.

Gibson, Dunn & Crutcher LLP is particularly strong in bankruptcy litigation and continues to represent clients in major, ongoing disputes. Examples include representing Chandler Trusts in litigation arising from the leveraged buyout of the Tribune Company in 2007, defending claims against major secured lender/stockholder Yucaipa Companies brought by the unsecured creditors’ committee in the Allied Holdings bankruptcy case, and representing Yucaipa in litigation brought by hedge funds Black Diamond and Spectrum regarding the distribution of sale proceeds. The team is also representing Macquarie Investments in the Relativity Media Chapter 11 in litigation concerning enforcement of its secured claim. Los Angeles-based Robert Klyman is co-head of the group and is representing Sports Authority in its Chapter 11 bankruptcy, the largest retailer to file in 2016. The firm also represents SH 130 Concession Company in its restructuring negotiations with senior secured and second lien lenders. Also in the Los Angeles office is co-head Jeffrey Krause, while co-heads David Feldman and Michael Rosenthal are based in New York.

Hughes Hubbard & Reed LLP is especially noted for its ability to negotiate brokerage firm liquidations under the Securities Investor Protection Act (SIPA), as demonstrated by its roles as SIPA trustee in the high-profile Lehman Brothers and MF Global cases. As of August 2016, as trustee in the liquidation of Lehman Brothers International, senior counsel James Giddens - a nationally recognized expert in this field - had distributed more than $8.8bn to general unsecured creditors. Giddens and Christopher Kiplok (who is a ‘real talent that combines a rare combination of legal, commercial and political instincts’) also achieved high recoveries for former customers and unsecured creditors of MF Global. The firm has employed its excellent litigation practice in the Nortel Networks insolvency. With Kiplok, litigator Scott Christensen also represented the Federal Deposit Insurance Corporation in litigation following the closure of Puerto Rico’s Doral Bank. On the debtor side, it has been acting for Republic Airways in its Chapter 11 proceedings. Kathryn Coleman is a ‘bankruptcy lawyer of the highest caliber’ and assisted Digital First Media with its purchase of Freedom Communications. Meaghan Gragg made partner at the end of 2016 and Gabrielle Glemann was promoted to counsel. All named lawyers are based in New York.

Kasowitz Benson Torres LLP has been engaged in a number of creditor-side representations and is ‘first class when it comes to providing advice in a quickly changing environment and in long legal proceedings’. The New York-based group represented the committee of unsecured creditors of Essar Steel Minnesota; the team filed a motion opposing approval of the debtor-in-possession loan. It also represents the ad hoc group of Energy Future Holdings legacy noteholders and is advising the former officers and directors of Forest Oil Corporation, a company that merged with Sabine Oil & Gas in 2014, in claims brought by the official creditors’ committee of breach of fiduciary duty. In a private equity sponsor representation, it is representing TPG Capital concerning its portfolio company Caesars Entertainment, which filed for bankruptcy in January 2015. Another highlight is the representation of the equity committee appointed in the latest Chapter 11 bankruptcy of Hercules Offshore, in which the team has filed an objection to the pre-packaged plan. The ‘very responsive, hard-working, pragmatic and smartDavid Rosner is a ‘great litigator’ and leads the team with David Friedman, a ‘senior partner that offers vast experience in legal strategy’. Daniel Fliman is also highly recommended.

Morrison & Foerster LLP continues to attract creditor roles in major bankruptcies, particularly in the energy space. Key names in the practice include Jennifer Marines and Lorenzo Marinuzzi, who have been representing the official committee of unsecured creditors of Peabody Energy and acting as special renewables counsel in the SunEdison bankruptcy. The firm has also represented the official committee of unsecured creditors for Texas Competitive Energy Holdings and certain affiliates in connection with the bankruptcy of parent corporation Energy Future Holdings, and represented the official committee of unsecured creditors of UCI International in relation to UCI’s Chapter 11. Todd Goren and Brett Miller advised the official committee of unsecured creditors of Republic Airways Holdings in connection with settlements between the debtor and each of its codeshare partners. In a debtor-side engagement, the firm represented Maxus Energy and four affiliated debtors in their Chapter 11 cases, a matter that involves over $1.5bn of potential environmental remediation obligations as well as litigation and legacy employee liabilities. Jonathan Levine joined the practice from Andrews Kurth Kenyon LLP and Mark Lightner joins as of counsel from Cleary Gottlieb Steen & Hamilton LLP. Marinuzzi and James Peck lead the practice. All named attorneys are based in New York.

O’Melveny & Myers LLP’s balanced debtor and creditor practice has strength on both the East and West coasts. On the debtor side, the team has been representing weapons manufacturer Colt Defense, oil and gas infrastructure company Cal Dive International and retailer Hancock Fabrics in their respective Chapter 11 cases. The team also advised Verso and NewPage Corporation in connection with the restructuring of its capital structure, involving over $2.8bn of debt owed to different constituencies with separate liens and security interests. The firm’s creditor-side engagements include representing Apollo Global Management as a first lien lender of Texas Competitive Electric Holdings, advising an ad hoc group of holders of Halcon Resources’ second lien notes, and assisting an ad hoc group of second lien noteholders of LINN Energy. In the LINN Energy matter, the team also took a lead role in spin-off litigation, representing Wilmington Trust NA. In a significant out-of-court restructuring, the team renegotiated more than $1.4bn of indebtedness for the ad hoc group of first lien lenders of Foresight Energy. From New York, George Davis and John Rapisardi co-chair the global restructuring practice and Suzzane Uhland chairs the US restructuring practice. Other key names are Steve Warren and Evan Jones in Los Angeles, Andrew Parlen in New York, Washington DC-based Peter Friedman, who specializes in high-stakes litigation, and Jennifer Taylor in San Francisco.

Proskauer Rose LLP has been handling a number of cases on the debtor side with a combination of lawyers from its Chicago and New York offices. In one of the headline cases of the year, practice head Martin Bienenstock and Timothy Karcher from the New York office represented Pacific Exploration Company in its pre-packaged bankruptcy cases in New York, Canada and Colombia, involving the restructuring of around $5bn of debt. On the creditor side, the team also continues to represent the unsecured creditors’ committee in all aspects of Caesars Entertainment Operating Company’s Chapter 11. In another high-profile engagement, the firm represented the Government Development Bank for Puerto Rico in its case before the US Supreme Court regarding the upholding of the Puerto Rico Public Corporation Debt Enforcement and Recovery Act against federal bankruptcy law. Further debtor-side engagements included advising The Budd Company on its Chapter 11, representing Ocala Funding in litigation arising from its 2012 bankruptcy, and assisting Monomoy Capital Partners with the pre-packaged Chapter 11 of its majority-owned portfolio company EveryWare Global. Mark Thomas co-chairs the practice with Bienenstock and Jeff Marwil. Partners named are based in Chicago unless otherwise stated.

Quinn Emanuel Urquhart & Sullivan, LLP is a go-to firm for bankruptcy-related litigation. In a case involving emerging law around allocation issues relating to Chapter 11 sales, James Tecce represents Solus Alternative Asset Management, on behalf of certain funds and managed accounts, and PointState Capital in their capacities as noteholders issued by Nortel Networks and Nortel Networks Capital. A particular highlight was group head Susheel Kirpalani’s involvement in the formulation of the Puerto Rico Oversight, Management and Economic Stability Act, and testifying before Congress about its debt restructuring provisions in connection with the firm’s representation of an ad hoc group of senior bondholders of the Puerto Rico Sales Tax Financing Corporation. The firm often receives referrals for its expertise in bankruptcy litigation and acted as conflicts counsel to Peabody Energy and certain of its direct and indirect subsidiaries in its Chapter 11 cases. Also in the energy space, Andrew Rossman obtained a complete defense victory for client First Reserve in connection with the Sabine Oil & Gas Chapter 11, and K John Shaffer represented Barrick Gold in connection with the Midway Gold bankruptcy. Ben Finestone is another key litigator and has been active in the LINN Energy Chapter 11 case, successfully asserting the position of an ad hoc group of bondholders of Berry Petroleum (a subsidiary of LINN).

Wachtell, Lipton, Rosen & Katz’s bankruptcy and restructuring group brings together the firm’s corporate, finance and litigation expertise. Emil Kleinhaus has been leading the representation of debtor YH Limited in its bankruptcy case involving $1.5bn in debt and of Education Management Corporation in continued litigation related to the restructuring of over $1bn in debt. Kleinhaus argued an appeal at the Second Circuit on behalf of the latter relating to the Trust Indenture Act. Joshua Feltman advised the largest creditor of Dex Media in connection with Dex’s bankruptcy proceedings and, on the debtor side, assisted Key Energy Services in connection with its pre-packaged bankruptcy. The team has also been representing Scotiabank and other lenders in restructuring negotiations and litigation with the Puerto Rico Electric Power Authority. The restructuring and finance group is chaired by Harold Novikoff.

Willkie Farr & Gallagher LLP has advised debtors and creditors in a number of high-profile bankruptcies and in energy cases representing financial institutions. Ana Alfonso has been representing banks as administrative agents in a number of high-profile cases, including to the $1bn pre-petition second lien term loan lenders in the Samson Resources bankruptcy, the first lien holders in the respective Goodrich Petroleum and Energy XXI Chapter 11 case. In a high-profile company-side engagement, the team represented CORE Media Group in the AOG Entertainment ‘American Idol’ bankruptcy filing and reaching final approval of the plan of reorganization. The firm has also been representing Nortel Networks UK Pension Trust and the Board of the Pension Protection Fund in a case that has seen emerging law on allocation theory. In the Chapter 15 proceedings of Pacific E&P, the firm represents PricewaterhouseCoopers as the court-appointed monitor and authorized foreign representative, which involves a complex restructuring of around $5bn of debt involving US, Canadian and Colombian law. Marc Abrams has a substantial cross-border practice and represents AHMSA in its emergence from Mexican bankruptcy and with its Chapter 15 case in the US. Matthew Feldman leads the business reorganization and restructuring team alongside Abrams.

