Capital Markets

Our capital markets practice is ranked among the world’s best. Leading international corporations and the world’s largest financial institutions look to our lawyers for advice on securities offerings of all kinds around the world. We have substantial experience in the most complex securities transactions that require highly creative and sophisticated advice, such as novel equity derivative products and cross-border, multi-listed IPOs.

Our extensive experience with the U.S. Securities and Exchange Commission (SEC) provides clear insight into regulatory considerations in offerings of all types; this has frequently enabled us to obtain regulatory relief for our clients. Our leadership in capital markets has put us in the position to comment with significant impact on many important financial regulatory developments throughout history, from the inception of federal securities regulation in the 1930s through developments such as Rule 144A, Regulation S, Regulation M and Sarbanes-Oxley, and most recently the 2008 Emergency Economic Stimulus Act (EESA), Troubled Asset Repurchase Program (TARP) and the JOBS Act.

Awards and Rankings

  • “Americas Law Firm of the Year” and “Debt and Equity-Linked Team of the Year” – 2012 and 2013 IFLR Americas Awards: we are the first firm to win these awards in two consecutive years
  • Regularly ranked at the top of the capital markets league tables:
    • 1st overall in 23 global and U.S. categories, almost 2 times as many as the next firm – Thomson 1H 2013
    • The most #1 rankings across all categories, and also ranked 1st in 16 Global and U.S. categories (more than three times as many as the next firm) – Bloomberg 1H 2013
  • “Securities/Capital Markets Law Firm of the Year” – U.S. News/Best Lawyers 2011 Best Law Firms rankings

Our highlights include:

  • 1st as issuer’s and managers’ counsel in 2013 in:
    • U.S. Corporate Debt – Bloomberg 
  • 1st as issuer’s counsel in 2013 in Asia IPOs – Thomson and Bloomberg 
  • 1st as managers’ counsel in 2013 in:
    • Global Equity & Equity-Related – Thomson
    • Global and U.S. IPOs – Thomson and Bloomberg
    • Global Secondary Offerings – Thomson
    • U.S. Equity & Equity-Related – Thomson
    • U.S. Straight Debt – Thomson
    • Worldwide IPOs and Equity Issuance by U.S. Issuers – Thomson
    • Global Equity, Equity-Related & Rights – Bloomberg
    • Global Bonds – Bloomberg 
  • 1st among U.S. firms as managers’ counsel in 2013 in:
    • Global Debt, Equity & Equity-Related – Thomson
    • Global Straight Debt – Thomson
    • EMEA Equity & Equity-Related Offerings – Thomson

