Capital markets: debt offerings in United States

Akin Gump Strauss Hauer & Feld LLP

Akin Gump Strauss Hauer & Feld LLP’s issuer-focused practice draws on the wider firm’s signature oil and gas offering to specialize in representing energy companies, particularly master limited partnerships (MLPs), on debt capital markets transactions. The group is also well known for advising private equity funds, and their portfolio companies, on the full range of public and private debt deals. Houston-based John Goodgame co-heads the firm's global corporate practice, is active in capital markets and consistently acts for energy companies on capital raising transactions. The group also includes New York’s Rosa Testani, who is highlighted as a ‘capital markets expert’ for her experience advising private equity funds, portfolio companies and other corporations on corporate finance work. Additional contacts include Houston’s Christine LaFollette and Dallas-based Seth Molay. Vincent Kendrick retired from the partnership in 2019.

Practice head(s):

John Goodgame; Jeffrey Kochian

Testimonials

Akin Gump has true subject matter expertise and staffs assignments with the appropriate mix of attorneys to provide top-notch, responsive service.’

Rosa Testani is a capital markets expert. She has tremendous business sense and an unrelenting drive to get deals done.’

Key clients

Alliance Data Systems

Construction Partners, Inc.

CEVA Logistics AG

Diamondback Energy

Famous Dave’s of America, Inc.

FirstEnergy Corp.

Genesis Energy, L.P.

Gulfport Energy Corp.

Laredo Petroleum

Mammoth Energy Services, Inc.

Noble Energy, Inc.

NBL Midstream, LLC

Sanchez Energy Corporation

Viper Energy Partners LP

Warrior Met Coal, Inc.

Wells Fargo Securities

Work highlights

  • Advised Noble Energy on its $4bn commercial paper program.
  • Advised Warrior Met Coal on a restricted payment offer to purchase up to $150m of outstanding senior secured notes, and on a concurrent $150m cash tender offer.
  • Acted for Affinion Group Holdings on a deleveraging recapitalization transaction which included a $300m private placement of new unsecured notes.
  • Advised Cimarex Energy on its $500m public offering of senior unsecured notes, in connection with its $1.6bn acquisition of Resolute Energy Corporation.
  • Represented Sorenson Communications on a series of refinancing transactions, including on a private exchange of $99.6m of its senior secured second-lien notes for new senior secured second-lien term loans.

Arnold & Porter

Arnold & Porter’s issuer-focused practice has an emphasis on sovereign bond deals and it routinely represents governments in Latin America and Europe on major debt issuances. The group also handles offerings on behalf of corporate issuers, particularly in the financial services and energy areas. In New York, group co-head Christopher Peterson has a focus on sovereign debt and cross-border offerings. In Washington DC, international finance specialist Whitney Debevoise is also noted for his work on behalf of sovereign issuers. San Francisco-based Teresa Johnson and New York-based Robert Azarow co-lead the department alongside Peterson.

Other key lawyers:

Whitney Debevoise

Key clients

The Charles Schwab Corporation

CuriosityStream

Enphase Energy, Inc.

Grupo de Energia de Bogota S.A. E.S.P

National Bank of Canada

Republic of Panama

Piermont Bank

Stifel Financial Corp

Tall Tree Investment Management

Republic of Turkey

Work highlights

  • Advised the Republic of Panama on several debt issuances, including its dual public offering of global bonds totaling $2bn.
  • Advised The Charles Schwab Corporation on public debt offerings worth a combined $1.7bn.  
  • Represented the Republic of Turkey in numerous debt offerings over the past year, including on a $2.5bn bond offering.
  • Represented CuriosityStream on its $145m Rule 144A and Regulation D offering of convertible preferred stock.
  • Advised Enphase Energy on its $132m Rule 144A private placement of convertible senior notes.

Baker Botts L.L.P.

Baker Botts L.L.P.’s capital markets offering is closely aligned with its market-leading oil and gas practice and it specializes in advising energy, oilfield services and infrastructure companies on debt offerings. It also has a strong record in representing master limited partnerships (MLPs) and real estate issuers. On the underwriter side, the firm remains one of the few firms headquartered outside New York to enjoy relationships with underwriters and has recently handled work for Citigroup Global Markets, Goldman Sachs and Merrill Lynch, Pierce, Fenner & Smith. Houston-based group co-lead Joshua Davidson is recommended for his specialist expertise in MLPs and routinely advises companies in the oil and gas, coal, renewable energy, and shipping industries on debt matters. Mike Bengtson, who co-leads the group from New York, advises on a broad mix of M&A, securities and energy projects. In Washington DC, Catherine Gallagher is noted for her focus on representing shipping companies, offshore drillers, MLPs and REITs.

Practice head(s):

Mike Bengtson; Joshua Davidson

Key clients

Centerpoint Energy, Inc.

Jefferies LLC

Merrill Lynch, Pierce, Fenner & Smith Incorporated

Wells Fargo Securities, LLC

Liberty Latin America Ltd.

Liberty Media Corporation

NRG Energy, Inc.

Waste Management, Inc.

BofA Securities, Inc.

Citigroup Global Markets Inc.

Goldman Sachs & Co. LLC

J.P. Morgan Securities LLC

Morgan Stanley & Co. LLC

Schlumberger Holdings Corporation

Mizuho Securities USA LLC

MUFG Securities Americas Inc.

Scotia Capital (USA) Inc.

Enlink Midstream, LLC

Sunnova Energy Corporation

Work highlights

  • Represented CenterPoint Energy on its $1.2bn offering of senior notes.
  • Acted for Liberty Latin America on its $402.5m Rule 144A offering of convertible senior notes.
  • Advised NRG Energy on its $1.1bn debt issuance.
  • Represented the underwriters (Jefferies, Merrill Lynch, Pierce, Fenner & Smith and Wells Fargo Securities) on a $350m public notes offering by Highwood Realty Limited Partnership.
  • Advised Waste Management on its $4bn public debt offering.

Bracewell LLP

Acting mainly for issuers, Texas stalwart Bracewell LLP utilizes its first-class energy client base to specialize in advising oil and gas companies on their private and public debt offerings. The group is also a popular choice for MLPs and financial services clients. Largely based in Houston, the group benefits from a significant New York platform, which was bolstered in 2019 with the arrivals of Catherine Hood, Todd Eckland and counsel Anthony Terrell from Pillsbury Winthrop Shaw Pittman, LLP. Houston-based William Anderson co-leads the practice and advises on capital markets, M&A and regulatory issues. Department co-head Charles Still also handles a wide spread of corporate and securities matters, with a focus on the energy industry.

Practice head(s):

William Anderson; Charles Still

Key clients

Apache Corporation

Altus Midstream Company and Altus Midstream LP

Evercore

Three Rivers Natural Resource Holdings IV LLC

Sandler O’Neill + Partners, L.P.

Work highlights

  • Advised Apache Corporation on its $1bn public debt offering.
  • Represented the placement agents (Sandler O’Neill + Partners and Keefe, Bruyette & Woods) on Veritex Holdings’ $75m private placement of fixed-to-floating rate subordinated notes.
  • Acted for the underwriters on Evergy’s $1.6bn notes offering.

Cahill Gordon & Reindel LLP

Best known for its reputation for high-yield debt work, Cahill Gordon & Reindel LLP’s New York-based group continues to raise its profile in the investment grade space. During 2019, its market share of US investment grade bond deals positioned it among the top eight firms advising managers — by both deal volume and deal count. The underwriter-side specialist consistently acts for all the leading investment banks on debt offerings by household name companies. It also handles debt tender offers, debt exchanges and out-of-court debt restructurings. Jonathan Schaffzin co-heads the group and focuses on capital markets and commercial lending. Department co-lead Daniel Zubkoff also handles a varied mix of capital markets and lending transactions. William Miller is another key name and recently secured leading roles in deals for Citigroup Global Markets and J.P. Morgan Securities, among others. Additional contacts include James Clark, Douglas Horowitz, John Tripodoro, Corey Wright and senior figure William Hartnett.

Key clients

BofA Securities, Inc.

Citigroup Global Markets Inc.

Deutsche Bank AG

J.P. Morgan Securities LLC

Wells Fargo Securities, LLC

Bancorp Investments, Inc.

SMBC Nikko Securities America, Inc.

Work highlights

  • Represented BofA Securities on more than $7bn worth of bond financings, including advising the underwriters on Constellation Brands’ $800m notes offering.
  • Advised Citigroup Global Markets, as the initial purchasers, on a $1bn Rule 144A notes offering by Resorts World Las Vegas LLC and RWLV Capital Inc.
  • Acted for the underwriters (Citigroup Global Markets, J.P. Morgan Securities and Morgan Stanley & Co.) on a $1.2bn debt offering by Charter Communications Operating LLC and Charter Communications Operating Capital Corporation — wholly owned subsidiaries of Charter Communications.
  • Represented the underwriters (J.P. Morgan Securities, Merrill Lynch, Pierce, Fenner & Smith and Citigroup Global Markets) on a $500m public offering of senior notes by Celanese US Holdings LLC, a subsidiary of Celanese Corporation.
  • Advised Wells Fargo Securities, as the underwriters, on a two-tranche notes offering by GLP Capital LP and GLP Financing II, totaling $1.1bn.