Brown Rudnick LLP is particularly well known for its representation of distressed investors in complicated insolvency cases and is recommended as the ‘place to go when you really need someone to fight hard for a position against all odds’. On the creditor side, the firm represented the term loan lenders as the leading creditor voice in the Sports Authority bankruptcy and has also been representing an ad hoc consortium of second lien noteholders and their indenture trustee as special counsel in Energy Future Holdings’ Chapter 11 proceedings. In another energy sector engagement, Edward Weisfelner represents an ad hoc equity committee in the Ultra Petroleum bankruptcy, which has resulted in an agreement with the debtor and an ad hoc noteholder committee to support the debtor’s proposed Chapter 11 plan of reorganization. On the litigation side, the firm represented plaintiffs in claims relating to ignition switch defects in the well-publicized General Motors case. The sizable practice is led by managing director of litigation and restructuring William Baldiga, as well as co-heads of the bankruptcy and corporate restructuring group Weisfelner and Jeffrey Jonas. All three split their time between the Boston and New York offices.

Dechert LLP is known for its strength on the creditor side and is a go-to firm for parties involved in Latin American restructurings under the leadership of co-head Allan Brilliant. Brilliant is currently representing Peaje Investments, the largest holder of ‘unwrapped’ special revenue bonds issued by the Puerto Rico Highways and Transportation Authority, in all aspects of the authority’s debt restructuring as well as an ad hoc group of noteholders of Brazilian mining company Samarco Mineração in connection with its potential $3.8bn restructuring. The firm, led by Michael Sage, is also representing an ad hoc committee of TerraForm Power noteholders in the structuring, negotiation and documentation of a consent solicitation by TerraForm Power to senior noteholders, a unique matter related to the Chapter 11 proceedings of TerraForm Powers’ controlling shareholder, SunEdison. On the debtor side, the firm is advising RCS Capital and its subsidiaries in connection with various prearranged and pre-packaged plans of organization; Sage led on this matter too. Eric Brunstad is strong on the litigation side and has been drafting briefs for clients in Supreme Court cases; for Daniel Lee Ritz Jr regarding exemptions from discharge under the Bankruptcy Code, and for Tribune Media in its petition regarding the doctrine of equitable mootness. Sage co-heads the team with Brilliant and has been leading the representation of the ad hoc noteholder group of senior secured lien notes issued by Modular Space in negotiations to restructure the company.

The restructuring group at Morgan, Lewis & Bockius LLP is chaired by Renée Dailey from the Hartford office and John Goodchild III in Philadelphia. The firm has been representing a group of holders of untendered Argentine sovereign bonds in connection with its rights following the country’s continued default. In another Latin American engagement, the firm has advised an ad hoc group of United States OAS noteholders regarding the cross-border bankruptcy and reorganization proceedings of the company. The firm has a specialized debtor practice and has expertise in Section 363 sales - a representative example being its representation of Garden Fresh in a process whereby the second lien lender will act as the ‘stalking horse’ bidder at a public auction. Joshua Dorchak continues to work in the Lehman Brothers ‘waterfall flip’ case as lead counsel to the noteholder defendant group that briefed, argued and succeeded in obtaining dismissal on summary judgment of all bankruptcy and state law claims against them in the case. The firm also acted as lead bankruptcy and litigation counsel to UMWA Health and Retirement Funds in connection with its Chapter 11 and represented the pension plan in ERISA litigation against Peabody for ‘evade or avoid’ withdrawal liability.

The team at Ropes & Gray LLP often takes on debtor-side mandates and advises distressed portfolio companies of the firm’s many private equity clients. On the creditor side it has represented the unsecured creditors of LINN Energy in connection with the company’s Chapter 11 plan and litigation regarding a complex cash collateral dispute. Mark Bane and Mark Somerstein also represented the official committee of unsecured creditors in the Magnum Hunter Resources Chapter 11. Keith Wofford focuses on bankruptcy and creditors’ rights, and alongside Somerstein and D Ross Martin (who splits his time between Boston and New York) represents the official committee of unsecured creditors of Sabine Oil & Gas with its objection to Chapter 11 plan confirmation and various claims against the secured lenders. LINN Energy bankruptcy. Bane and Stephen Moeller-Sally (Boston and New York) co-chair the business restructuring practice. Recent hire Gregg Galardi also comes highly recommended. Lawyers are based in New York unless otherwise stated.

Stroock & Stroock & Lavan LLP has a strong creditor-side practice and has been representing groups of noteholders, new money investors and lenders in a number of high-profile bankruptcies. Highlights for team head Kristopher Hansen included representing an ad hoc group of bank lenders owed $5.4bn in the Caesars Entertainment Operating Company Chapter 11 proceedings, and assisting senior lenders to Intelsat Jackson SA. In the energy sector, Jayme Goldstein and Matthew Schwartz have been advising a group of senior unsecured noteholders of Foresight Energy and, in a separate matter, an ad hoc group of lenders in an unusual out-of-court restructuring of Targus Group International, in which Targus participated in a sales process while turning over its equity to lenders in the event of an unsuccessful sale. In another out-of-court highlight, the firm acted for certain noteholders of DynCorp International. The firm promoted three lawyers to the partnership last year: Jonathan Canfield, Alex Cota and Lucas Charleston. Sherry Millman was promoted to special counsel at the beginning of this year and Alon Goldberger joined the team as special counsel in October from Dechert LLP. Brett Lawrence is another notable name. All named attorneys are based in New York.

Bracewell LLP is hailed as a ‘top-tier firm in oil and gas’ and has secured engagements in some noteworthy energy company bankruptcies. Of note is the role a Houston team comprising William Wood III and Jason Cohen is playing on behalf of pipeline gatherer Nordheim Eagle Ford Gathering in a contract rejection dispute relating to the Sabine Oil and Gas case that is currently on appeal; the central issue is whether the rights of pipeline gatherers include property rights that cannot be abridged in bankruptcy and the outcome of the dispute will have a significant impact on the restructuring of other oil and gas businesses. Cohen and Wood have been acting as debtor’s counsel in the Energy & Exploration Partners Chapter 11, which listed around $1bn of funded debt, and in the Chapter 11 of Linc Energy in Texas. Stephanie Koo Song from the Houston office is ‘as good as it gets in the oil and gas sector’. In the New York office, Robert Burns has been advising Venoco Inc on a brokered settlement with noteholders to end opposition to efforts to reorganize. Kurt Mayr heads the practice from Hartford.

Cadwalader, Wickersham & Taft LLP leverages its financial services and litigation teams in representing investment banks in restructurings. The New York team, which includes co-chair Greg Petrick, Ingrid Bagby, recently promoted partner Michele Maman and senior counsel Mark Ellenberg, represents MBIA in multiple capacities relating to two collateral loan obligation investment funds, Zohar I and Zohar II; the group recently won a case for the client against Patriarch, the sponsor and former manager of the funds, in a claim that would have prevented the client from buying all assets noticed for sale. The New York financial restructuring group has also been representing Morgan Stanley Capital Group as first lien swap counterparty and an intervenor-defendant in an inter-creditor adversary proceeding in connection with the Chapter 11 of Energy Future Holdings. In another example of the firm’s representation of swap providers, Bagby has been representing Morgan Stanley Capital Services as the holder of the largest derivatives-related claim in the Peabody Energy Chapter 11, in which the debtor has filed a Chapter 11 plan that provides for a 100% recovery of swap claims. Yushan Ng co-chairs the practice from the London office.

Curtis, Mallet-Prevost, Colt & Mosle LLP acts for a range of clients in bankruptcy and restructuring matters, including debtors, creditors’ committees and purchasers of distressed assets. The firm is particularly well known for its work as conflicts counsel and regularly receives referrals from top-tier law firms. Recent examples include representing the official committee of unsecured creditors in Peabody Energy’s Chapter 11 and, on the debtor side, acting for the debtor and debtor in possession in both the Fairway Group Holdings and Breitburn Energy bankruptcies. The firm also represented Flextronics Industrial as co-chair of the official committee of unsecured creditors in the SunEdison bankruptcy. Theresa Foudy brings ‘more of a litigation angle’ and the ‘diligentShaya Rochester can ‘always be relied on to provide considered and sensible advice’. Steven Reisman, who has ‘great intellect and interpersonal skills’, and Lynn Harrison III, who is ‘a very safe pair of hands and a supportive, proactive member of the multi-jurisdictional team’, lead the New York-based practice.

The insolvency and restructuring team at Katten Muchin Rosenman LLP is recommended for the ‘strength of its skill set’ and has been involved in a number of bankruptcy cases noted for novel law issues and complexities. Practice head John Sieger represents several shareholders of the Tribune Company in fraudulent transfer litigation arising out of the company’s bankruptcy, which has implications for whether investors can avoid returning money from leveraged buyouts and other securities deals when companies later go into bankruptcy. The firm argued for the dismissal in the Tribune creditors’ $8.3bn clawback suit against the former shareholders - a question that may be a candidate for review by the US Supreme Court. The firm has also acted as lead counsel to Wilmington Trust, as indenture trustee regarding $200m of notes issued by Nortel Networks Limited (Canada), in an ongoing dispute over sale proceeds after the decision to opt for a ‘modified pro rata allocation’. In the defense of fraudulent transfer litigation relating to the Thornburg Mortgage bankruptcy, the firm is defending UBS against accusations by the trustee for the debtor that UBS and other defendants made ‘unjustified’ margin calls in a case that reflects changes to trustees’ rights under the US Bankruptcy Code. Sieger leads the team, which includes Paige Barr and Peter Siddiqui in Chicago, and Karen Dine, Craig Barbarosh and litigator David Crichlow in New York.