Notable Matters

  • American International Group ($47 billion). We advised the United States Department of the Treasury, as selling shareholder, on the $20.7 billion SEC-registered common stock offering of American International Group. This was the largest common stock offering in U.S. history. We also advised the Treasury on an aggregate of over $26 billion of SEC-registered common stock offerings of AIG.
  • General Motors Co. ($23.1 billion). We advised the underwriters on an initial public offering of common stock and convertible junior preferred stock of General Motors Company. This is the largest IPO in history.
  • Agricultural Bank of China ($22 billion). We advised Agricultural Bank of China, a leading commercial bank in China in terms of total assets, loans and deposits, on its Rule 144A/Regulation S global IPO and dual listing of H shares and A shares. This is the second-largest IPO in history and the largest-ever by an Asian issuer.
  • AIA Group Limited (HK$159 billion/US$20.5 billion). We advised the Federal Reserve Bank of New York (FRBNY) in connection with the global offering by AIA Group Limited, consisting of an initial public offering on the Hong Kong Stock Exchange and an international offering in reliance on Rule 144A and Regulation S. This is the largest-ever IPO on the Hong Kong Stock Exchange.
  • Cisco Systems ($8 billion). We advised the joint bookrunners on an SEC-registered offering of notes by Cisco Systems, a designer, manufacturer and seller of Internet Protocol-based networking and other products. This is the largest corporate debt offering to date in 2014.
  • CNOOC ($8 billion). We advised CNOOC on a $4 billion Rule 144A/Regulation S offering of guaranteed notes and a previous $2 billion Rule 144A/Regulation S offering of guaranteed notes by its wholly owned subsidiary, CNOOC Finance. CNOOC is an upstream company specializing in the exploration, development and production of oil and natural gas, and a dominant oil and natural gas producer in offshore China. We also advised the initial purchasers on an earlier $2 billion Rule 144A/Regulation S offering of notes by CNOOC Finance.
  • Banco Santander (Brasil) ($7.5 billion). We advised Banco Santander (Brasil) on its SEC-registered initial public offering of units. This is the largest-ever IPO by a Latin American issuer.
  • BB Seguridade ($5.7 billion). We advised the joint bookrunners on a Rule 144A/Regulation S IPO of common shares of BB Seguridade, the insurance arm of Banco do Brasil, the largest bank in Latin America in terms of total assets. BB Seguridade's IPO is the second-largest initial public offering ever by a Latin American issuer and the largest global initial public offering to date in 2013.
  • Santander Mexico ($4.1 billion). We advised Grupo Financiero Santander México, the second-largest financial services holding company in Mexico, on its $4.1 billion global offering, which included a $3.3 billion SEC-registered IPO of ADSs and a $780 million offering of Series B shares. This was the largest equity offering in Latin America in 2012, the largest-ever IPO by a Mexican issuer and the third-largest IPO in the world in 2012.
  • LyondellBasell Industries ($4 billion). We advised the initial purchasers on a $3 billion and a $1 billion Rule 144A/ Regulation S offering of high-yield senior notes by LyondellBasell Industries, the world’s third-largest independent chemical company based on revenues and an industry leader in many of its product lines. We also advised the dealer managers in connection with Lyondell Chemical Company’s cash tender offer and consent solicitation for its 8% senior secured notes due 2017 and its 11% senior secured notes due 2018. 
  • PPL Corporation ($3.65 billion). We advised the lead managers on concurrent SEC-registered offerings of common stock and equity units by PPL Corporation, a Pennsylvania-based electric utility company. The transaction represents the largest-ever registered equity offering by a U.S. utility company.
  • PICC ($3.6 billion). We advised The People’s Insurance Company (Group) of China (PICC) on its Rule 144A/Regulation S IPO of common stock and HKSE listing. PICC is a leading large-scale integrated insurance financial group in China. This is the largest IPO in Hong Kong and the largest IPO of a PRC company in the past two years.
  • China Everbright Bank ($3.2 billion). We advised the underwriters on the HK$24.9 billion ($3.2 billion) Rule 144A/ Regulation S IPO of shares of China Everbright Bank, one of the most innovative commercial banks in China. This is one of the largest-ever IPOs in Hong Kong and the largest IPO of a PRC company in 2013.
  • Google ($4 billion). We advised the joint book-running managers on Google’s $3 billion debut SEC-registered notes offering, and a subsequent $1 billion SEC-registered notes offering by Google.
  • ArcelorMittal ($3 billion). We advised the joint book-running managers on an SEC-registered offering of notes by ArcelorMittal, the world’s largest and most global steel producer. The transaction represents the third-largest steel bond offering across any market.
  • Hilton Worldwide ($2.7 billion). We advised the underwriters on the IPO and NYSE listing of the common stock Hilton Worldwide Holdings, one of the largest and fastest growing global hospitality companies. The offering is the largest-ever IPO in the hotels and lodging sector.
  • Zoetis ($2.6 billion). We advised the underwriters on the SEC-registered IPO of Class A common stock of Zoetis, a global leader in the discovery, development, manufacture and commercialization of animal health medicines and vaccines. We also advised the underwriters on the $11.5 billion exchange offer of Pfizer’s 400.985 million shares of common stock for shares of Zoetis. This is the largest splitoff in history.
  • Prada ($2.5 billion). We advised Prada, one of the world’s most prestigious fashion and luxury goods groups, on its Rule 144A/Regulation S IPO and Hong Kong Stock Exchange listing of ordinary shares. This was the largest Hong Kong IPO in 2011.
  • Twitter ($2.1 billion). We advised the underwriters on the IPO of Twitter, a global platform for public self-expression and conversation in real time. Twitter’s common stock is traded on the New York Stock Exchange under the symbol “TWTR.” This was the largest technology IPO worldwide in 2013, as well as one the largest and most well-known of U.S. IPOs in 2013.
  • Banco do Brasil ($1.75 billion). We advised the initial purchasers on a $1 billion offering and $750 million reopening of Tier 1 perpetual non-cumulative junior subordinated securities by Banco do Brasil, the largest bank in Latin America in terms of total assets. This transaction was the first issuance ever by a Latin American bank of Tier 1 capital securities structured to comply with the expected implementation of Basel III.
  • Royal Mail (£1.7 billion). We advised Royal Mail, the leading provider of postal and delivery services in the U.K., on its Rule 144A/Regulation S IPO of ordinary shares and London listing. The offering is the largest privatization conducted by the U.K. government since the early 1990’s, and London’s largest public offering in 2013.
  • Arcos Dorados Holdings ($1.4 billion). We advised Arcos Dorados Holdings, the world’s largest McDonald’s franchisee and the largest quick service restaurant chain in Latin America and the Caribbean, on its SEC-registered IPO of Class A shares. This was the largest IPO by a Latin American issuer in 2011.
  • Microsoft ($1.25 billion). We advised the initial purchasers on a Rule 144A offering of zero coupon convertible senior notes by Microsoft. We also advised counterparties to capped call transactions with Microsoft in connection with the convertible senior notes offering.
  • Manchester United ($233 million). We advised the joint book-running managers on the SEC-registered IPO of Class A ordinary shares of Manchester United, one of the most popular and successful sports teams in the world.