Cleary Gottlieb Steen & Hamilton

An established force in the investment grade bond space, Cleary Gottlieb Steen & Hamilton is recognized as a key player in both the US and international capital markets. Equally strong on the issuer and underwriter side, the group has built up a broad portfolio of corporate, sovereign and banking clients, with its comprehensive experience spanning US and cross-border transactions and corporate governance matters. The New York-based team is particularly distinguished by its deep regulatory expertise and it houses three former GCs of the SEC and two former directors of the SEC’s Division of Corporation Finance, among others. Jeffrey Karpf is a high-profile figure and routinely acts for seasoned issuers and underwriters on public and private offerings and exchange offers, including Allergan, Citigroup and Verizon. David Lopez focuses on corporate finance and liability management transactions, as well as securities law and corporate governance matters; he recently handled sizeable debt offerings for Starbucks and Liberty Mutual. Craig Brod handles a wide scope of securities and corporate governance work, with experience in issuer-side crisis management issues. Nicolas Grabar is also recommended for his regulatory expertise and advises both US and non-US issuers and global investment banks on both domestic and international financings, including privatization offerings in Europe and Latin America. Pamela Marcogliese recently left to join Freshfields Bruckhaus Deringer LLP.

Key clients

Starbucks

Liberty Mutual

Citigroup

Verizon

Allergan

Alphabet/Google

Lowe’s

Honeywell

American Tower

MercadoLibre

IFF

Federative Republic of Brazil (“Brazil”)

Petrobras

Ontario Teachers’ Pension Plan Board

The Hartford

Credit Suisse

Goldman Sachs

Morgan Stanley

JPMorgan

Work highlights

  • Represented Starbucks in two SEC-registered notes offerings totaling $2bn.
  • Advised Liberty Mutual on several matters, including on a $350m offering of investment grade senior notes.
  • Represented Verizon on multiple debt transactions, including on its $1bn green bond offering.
  • Acted for Allergan on concurrent public notes offerings worth a combined €1.7bn.
  • Advised Lowe’s Companies on two $1.5bn debt offerings.

Covington & Burling LLP

Covington & Burling LLP specializes in representing life sciences issuers on debt offerings, in line with its firm-wide strength. A favorite with both emerging companies and seasoned big-ticket issuers, the team frequently advises on both transactional and regulatory matters. Alongside its prominent life sciences activity, the group also advises issuers in the financial services, energy and technology sectors on their debt issuances. Additionally, the firm houses a burgeoning practice representing underwriters in investment grade debt transactions. New York-based Donald Murray chairs the capital markets and securities practice and has an emphasis on life sciences-related offerings. New York-based department vice chair, Eric Blanchard, also has a focus on advising public and private issuers in the life sciences field.

Practice head(s):

Donald Murray

Other key lawyers:

Eric Blanchard

Key clients

The Goodyear Tire & Rubber Company

Zoetis Inc.

Avnet, Inc.

Eli Lilly and Company

Uber Technologies Inc.

Republic Services

Illumina Inc.

REGENXBIO Inc.

Leerink Partners LLC

Bristol-Myers Squibb Company

Work highlights

  • Represented Zoetis on its $1.5bn investment grade debt offering.
  • Advised Eli Lilly on its $4.5bn four-tranche notes offering.
  • Acted for Illumina on its $650m Rule 144A offering of convertible senior notes.
  • Represented Omeros Corporation on its $210m offering of convertible senior notes.
  • Advised Republic Services on its $900m debt offering.

Cravath, Swaine & Moore LLP

Cravath, Swaine & Moore LLP is held up by sources as ‘one of the top three firms in the investment grade space’. From its New York base, the group regularly represents both issuers and underwriters in high-end work, including both registered and private offerings of debt and convertible securities. The group is a particularly popular choice for large-scale, event-driven offerings connected to acquisition and spin-off transactions. In a recent example, financing practice co-head Craig Arcella paired up with Nicholas Dorsey  to advise Occidental Petroleum Corporation on its $13bn public debt issuance to support its headline acquisition of Anadarko Petroleum Corporation. Andrew Pitts is ‘at the top of his game’ and heads the capital markets practice for North America; he has deep experience in advising issuers and underwriters on public and private securities offerings, particularly in the financial institutions, insurance, natural resources and transportation sectors. Additional senior contacts include Stephen Burns and William Fogg, who both co-head the financing practice alongside Arcella. Among the up-and-coming names, Scott Bennett had a strong recent run on the underwriter side, which saw him co-lead advice to Goldman Sachs, JP Morgan and RBC Capital Markets, among others — he also represents issuers. Johnny Skumpija is also an increasingly prominent figure in the capital markets space. William Whelan retired in 2019.

Testimonials

‘Cravath is one of the top three firms in this space. They sit at the top of the market.’

Incredibly well versed in the intricacies of Bermuda regulatory capital and best practices within debt capital market transactions.’

Very responsive and highly diligent in ensuring everything is in order prior to a deal announcement.’

Andrew Pitts is best in class — highly competent and immediately responsive. Very practical when it comes to finding a solution that works for all parties (issuer, investors and underwriters).

Andrew Pitts is at the top of his game.’

Key clients

BofA Securities

Citi

Credit Suisse

Goldman Sachs

JPMorgan Chase

Morgan Stanley

PNC

Wells Fargo

AerCap

Brunswick

Burlington Northern Santa Fe

Crown Castle

Disney

Hasbro

IBM

Lazard

Mylan

Occidental Petroleum

Olin

Parker Hannifin

Rogers Communications

Shell

Toll Brothers

WestRock

Weyerhaeuser

Work highlights

  • Represented IBM, or its subsidiary, in three notes offerings totaling $27.5bn.
  • Advised Occidental Petroleum Corporation on its $13bn notes offering and also on its $11.8bn notes exchange offer.
  • Acted for The Walt Disney Company on its $7bn notes offering, and also on its debt exchange offer worth up to $14bn.
  • Represented the underwriters or dealers (led by JP Morgan) in approximately $20.7bn worth of notes issued by JPMorgan Chase.
  • Advised the underwriters (led by Credit Suisse, Goldman Sachs and JP Morgan) on DowDuPont’s $12.7bn notes offering.

Davis Polk & Wardwell LLP

A consistently dominant performer in the debt markets, Davis Polk & Wardwell LLP regularly heads the investment grade corporate deal tables by both deal value and deal count — for both issuers and underwriters. During 2019, the deep and broad group acted on the largest bond deal of the year, where it advised the initial purchasers on AbbVie’s $30bn unregistered offering of senior notes. The firm also advised on the second-largest notes offering of 2018, when it advised Comcast Corporation on its $27bn notes issuance to support its acquisition of Sky. The group’s cross-border firepower is a key hallmark of the practice and it secures an impressive number of global deals, with its broad geographical reach extending to Latin America, Canada, Europe and beyond. New York-based Richard Truesdell co-leads the global capital markets practice and stands as one of the premier specialists in the market; he led the AbbVie deal. Michael Kaplan is another senior name in New York and he specializes in advising issuers and underwriters on US and international capital markets and leveraged finance transactions. In Menlo Park, senior counsel Bruce Dallas is a popular choice for telecoms, technology and life sciences-related offerings and led on the Comcast deal. New York-based Byron Rooney is an increasingly high-profile younger partner and advises on securities law, corporate governance and liability management. Additional contacts include New York-based John Meade and global capital markets co-lead Maurice Blanco, who splits his time between Sao Paulo and New York.

Work highlights

  • Advised the initial purchasers on AbbVie’s $30bn unregistered offering of senior notes.
  • Advised Comcast Corporation on its $27bn notes offering in connection with its offer to acquire Sky.
  • Advised Exxon Mobil Corporation on its $7bn notes offering.
  • Advised Marsh & McLennan Companies on three notes offerings totaling $6.4bn.  
  • Advised Tyson Foods on two senior notes offerings, worth a combined $3.7bn.

Debevoise & Plimpton LLP

Debevoise & Plimpton LLP’s capital markets group is highly regarded for its record in financial services-related offerings, in line with the wider firm’s key strengths. Issuer-side work remains the backbone of the practice and the New York-based team counts US and non-US issuers among its core client base, with a strong representation of insurers, financial institutions and private equity clients. The team also acts for major bulge bracket banks on underwriter-side mandates. Matthew Kaplan co-heads the group and is also a member of the private equity and banking teams, which translates into a focus on advising issuers, private equity funds and underwriters on public and private debt offerings and corporate governance matters. Steven Slutzky co-heads the department and his practice also spans capital markets and private equity issues. Additional contacts include Paul Rodel, who has a strong international dimension to his practice, and securities specialist Peter Loughran.

Practice head(s):

Matthew Kaplan; Steven Slutzky

Other key lawyers:

Peter Loughran; Paul Rodel

Testimonials

The depth of their understanding of what is possible in debt agreements inures to the benefit of each of its clients.’

Their approach is to keep overall costs down as much as possible. I have enjoyed benefiting from their expertise.’

A very responsive and pragmatic team, with a deep knowledge of our business and processes.’

Excellent clear advice. Calm and pragmatic approach.’

Key clients

AIA Group Limited

Ambac Assurance Corporation

Antares Holdings, LP

Atkore International  Group Inc.

AXA and AXA Equitable Holdings

Booz Allen Hamilton

Brand Energy & Infrastructure Services, Inc.

Brighthouse Financial, Inc.