Mayer Brown is particularly well known for representing financial institutions in the their capacities as lenders as well as distressed investors. The team has been involved in a number of high-profile energy engagements, including Arch Coal, in which the firm represents PNC Bank and PNC Capital Markets regarding an exit finance facility; and, for the same clients, in their capacity as administrator of the asset-backed debtor-in-possession securitization and letter-of-credit facility, it is advising on the Peabody Energy bankruptcy. In a highlight showcasing the firm’s litigation strength, New York-based Frederick Hyman and Houston litigator Charles Kelley represented Wilmington Trust as bilateral loan agent in the Chapter 11 bankruptcy of the Taiwan-based company TMT Shipping. Brian Trust heads the team from New York.

The New York-based restructuring and bankruptcy practice at Simpson Thacher & Bartlett LLP, which is headed by Sandeep Qusba, has been representing JP Morgan in a number of transactions, including as agent for an $850m revolving credit facility in connection with the Chapter 11 of Paragon offshore and as agent for Quicksilver Resources and Quicksilver Resources Canada in connection with Quicksilver’s pending CCAA proceedings in Canada and Chapter 11 case. The firm has also represented JPMorgan Chase Bank as administrative agent under Halcon Resource’s pre-petition credit facility, debtor-in-possession financing facility and prospective exit facility, and as administrative agent under Logan’s Roadhouse’s pre-petition revolving credit facility. Qusba and Elisha Graff also represent Templar Energy in connection with its financial restructuring and, in a demonstration of the firm’s M&A capabilities, represented L-3 Communications in connection with its announced acquisition of certain assets of Implant Sciences Corp, which recently entered into Chapter 11 bankruptcy protection. In addition, Qusba and William Russell have been representing the official committee of unsecured creditors of Gawker Media. Since publication Michael Torkin has joined from Sullivan & Cromwell LLP.

Norton Rose Fulbright US LLP leverages the strength of its Texas practice to bring in notable energy-related bankruptcy and restructuring mandates. The team is acting as local co-counsel to the ad hoc committee of second lien noteholders in the Energy XXI case and, in another energy case, represented the board and individual directors of Quicksilver Resources. In the CHC bankruptcy, the firm is advising HSBC in its capacity as administrative agent for the revolving credit facility lending group. Louis Strubeck, who splits his time between Dallas and New York, has been representing GasFrac as monitor for seven Canadian oil and gas service companies in their Chapter 15 proceedings. Jason Lee Boland in the Houston office was promoted to the partnership in January 2016 and corporate finance partner Stephen Castro joined the New York team in March from Kaye Scholer LLP. Following the firm’s combination with the legacy Chadbourne & Parke LLP in June 2016, the practice has grown significantly. The incoming team from Chadbourne is noted for its expertise in cross-border restructurings and insolvencies and has recently worked on a number of big-ticket Latin American engagements. Representative work by the team, described as ‘clever tacticians and strategically savvy’, includes representing Argentina-based energy company YPF SA in the Chapter 11 proceedings of its subsidiary Maxus Energy Corporation, and advising Bank of New York Mellon as indenture trustee for $400m of notes issued by Rede Energia SA on the debtor’s Chapter 15 case. Howard Seife is ‘the leading practitioner in New York for applications under Chapter 15 of the Bankruptcy Code and is highly regarded internationally for this expertise’. Highlights for Seife included advising the British Virgin Islands-court-appointed liquidators of OAS Finance Limited, a BVI company that is part of the Brazilian-based OAS Group. In another Chapter 15 engagement, the firm filed on behalf of the Scheme Administrators of OIC Run-Off Limited and The London and Overseas Insurance Company Limited, two English insurance and reinsurance companies with liabilities in excess of $1bn. There have been some changes to the team, with the departure of Douglas Deutsch to Clifford Chance and the promotion to the partnership of Christy Rivera.

At Squire Patton Boggs, according to clients, the team is ‘able to provide best-in-class restructuring counsel for debtors’ and has represented Midway Gold US and Atna Resources in their respective Chapter 11 plans of liquidation. Also in the mining sector, it represented Zolfo Copper as British Virgin Islands liquidator of Midway United Limited and Glad Worldwide Limited in their respective Chapter 15 proceedings. On the creditor side, the team has represented the official committee of unsecured creditors in the Chapter 11 cases of both Midstates Petroleum and Constellation Enterprises. In each, the team was able to increase the initial recovery proposed by the debtors, particularly in the Midstates case where recoveries were doubled. The firm has also represented US Bank as indenture trustee in various bankruptcy cases, including those of Goodrich Petroleum, Energy & Exploration Partners and Sandridge Energy. Cincinnati-based practice head Stephen Lerner ‘excels at resolving disputes’ and ‘keeps the process moving by gaining consensus among parties’. Other key partners include San Francisco-based Karol Denniston and New York-based Nava Hazan.

The ‘proactive, thoughtful and practical’ team at Vinson & Elkins LLP continues to pick up notable energy-related mandates in both New York and Texas, such as representing Goodrich Petroleum and Energy XXI in their respective Chapter 11 cases. It has also been representing RAAM Global Energy, an upstream oil and gas E&P company, and Sundevil Power Holdings in their Chapter 11 proceedings, and in the latter case it also advised on the proposed sale of a power generation asset portfolio. On the creditor side, the firm has been acting for various banks and investors in energy-related bankruptcy matters, and advised certain equity investors in connection with a plan to allow Energy Future Holdings and its subsidiaries to emerge from Chapter 11. It also represented JPMorgan Chase as administrative agent and senior lender under a credit facility to Chaparral Energy in connection with Chaparral’s Chapter 11. In an engagement outside of the energy sector, the firm has been representing Hardeman County Hospital District in a rare Chapter 9 debt adjustment - the only case of its kind to have been filed in Texas since 2013. William Wallander heads the department and splits his time between New York and Houston. Other key names include David Meyer in New York and Harry Perrin in Houston.

Fried, Frank, Harris, Shriver & Jacobson LLP has been representing various groups of noteholders, most notably in the respective Chapter 11s of Basic Energy Services, Forbes Energy Services and Talen Energy. The team has also represented Goldman Sachs as equity owner and term loan lender to Constellation Enterprises in connection with Constellation’s Chapter 11, and Gary Kaplan has acted as counsel to Goldman Sachs and BlackGold Capital Partners as holders of subordinates notes of Tervita Corporation. New York-based Brad Scheler leads the team, which also includes newly promoted partners Matthew Roose and Peter Siroka as well as Julia Smolyanskiy, who was recently promoted to special counsel.

The restructuring and bankruptcy practice at Greenberg Traurig LLP is spread across the country, with matters led from the firm’s New York, Chicago, Miami and Houston offices. In a high-profile debtor-side engagement, New York-based Nancy Mitchell has been representing SFX Entertainment in its Chapter 11. The New York team has also been acting as special energy counsel to Energy Future Holdings and its affiliates in their Chapter 11 cases. Other notable work includes the representation of Benjamin Moore & Co as a party of interest in the Maxus Energy Chapter 11 in connection with the civil action filed against the debtor alleging liability for environmental damages from pollution caused by a plant it formerly owned - the firm’s client is just one of the potentially responsible parties with respect to clean-up costs. Mitchell co-heads the team alongside Mark Bloom in Miami and Keith Shapiro in Chicago. Karl Burrer and Lenard Parkins both joined the Houston office from Haynes and Boone, L.L.P..

The team at Jenner & Block LLP is ‘strong in specific restructuring skills’, particularly cases requiring knowledge of the nuances of bankruptcy law, such as avoidance action litigation, the representation of trustees and examiners in bankruptcy cases and the representation of Section 1114 retiree committees. Recent work includes advising committees regarding the Chapter 11s of The Budd Company and Walter Energy; in the former, the firm represented the committee of executive and administrative retirees, and negotiated a settlement agreement in addition to conducting an investigation into causes of action against certain third-party entities. In the latter, the firm represented a 3,000-member 1114 committee and negotiated a settlement resolving the debtor’s motion to terminate and cease paying for retiree benefits. Elsewhere, the team represented the Chapter 7 trustee for Emerald Casino and the liquidation trustee of Sentinel Management Group with respect to an ongoing $1bn investment adviser fraud case. Catherine Steege in Chicago and Richard Levin in New York head the team.

The team at Sullivan & Cromwell LLP comprises ‘smart, strategic deep thinkers that are immediately responsive’. The New York-based team is particularly strong on the creditor side but has also secured company-side engagements in Chapter 11 cases and out-of-court restructurings. On the creditor side, the firm has been representing the official committee of unsecured creditors in the Energy Futures Holdings bankruptcy. In another creditor-side energy engagement, the firm has been advising the ad hoc committee of creditors in the Key Energy Services bankruptcy in a successful pre-packaged Chapter 11 case - the client was able to list on the NYSE the day after emerging from bankruptcy. On the company side, Andrew Dietderich represents Terraform Power and Terraform Global in relation to the SunEdison Bankruptcy and represent Ascent Resources in its $1.2bn out-of-court restructuring. The firm has also assisted Pacific Drilling in its attempts to restructure the business outside of the courtroom. Dietderich heads the team and is a ‘brilliant strategic thinker with excellent communication skills’. Litigator Brian Glueckstein is another name to note. Since publication Michael Torkin has moved to Simpson Thacher & Bartlett LLP.


