Financial Crisis-related Representations

• Morgan Stanley on the bank regulatory, compliance and corporate issues related to its conversion into a bank holding company, including approvals from the Federal Reserve Board for non-controlling investments in banks and other financial institutions
• Morgan Stanley on its loan marketing joint venture with Mitsubishi UFJ Financial Group
• Freddie Mac on the U.S. government’s conservatorship and financial assistance package
• Morgan Stanley on the bank regulatory, compliance and corporate issues related to its conversion into a bank holding company, as well as issuances of FDIC-guaranteed debt 
• Lloyds Banking Group on U.S. bank regulatory matters relating to its acquisition of HBOS and Her Majesty’s Government’s investment in Lloyds Banking Group

Capital Markets Transactions

• E*TRADE on its $550 million SEC-registered common equity offering and $1.7 billion debt restructuring
• The underwriters in Whitney Holding Corporation’s $218 million SEC-registered common equity offering
• The underwriters in MB Financial’s $191 million SEC-registered common equity offering in connection with its FDIC-assisted acquisition of the deposits and certain assets of Corus Bank, N.A.
• The sole underwriter in East West Bancorp’s $80 million SEC-registered common equity offering
• The underwriters in U.S. Central Federal Credit Union’s $4 billion offering of senior notes guaranteed by the National Credit Union Administration under its Temporary Corporate Credit Union Liquidity Guarantee Program
• Morgan Stanley on its $5.75 billion SEC-registered offering of FDIC-guaranteed debt
• The underwriters on Washington Mutual’s $3 billion SEC-registered offering of non-cumulative perpetual preferred shares convertible into common stock
• The underwriters on Indy Mac Bank, F.S.B.’s $500 billion Rule 144/Regulation S offering of perpetual non-cumulative preferred stock
• Huntington Bancshares Incorporated on a $250 million SEC-registered offering of trust preferred securities
• Industrial and Commercial Bank of China on its $15.3 billion international initial public offering
• China Merchants Bank on its $2.4 billion international initial public offering
• The underwriters on Saras S.p.A.’s €2.1 billion initial public offering
• The underwriters on China Construction Bank’s $9.2 billion initial global equity offering

M&A Transactions

• FBR Capital Markets as financial adviser and placement agent for State Bank & Trust on its $300 million capital raising and FDIC-assisted acquisition of Security Bank
• Deutsche Bank Securities as financial adviser to East West Bancorp in its FDIC-assisted acquisition of United Commercial Bank
• Lloyds Banking Group on U.S. bank regulatory matters relating to its acquisition of HBOS and Her Majesty’s Government’s investment in Lloyds Banking Group
• Ayala Corporation on its $290 million tender offer, together with Providence Equity Partners, for eTelecare Global Solutions
• TPG-Axon on its acquisition of non-voting, mandatory convertible non-cumulative preferred stock from Merrill Lynch & Co., Inc.
• Banca Intesa and Sanpaolo IMI on the U.S. bank regulatory matters, and Sanpaolo IMI on all other matters, relating to the €65 billion merger between Banca Intesa and Sanpaolo IMI
• Telecom Italia on its €20 billion tender offer for, and merger with, TIM
• Sanpaolo IMI on the €679 million spinoff of Fideuram Vita from Banca Fideuram to Sanpaolo IMI

Mr. De Ghenghi is listed as a leading lawyer in Chambers USA: America’s Leading Lawyers for Business.