The Carlyle Group

Clayton, Dubilier & Rice

D.E. Shaw

Discovery Communications, Inc.

Fidelity & Guaranty Life Insurance Co.

Gogo Inc.

International Paper Company

Pacific Life Insurance Company

Principal Financial Group

Teachers Insurance and Annuity Association of America

Warner Music Group Corp.

Westpac Banking Corporation

Work highlights

  • Represented Westpac Banking Corporation on its $1.2bn SEC- registered notes offering.
  • Advised the dealer managers (BofA Securities, Credit Suisse Securities (USA), Citigroup Global Markets and Goldman Sachs) on Liberty Mutual Group’s $1.2bn exchange offer.
  • Represented JetBlue Airways Corporation on its $772.3m offering of enhanced equipment trust certificates.
  • Advised Gogo on all aspects of its refinancing, which included a $905m notes issuance and a subsequent $20m tack-on offering.
  • Advised Teachers’ Insurance and Annuity Association of America, and its subsidiary Nuveen, on Nuveen’s $1bn offering of senior notes.

Dechert LLP

Dechert LLP’s niche expertise in permanent capital vehicles translates into a practice specializing in advising business development companies on debt issuances. Other sweet spots include life sciences and cross-border offerings. The group consistently advises on the full spread of securities transactions, including public and private offerings, international listings and exchange offers. Boston-based Thomas Friedmann co-heads the practice and is a key contact for work involving business development companies. David Rosenthal co-chairs the department from New York and focuses on clients in the life sciences, medical device and technology sectors. In Philadelphia, William Lawlor, Ian Hartman and Eric Siegel are key contacts.

Key clients

Alcentra Capital Corporation

Amkor Technology

Aquestive Therapeutics

B&G Foods

Crown Holdings

EaglePoint Credit Company

Egalet Corporation

FS Investment Corporation

Golub Capital BDC, Inc.

Hercules Capital

Horizon Technology Finance

Janney Montgomery Scott

Ladenburg Thalmann

LandBridge Capital

Main Street Capital Corporation

Morgan Stanley (as issuer)

ORIX USA Corporation

PennantPark Investment Corporation/PennantPark Floating Rate Capital

Piper Jaffray

Raymond James

Stifel Nicolaus

TriplePoint Capital

UBS

WhiteHorse Finance

Work highlights

  • Represented B&G Foods on its $550m registered offering of senior notes.
  • Advised Crown Holdings on its €550m senior unsecured notes offering.
  • Advised Amkor Technology on its $525m 144A/Regulation S notes offering.
  • Acted for FS KKR Capital Corp on its $425m registered debt offering.
  • Represented Main Street Capital Corporation on its $250m notes offering.

Faegre Drinker Biddle & Reath’ close links with several seasoned issuers ensures it is routinely involved in high-value debt issuances. In particular, its established relationship with Wells Fargo & Company continues to bear fruit and the firm advised it on over $28m worth of debt offerings over the past year. The solid national group has a broad product focus and handles a wide range of public and private offerings, exchange offers and corporate governance issues. Minneapolis-based group head Dawn Holicky Pruitt manages the Wells Fargo work and is recommended. Other key contacts include Minneapolis-based Brandon Mason and Indianapolis-based Janelle Blankenship.

Practice head(s):

Dawn Holicky Pruitt

Key clients

Wells Fargo & Company, Wells Fargo Bank, N.A. and Wells Fargo Finance LLC

Archer-Daniels-Midland Company

Zimmer Biomet Holdings, Inc.

Southwestern Public Service Company, a subsidiary of Xcel Energy, Inc.

Black Hills Corporation

Ameriprise Financial, Inc.

First Internet Bancorp

TCF National Bank

Target Corporation

Stericycle, Inc.

Winnebago Industries, Inc.

H.B. Fuller Company

C.H. Robinson Worldwide Inc.

Fair Isaac Corporation

Alimentation Couche-Tard Inc.

Work highlights

  • Represented Wells Fargo & Company, Wells Fargo Bank and Wells Fargo Finance LLC in multiple public and private offerings totaling over $28bn.
  • Represented Archer-Daniels-Midland Company on its offering of two series of fixed-rate notes worth a combined $1bn.
  • Acted for Zimmer Biomet Holdings on its €500m offering of fixed-rate notes.  
  • Advised Southwestern Public Service Company on its $300m offering of first mortgage bonds, issued as green bonds.
  • Represented Ameriprise Financial on its $500m offering of fixed-rate notes.

Freshfields Bruckhaus Deringer LLP

Freshfields Bruckhaus Deringer LLP’s compact underwriter-focused group benefits from its ability to plug into the wider firm’s comprehensive international practice. New York-based global capital markets co-head Valerie Ford Jacob is recommended for her strong experience in the area. Pamela Marcogliese recently joined from Cleary Gottlieb Steen & Hamilton.

Practice head(s):

Valerie Ford Jacob

Other key lawyers:

Pamela Marcogliese

Fried, Frank, Harris, Shriver & Jacobson LLP

The well-balanced practice at Fried, Frank, Harris, Shriver & Jacobson LLP advises all stakeholders in private and public debt offerings, with a strong record in representing private equity sponsors in bond offerings. On the underwriters’ side, the firm enjoys close relationships with major bulge bracket banks and it also serves as designated underwriters’ counsel for a host of household-name clients, including Estée Lauder and Procter & Gamble. On the issuer side, the group has strong showings in the life sciences, energy, financial services and healthcare sectors. Daniel Bursky heads the New York-based group and brings to bear a strong background in advising private equity sponsors and funds, including Onex and Goldman Sachs, and their portfolio companies on capital markets transactions. Andrew Barkan is widely lauded as a talented up-and-coming partner and secures representations from both issuers and underwriters. Additional contacts include Mark Hayek, who advises on both transactional and regulatory matters, Joshua Wechsler and Joshua Coleman.

Practice head(s):

Daniel Bursky

Key clients

AEA Investors

Bank of America Merrill Lynch

Catalent

Citi

Credit Suisse

Extended Stay

Estée Lauder

Goldman Sachs

Harsco

Humana

LivePerson

Merck

Morgan Stanley

Navios

ONEOK

Onex

Procter & Gamble

Sinclair Broadcast Group

Tradeweb Markets

Work highlights

  • Represented Merck & Co on its $5bn four-tranche registered public offering.
  • Acted for ONEOK on its $2bn three-tranche public notes offering.
  • Advised Citigroup Global Markets, Goldman Sachs and HSBC Bank, as lead underwriters, on The Procter & Gamble Company’s €2.1bn notes offering.
  • Represented BofA Securities, Citigroup Global Markets and JP Morgan Securities, as lead underwriters, on The Estée Lauder Companies’ $1.8bn three-tranche offering of senior notes.
  • Advised Humana on its $1bn public debt offering.

Gibson, Dunn & Crutcher LLP

Gibson, Dunn & Crutcher LLP’s investment grade debt group is a regular fixture on both issuer and underwriter-side mandates. However, it is increasingly prominent on the company side, where it routinely acts for issuers in the technology, retail, construction, and consumer products industries. The broad national group benefits from robust platforms in New York, California, Texas and Colorado, and is further supported by the firm’s Washington DC-based SEC regulatory and advisory practice. In New York, group co-chair Andrew Fabens is a key contact; he recently handled high-profile debt offerings for Fox and Schlumberger, among others. In Texas, co-chair Hillary Holmes focuses on public and private securities offerings and corporate governance issues related to the energy space. The group also draws on the senior experience of San Francisco-based co-chair Stewart McDowell, Los-Angeles-based co-chair Peter Wardle and Doug Rayburn, who splits his time between Dallas and Houston. Denver-based up-and-coming partner Robyn Zolman is also recommended. Boris Dolgonos recently joined in New York from Jones Day.

Key clients

Fox Corporation

Schlumberger

Williams and Williams Partners L.P. including wholly owned subsidiaries

Concho Resources

Welltower

Marriott International

Tenet Healthcare

Atmos Energy

Colfax

Lazard

Banc of America Securities

Capital One Financial

Citigroup Global Markets

Credit Suisse

Goldman Sachs

J.P. Morgan Securities

Morgan Stanley

Wells Fargo Securities

Work highlights

  • Represented Fox Corporation on its five-tranche Rule 144A notes offering, worth $6.8bn.
  • Advised Wells Fargo Securities, and several other underwriters, on Wells Fargo & Company’s $5.5bn offering of medium-term Series Q fixed-rate notes.  
  • Represented Schlumberger on it $1.6bn two-tranche Rule 144A offering of senior notes.
  • Acted as underwriter’s counsel to Morgan Stanley on United Parcel Service’s $1.5bn public notes offering.
  • Advised Atmos Energy Corporation on a number of financing transactions, including on an underwritten $800m notes offering.

Goodwin

Goodwin leverages its Boston headquarters to position itself as a key player in life sciences and technology-related debt issuances. Other strings to its bow include its ability to lean on its top-tier REITs practice to advise issuers and underwriters on major offerings in the REIT space. The broad group handles the full scope of private and public, debt and convertible notes offerings, with significant capability in cross-border transactions. Group co-chair James Barri splits his time between Boston and New York and is recommended for his expertise in life sciences, technology and convertible note transactions. Department co-chair Ettore Santucci also operates from Boston and New York and his practice has a strong real estate dimension. Silicon Valley-based Richard Kline is recommended for technology offerings.