Restructuring (including bankruptcy): municipal

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  1. Restructuring (including bankruptcy): municipal
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Who Represents Who

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Arent Fox LLP leverages its municipal financing capabilities to advise clients in bankruptcy cases across the country. The firm has been representing a number of clients, including Centerbridge Partners and Vanguard Mutual Funds, in connection with Puerto Rico’s fiscal crisis and assisted with evaluating legislation, risks involved with bond structures and potential strategies that may be utilized by the Commonwealth. Most recently, the firm has been addressing issues raised by the Puerto Rico Oversight, Management, and Economic Stability Act (PROMESA), the new bankruptcy regime for Puerto Rico. The team has also advised Vanguard Mutual Funds, as an owner of Atlantic City general obligation bonds, on legislative developments and strategy options for addressing the city’s fiscal crisis, particularly since a plan developed by local government was rejected by the state, which has now exercised its right to take over the city’s governance. It has also represented Wells Fargo as trustee in a $50m defaulted bond transaction relating to the financing of a medical laboratory building in Albany, New York. David Dubrow heads the five-partner practice, which includes fellow New York lawyers Mark Angelov and Les Jacobowitz, and Washington DC-based Carol Connor Cohen and Caroline Turner English.

Cadwalader, Wickersham & Taft LLP is well known for its distressed municipal finance practice and has previously had roles in the Chapter 9 cases of Orange County and Jefferson County. The firm has represented Assured as the largest creditor in the debt crisis of the Commonwealth of Puerto Rico, including negotiating the terms of a restructuring support agreement involving an exchange of the Puerto Rico Electric Power Authority (PREPA) legacy bonds for securitized bonds. Key partner Ivan Loncar also represents the client in litigation against Puerto Rico for violations of PROMESA regarding the diversion of pledged revenues. In the Detroit bankruptcy, the firm represented Bank of America Merrill Lynch as counterparty to several interest rate swaps with the city; led by Lary Stromfeld and the corporate restructuring and litigation departments, the settlement of the swaps was an unprecedented structure in bankruptcy and municipal finance. Stromfeld and Ingrid Bagby co-chair the practice from New York.

Jones Day advises a host of distressed investment and other funds on exposures to the Commonwealth of Puerto Rico and its various instrumentalities and public corporations. It also represents funds as holders of secured bonds issued by the Employees Retirement System of the Government of the Commonwealth of Puerto Rico in litigation with the Commonwealth regarding the constitutional and contractual rights of secured creditors in the context of PROMESA. Other work included Washington DC-based Kevyn Orr advising the Washington Metropolitan Area Transit Authority on certain operations, including financing and governance. Bruce Bennett heads the restructuring practice and splits his time between New York and Los Angeles.

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Boutique Klee, Tuchin, Bogdanoff & Stern LLP has a longstanding reputation for its expertise in municipal bankruptcy and restructuring matters. The Los Angeles-based firm has represented several municipal debtors, including Jefferson County and the Californian town of Mammoth Lakes. All of the name partners are recommended for their expertise in this area, but Kenneth Klee is particularly well regarded in the field of restructuring and insolvency.

Since publication, Norton Rose Fulbright US LLP has subsumed the legacy practice of Chadbourne & Parke LLP, which primarily acts for bond insurers, such as Assured Guaranty, which it is advising on exposure of over $100m in bonds issued by Atlantic City. Previously it has also advised the client on the City of Detroit and Jefferson County Chapter 9 cases. The group is also assisting the general account ad hoc policyholder group in Ambac’s Wisconsin state-law rehabilitation proceedings with ensuring distributions to creditors of the segregated account do not impair Ambac’s ability to pay back the clients in full. Led by Lawrence Larose and Samuel Kohn, the team is also representing National Public Finance Guarantee Corporation in connection with exposure of over $25m in bonds issued by the Scranton Parking Authority in Scranton, Pennsylvania. Howard Seife heads the global bankruptcy and restructuring practice. Named attorneys are based in New York.

Orrick, Herrington & Sutcliffe LLP is strong on both the debtor and creditor side, and has recently represented Stockton in its mediation process, and advised a group of senior bondholders of government-owned entity COFINA in relation to the Puerto Rico debt crisis. Other recent highlights include advising the city council, the interim city manager and the city attorney of the City of Beaumont in analyzing and restructuring the city’s debt, and representing Goldman Sachs - as lead underwriter, and placement and exchange agent in connection with the restructuring of PREPA - with the issuance of a $7.4bn exchange and new money offering of restructuring bonds. The team has also been representing other bondholders, leading financial institutions and other parties in the restructuring of Puerto Rico’s debt. Raniero D’Aversa heads the practice, which also includes fellow New York attorney Lorraine McGowen, Douglas Mintz in Washington DC and senior counsel Marc Levinson in Sacramento.

Kirkland & Ellis LLP continues to represent the Commonwealth of Puerto Rico and governor Alejandro Garcia Padilla in defense of the constitutionality of the Puerto Rico Emergency Moratorium and financial Rehabilitation Act and numerous executive orders, and the applicability of the automatic stay included in PROMESA. This is following on from the defense of the constitutionality of the Puerto Rico Public Sector Debt Enforcement and Recovery Act, which ultimately was ruled by the US Supreme Court to be preempted by US Bankruptcy Code. The team is led by Paul Basta in New York and James Sprayregen, who splits his time between New York and Chicago.

Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C. typically represents the buy side in municipal and corporate restructuring transactions, with clients including bondholders, bond trustees and bond insurers. In the Puerto Rico debt crisis, the firm has been assisting numerous institutional investors with general advice, restructuring and litigation strategy, and related public corporation issues, particularly in the wake of PROMESA. The team also represents the indenture trustee in a multi-year receivership involving defaulted parking revenue bonds issued by Scranton Parking Authority; this has involved various litigation and negotiating a general obligation bond issuance. In bankruptcy-related litigation, Adrienne Walker (Boston) represented the Commonwealth of Massachusetts, as party to derivative agreements in the Lehman bankruptcy, in defending breach of contract litigation brought by Lehman’s bankruptcy plan administrator; she worked closely with the state treasurer to negotiate a settlement. William Kannel leads the practice from Boston.

Sidley Austin LLP combines the expertise of its partners from its corporate restructuring, finance, litigation, tax and real estate practices to service clients in municipal debt restructurings. The firm has acted as counsel to National Public Finance Guarantee Corporation, an insurer of over $2bn of Detroit’s debt obligations, as well as to Assured Guaranty in relation to the San Bernardino Chapter 9 case. It has also been advising various bond insurers in connection with other distressed municipalities and financial credits, including the City of Chicago, the Chicago Board of Education and PREPA. Jeffrey Bjork from the Los Angeles office leads the transactions on the restructuring side. James Conlan and Larry Nyhan head the restructuring group from Chicago.

Ballard Spahr LLP is highly regarded for its strength in navigating state and local laws that govern financially distressed government entities and for its representations in high-profile Chapter 9 cases. In the San Bernardino bankruptcy, the firm achieved confirmation of a plan for its clients, the bondholders, at the end of the year. It has also advised parties in the Detroit and Harrisburg bankruptcies. The Los Angeles team expanded with the additions of Brian Huben and Dustin Branch from Katten Muchin Rosenman LLP, both of whom have experience in representing owners, developers and managers of commercial real estate in litigation and bankruptcy matters. Philadelphia-based Vincent Marriott III leads the bankruptcy, reorganization and capital recovery practice.

The New York-based team at Kramer Levin Naftalis & Frankel LLP, which is headed by Kenneth Eckstein and Thomas Moers Mayer, has been engaged in a number of engagements in connection with the Puerto Rico fiscal crisis. It was successful in protecting the interests of its clients Franklin Mutual and Oppenheimer Funds after the US Supreme Court ruled that Puerto Rico’s Recovery Act is preempted by the US Bankruptcy Code, and continues to represent them as investors of $10bn into the Commonwealth. In addition, Amy Caton represented the two funds in restructuring negotiations with Puerto Rico and Puerto Rico’s numerous other creditors. In a separate engagement, the firm represents the $3.3bn ad hoc bondholder group in its restructuring negotiations with PREPA, resulting in a restructuring support agreement that reflects the only Puerto Rican creditor that has managed to negotiate a resolution to its liquidity issues since restructuring discussions began in 2014.

McDermott Will & Emery LLP advises financial institutions in municipal restructuring and insolvency matters, and had notable roles in the Detroit bankruptcy, advising US Bank and Barclays. It has also been representing Goldman Sachs Asset Management in Puerto Rico in connection with significant amounts of general obligation and COFINA junior bonds, and has been advising Barclays as underwriter in relation to up to $840m worth of bonds to be issued by the Chicago public school board. Timothy Walsh heads the restructuring practice, which includes fellow New York attorneys Alexandra Scheibe, Douglas Youngman and David Taub as well as Nathan Coco and William Smith in Chicago.

Reed Smith LLP is experienced representing indenture trustees and advised UMB Bank, National Association as successor indenture trustee for bonds issued by the City of Port St Lucie, Florida. The firm also represented the Bank of New York Mellon in the Energy Future Holdings bankruptcy case in connection with $1.7bn in pollution control bonds issued by three authorities in Texas. Key names are Eric Schaffer, who splits his time between Pittsburgh and New York, and Philadelphia-based William Richter. Peter Clark heads the commercial restructuring and bankruptcy group from Philadelphia.


Structured finance

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  1. Structured finance
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All lawyers in this section are based in New York unless otherwise stated.

