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 the 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.
American International Group ($20.5 billion aggregate). We advised the United States Department of the Treasury in connection with the $8.7 billion SEC-registered offering of common stock of American International Group. This was the largest equity offering by a U.S. issuer in 2011. We also advised the U.S. Department of the Treasury in connection with its subsequent $6 billion and $5.8 billion offerings of AIG common stock.
Visa ($19.65 billion). We advised the underwriters on the initial public offering of Visa, the second-largest U.S. IPO in history.

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Deutsche Bank (€10.2 billion/$13.3 billion). We advised the joint bookrunners on the rights offering of ordinary shares of Deutsche Bank. This is the largest German capital raising in over 10 years.
Sumitomo Mitsui Financial Group (¥1 trillion ($11.1 billion). We advised Sumitomo Mitsui Financial Group on its Rule 144A/Regulation S global offering of common stock.
Banco Santander (Brasil) ($7.5 billion). We advised Banco Santander (Brasil) on its SEC-registered initial public offering of units. This was the largest IPO of 2009 and the largest-ever by a Latin American issuer.
Banco Bilbao Vizcaya Argentaria (BBVA) (€5.1 billion/$7.1 billion). We advised BBVA, a highly diversified financial group based in Spain, on its SEC-registered rights offering of ordinary shares. This was the largest equity offering in Spain in 2010 and the second-largest offering ever by a Spanish issuer.
Banco do Brasil ($4.9 billion). We advised the joint bookrunners on a Rule 144A/Regulation S offering of common stock of Banco do Brasil, the largest bank in Latin America in terms of total assets.
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 is the largest equity offering in Latin America so far in 2012, the largest-ever debut to take place on the Mexican market and the second-largest IPO in the world so far in 2012.
Danske Bank ($3.8 billion). We advised the underwriters on a Section 4(2)/Rule 144A/Regulation S rights offering of ordinary shares of Danske Bank, the largest financial services provider in Denmark and one of the largest in the Nordic region. This was the largest equity offering by a Scandinavian issuer in 2011.
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.
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.
Resolution Limited (£2 billion/US$3.2 billion). We advised Resolution Limited, a Guernsey-incorporated company set up to acquire and consolidate life assurance, asset management, general insurance, banking and diversified general financial companies in the United Kingdom and Western Europe, on its rights offering of ordinary shares. The proceeds were used to partially finance Resolution’s acquisition of the AXA UK Life Insurance Business.
Michael Kors Holdings ($2.3 billion). We advised the joint bookrunners on a $1.1 billion IPO of ordinary shares of Michael Kors Holdings Limited, a rapidly growing global luxury lifestyle brand. We also advised the underwriters on a $1.2 billion SEC-registered secondary offering of ordinary shares of Michael Kors Holdings.
PANDORA ($2 billion). We advised PANDORA, a Danish designer, manufacturer, marketer and distributor of hand-finished and modern jewelry, on its Rule 144A/Regulation S IPO of common stock. This is the largest Danish IPO since 1994 and the second-largest IPO in Western Europe this year.
Cobalt International Energy ($1.7 billion). We advised Cobalt International Energy, an independent oil exploration and production company, on its SEC-registered offering of common stock.
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 is the largest IPO by a Latin American issuer in 2011.
Yandex ($1.4 billion). We advised the underwriters on the $1.4 billion SEC-registered IPO of Class A shares by Yandex, the leading Internet company in Russia, operating the most popular search engine and the most visited website. The offering was the biggest technology IPO worldwide in 2011.
Banco Espírito Santo (€1 billion/$1.3 billion). We advised Banco Espírito Santo (BES) on its Section 4(2) rights offering of new ordinary shares. BES is the second-largest private financial institution in Portugal by total consolidated assets. The offering comprised a public offering in Portugal and private placements to institutional investors outside Portugal. The offering allowed BES to increase its Core Tier I ratio and to finance an acquisition.
Ziggo (€925 million/$1.2 billion). We advised the joint global coordinators on the Rule 144A/Regulation S IPO of ordinary shares of Ziggo, the largest cable operator in the Netherlands. The offering was the largest initial public offering in Europe in a year and the largest in the Netherlands since 2009.
Repsol YPF ($1.2 billion). We advised Repsol YPF, an integrated oil and gas company engaged in all aspects of the petroleum business, as selling shareholder, and YPF, Argentina’s leading energy company, as issuer, on a $1.2 billion SEC-registered secondary offering of ADSs of YPF.
BankUnited ($900 million). We advised the representatives of the underwriters on the SEC-registered offering of common stock of BankUnited, a savings and loan holding company. The offering is the largest U.S. bank IPO in history.
Vantiv ($575 million). We advised the underwriters on the IPO of Class A common stock by Vantiv, a leading integrated payment processor differentiated by a single, proprietary technology platform.
Splunk ($264 million). We advised the joint bookrunners on the $264 million IPO of common stock of Splunk, a San Francisco-based provider of an innovative software platform that enables organizations to gain real-time operational intelligence by harnessing the value of their data.
Pandora Media ($235 million). We advised Pandora Media, the leader in Internet radio in the United States, on its SEC-registered IPO of common stock.
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.
Angie's List ($131 million). We advised Angie's List, an Indiana-based company that collects consumer reviews on local contractors and doctors in more than 550 service categories, on its SEC-registered IPO of common stock.
Yelp ($123 million). We advised the underwriters on the IPO of Class A and B common stock by Yelp, an online urban city guide.

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Awards and Rankings

Notable Matters