Practice head(s):

James Barri; Ettore Santucci

Other key lawyers:

Richard Kline

Key clients

Atlassian

Boston Properties

Boyne USA, Inc.

Gaming & Leisure Properties

Guidewire Software

Medical Properties Trust

Okta

VEREIT

Wayfair

Zendesk

Work highlights

  • Represented Boston Properties on multiple bond deals, including its $1bn offering of senior unsecured notes.
  • Advised Gaming & Leisure Properties on its public offering of two series of new senior unsecured notes, totaling $1.1bn.
  • Represented Wayfair on its $949m offering of convertible senior notes.
  • Acted for VEREIT on its $550m offering of senior notes.
  • Advised Agilent on its $500m debt issuance.

Hogan Lovells US LLP

Hogan Lovells US LLP’s capital markets group is distinguished by its ability to leverage the wider firm’s signature regulatory offering to specialize in acting for issuers in the regulated industries, particularly healthcare, life sciences, financial services, real estate and TMT. The team covers the full gamut of private and public debt transactions, including convertible note offerings, sovereign bonds and liability management transactions. In Washington DC, regional managing partner Eve Howard focuses on debt offerings and is noted for her comprehensive coverage of regulated industries-related offerings. Washington DC-based David Bonser spearheads the group alongside Howard and handles both debt and equity deals. Recommended names in New York include Latin America specialist Evan Koster and Emil Arca, who heads the international debt capital markets practice for the Americas.

Practice head(s):

Eve Howard; David Bonser

Other key lawyers:

Emil Arca; Sina Hekmat; Evan Koster

Key clients

Anthem, Inc.

Banco do Brasil

Citigroup

CBS Corporation

Colgate-Palmolive Company

Equifax Inc.

Public Storage

Republic of Ecuador, Ministry of Economy and Finance

Scotiabank

UnitedHealth Group Incorporated

VICI Properties

Work highlights

  • Represented UnitedHealth Group on $8.5bn worth of registered debt offerings.
  • Acted for VICI Properties (the operating partnership) and VICI Note (the co-issuer) on a private notes offering worth $2.2bn.
  • Advised Anthem on its $2.5bn notes offering.
  • Advised Colgate-Palmolive on €2bn worth of bond offerings.
  • Advised Equifax on its $750m issuance of senior notes.

Hunton Andrews Kurth LLP

Following its name-making merger in 2018, Hunton Andrews Kurth LLP continues to raise its profile in the capital markets space. The group’s keen sector focus on energy, utilities, retail and REITs pays dividends and it is consistently involved in major debt deals across all four core areas. The practice is well-weighted between issuer and underwriter-side mandates and it notably serves as issuer’s or underwriter’s counsel to over 100 public companies. Houston-based Courtney Cochran Butler co-heads the national capital markets group and her broad industry focus takes in energy, utilities, retail and technology-related transactions. Susan Failla co-heads the team from New York and has a focus on companies in the consumer products, energy, information services and financial services industries. In Houston, corporate co-head Michael O’Leary is noted for his emphasis on energy-related public and private offerings. Peter O’Brien and David Wright also co-head the group from New York and Richmond respectively. Richmond-based Mayme Beth Donohue is an impressive associate.

Key clients

AG Mortgage Investment Trust, Inc.

Altria Group, Inc.

American Electric Power Company, Inc.

Annaly Capital Management, Inc.

Ashford Hospitality Prime, Inc.

Avangrid, Inc.

Barclays Capital Inc.

BNY Capital Markets, LLC

AG Mortgage Investment Trust, Inc.

American Electric Power Company, Inc.

Annaly Capital Management, Inc.

Ashford Hospitality Prime, Inc.

Avangrid, Inc.

Barclays Capital Inc.

BNY Capital Markets, LLC

CenterPoint Energy Inc.

Chatham Lodging Trust

Chimera Investment Corporation

City Office REIT, Inc.

Credit Suisse Securities (USA) LLC

Consolidated Edison, Inc.

Darden

Duke Energy Corp

Enterprise Products Partners L.P.

Evergy, Inc.

Goldman Sachs & Co. LLC

Great Plains Energy Incorporated

Hersha Hospitality Trust

J.P. Morgan Securities LLC

Just Energy Group Inc.

Merrill Lynch, Pierce, Fenner & Smith Incorporated

MFA Financial, Inc.

Morgan Stanley & Co. LLC

MUFG Securities Americas Inc.

National Fuel Gas Company

NextEra Energy, Inc.

NGL Energy Partners LP

NuStar Energy L.P.

NiSource, Inc.

Oncor Electric Delivery Company LLC

Pebblebrook Hotel Trust

PG&E Corporation

Philip Morris International Inc.

Puget Sound Energy, Inc.

Royal Ahold Delhaize

Sanchez Midstream Partners LP

The Southern Company

Summit Hotel Properties, Inc.

SunTrust Robinson Humphrey, Inc.

Sunoco LP

TETRA Technologies, Inc.

UBS Investment Bank

Westar Energy, Inc.

WEC Energy Group, Inc.

Xcel Energy Inc.

Xenia Hotels & Resorts, Inc.

Work highlights

  • Advised Altria Group on an investment grade shelf offering of $11.5bn worth of senior notes.
  • Represented the underwriters on a $4bn notes offering by Energy Transfer Operating.
  • Advised the underwriters on an $2.7bn SEC-Registered debentures offering by NextEra Energy Capital Holdings.
  • Acted for Philip Morris International on a SEC-registered shelf offering of €2bn worth of senior notes.
  • Represented Evergy on its $1.6bn notes offering.

Jones Day

Led out of New York, Jones Day’s national practice is also well represented in the Midwest and the South — it also plugs into offices in Asia, Europe, Latin America and the Middle East. The group’s broad geographical footprint translates into a diverse industry focus, with strong skill sets in the energy and natural resources, food and beverage and TMT sectors. The firm primarily acts for issuers on a range of debt and convertible note offerings, spin-off transactions and corporate governance matters. Cleveland-based Michael Solecki is the key contact and his experience spans both transactional and regulatory matters, including Rule 144A offerings, tender offers, and corporate governance issues. In Chicago, Edward Winslow is noted for his focus on capital markets transactions and corporate governance. New York is the seat of Brett Barragate, who chairs the financial markets practice for the Americas region and maintains a broad corporate finance practice.

Practice head(s):

Brett Barragate

Key clients

Deutsche Bank AG

Lam Research Corporation

Nutrien

Omnicom Group Inc.

TransDigm Group Incorporated

Wabtec Corporation

Work highlights

  • Advised Nutrien on its $1.5bn senior notes offering.  
  • Represented TransDigm Group Incorporated on the dual-tranche $4bn Rule 144A and Regulation S offering undertaken by its wholly owned subsidiary, TransDigm Inc.
  • Acted for Lam Research Corporation on its $2.5bn public offering of senior notes.
  • Advised Omnicom Group on the public offering by its wholly owned UK finance subsidiary, Omnicom Finance Holdings, of €1bn of senior notes.
  • Represented Westinghouse Air Brake Technologies Corporation on its $2.5bn senior notes offering.

King & Spalding LLP

King & Spalding LLP had a strong showing in the financial services sector over the past year, acting for issuers such as SunTrust Banks and Total System Services. The national group’s diverse client base also spans the energy, life sciences and real estate sectors, among others. The team consistently draws on the wider firm’s M&A, private equity and finance practices to provide a full-service capital markets offering, with experience in public and private issuances, convertible debt transactions, medium-term note programs and exchange offerings. Atlanta-based Keith Townsend heads the group and advises on a wide range of transactional and regulatory securities matters. Atlanta-based Zachary Cochran is another key contact and his practice is particularly active in the financial services, energy, medical devices and real estate spheres.

Practice head(s):

Keith Townsend

Other key lawyers:

Zachary Cochran

Key clients

SunTrust Banks, Inc.

Carter’s, Inc.

Beazer Homes USA, Inc.

Total System Services, Inc.

United Parcel Service, Inc.

Babcock & Wilcox Enterprises, Inc.

MV24 Capital B.V., Cernambi Sul MV24 B.V.

Work highlights

  • Advised SunTrust on its $1.4bn issuance of senior bank notes.
  • Acted for UPS on its $1.5bn offering of senior notes.
  • Represented Carter’s on a $500m offering of senior notes by its subsidiary, The William Carter Company.
  • Advised MV24 Capital and Cernambi Sul MV24 on the $1.1bn issuance of senior secured notes.
  • Acted for Beazer Homes USA on its $350m unregistered debt offering.

Kirkland & Ellis LLP

A leading player in the corporate bond market, Kirkland & Ellis LLP’s issuer-focused practice leverages its high-yield debt reputation to attract some of the most high-profile mandates in the investment grade space. The corporate heavyweight is a top choice for M&A-related deals, such as its recent advice to AbbVie on its $30bn private notes offering to support its acquisition of Allergan, which marked the fourth-largest investment grade debt sale on record. Other key features of the practice include its ability to plug into the firm’s preeminent private equity and restructuring groups to shine in large, event-driven deals. High-profile figure Joshua Korff heads the group from New York and advises public companies and private equity sponsors on the full range of capital markets transactions. Additional contacts in New York include Richard Aftanas, Christian Nagler and impressive up-and-coming partner Sophia Hudson, who joined from Davis Polk & Wardwell LLP in November 2018 and led on the AbbVie deal. In Chicago, Robert Hayward had a strong year on the investment grade side and routinely represents issuers and underwriters in public and private debt offerings.