With extensive regulatory experience and an active transactional practice, Cadwalader, Wickersham & Taft LLP is highly regarded in every major area of structured finance. As a testimony to the firm’s regulatory expertise, Jeffrey Robins, Lary Stromfeld and Steve Lofchie are assisting the International Swaps and Derivatives Association (ISDA) with the development of new templates and amendments to ISDA master agreements and credit support documentation to accommodate legislative changes governing the regulation of the OTC derivatives market and security-based swaps. Ivan Loncar helps lead a team that is acting for Assured Guaranty Corp and Assured Guaranty Municipal Corps regarding a structure aimed to defease certain legacy bonds issued by Puerto Rico Electric Power Authority through a new issuance by a special purpose issuer, Puerto Rico Electric Power Authority Revitalization Corporation; the new securitization will cover $7bn of legacy debt. On the securitization side, Stuart Goldstein and Charlotte-based David Burkholder assisted Wells Fargo with Wells Fargo Commercial Mortgage Trust 2016-BNK1, which was the first risk-retention-compliant CMBS transaction under Dodd-Frank. Additionally, Neil Weidner advised BNP Paribas on note repackaging and CLO transactions, accounting for EU risk retention rules. Richard Schetman, Michael Gambro, Ray Shirazi and Brian Foster are also key contacts.

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Cleary Gottlieb Steen & Hamilton LLP’s structured finance and derivatives group exhibits ‘significant business acumen and industry knowledge’, and is renowned for its work in equity and credit derivatives, its CLO experience and an overall understanding of Dodd-Frank implementation. Regarding securitization, the team has been focusing on esoteric assets, and Washington DC-based Paul St. Lawrence was counsel to Verizon Communications in the structuring of receivables generated by installment sales contracts; this transaction included four follow-on transactions, and required compliance with EU risk retention rules. The team also assisted Merrill Lynch as initial purchaser of Trust Preferred Insurance Note Securitization 2016-1, which was the first securitization of insurance company debt since the financial crisis. On the regulatory side, Seth Grosshandler advises the Futures Industry Association (FIA) and ISDA, as well as several US and international investment banks, on their commercial and insolvency law rights relating to cleared derivatives positions. The firm also has extremely active CLO specialists including Robin Bergen and Michael Mazzuchi in the Washington DC office, who acted for financial institutions such as Goldman Sachs, Barclays and CVC Credit Partners in the structuring and offering of over $33.7bn of CLOs in 2015 and 2016. Edward Rosen and Michael Dayan are key derivatives contacts, and Colin Lloyd was promoted to partner in 2016.

Working out of the firm’s New York and Chicago offices, Mayer Brown’s highly regarded structured finance team prides itself on its cross-border securitization capabilities, and is especially strong in handling CLO transactions. In a particularly noteworthy example of the team’s securitization work, Barbara Goodstein acted for YUM! Brands in relation to its whole-business securitization, whereby a wholly owned special purpose subsidiary issued $2.3bn of fixed-rate senior secured term notes, which were backed by nearly all US franchise agreements and US-registered intellectual property of the Taco Bell Division. Stuart Litwin and Louis Shansky assisted Volkswagen Operating Lease Transaction LLC VW Credit as depositor, sponsor and borrower with a $9bn warehouse loan facility backed by vehicle leases and retail installment contracts. On the lender and underwriter side, Amanda Baker and Angela Ulum were underwriter’s counsel for Citigroup Global Markets, Lloyds Securities and RBC Capital Markets concerning Toyota Auto Receivables 2016-B Owner Trust - a $1.6bn auto-loan-backed notes issuance. The team also advised multiple issuers and underwriters on Reg AB II shelf registrations. The sizable practice group also includes Jon Van Gorp, Jason Kravitt and Paul Forrester.

Morgan, Lewis & Bockius LLP is applauded for its ‘broad industry knowledge and good depth’, fielding nearly 20 US partners focusing on structured finance. The team handles a variety of traditional and esoteric assets, including auto loans and leases, mortgage-backed securities, student loans, patent and trademark royalties, and cell phone contracts. In the Washington DC office, John Arnholz acted as underwriter’s counsel to Synchrony Bank in a $750m public offering of ABS through SYNCT 2016-1, backed by private label and co-branded credit card receivables. Practice head Reed Auerbach was depositor and servicer counsel to Verizon Communications during the private placement of over $1bn of securities backed by a revolving pool of wireless device payment plan contracts. As issuer’s counsel, Washington DC-based Jeffrey Johnson advised CarVal Investors in its inaugural deal as an issuer of RMBS, Mill City Towd Point Mortgage Trust 2015-1, which made use of a REMIC structure, allowing for various interest rate configurations of the bonds. An example of the department’s regulatory aptitude, Chicago-based Michael Philipp helped Bitfinex settle a Commodity Future Trading Commission (CFTC) enforcement action, alleging that the bitcoin exchange platform had operated in a way that required CFTC registration. Philip Russell also made partner in 2016.

Sidley Austin LLP’s global finance team is jointly led by Kevin Blauch and Myles Pollin and is particularly strong in securitization, with an emphasis on CLO, CMBS and RMBS work. Blauch is advising Deutsche Bank Securities on a $1.2bn securitization of a commercial mortgage loan backed by a newly constructed Class-A office tower in New York. RJ Carlson acted for JPMorgan Chase in relation to Chase Mortgage Trust 2016-1 and 2016-2, totaling nearly $2.5bn, which were the bank’s first house-transactions backed entirely by its own mortgages since the financial crisis. The team served as loan seller counsel to Morgan Stanley in the first CMBS transaction compliant with the newly enacted risk retention rules, pursuant to Dodd-Frank. In an example of the group’s work with esoteric assets, Chicago-based Gary Stern advised Bank of America in relation to a $33m term loan made to Weinstein Television; the loan is based on the cash flow from future seasons of certain TV shows. San Francisco partner Dale Lum handles motor vehicle lease securitizations, and Chicago-based TJ Gordon has experience working for a variety of financial institutions regarding asset securitization and secured lending.

Davis Polk & Wardwell LLP is known for its innovative structured products practice and regulatory expertise. The department is extremely active in structured product offerings and works for over half of the ten most active issuers in the market, including JP Morgan and Société Générale. Practice co-head Christopher Schell advised a major Asian financial institution on a series of OTC swap transactions, which utilized a variety of investment methodologies and spanned asset classes such as foreign currencies and volatility funds. Ray Ibrahim acts for Natixis on an ongoing basis in relation to its retail structured products program. On the regulatory side, John Brandow and Warren Motley advise numerous major financial institutions on the impact of the evolving US and EU regulatory regimes. Other key clients include Morgan Stanley and Credit Suisse. Yan Zhang was made partner in 2016, and John Crowley joined the structured products group from the firm’s debt and equity capital markets department.

The structured finance team at Dechert LLP is deeply experienced in the ABS and CMBS spaces, has an active CLO practice, and also aids clients in the development of risk-retention-compliant structures. The team receives a continuous flow of work from the Federal Home Loan Mortgage Corporation (Freddie Mac), with Laura Swihart and Devin Swaney advising the client on approximately $30bn of issuances in 2016. Practice chair Richard Jones acted for Wells Fargo in what was the largest commercial real estate transaction since the financial crisis - an agreement to purchase $9bn of CRE loans in the US, the UK and Canada from GE Capital Real Estate. Working as underwriters’ counsel, Malcolm Dorris advised Citigroup Global Markets and a consortium of other banks on a $1.3bn sub-prime auto loan securitization, serviced by AmeriCredit Financial Services. Sean Solis and Charlotte-based John Timperio advised Apollo on unique structures to accommodate both US and EU risk retention requirements, and also negotiated an innovative CLO reset transaction for Apollo Credit Management, subsequently transforming the three-year-old deal into a new transaction with all new debt investors.

Katten Muchin Rosenman LLP is known for its work as a prominent issuer counsel, but is ‘excellent in all regards’ and acts for a variety of market participants in the RMBS, automotive and equipment finance sectors. Stephen Esko, Chris DiAngelo and Washington DC-based Anna-Liza Harris are all highly recommended, and have carried out a variety of work for Fannie Mae, having served as outside counsel on the non-tax aspects of the client’s CAS program, which seeks to transfer retained credit risk to capital markets investors. The team also counsels Fannie Mae on its monthly guaranteed single and multi-family REMIC issuances. Highly regarded for his ‘knowledge of the contracting process in public and private transactions’, Howard Schickler regularly acts for Fortress Investment Group regarding debt financing and equity capital, participation facilities and portfolio acquisitions. Joseph Topolski and John Keiserman advised Ford Motor Credit Company and GM Financial, respectively, on securitization programs and regulatory compliance. In recent personnel developments, Joshua Yablonski joined the firm’s Charlotte office from Cadwalader, Wickersham & Taft LLP and Washington DC-based Brandon Hadley made partner in 2016. Since publication, Claudine Chen-Young has joined in Washington DC from Morgan, Lewis & Bockius LLP.

In the firm’s New York office, Latham & Watkins LLP provides innovative structuring and securitization advice, and also has an active Los Angeles-based CLO practice. In a noteworthy example of the team’s securitization work, Kevin Fingeret and Graeme Smyth acted for SoftBank Group Corp during a sale-leaseback securitization financing of over 2.5 million iPhone handsets. The New York team has also advised Guggenheim Partners as initial purchaser and book-running manager on securitizations involving wireless tower assets and retail installment contracts. Additionally, Loren Finegold helped lead a team that served as sponsor and manager counsel to Landmark Infrastructure Partners regarding its inaugural securitization of cell tower sites, including ground leases and easements. The Los Angeles-based team, which includes Dominic Yoong, Vicki Marmorstein and newly promoted partner Douglas Burnaford have completed numerous EU and US risk-retention-compliant CLO transactions for clients such as Black Diamond Capital management, Onex Credit Partners, LCM Asset Management and Ares Management. Kenneth Askin was promoted to counsel in 2016.