• Partner, 2006-present
• Counsel, Davis Polk, London office, 2001-2006
• Managing Director, J.P. Morgan (Brussels and London), 1995-2001
• Associate, Cleary Gottlieb Steen & Hamilton, 1990-1995
• Associate, Davis Polk, 1985-1989

• Davis Polk Leads Nominations for IFLR Americas Awards

• Davis Polk Advises Citi on Securities Offerings and TARP Repayment

• East West Bank Acquires United Commercial Bank

• Whitney Holding Corporation Common Stock Offering

• Davis Polk Advises on First-Ever Bond Offering Under the Government's Temporary Corporate Credit Union Liquidity Guarantee Program

• Davis Polk Publishes Comprehensive Financial Crisis Manual

• MB Financial, Inc. Common Stock Offering

• Davis Polk Advises on State Bank & Trust Co.'s FDIC-Assisted Acquisition of Security Bank

• East West Bancorp Common Stock Offering

• Davis Polk Advises E*TRADE on Its Capital Raising and Debt Restructuring Transactions

• MetLife, Inc. Notes Offering

• Banco Bilbao Vizcaya Argentaria Puerto Rico $200 Million Notes Offering (Due 2011)

• Morgan Stanley Notes Offering

• Davis Polk Advises Ayala on Its Acquisition of eTelecare With Providence Equity Partners

• The Hartford Debt Offering

• The Travelers Companies, Inc. Senior Notes Offering

• President Obama Proposes Size and Activities Limits for Financial Institutions
  Client Memorandum

• President Obama Proposes Tax on Large Financial Firms
  Client Newsflash

• The FDIC Seeks Public Comment on Whether to Incorporate Compensation Programs into the Risk-Based Deposit Insurance Assessment System
  Client Newsflash

• FDIC and Private Capital: Moving the Goal Lines
  Client Memorandum

• Summary of the Wall Street Reform and Consumer Protection Act Passed by the House of Representatives, December 11, 2009
  Client Memorandum

• Summary of the Restoring American Financial Stability Act of 2009, Introduced by Senator Christopher Dodd (D-CT) November 10, 2009 Discussion Draft
  Client Memorandum

• The House and Senate Debate Resolution Authority
  Client Memorandum

• Federal Reserve Proposed Guidance: Aligning Incentive Compensation with Safety and Soundness Concerns
  Client Memorandum

• The Davis Polk Financial Crisis Manual
  A Guide to the Laws, Regulations and Contracts of the Financial Crisis

• FDIC Extends Cautious Welcome To Private Capital Investments In Failed Banks
  Client Memorandum

• Davis Polk Comment Letter on the FDIC's Proposed Policy Statement on Private Equity
  Comment Letter

• The Regulatory Reform Marathon
  Client Memorandum

• FDIC Proposes Conditions for Investments in Failed Banks by Private Capital Investors
  Client Memorandum

• A New Foundation for Financial Regulation?
  Client Memorandum

• Obama Administration White Paper on Financial Regulatory Reform: Executive Summary and Outline of Key Proposals
  Client Newsflash

• The Debate Over Federal Insurance Regulation
  Client Memorandum

• Treasury's Rules of the Road for Regulatory Reform
  Client Memorandum

• Treasury's Proposed Resolution Authority for Systemically Significant Financial Companies
  Client Memorandum

• The Public-Private Investment Program
  Client Memorandum

• Limited TLGP Extension and New Surcharge
  Client Newsflash

• FDIC to Discuss Guaranteeing Mandatory Convertible Debt Under the Temporary Liquidity Guarantee Program
  Client Newsflash

• The Financial Stability Plan and its Impact on Financial Institutions and Private Capital
  Client Memorandum

• UK and US Financial Rescue Packages - A Survey
  Client Memorandum

• The Struggle Over the Second Half of TARP
  Client Memorandum

• Temporary Liquidity Guarantee Program: FDIC Final Rule
  Client Memorandum

• FDIC Extends Opt-out Period for Temporary Liquidity Guarantee Program until December 5th
  Client Newsflash

• Temporary Liquidity Guarantee Program: FDIC Interim Rule
  Client Memorandum

• Emergency Economic Stabilization Act of 2008: US Government Capital Injections
  Client Memorandum

• Fed Relaxes Traditional Control Rules for Private Equity and Other Minority Investments in Banks and Bank Holding Companies
  Client Newsflash