Practice head(s):

Joshua Korff

Key clients

A Wilhelmsen AS

AbbVie Inc.

Ares Capital Corporation

Bristol-Myers Squibb Company

BTIG LLC

Cantor Fitzgerald & Co.

Carvana Co.

Chewy, Inc.

Citigroup Global Markets

Clear Channel Outdoor Holdings, Inc.

Cushman & Wakefield, Inc.

Deere & Company

Juniper Industrial Holdings Inc.

New Providence Acquisition Corp.

Oaktree Capital Management

Simply Good Foods Co.

The Boeing Company

Work highlights

  • Advised AbbVie on its private offering of senior unsecured notes totaling $30bn, in connection with its acquisition of Allergan.
  • Represented Bristol-Myers Squibb on its $19bn debt issuance to finance its acquisition of Celgene.
  • Advised Boeing on three notes offerings worth a combined $10.5bn.
  • Represented Deere & Company and John Deere Capital Corporation, as issuer, on five debt offerings worth over $5.2bn.
  • Represented Ares Capital Corporation on its offering of 4.2% notes due 2024.

Latham & Watkins LLP

Global capital markets powerhouse Latham & Watkins LLP continues to gain market share on the investment grade debt side, with increasingly strong showings in both issuer and underwriter-side mandates. The group’s offering is distinguished by it broad practice spread and it advises on the transactional and regulatory aspects of the full range of debt products. The deep group is chaired globally by New York-based Ian Schuman, whose practice spans traditional debt offerings, cross-border transactions and debt exchange offers. New York-based global corporate chair Marc Jaffe is a highly sought-after capital markets specialist and advises major issuers, investment banks and investors on public and private debt offerings. Other key names in New York include Senet Bischoff, Michael Benjamin and Stelios Saffos. In Washington DC, private equity specialist Patrick Shannon is highly regarded, with Brandon Bortner and Jason Licht also active in the debt space. The team also benefits from strong domestic platforms in Chicago, Houston and Los Angeles.

Practice head(s):

Ian Schuman

Key clients

Broadcom Corporation

Goldman Sachs

J.P. Morgan

Sempra Energy

Resorts World

Hudson Pacific Properties

The Walt Disney Company

Work highlights

  • Advised Exxon Mobil Corporation on its $7bn notes offering.
  • Advised Resorts World Las Vegas on its $1bn issuance of senior notes.
  • Advised Broadcom Corporation on its $11bn senior notes offering.
  • Advised General Motors Financial Company on a series of debt offerings worth a combined $5.1bn.
  • Advised JP Morgan, as underwriter, on The Walt Disney Company’s $7bn investment grade bond offering.
  • Represented Goldman Sachs on CNO Financial Group’s $500m notes issuance.

Mayer Brown

Maintaining a balance between issuer and underwriter-side work, Mayer Brown is best known for its firepower in financial services-related offerings. The team routinely acts for major domestic and global banks, as both issuers and underwriters, and it also handles a significant volume of deals relating to the consumer products, REITs and transport industries. The group’s focus on Canada-related work is another significant differentiator and it counts Canadian companies, banks, pension plans, private equity funds and REITs among its clients. Chicago-based Edward Best co-leads the department and specializes in offerings by financial institutions. New York is the seat of group co-head Anna Pinedo, whose practice brings together capital markets, derivatives and structured finance expertise. Other names to note include Jerry Marlatt, who is recommended for his experience in Canada-related work, Phyllis Korff and David Bakst — all are based in New York. Talented counsel Ryan Castillo is also recommended.

Practice head(s):

Edward Best; Anna Pinedo

Testimonials

A very commercial team, very responsive and always willing to work through issues.’

David Bakst has worked with us in various capacities over the years and has a great team and is very easy to deal with. Always looking to expedite matters and work through solutions in a commercial manner.’

Key clients

Barclays Capital

Blackstone Group L.P.

BMO Capital Markets

BNP Paribas

BofA Securities, Inc.

Canada Pension Plan Investment Board

Canadian Imperial Bank of Commerce

Capital One Financial Corporation

Chubb Limited

Citigroup Global Markets, Inc.

CNA Financial Corporation

Credit Suisse

Deutsche Bank

FBR Capital Markets

GATX Corporation

Goldman Sachs & Co. LLC

GW Pharmaceuticals

HSBC

Hyundai Capital America

Islandsbanki hf.

J.P. Morgan Securities LLC

JMP Securities

Keefe, Bruyette & Woods

Lloyds Securities

Macquarie Group and Macquarie Bank

Mizuho Securities

Morgan Stanley & Co. LLC

National Bank of Canada

Natixis

Nomura

Northern Trust Corporation

Ontario Municipal Employees Retirement System

PNC Capital Markets

Prologis (and affiliates)

Raymond James Financial (and affiliates)

RBC Capital Markets

Scotia Capital / Bank of Nova Scotia

Starbucks Corporation

Stifel

The Allstate Company

The Bank of Nova Scotia

UBS Securities LLC

US Bancorp

Wells Fargo Securities, LLC

Work highlights

  • Represented the underwriters in $4.4bn worth of debt offerings by the Bank of Nova Scotia during 2019, including on its $1bn offering of senior notes.
  • Represented HSBC Bank USA, National Association on its tender offers to purchase for cash any and all of two series of its subordinated notes, worth $1bn.
  • Represented OMERS Finance Trust on a C$1bn notes offering and a $1.2bn notes offering.
  • Acted as US counsel to Canadian Imperial Bank of Commerce on its $750m offering of fixed-to-floating rate senior notes.
  • Advised the underwriters on Macquarie Group’s $1.2bn offering of senior medium-term notes.

Milbank

Milbank’s debt capital markets practice consistently works hand-in-hand with the firm’s premier aviation finance group to specialize in advising on aviation-related offerings. As a leader in commercial lending, the firm enjoys close links with all the major global banks making it a popular choice for underwriters’ counsel. The New York-based team also regularly advises issuers, particularly in the aviation, infrastructure and energy areas. Global capital markets head Marcelo Mottesi has a strong focus on Latin American work and represents Latin American and US corporates, private equity funds and banks on debt offerings. Paul Denaro is another key name for investment grade debt work and advises issuers and underwriters in both corporate and sovereign transactions. Additional contacts include US securities lead Rod Miller and Brett Nadritch, who had a strong run of aviation offerings over the past year.

Practice head(s):

Marcelo Mottesi 

Key clients

Goldman Sachs

Credit Suisse

Bank of America Merrill Lynch

Barclays Capital

Citigroup

Deutsche Bank

MGM Resorts International

Red Rock Resorts, Inc.

JP Morgan

Nabors Industries, Inc.

Work highlights

  • Advised the initial purchasers on a $485m notes offering co-issued by Horizon Aircraft Finance II Limited and Horizon Aircraft Finance II LLC.
  • Acted for the underwriters on United Airlines’ private placement of pass-through certificates, totaling $650m.
  • Represented Export Development Canada on its C$500m bond offering.
  • Advised the issuers, Silver Aircraft Lease Investment Limited and Silver Aircraft Leasing LLC, on a $548m notes offering.
  • Advised SMBC Aviation Capital Finance DAC, as issuer, and SMBC Aviation Capital, as parent guarantor, on its $500m notes issuance.

Morgan, Lewis & Bockius LLP

Morgan, Lewis & Bockius LLP’s niche strength in the utilities area ensures it is regularly involved in high-profile offerings by energy and water companies. The issuer-focused practice also secures a steady stream of financial services and life sciences-related transactions. It handles the full scope of debt-related matters, with its global network positioning it as a solid choice to advise on global offerings and US-registered offerings for foreign private issuers. In New York, Thomas Giblin is recommended for his specialist focus on advising utility and energy issuers on capital markets transactions. New York-based John Hood also has an emphasis on energy and utility-related securities matters. Philadelphia-based group co-head Justin Chairman and New York-based Kimberly Reisler are the other key contacts.

Practice head(s):

Justin Chairman

Key clients

Cimpress N.V.

Ameren Corporation

American Eagle

American Water Works Company

AmeriGas Partners, L.P.

Amerisource Bergen

Axsome Therapeutics

BGC Partners

Cargurus Inc.

Cowen Group Inc.

Denny’s

Delcath Systems Inc.

Deutsche Bank Securities Inc.

Entergy Corporation

Gramercy Property Trust

MeetMe Inc.

NextEra Energy

Onconova Therapeutics

OM Asset Management

Repros Therapeutics

SPAY, Inc.

Tempur Sealy

UGI Utilities

Valeritas

Wells Fargo Securities LLC

Rexnord Corp

Work highlights

  • Advised NextEra Energy Capital Holdings, and its parent NextEra Energy, on a $2.7bn four-tranche bond offering.
  • Represented American Water Works and its finance subsidiary, American Water Capital, on a $1.1bn public offering by American Water Capital.
  • Advised Florida Power & Light on its $1bn registered issuance of floating-rate notes.
  • Advised Cantor Fitzgerald on its $600m offering of senior notes.
  • Represented Entergy Corporation and its subsidiaries on a series of debt offerings, including advising Entergy Arkansas on a $350m public offering of first mortgage bonds.