Recommended for its ‘human approach and good client coverage’, the team at Morrison & Foerster LLP provides clients with ‘direct and easy access to partners, who are knowledgeable and helpful’. Headed by James Tanenbaum, the specialized department exhibits strengths in regulatory and transactional matters, spanning the gamut of structured finance work. Anna Pinedo, Jay Baris and Ze’-ev Eiger are assisting Artivest Advisors with the SEC registration of shares in an exchange-traded commodity pool, seeking to invest in futures and foreign currency forward contracts. James Schwartz and Washington DC-based Julian Hammar have advised many of the group’s structured products clients on concerns arising from the Dodd-Frank Act, specifically those issues presented by the Volcker Rule. The team has been especially active for Canadian clients, in which context, the ‘accessible and cooperative’ Jerry Marlatt has assisted The Bank of Nova Scotia, Royal Bank of Canada and Bank of Montreal with a litany of covered bond issuances. Individuals are based in New York, unless otherwise stated.

The ‘excellent’ team at Shearman & Sterling LLP has particular expertise in structuring derivatives and providing US and EU regulatory advice to buy-side and sell-side clients. Focusing on commodities derivatives and structuring, Donna Parisi assisted seven South American, US and European banks with the negotiation of a structured repurchase transaction with Banco Central de la República Argentina (BCRA), whereby the consortium of buyers purchased $5bn of Bonar bonds from BCRA. The department has also carved out a niche in acting for market infrastructure providers, and in an example of regulatory strength, Geoffrey Goldman is advising IntercontinentalExchange and its global subsidiaries on the development of their swaps and futures clearinghouses, resolution and recovery planning, and various other issues arising from the EMIR and Dodd-Frank regulations. Azam Aziz specializes in acting for hedge funds, asset managers and other financial institutions regarding note hedges, total return swaps, equity collars and prepaid forward transactions. Notable buy-side clients include Oaktree Capital and Och-Ziff Capital Management.

Acting for issuers and underwriters, Skadden, Arps, Slate, Meagher & Flom LLP’s structured finance group has experience in structuring and restructuring derivative exposure and has been an innovative player in the securitization market, handling a wide range of asset classes. Based in the firm’s New York office, department head Richard Kadlick’s practice covers a variety of public offerings and private placement transactions, working for clients including heavyweight financial services companies and investment banks. Andrew Faulkner advised Chase Bank USA National Association as sponsor of Chase Issuance Trust on a series of six issuances of credit card asset-backed notes, totaling $7.2bn. James Stringfellow acted for asset managers such as Och-Ziff Loan Management and Allstate Investment Management Company as collateral managers in relation to a series of note offerings. Additionally, David Midvidy advised Hooters of America on multiple note issuances, including one of senior secured notes from a whole-business securitization program.

Weil, Gotshal & Manges LLP exhibits ‘top-rate industry knowledge’ and provides ‘proactive advice’ to issuers and underwriters regarding innovative securitization transactions across a range of asset classes. In a particularly noteworthy highlight, Ariel Kronman acted for Guggenheim Partners in the structuring of Cork Street CLO Designated Activity Company, and subsequently advised Guggenheim Partners Europe on the structure of a repackaging and risk retention holding vehicle for the CLO notes issued by Cork Street. Although the group has been increasingly active working for underwriters, practice head Frank Nocco assisted Lendmark Financial Services, a wholly owned subsidiary of The Blackstone Group, as sponsor and issuer in the client’s first two rated term securitizations of personal loans, totaling over $400m. ‘Exceptionally helpful and informed’, Jason Smith acted for The Hertz Corporation and various subsidiaries in multiple ABS offerings in 2016. Senior associate Shawn Kodes is also highly recommended.

Allen & Overy LLP has partners specializing in a range of structured products, equity derivatives and securitizations covering some esoteric asset classes, but with particular activity in auto loans and leases and credit card receivables. John Hwang advises a number of Canadian banks, including The Toronto-Dominion Bank, Bank of Nova Scotia and Canadian Imperial Bank of Commerce, on matters such as Canadian covered bonds programs and credit card receivables-backed programs. The team also acted for a large automotive issuer in connection with a series of issuances of auto loan and lease ABS. David Lucking’s practice focuses on derivative transactions and related regulatory compliance, and in 2016, the department head advised Deutsche Bank on a structured total return swap concerning a portfolio of loans in the energy sector. Deborah North completed several cross-border matters in 2015-2016, having worked with Morgan Stanley on a repackaging of Brazilian corporate bonds through a total return swap and pass-through note structure. The structured finance group was strengthened by the addition of Justin Cooke from Simpson Thacher & Bartlett LLP and David Flechner from Cleary Gottlieb Steen & Hamilton LLP; both partners specialize in international securities and corporate governance.

Clifford Chance is an ‘excellent resource’ for structured product transactions, and has been increasingly active in the resurgent CRE market. Joint practice head Steven Kolyer acted for Medley during the structuring and formation of a private investment fund for the purpose of third-party risk retention equity capital to new CLOs and fund sponsors. Robert Villani, who co-heads the group and focuses on novel and traditional structuring, advised Credit Suisse Asset Management as portfolio manager on a series of CLO issuances totaling $814m and made up of floating rate notes, subordinated notes and combination securities. The team is also particularly active in the CMBS and RMBS markets, and assisted ReadyCap Commercial as originator and issuer with the issuance of commercial mortgage pass-through certificates by Ready Capital Mortgage Trust 2015-2. Other notable clients include Hunt Mortgage Group, Bayview Asset Management and Jefferies.

The capital markets team at Dentons remains heavily involved in the mortgage and real estate finance sectors, having completed a number of novel structures for heavyweight financial institutions in 2016. Department co-head Stephen Kudenholdt advised Citigroup Global Markets, Deutsche Bank Securities and Morgan Stanley & Co as placement agents during the first-ever securitization of single-family rental properties that are subject to tenant purchase options. In one of the group’s most notable highlights, Scott Swerdloff served as initial purchaser’s counsel to Credit Suisse Securities concerning three securitizations backed by a portfolio of performing loans and totaling $5bn. Sponsored by a private equity fund, these transactions made use of a novel horizontal structure to meet the required risk retention standards pursuant to Dodd-Frank. Shujaat Ali, San Francisco-based Jason Ross and Mansi Desai, a loan and securities financing practitioner in the Dallas office, were all made partners, and Andi Mandell joined the firm in 2016, having previously served as executive vice president and chief tax counsel at Carrington Cos.

Deeply informed and highly pragmatic’, Freshfields Bruckhaus Deringer LLP handles the gamut of structured finance transactions and also provides regulatory advice regarding EMIR and Dodd-Frank. In 2016, the team was active in the CLO market and also handled securitizations involving some particularly novel asset classes. The ‘strongly recommendedJerome Ranawake advised Isramco and a wholly owned SPV, Tamar Royalties, on the securitization of royalty interests in the Tamar gas field in Israel. The three-partner team serves as external counsel to Citigroup in relation to its CLO work, and newly promoted partner Ryan Suda advised Citigroup Global Markets as initial purchaser and also acted as deal counsel in a $401.5m CLO transaction managed by Guggenheim Partners Investment Management. Focusing on cross-border transactions and regulatory compliance, Brian Rance heads the department and has also been involved in a number of CLO transactions for Citigroup. Other key clients include Inter-American Development Bank, Deutsche Bank, Scotia Bank and Société Générale.

Fried, Frank, Harris, Shriver & Jacobson LLP has extensive experience in futures and derivatives transactions spanning all major asset classes, and joint department heads Robert McLaughlin and David Mitchell handle complex structured transactions and regulatory issues arising from the flurry of newly implemented CFTC and SEC rules. The group works for a variety of investment banks and asset managers, such as Bank of America Merrill Lynch, Morgan Stanley, BlueCrest Capital Management and Brookfield Asset Management, in addition to multiple well-known private equity clients. Highlights in 2016 included a mix of regulatory work, forwards and swaps transactions, the creation of a platform for purchase and sale of distressed loans, and involvement in a company acquisition by an investment group. Washington DC-based William Breslin is also recommended.

Hunton & Williams LLP’s ‘extremely responsive’ structured finance group spans the firm’s Charlotte, Richmond and New York offices and is deeply involved in the MBS space, acting for numerous private and government issuers. Melinda Beres and Kevin Buckley are recommended partners in the team, which exhibits ‘stellar business acumen’ and ‘extensive knowledge’ of mortgage loan securitization and mortgage servicing finance. Among 2015 and 2016 work highlights, Amy Williams served as program counsel to Ginnie Mae (Government National Mortgage Association) during 111 multi-class securities transactions, accounting for the issuance of $49bn of government-guaranteed REMIC securities. Brent Lewis acted for Wells Fargo Securities as structuring agent and lead manager in Freddie Mac’s inaugural multi-family structured credit risk debt notes transaction, totaling $52m. Additionally, Edward Douma and counsel Jonathan Kim acted for Aalto Invest in a $100m primary bond financing, which established a MBS financing structure, in a first-of-its-kind offering in the US residential buy, refurbish and sell sector. Mike Nedzbala and Tom Hiner jointly head the team out of Charlotte and New York, respectively.

Routinely delivering an excellent service’, Kirkland & Ellis LLP displays ‘second-to-none’ thought leadership and industry knowledge, especially in automotive finance and securitization matters. In the Chicago office, James Antonopoulos led a team that acted for CarMax Business Services in four public offerings of notes totaling $4.87bn and backed by pools of motor vehicle retail installment contracts. The ‘insightful’ Chicago-based Jeffrey O’Connor advised Deere & Company in relation to John Deere Owner Trust 2016-B; a $755m trust holding an amortizing pool of equipment retail installment sale and loan contracts. In addition to the group’s work with equipment and auto-related assets, Scott Gordon acted for Wyndham Worldwide Corporation during three securitization offerings of timeshare loan receivables, the first of which was among the first securitization transactions to use a horizontal retention structure to comply with new US risk retention requirements. Janette McMahan assisted Ally Bank with its Regulation AB II compliant registration for its AART auto-lease platform.