Morrison & Foerster LLP

Handling the full spread of private, public and cross-border offerings, Morrison & Foerster LLP’s diverse practice is complemented by its strong skill sets in several supplementary areas, including bank regulatory and real estate. Among its core strengths, the capital markets team works seamlessly with the REITs department to offer a particularly prominent offering in REIT-related issuances. The group’s recent experience also spans offerings in the consumer products, energy, life sciences and telecommunications spheres. Key names include Scott Lesmes, whose broad practice focus takes in securities offerings, compliance and corporate governance matters. Lesmes co-leads the capital markets group together with San Francisco-based emerging company specialist Gavin Grover and David Lynn, a former chief counsel of the division of corporation finance at the SEC. REIT co-chairs David Slotkin and Justin Salon are also highly active in the debt space. Named partners are based in Washington DC, unless otherwise stated.

Practice head(s):

Gavin Grover; Dave Lynn; Scott Lesmes

Key clients

Deutsche Bank Securities Inc.

McKesson Corporation

Krystal Biotech, Inc.

Vonage Holdings Corp.

Boyd Gaming Corporation

RH

Aspire Capital Partners, LLC

Citibank

Bank of America Merrill Lynch

WGL Holdings

D.A. Davidson

Shell International Finance (Designated underwriters counsel)

UDR, Inc.

Equity Residential (Designated underwriters counsel)

Alexandria Real Estate Equities, Inc.

Deutsche Bank Securities Inc.

McKesson Corporation

Work highlights

  • Acted as designated underwriters’ counsel to Shell on its $3bn debt offering.
  • Represented McKesson Corporation on its $1.1bn public notes offering.
  • Represented Vonage Holdings on its $300m private offering of convertible senior notes.
  • Acted as designated underwriters’ counsel to Equity Residential on three debt offerings totaling $1.6bn.
  • Advised UDR on six debt offerings worth a combined $1.7bn.

O'Melveny & Myers LLP

O'Melveny & Myers LLP’s national group demonstrates robust capabilities in public and private issuances of debt and convertible notes, medium-term note programs and exchange offers. The team’s diverse sector focus spans a wide range of industries, with recent strong experience in the aviation, automotive and real estate areas. Los Angeles office managing partner John-Paul Motley chairs the group and has an emphasis on issuer-side work. San Francisco’s Brophy Christensen is also a key contact.

Practice head(s):

John-Paul Motley

Other key lawyers:

Brophy Christensen; David Johnson

Key clients

American Honda Finance Corporation

Air Lease Corporation

Toyota Motor Credit Corp.

BofA Merrill Lynch

Morgan Stanley

Sportsman’s Warehouse, Inc.

Malibu Boats, Inc.

Guess?, Inc.

Sabra Healthcare REIT, Inc.

Insurance Auto Auctions, Inc.

Work highlights

  • Represented Guess? on its $300m private placement of convertible senior notes.
  • Advised Sabra Health Care REIT on its $300m public offering of senior notes.
  • Represented American Honda Finance Corporation on its $1.6bn public offering of medium-term bonds in three tranches.
  • Advised Air Lease Corporation on its $700m offering of medium-term notes, under its $15bn medium-term notes program.
  • Represented the underwriters (led by BNP Paribas, BofA Merrill Lynch, JP Morgan, Lloyds Securities and Morgan Stanley) on a $2bn notes offering byToyota Motor Credit Corporation.

Orrick, Herrington & Sutcliffe LLP

Historically stronger on the issuer side, Orrick, Herrington & Sutcliffe LLP’s practice is increasingly well weighted between issuer and underwriter-side work. The firm continues to enjoy close links with major issuers such as Ally Financial and Levi Strauss and it also recently secured mandates from a string of major investment banks. Key industry sweet spots include technology, life sciences and financial services but it is arguably best known for its record in public finance transactions. In San Francisco, Brett Cooper’s broad experience spans private and public offerings in the straight and convertible debt spaces. In New York, up-and-coming partner Stephen Ashley is a ‘real deal-maker’. The practice is led jointly by William Hughes, who splits his time between San Francisco and Silicon Valley, and Christopher Austin, who operates between New York and Silicon Valley.

Other key lawyers:

Stephen Ashley; Brett Cooper

Testimonials

The Orrick team helped us to understand the process to issue a 144A/Regulation S bond as we were a first issuer. They took the time necessary to explain in detail, and very clearly, all key parts of the issuance process.

Stephen Ashley was very instructive. He was here for the team during negotiations and internal meetings, or available on the phone, whenever needed. He was a real deal-maker and helped move the project forward.’

Key clients

Beyond Meat, Inc.

Twist Biosciences Corporation

Cortexyme, Inc.

Morgan Stanley

Barclays Capital

Central Garden and Pet Company

Juniper Networks

Life360, Inc.

RBC Capital Markets, LLC

Citigroup Global Markets Inc.

J.P. Morgan Securities LLC

Warburg Pincus

DURECT Corporation

Silvair, Inc.

Vanda Pharmaceuticals Inc.

Work highlights

  • Advised the underwriters (Barclays Capital, Citigroup Global Markets, JP Morgan Securities and RBC Capital Markets) on Ally Financial’s $750m offering of senior notes.
  • Represented Juniper Networks on its $500m registered offering of senior notes.
  • Advised Barclays Capital and Tribal Capital Markets, as initial purchasers, on concurrent $147.5m Rule 144A bond offerings by the Morongo Band of Mission Indians.
  • Advised JMP Group on its $36m senior notes offering and debt refinancing.

Paul Hastings LLP

Over the past year, Paul Hastings LLP’s capital markets team was augmented through a series of high-profile hires. Most notably, ‘outstanding securities lawyer’ Frank Lopez joined as new department co-head from Proskauer Rose LLP, while Jonathan Ko joined in Los Angeles from Skadden, Arps, Slate, Meagher & Flom LLP. The ‘very professional’ group is arguably best known for its stronghold in Latin America-related deals, where New York-based Michael Fitzgerald enjoys a leading reputation for both issuer and underwriter-side work. Joy Gallup and Arturo Carrillo are also key contacts for Latin America work. John Cobb co-chairs the leveraged financed practice and is well versed across the full scope of banking and securities transactions. Cathleen McLaughlin is ‘always willing to go the extra mile’ and has an emphasis on cross border financing, particularly Latin America and Europe-related transactions. Named partners are based in New York, unless otherwise stated.

Practice head(s):

Frank Lopez; John Cobb

Testimonials

The team works seamlessly together, they do a great job of keeping each other in the loop so the transaction process flows smoothly.

The service provided by the team has been excellent. The members of the firm are always willing to work with the our timeline.

The level of professionalism, patience, fast turnaround time for responses to query, and the ability to take care of our needs are some areas to highlight that makes this practice unique.’

‘The team assigned to do the refinancing project were very professional and worked tirelessly to ensure our position was optimized. Their breadth of knowledge in our market was also well articulated and broad.

The team was knowledgeable about other similar types of transactions and players in our space which proved quite useful as we moved forward. They were always available even during their local holidays or vacation periods.

I would like to specifically highlight Cathleen McLaughlin. She promotes team work, focuses on client satisfaction and is always willing to get her team to go the extra mile.’

Cathleen McLaughlin’s breadth of knowledge is quite wide and she was able to interact with members of staff at all levels. Her explanations were concise and clear and was always reachable. She was known for “keeping us on target” for the different phases of the transaction which allowed us to not go off track and deliver on a very tight project.’

Frank Lopez is an outstanding securities lawyer. He provides great service and is a trusted advisor.’

Key clients

Alpek, S.A.B. de C.V.

Axtel

Bank of America Merrill Lynch

BBVA

BMO Capital Markets

Citigroup

Crédito Real

Credit Suisse

Credivalores – Crediservicios S.A.S.

Dole Food Company, Inc.

Goldman Sachs

HSBC

Jefferies

J.P. Morgan Securities

Metalsa, S.A. de C.V.

Nemak, S.A.B. de C.V.

RBC

Stifel

Vanguard Natural Resources, Inc.

Barclays

GI Partners

Work highlights

  • Represented the underwriters (Goldman Sachs, Citi and BBVA) on Televisa’s $750m SEC-registered senior notes offering.
  • Acted for BofA Merrill Lynch, Citigroup and HSBC, as the joint bookrunners, and Actinver, BBVA, Goldman Sachs, JP Morgan and Santander, as passive joint bookrunners, on a $1bn senior notes offering by Fibra Uno.
  • Represented Alpek on a $500m international offering of guaranteed senior notes.
  • Acted for Citigroup Capital Markets and JP Morgan Securities, as the initial purchasers, on an add-on notes offering by Five Point Operating Company and Five Point Capital Corp.
  • Advised Maxcom Telecomunicaciones on the successful restructuring of its senior notes.

Paul, Weiss, Rifkind, Wharton & Garrison LLP

Complemented by the wider firm’s private equity expertise, Paul, Weiss, Rifkind, Wharton & Garrison LLP’s capital markets group is a top choice to advise private equity funds, alternative asset managers and their portfolio companies on debt offerings. Most notably, its strong relationship with Apollo is a significant source of mandates. The group’s Canada-related work is another key pillar of the practice and it routinely acts for corporate and sovereign issuers as well as underwriters in headline Canadian offerings. New York-based Gregory Ezring co-heads the North American capital markets and securities practice and is highly regarded for his track record in private equity-related offerings. New York’s John Kennedy co-heads the group and represents both issuers and underwriters across all industries in public and private securities offerings. Christopher Cummings splits his time between Toronto and New York and practices US securities law with an emphasis on cross-border and Canadian transactions. Deputy chair of the corporate department, Monica Thurmond, is also noted in New York for debt capital markets work.