Headed by Al Sawyers, the structured finance and structured products team at Orrick, Herrington & Sutcliffe LLP comprises ‘knowledgeable, innovative, responsive and particularly capable problem solvers’. The department is active for both issuers and underwriters and works across a variety of asset classes, including credit cards, CMBS, RMBS, automotive and esoteric assets such as renewable energy assets. Leah Sanzari advises Banc of America Securities on all of its GSE agency platforms, having closed around 39 transactions totaling $16.7bn in a 12 month period from November 2015 to 2016. In the auto-lease market, Alan Knoll has advised numerous heavyweight underwriters, such as Barclays, HSBC, and Société Générale on Nissan’s auto lease, auto loan and dealer floorplan securitization programs. The department has been actively advising a variety of market participants on the evolving US regulatory regime, including some unique international aspects of entrance into the derivatives market. Nikiforos Matthews, who focuses on derivatives and swap transactions, and senior counsel Katharine Crost are also recommended.

Paul, Weiss, Rifkind, Wharton & Garrison LLP’s structured finance and securitization department specializes in securitizing novel asset classes including IP and energy assets, and is especially known for its work involving whole-business securitizations. Jordan Yarett advised Roark Capital Group, an affiliate of Arby’s Restaurant Group, on the $635m whole-business securitization of Arby’s restaurants in the US, Canada and other international jurisdictions. The team also continues to act for The Wendy’s Company regarding its $2.28bn whole-business securitization. In a unique transaction in the energy sector, Lawrence Wee helped lead a team that acted for Guggenheim Securities and RBC as lead underwriters in a $1.29bn nuclear asset-recovery bonds issuance by Duke Energy Florida Project Finance, citing one of the lowest rates ever on rate reduction bonds, for the purpose of covering retirement at one of the client’s nuclear plants. In the slightly less esoteric ABS space, the team advised Deutsche Bank Securities on the issuance of $321m of Secured Tower Revenue Notes, Series 2016-1, which were backed by over 1,500 tower sites in the US. Robert Zochowski is another active member of the department, which has also completed transactions involving media revenues and TV-distribution receivables. MidCap Financial, SBA Communication Corporation and Major League Baseball Trust are other key clients.

Winston & Strawn LLP’s structured finance group has been involved in a range of matters including CLOs, marketplace lending and esoteric asset securitization. The team has a particular focus on property assessed clean energy (PACE) financing and securitization, and Los Angeles-based Daniel Passage acted for Deutsche Bank Securities during the sale of preferred shares of HERO Funding II 2016-3B relating to HERO 2016-3 securitization of PACE bonds. The ‘extremely efficient, creative and brightJeffrey Stern advised Orchard Platform on the structuring and documentation of the first fully electronic loan trading platform for the purchase and sale of pools of marketplace loans. Additionally, Peter Morgan acted for Credit Suisse Securities, Guggenheim Securities and Wells Fargo Securities as underwriters during a $342.5m issuance of equipment contract backed notes for one of the largest small ticket equipment leasing companies in the US. Other notable clients include THL Credit, Prosper Funding, Neuberger Berman and OppenheimerFunds. David Galainena jointly heads the department from the firm’s Chicago office, which also houses CLO expert Michael Mullins.

The securitization department at Kramer Levin Naftalis & Frankel LLP is known for its work involving unique asset classes and can lay legitimate claim to a position at the forefront of clean energy and PACE bond securitizations. Acting for BB&T Capital Markets as underwriters, Gilbert Liu worked on asset classes such as auto loans, timeshare loans and equipment contracts. Liu also served as issuer’s counsel to Oxford Finance regarding a $324m securitization of loans made to life sciences and healthcare services companies. In an example of work in the clean energy sector, Laurence Pettit advised Renovate America as issuer in two ABS issuances totaling over $500m and a $202m 144A offering. The team also acted for TIAA-CREF and Babson Capital Management as the sole investors in a novel securitization of utility-scale solar and wind real estate assets. The New York-based group is also immensely active in the timeshare loan market, and in 2016, it advised Deutsche Bank as structuring agent, in addition to several other global investment banks in their roles as bookrunners and managers, on a $425m securitization of timeshare loans originated by affiliates of Wyndham Worldwide.

Schulte Roth & Zabel LLP has a very active securitization practice, which focuses on ABS and CDO matters, and is also involved in the RMBS and CMBS markets. In an example of the group’s CLO work, Daniel Oshinsky acted for affiliates of Fortress Investment Group in the structuring and negotiation of a $425.4m CLO transaction secured by US syndicated commercial loans. Paul Watterson was manager’s counsel to Steele Creek Investment Management during a $360m CLO, and also advised a private fund established by the manager for the purpose of investing in the subordinated notes issued by the CLO. Craig Stein jointly heads the structured finance and derivatives group and handles transactional and regulatory aspects of swaps and derivative products. The team handled a range of derivative-related regulatory matters for hedge funds and other investment groups in 2016. Clients also include Mitsubishi UFJ Morgan Stanley Securities, Blackstone Real Estate Income Advisors and Barclays Capital.

At Simpson Thacher & Bartlett LLP, Laura Palma specializes in securitization and structured products, while Joyce Xu leads the firm’s derivatives group. Acting primarily for issuers and purchasing groups, the securitization team advised special purpose entities of Vertical Bridge Holdings as issuer’s counsel during multiple offerings of notes secured by wireless communication tower assets. The group also acted for a consortium of banks as initial purchasers regarding issuance of rental car asset-backed notes by Avis Budget Rental Car Funding. On the derivatives side, the firm has been engaged in a multitude of rate-hedging transactions, and also advised clients such as Silver Lake on margin loans with various lenders, and acted for Goldman Sachs in registered variable-share forward hedging transactions. Jonathan Lindabury, who focuses on structuring and negotiating derivatives transactions, was made partner in 2016, and John Schueller was promoted to senior counsel.

Stroock & Stroock & Lavan LLP’s derivatives group focuses on commodities such as energy and metals, and also handles complex financial derivatives. Mark Rae assisted Merrill Lynch Commodities with the development and closing of a novel hybrid intermediation facility with US Oil & Refining Co, enabling the client to better monetize and source hydrocarbons. Department head Marvin Goldstein acted for Freepoint Commodities in the refinancing of a syndicated secured credit facility totaling $1.45bn and secured by accounts receivables, contract rights, inventory and cash. In the aftermath of Dodd-Frank implementation, Conrad Bahlke has been advising various clients, such as Goldman Sachs and JPMorgan Chase, on cleared derivatives agreements and swap-dealer guidelines. Bahlke has also been representing clients before regulatory agencies. Scott LeBouef is also recommended for derivatives work.

The structured finance and securitization department at DLA Piper LLP (US) is ‘excellent across the board’, handling a range of asset classes, such as solar assets and student loans. The firm also has a robust CLO practice, and Richard Reilly served as primary deal counsel to Goldman Sachs in several CLO transactions totaling approximately $2.5bn in 2016. In other work highlights, the team acted for Ares Capital Management as collateral manager in a string of CLOs valued at $2.1bn. A testament to the department’s work with varied assets, ‘there is no better attorney for tobacco escrows’ than Boston partner Ronald Borod, who is also involved in a unique deal regarding Biomedical Funding LLC 2016-1 concerning the securitization and rating of early-stage biomedical assets even before they are producing cash flow through licensing or sale transactions. David Luce and Washington DC-based Richard Davis are also key contacts; the latter served as arranger’s counsel to MUFG Union Bank in a $75m revolving warehouse line secured by commercial loans to an SPV of Hercules Capital.

Greenberg Traurig, LLP has ‘excellent capabilities’ specifically in swaps and derivative transactions. ‘Providing creative solutions to meet clients’ needs’, Sylvie Durham acted for Jarden Corporation concerning derivatives hedging of new stock acquired in the sale of Jarden Corporation to Newell Corporation. Durham also advises Effex Capital on its registration as a swap dealer for cross-border FX derivative products. Mark Michigan, who specializes in securitized financing transactions, has handled deals involving assets such as credit card receivables, timeshare loans and trade receivables in 2016. Todd Miller, who splits his time between Orlando and Tampa, is another key member of the practice.Other notable clients include National Bank of Australia, Platform Specialty Products Corporation, CIBC and Banca Intesa.

Jones Day’s structured finance and derivatives group displays ‘exceptional depth of knowledge and clarity in drafting transactions.’ New York-based Dickson Chin leads the practice group and focuses on energy commodity derivatives and related regulatory matters. In 2016, he advised Acciona on a wind-energy swap transaction and intercreditor matters with Bank of America Merrill Lynch for the 93 MW San Roman Wind Farm in Texas. The group has completed a number of transactions for Sprint Corporation; in one example, Ron Gross and Glenn Arden acted for the client during the private issuance by three SPVs of $3.5bn of senior secured notes, which were backed by a portfolio of FCC licenses and third-party leased license agreements. On the regulatory side, Stephen Obie advised Overstock.com and Medici on the regulatory issues associated with the implementation of a blockchain venture designed to help organizations obtain loans and issue shares transparently.