Practice head(s):

Gregory Ezring; John Kennedy

Testimonials

The team knows our credit agreement inside and out and can answer questions related to the same almost instantly.

Great team to turn to when problems arise, or just when clarifications are needed.

Smart, accurate, and watching out for our best interests is how I would describe them.

Key clients

Apollo Management Holdings , L.P.

Underwriters for Husky Energy Inc.

Underwriters for Aurora Cannabis Inc.

Methanex Corporation

Carnival Corporation & plc

Province of Alberta

Caisse de dépôt et placement du Québec

TELUS Corporation

CDK Global, Inc.

Underwriters for TransCanada Trust

Work highlights

  • Advised Carnival plc on its registered offering of €600m of senior notes.
  • Advised CDK Global on its $500m notes offering.
  • Advised Methanex Corporation on its $700m notes offering.
  • Represented BMO and Cowen, as lead underwriters, on Aurora Cannabis’ $345m offering of convertible senior notes.
  • Advised JP Morgan, Citigroup and Deutsche Bank, as lead underwriters, on the $1.1bn offering of fixed-to-floating rate junior trust notes by TransCanada Trust.

Shearman & Sterling LLP

Shearman & Sterling LLP fields a robust underwriter-side practice, which frequently advises major global financial institutions on US and cross-border debt offerings. The firm has also made significant inroads into the issuer-side market of late, with recent representations of household-name corporations and sponsors operating in the financial services, life sciences, healthcare and energy spheres. Alongside its transactional practice, the group houses a solid regulatory offering which routinely advises public companies on SEC reporting and disclosure obligations and corporate governance matters. Jonathan DeSantis leads the capital markets team for the Americas and his practice spans a range of debt capital markets and finance matters. Industrials group head Lisa Jacobs is also recommended and advises issuers and underwriters on investment grade debt offerings, medium-term note offerings, global bond offerings, and foreign and domestic private offerings. Additional contacts include increasingly prominent younger partner Merritt Johnson and Jason Lehner, who splits his time between New York and Toronto. All named lawyers are based in New York, unless otherwise stated.

Practice head(s):

Jonathan DeSantis

Key clients

Bank of America Merrill Lynch

Boston Scientific Corporation

Consolidated Edison Company

Credit Suisse

Citigroup

CVS Health Corporation

The Dow Chemical Company

Goldman Sachs

J.P. Morgan

Morgan Stanley

Work highlights

  • Represented the underwriters on The Boeing Company’s $5.5bn public offering of senior notes.
  • Advised the underwriters on Ford Motor Credit Company’s €1.2bn offering of euro medium-term notes and also on its £600m offering of euro medium-term notes.
  • Advised Boston Scientific on its $4.3bn five-tranche offering of senior notes.
  • Advised CVS Health Corporation on its $3.5bn bond offering and related cash tender offers for nine series of its outstanding notes.
  • Represented the underwriters on a $1.7bn private placement of senior notes by Ontario Teachers’ Finance Trust and guaranteed by Ontario Teachers’ Pension Plan Board.

Sidley Austin LLP

Sidley Austin LLP’s broad practice scope combines with its extensive national and international platform to provide a full-service offering in capital markets. A regular fixture on both the issuer and bank side of debt issuances, the group is arguably best known for its work for underwriters. New York-based global department chair Edward Petrosky and Houston-based corporate and securities specialist David Buck are the key contacts.

Practice head(s):

Edward Petrosky

Other key lawyers:

David Buck

Simpson Thacher & Bartlett LLP

A firm fixture on the underwriter side of major debt offerings, Simpson Thacher & Bartlett LLP also secures an impressive share of issuer-side mandates, particularly in the private equity and financial services spheres. The comprehensive practice covers the full spectrum of debt products from investment grade and high-yield debt through to structured finance and mezzanine finance instruments. Mainly divided between the firm’s bases in New York and Palo Alto, the group also draws on its network of offices in Asia, Europe and Latin America to shine in cross-border offerings. New York-based global capital markets head Arthur Robinson is widely acknowledged as a market leader and has a strong record in complex debt financings connected to acquisitions. New York-based David Azarkh is best known for his underwriter-side practice and enjoys close relationships with all the major investment banks. In Palo Alto, office head William Brentani consistently advises both issuers and underwriters on public and private debt offerings and convertible debt financings. Kevin Kennedy is another key contact in Palo Alto and brings to bear strong expertise in technology-related transactions. Up-and-coming partner Daniel Webb is an increasingly prominent figure in Palo Alto and advises on securities and corporate governance matters, with a focus on the technology space.

Practice head(s):

Arthur Robinson

Key clients

Allegion plc

Altria Group

APX Group, Inc. (a/k/a Vivint Smart Home)

Aqua America, Inc.

Ascend Learning, LLC

Barclays

Blackstone Holdings Finance Co. L.L.C.

BMO Capital Markets

BofA Merrill Lynch

The Carlyle Group

CHS/Community Health Systems, Inc.

Cirsa Finance International S.a r.l.

Citigroup

CNO Financial Group, Inc.

Credit Suisse

Dell Inc.

Deutsche Bank

FedEx Corporation

GFL Environmental Inc.

Goldman Sachs & Co. LLC

Hilton Worldwide Holdings Inc.

Ingersoll-Rand plc

iStar Inc.

ITC Holdings

Johnson Controls International plc

Jefferies

J.P. Morgan

KKR

Mars, Incorporated

Masonite International Corporation

Mizuho Securities

Morgan Stanley & Co. LLC

MUFG

National Vision Holdings, Inc.

RBC Capital Markets

SS&C Technologies, Inc.

SunTrust Robinson Humphreys

TD Securities

TPC Group

Wells Fargo Securities

Work highlights

  • Represented the underwriters, led by Goldman Sachs, in Apple’s $7bn registered public offering of notes over five tranches.
  • Represented the underwriters in three debt offerings by Marriott International totaling $2.6bn.
  • Advised the underwriters on four offerings of senior notes by AerCap Holdings worth a combined $3.6bn.
  • Acted for Mars Incorporated on its $5bn Rule 144A/Regulation S offering of senior notes.
  • Acted for Blackstone on a $900m notes offering by its finance subsidiary, Blackstone Holdings Finance Co. L.L.C.

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden, Arps, Slate, Meagher & Flom LLP is a popular choice for complex work, particularly multi-faceted financings connected to M&A. The group’s diverse experience takes in the full spread of debt and convertible offerings, with an impressive track record in cross-border transactions. Well known for its strength in both issuer and underwriter-side matters, the team acts for a mix of public and private corporations, investment banks, private equity funds and governments. David Goldschmidt heads the global capital markets team and is recommended for private, public and international debt issuances, as well as corporate governance issues. Michael Zeidel heads the capital markets group for the Americas and enjoys close links with issuers, underwriters and private equity sponsors. Gregg Noel, who splits his time between Palo Alto and Los Angeles, heads Skadden’s West Coast capital markets practice and is noted for offerings in the life sciences, technology, healthcare and real estate areas. Additional contacts include Ryan Dzierniejko, Laura Kaufmann Belkhayat, up-and-coming partner Dwight Yoo and global head of capital markets risk management Gregory Fernicola. Former global co-head Stacy Kanter retired.

Work highlights

  • Advised BlackRock on its $1bn notes offering.
  • Advised the joint bookrunners (Citigroup Global Markets, Morgan Stanley, RBC Capital Markets, Barclays Capital and BNP Paribas Securities) on a $1bn two-tranche offering of senior notes by IHS Markit Ltd.
  • Represented The Coca-Cola Company in its €3.5bn offering of notes in four tranches, and also on its $2bn notes offering.
  • Advised DowDuPont on its $12.7bn offering of notes in eight tranches to finance a concurrent tender offer by E. I. du Pont de Nemours and Company for $6.2bn of its outstanding debt securities.
  • Represented Pfizer on its $5bn offering of notes in five tranches.

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP’s institutional corporate relationships translate into a robust issuer-side offering, which represents a raft of domestic and multinational companies on US and cross-border debt offerings. The firm also regularly acts for underwriters. The global group is co-led in the US by Robert Downes and Catherine Clarkin in New York, and Palo Alto-based Sarah Payne. New York’s Robert Buckholz is also a recognized specialist.

Other key lawyers:

Robert Buckholz

Vinson & Elkins LLP

Vinson & Elkins LLP houses a full-service capital markets offering, which is well versed across a wide range of public and private issuances and structured finance matters. Energy-related transactions provide the bulk of work, in line with the Texas-headquartered firm’s premier oil and gas practice. The group also continues to broaden its representation of issuers and underwriters in the real estate and healthcare sectors. Firm chairman Mark Kelly maintains an active capital markets practice and brings to bear strong experience in public and private debt offerings and corporate governance matters. David Oelman is recommended for his record in advising issuers and underwriters on capital markets transactions involving the energy, oilfield services and infrastructure sectors. Matthew Strock co-heads the group alongside Oelman and is noted for his private equity expertise. Other key names in the Houston-based group include Alan Beck and Ramey Lane.

Practice head(s):

David Oelman; Matthew Strock

Other key lawyers:

Alan Beck; Mark Kelly; Ramey Lane

Key clients

ACRE Realty Investors, Inc.

Alliance Holdings GP, LP

Alon USA Energy, Inc.//Alon USA Partners,

LP Alpine Income Property Trust, Inc.

American Housing REIT Inc.

Antero Midstream Partners LP

Antero Resources Corporation

Approach Resources, Inc.

Arc Logistics Partners LP

ArcBest Corporation

Archrock Partners, L.P.

Asta Funding, Inc.

Belden Inc.

Berry Petroleum Corporation

Clayton Williams Energy, Inc.

Cloud Peak Energy, Inc. / Cloud Peak Resources LLC

Columbia Pipeline Group, Inc.

Concho Resources Inc.

Contango Oil & Gas Company

Devon Energy Corporation

Ellington Financial LLC

Ellington Residential Mortgage REIT

Enable Midstream Partners, LP

Enbridge Energy Partners, L.P.

Energy Transfer Partners, L.P.

Enviva Partners, LP

Esta Link, Inc.

Extraction Oil & Gas, Inc.

EZCORP, Inc.

FMC Technologies, Inc.

New Fortress Energy LLC

New York Mortgage Trust, Inc.

Newfield Exploration Company

Bank of America Merrill Lynch

Bank of America Securities, LLC

Bank of American Corporation

Barclays Capital Inc.

BMO Capital Markets

Citibank, N.A.

Citigroup Global Markets, Inc.

Compass Point Research & Trading LLC

Credit Agricole

Credit Suisse

Deutsche Bank

Goldman Sachs & Company

J.P. Morgan

JMP Securities, LLC

JonesTrading

Ladenburg Thalmann

Merrill Lynch, Pierce, Fenner & Smith Incorporated

Morgan Stanley

MUFG

Raymond James & Associates, Inc.

RBC Capital Markets, LLC

Stifel

US Bancorp

Wells Fargo Securities, LLC

Work highlights

  • Advised Plains All American Pipeline on its $1bn public offering of investment grade senior notes.
  • Acted for Enable Midstream Partners on its $550m public offering of senior notes.
  • Acted for JP Morgan, as lead underwriter, on Enterprise Products Partners’ $2.5bn public offering of senior notes
  • Represented TPG RE Finance Trust on its $795m public notes offering.
  • Represented Bank of America Merrill Lynch, as lead underwriter, on Healthcare Trust of America’s $900m public notes offering.

Weil, Gotshal & Manges LLP

Weil, Gotshal & Manges LLP’s private equity practice combines with its stellar corporate client base to position it as a strong performer in issuer-side offerings, particularly cross-border and M&A-related deals. The team also continues to raise its profile on the underwriter side, with recent mandates for a string of major investment banks, including JP Morgan, Morgan Stanley and Deutsche Bank. Additionally, the group benefits from its ability to link up with the firm’s premier bankruptcy and restructuring practice to advise on debt issuances connected to complex restructurings. Alexander Lynch heads the capital markets practice and focuses on representing companies, particularly private equity-backed portfolio companies, in equity and debt offerings. Corey Chivers is widely acknowledged as a leader in debt matters and advises corporations, investment banks, national governments and multinational financial institutions on public and private offerings. Faiza Rahman is an impressive up-and-coming partner and frequently advises all stakeholders on securities offerings, exchange offers and regulatory matters. Other key contacts include Heather Emmel and Michael Hickey. All named partners are based in New York.

Practice head(s):

Alexander Lynch

Key clients

Advent International

AMC Entertainment

Avolon Holdings Limited

Brookfield Asset Management

Citigroup

Deutsche Bank

Eli Lilly and Company

Fidelity National Financial

Getty Images

Highbridge Capital Management

Morgan Stanley

Sears

Signet Jewelers Limited

TE Connectivity

Tops Markets

Willis Towers Watson

Work highlights

  • Advised Citi, and the other dealer managers, in offers totaling $11.9bn to exchange certain newly issued senior unsecured debt securities of Occidental Petroleum Corporation for certain outstanding debt securities of Anadarko Petroleum Corporation and certain affiliates.
  • Advised the underwriters on a $2.8bn multi-tranche offering of senior unsecured notes by Tyson Foods, to support its acquisition of the Thai and European operations of BRF (Brazil).
  • Represented Avolon Holdings in a $2.5bn 144A/Regulation S offering of senior unsecured notes by its subsidiary, Avolon Holdings Funding Limited (Ireland).
  • Advised Brookfield Property REIT on a $1bn 144A notes offering to repay borrowings under existing credit facilities.
  • Acted for the joint bookrunners on a $2.4bn senior bond offering by Parker-Hannifin Corporation.

White & Case LLP

White & Case LLP leverages its stellar global client base to pack a punch in cross-border offerings, particularly deals involving Latin America and Middle East-based issuers. Traditionally known for its strong relationships with underwriters, the New York-based group’s issuer-side practice has dominated over the past year, with high-profile offerings for Saudi Aramco, Industrial and Commercial Bank of China and Avangrid, among others. John Vetterli heads the capital markets department globally and brings hands-on experience of Latin America deals following his three-year stint in the Sao Paulo office. Gary Kashar is widely acknowledged as a leading high-yield lawyer and also had a strong year on the investment grade side, which included leading on several global medium term-note programs. Additional contacts include Jonathan Michels and Andrew Weisberg. Joel Rubinstein joined the team from Winston & Strawn LLP in June 2020.

Practice head(s):

David Thatch

Key clients

Avangrid, Inc.

Industrial and Commercial Bank of China

Newmont Goldcorp Corporation

Saudi Aramco

Telefonica Celular del Paraguay, S.A.

Banorte

Work highlights

  • Advised Saudi Aramco on its five-tranche offering of global notes worth $12bn, issued under its global medium-term note program.
  • Represented Industrial and Commercial Bank of China on the update of its New York Branch’s $10bn medium-term note program.
  • Advised Citigroup Global Markets, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Scotia Capital (USA), as the initial purchasers, on Alicorp’s $498m notes offering.
  • Acted for Avangrid on its $750m registered green bond offering.
  • Represented BNP Paribas Securities, as arranger, and the dealers on the establishment of BBVA Bancomer’s $10bn 144A/Regulation S medium-term note program.

WilmerHale

WilmerHale focuses almost exclusively on offerings in the life sciences and biotechnology space, where it is distinguished by its ability to link up with its regulatory practice to provide full-service advice on complex securities issues. The firm routinely represents both issuers and underwriters but its issuer-side work remains the most high-profile part of the practice. In New York, group co-chair Brian Johnson focuses on advising life sciences and emerging companies on securities matters. In Washington DC, department co-chair Erika Robinson handles a range of public and private debt offerings and tender and exchange offers. Washington DC-based corporate co-chair Justin Ochs is also recommended.

Key clients

Akamai Technologies, Inc.

Apellis Pharmaceuticals, Inc.

Danaher Corporation

Discovery Communications Inc.

Fortive Corporation

Karyopharm Therapeutics Inc.

Medtronic, Inc.

PerkinElmer, Inc.

PTC Therapeutics, Inc.

State Street Corporation

Thermo Fisher Scientific, Inc.

Work highlights

  • Represented Danaher Corporation on a €6.2bn offering of euro-denominated senior notes.
  • Advised Medtronic, and its subsidiaries, on its €6.9bn and €5bn public offerings of senior notes.
  • Represented Akamai Technologies on a $1bn Rule 144A offering of convertible senior notes.
  • Acted for Apellis Pharmaceuticals on a $220m Rule 144A offering of convertible senior notes.
  • Represented PerkinElmer on an $850m registered public offering of senior notes.

Winston & Strawn LLP

Winston & Strawn LLP’s investment grade debt practice is particularly robust on the underwriter side, where it acts for major investment banks such as Citigroup, Goldman Sachs and JP Morgan. The group’s industry spread is wide, with its recent work including offerings in the financial services, telecoms and infrastructure sectors. In Chicago, Cab Morris is a key contact and serves as designated underwriter’s counsel for over a dozen public companies — he also enjoys close relationships with several issuers, including Motorola. Joel Rubinstein joined White & Case LLP in June 2020.

Other key lawyers:

Charles Haag; Cabell Morris

Key clients

U.S. Well Services, LLC

New Frontier Capital Management Ltd.

Mind Gym Limited

Enel Chile S.A.

FTS International, Inc.

FBR Capital Markets & Co.

Heritage Insurance Holdings, Inc.

Work highlights

  • Represented the joint bookrunners (Bank of America Merrill Lynch, Citigroup Global Markets and Morgan Stanley) on a $300m public notes offering by GATX Corporation.
  • Advised Goldman Sachs, RBC Capital Markets and Wells Fargo Securities, as the dealer managers, on $1.6bn in debt tender offers by Newell Brands.
  • Represented Citigroup Global Markets and Bank of America Merrill Lynch, as the joint bookrunners, on GATX Corporation’s $100m offering of floating rate senior notes.
  • Acted for the joint bookrunners (Barclays Capital, MUFG and US Bancorp) on the public offering by Commonwealth Edison Company of $400m of First Mortgage Bonds.
  • Acted for Citigroup and JP Morgan Securities, as the joint bookrunners, on the €1.6bn euro notes offering by Illinois Tool Works.