King & Spalding LLP’s structured finance and securitization department was strengthened in 2016 with several new additions to the team, including Terry Novetsky, who was previously at Arnold & Porter Kaye Scholer LLP. Focusing on secured lending, debt capital markets and global trade finance, he acted for MidCap Financial Trust in a $60m bankruptcy exit financing of SPV entities formed by Relativity Media. Practice head Michael Urschel has been involved in multiple matters involving whole-business securitizations, having represented the joint lead managers in the sale of $2.3bn of fixed-rate notes and $100m in variable-rate notes backed by the whole-business securitization of Taco Bell’s franchise assets. Urschel also advised a global investment bank on the sale of $685m of whole-business-backed notes issued by Arby’s Funding. Through the new additions to the team, the department picked up a number of new clients, including Citibank, RBC Capital Markets and InSite Wireless Group. Counsel Anthony Mechcatie is also recommended.

Milbank, Tweed, Hadley & McCloy LLP’s structured finance group is split into an alternative investment practice and a CLO team. Los Angeles-based Deborah Festa continues to advise KKR Credit Advisors’ US and Ireland affiliates on all of their US and European CLO transactions, totaling around $2bn in 2016. In another work highlight, Jay Grushkin and Eric Moser assisted Natixis Securities Americas and its affiliates, in their roles as arranger, placement agent and revolving note investor, with the structuring and issuance of multiple CLO transactions, all of which were structured to comply with EU risk retention standards. In an example of the firm’s derivatives work, John Williams is acting for a leading financial institution in the structuring and execution of a dual-lender credit default swap-linked credit facility. Williams also advised the Futures Industry Association on a CCP Rulebook Review project through the umbrella organization, FIA Global, a leading global trade association for exchange-traded derivatives.

The team at White & Case LLP has ‘strong expertise’ in specialized, cross-border derivatives work and also handles securitizations and CLOs. As head of the derivatives group, the ‘available and strategic’ Ian Cuillerier advised a number of global investment banks and utilities companies on swaps and other derivatives transactions involving wind energy assets, electricity infrastructure and interest rates. The derivatives team worked alongside project finance lawyers to negotiate interest rate swap documentation for Concesionaria Vial Sierra Norte, in relation to the financing and construction of a Peruvian toll-road. On the securitization side, David Thatch acted for Guggenheim Securities as lead initial purchaser, sole structuring adviser and bookrunner regarding the issuance of a series of fixed-rate notes under the existing whole-business securitization of Sonic Corp, secured by, among other assets, IP, franchise agreements and real property.

Headed by Henry Morriello, Arnold & Porter Kaye Scholer LLP’s structured finance department produces ‘excellent’ results in securitization and other structured transactions. Lawton Camp is highly regarded for providing ‘great legal and business advice’; he acted for National Bank of Canada as dealer’s counsel during a £1bn covered bond issuance and a $750m covered bond issuance, both under the bank’s $7bn covered bond program. Howard Goldwasser, who recently joined the firm from K&L Gates, advised CreekSource as sponsor and collateral manager of a $302.5m CLO of broadly syndicated corporate loans; the team also structured the client as a capitalized management vehicle, enabling all of its CLOs to be compliant with EU and US risk retention requirements. Los Angeles-based Skanthan Vivekananda also arrived from K&L Gates and Terry Novetsky left for King & Spalding LLP.

Ashurst LLP strengthened its CLO practice with the additions of Larry Berkovich from Mayer Brown and Scott Pierpont from Jones Day. The derivatives team was also bolstered by the arrival of Washington DC-based Lee Ann Anderson from Sullivan & Cromwell LLP, who also handles private securities offerings. The structured finance group works primarily for investment banks and other financial institutions. Bill Gray and Patrick Quill focus on structured products and derivatives, and also handle CLO work.

Headed by Alan Rafte, Bracewell LLP’s Houston-based structured finance and derivatives group handles commodity derivatives transactions involving power and energy assets and infrastructure. The team works for a variety of market participants, including power and energy developers on the borrower side and private equity funds on the investor side. Another notable contact, Jessica Adkins has completed a number of structured commodity and hedging transactions. Clients have included Noble Americas Energy Group, Pattern Energy Group, Deutsche Bank and Citibank.

Focusing primarily on emerging markets, Hogan Lovells US LLP has ‘unmatched knowledge of debt securitizations and future flow securitizations’. As head of the firm’s debt capital markets team for the Americas, Emil Arca acted for Banco Industrial and Industrial DPR Funding in a number of issuances of floating-rate and fixed-rate notes totaling $350m and backed by rights and interests in the diversified payment rights and related assets. The team also assisted Persistent Energy Capital as structuring agent in the world’s first off-grid solar securitization structure, which enabled alternative and affordable financing for the investment in installment sales of solar panels in Kenyan villages. Evan Koster, who leads the derivatives practice, has advised various global financial institutions and issuers on issues such as swap regulations and equity derivative positions.

Seward & Kissel LLP’s structured finance group specializes in developing bespoke structured products for global investment banks and other financial institutions. Kalyan Das, who leads the firm’s global bank and institutional finance and restructuring department, acted for Sumitomo Mitsui Trust Bank and Mizuho Bank in various transactions with Sprint totaling $7bn. In another work highlight, Edward Horton and Marlon Paz we part of a large team that assisted Madison Commercial Real Estate Services with the establishment of a joint venture with an Israeli corporation for the purpose of raising capital and subsequently investing in real estate projects in the US. The team is active in the securitization space, having acted for financial institutions such as US Bank National Association in a cross-border auto loan securitization.


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  • EU and Malta Securitisation Market

    Following the US subprime crisis that began in 2007, the notion of securitisation has suffered from bad press that tainted its reputation. However, securitisation is still considered as an essential component to continued economic recovery and for well-functioning financial markets.
  • PATENTABILITY OF SOFTWARE IN SINGAPORE

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  • DOJ Makes the Pilot Program Permanent and Announces FCPA Corporate Enforcement Policy

    The US Department of Justice ("DOJ") had announced a pilot program [1] ("Pilot Program") on April 5, 2016, which created new mitigation opportunities for companies that (i) voluntarily self-disclosed, (ii) cooperated fully, and (iii) took timely and appropriate remedial actions in FCPA matters that fell within the Fraud Section's mandate. The Pilot Program was to remain in effect for 1 year, starting from the day of its announcement. On March 10, 2017, the Acting Assistant Attorney General, Kenneth A. Blanco, announced in a speech that the Pilot Program would continue in full force until the DOJ reached a final decision on whether to extend it, and what revisions, if any, should be made to it. [2] The evaluation period of the Pilot Program ended on November 29, 2017, when Deputy Attorney General Rod Rosenstein announced the new FCPA Enforcement Policy ("Policy"), which effectively makes the Pilot Program permanent with some revisions. According to Deputy Attorney General Rosenstein, the FCPA Unit received 30 voluntary disclosures during the time period that the Pilot Program was in force, as opposed to 18 voluntary disclosures that were received during the previous 18-month period. The Policy has been incorporated into the United States Attorneys' Manual in order to "be readily understood and easily applied by busy prosecutors" as opposed to being promulgated in memorandum format. [3]
  • Effects of State of Emergency Law in Turkey On Prison Sentences Under Criminal Execution Laws

    With the Statutory Decree No.671 dated August 17, 2016, and the recent changes with Regulations No.29987 and No.29824 on Regulation Regarding an Amendment on Placement to Open Punishment Execution Facilities effecting execution of the Law No.5275 on Punishment Execution Law has introduced significant changes.
  • [SOUTH KOREA] Supreme Court Affirms Lower Decision, Finding Invalid the Regulations on Foreign ...

    Supreme Court Affirms Lower Court Decision, Finding Invalid the Regulations on Foreign Exchange Report on Incorporation of Offshore Subsidiary by an Offshore Company
  • Disputes on Health-Related Commercial Advertisements under Consumer Law

    Introduction
  • [SOUTH KOREA] New Administration’s Key Environmental Policies

    To step forward as an environment-friendly government, the Moon Jae-in Administration has announced its key environmental policies, including improving safety in chemical substances and household chemical products, and reinforcing implementation measures of the Paris Agreement.  Under the “sustainable development” paradigm, the new administration will continually promote new regulations to protect the environment and strengthen its enforcement of environmental regulations.
  • [SOUTH KOREA] Lower Court Issues Favorable Decision for 27,000 KIA Motors Employees in an ...

    Lower Court Issues Favorable Decision for 27,000 KIA Motors Employees in an Ordinary Wage Case 
  • SyCipLaw TMT Bulletin: “More Philippine Data Privacy Act: Are you Ready for Phase II?”

    Controllers and processors who have completed Phase I registration with the National Privacy Commission (NPC) will now have to gear up for Phase II. Phase II involves providing the NPC certain information on the organization’s compliance with the Data Privacy Act (DPA).
  • Crowdfunding - The Path towards a regulatory Framework

      The importance and feasibility of crowdfunding platforms is increasing in stature and importance for current and future the entrepreneurs. Malta has recently acceded to the rising trend by creating its first crowdfunding platform, ZAAR, a reward-based crowdfunding platform who has recently been awarded with the first prize in its section at the National Enterprise Support Awards 2016 also as well as being one of the local projects that have represented Malta at the European Enterprise Promotion Awards 2016, held in Slovakia. Nonetheless start-ups based in Malta with global aspirations often rely on international platforms. An increase in interest has emerged amongst the art and culture community as well in social entrepreneurship projects. Crowdfunding in Malta is still at the early stages of development. Despite this, there are endless opportunities for local entrepreneurs and the local business community. Research has shown that through international crowdfunding platforms, monies have been raised for projects in the field of gaming consoles, apps and software as well as for artistic projects.  Testimony to this is a new game design studio in Malta, that launched its first game, Politicks, raised financing through the crowdfunding platform Indiegogo.

Press Releases worldwide

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