Capital Markets: Debt & Equity: California

THE FIRM Davis Polk has a stellar reputation across its capital markets practice. The Menlo Park-based team acts for an array of leading investment banks, underwriters and issuers, including Morgan Stanley, Merrill Lynch, NBC Universal/Comcast and Oracle. Recent work highlights include several IPOs, secondary offerings and convertible and high-yield debt transactions. 

Sources say: “Davis Polk is an exceptional firm: its reputation speaks for itself."

KEY INDIVIDUALS Bruce Dallas is "a key player in underwriter representation." This year he completed a number of transactions in the hi-tech sector. Highlights include representing Morgan Stanley in the $104 million Max Liner IPO, and acting for Adobe Systems, Comcast and Oracle in a series of multibillion-dollar debt offerings. Alan Denenberg is another leader in the representation of underwriters. Clients comment that "he is the best in the business for convertible debt," due to his "tremendous knowledge of the market.” He recently acted for JPMorgan and other initial purchasers in a number of convertible senior notes offerings by Xilinix, Rovi and Cadence Design.

THE FIRM Latham & Watkins continues to be the major force in the Californian capital markets sector, possessing strength throughout the state. It represents both underwriters and issuers in a range of capital-raising transactions, from IPOs to secondary and follow-on equity offerings. The practice is particularly well known for its expertise in the high-yield debt arena and has represented Advanced Micro Devices, Deutsche Bank and JPMorgan in a number of debt offerings this year.

Sources say: "The firm has an excellent capital markets practice, which makes it a first choice for clients."

KEY INDIVIDUALS Market sources say that Patrick Pohlen "is a terrific practitioner, with a strong presence in northern California." He represents Silicon Valley-based technology companies in capital markets transactions, and recently acted for Calix in its $82 million IPO. Scott Wolfe heads up the San Diego office and is described as a "smart and savvy attorney." He primarily represents emerging companies in the biotech and hi-tech sectors, as well as investment banks in public offerings. Scott Hodgkins is cochair of the firm's public company representation practice. He has a wide range of experience in corporate finance, representing Amgen in its recent $2.5 billion registered debt offerings. Shayne Kennedy has a diverse corporate practice, with a special focus on capital markets. He is based in the Orange County office and represents both issuers and underwriters, with JPMorgan as a key client. Los Angeles-based Mark Stegemoeller is well known as a "high-yield debt guru." He principally acts for financial institutions in both debt and equity transactions, recently advising Barclays Capital on Lincoln Education’s $76.5 million secondary offering. Clients credit him as being "a very high-quality attorney who really understands our business and the commercial drivers." Casey Fleck recently joined from Skadden Arps. He is an accomplished securities lawyer who has recently focused on high-yield debt transactions. Clients say that “he is a bright and practical lawyer who has a broad view of the market.”

THE FIRM This highly regarded practice offers a comprehensive capital markets service, including equity and debt issuances, refinancings and restructurings for both investment banks and public companies. It is an extremely integrated practice with the Los Angeles and Palo Alto offices working closely together and drawing on the firm's excellent M&A and banking expertise. Key clients include Merrill Lynch and Wynn Las Vegas.

Sources say: "It is a well-oiled machine: the lawyers consistently do an excellent job."

KEY INDIVIDUALS Gregg Noel is widely regarded as one of the most well-respected securities lawyers in LA. Clients say that "he is always accessible and works around the clock." He represents issuers and investment banks in a wide range of corporate matters, including IPOs, private placements and restructurings. This year he represented CF Industries in a $1.6 billion high-yield offering of senior notes. Thomas Ivey joins the rankings this year, after receiving extensive praise from peers and clients. He specializes in representing large public companies in the technology industry, including Hitachi and Sandisk. Clients say that he is "practical, responsive and inspires a lot of confidence.”

THE FIRM This Palo Alto-based team primarily represents investment banks and private equity firms as the underwriters in technology-based capital-raising transactions. The team excels in IPOs in the technology sector, and is currently representing the underwriters in three high-profile IPOs by Skype, Tesla Motors and Demand Media. The practice is also known for its expertise in high-yield and convertible debt offerings.

Sources say: "This outstanding group of attorneys is extremely client service-oriented, focused, and responsive."

KEY INDIVIDUALS William Hinman is a highly respected lawyer and major force in the northern California market. Interviewees comment that he is “a thoughtful and practical lawyer, who is always working on high-profile transactions.” Current examples include representing Credit Suisse as underwriter in connection with the RealPage IPO and Bank of America in a $1.5 billion debt offering by Adobe Systems. Kevin Kennedy has been the lead attorney in several of the team's high-profile IPOs, including the pending Skype and Demand Media transactions. Clients appreciate his ability to “provide a balanced perspective and manage difficult and complex issues.”

THE FIRM Sullivan & Cromwell is a long-standing leader in capital markets, with the Californian practice being no exception. The team takes an integrated approach, offering clients a comprehensive range of expertise. Recent work highlights include representing major issuers and investment banks in IPOs, private placements and debt exchange offers. 

Sources say: “The team has tremendous transactional experience."

KEY INDIVIDUALS Alison Ressler has an excellent reputation in capital markets work. She focuses on IPOs and secondary offerings, recently acting for the underwriters in Dole Food's $513 million IPO. Clients say “she can quickly cut to the important issues in order to get the deal done.” Scott Miller splits his time between New York and Palo Alto, and sources say he is “a brilliant and hard-working lawyer who is always up to date on current trends." He recently represented DISH DBS in a $400 million high-yield debt offering. Patrick Brown has impressed both peers and clients, who comment: “He always puts his clients first, and is organized and conscientious about deadlines.” He acted as the lead counsel for Zion Bank in recent capital raisings, and worked with Ressler on the Dole Food IPO.

THE FIRM Wilson Sonsini has a strong presence in the northern Californian capital markets sector. The team is especially strong on the issuer side, representing hi-tech companies in a range of corporate transactions. The team has carried out a high volume of IPOs in recent years, including for Ancestry.com, Fortinet and TeleNav, as well as a number of follow-on offerings. Clients value the lawyers' collaborative approach and continuity in service.  

Sources say: “The firm has excellent attorneys who have a deep knowledge of the technology sector.”

KEY INDIVIDUALS Jeff Saper has an excellent reputation as underwriters' counsel in public and private financings of technology and other emerging growth companies. "He can come up with creative solutions and is prepared to be aggressive when necessary.” He recently represented Merrill Lynch in Meru Networks’ $65.8 million IPO. Larry Sonsini is a highly respected corporate attorney in both M&A and capital markets matters. He is known as "a legend of Silicon Valley," due to his work on high-profile transactions such as the recent Tesla Motors IPO. Clients see him as a trusted adviser who is "very well connected and gives sound advice." John Fore is head of the firm’s corporate finance practice and specializes in the representation of growth technology companies in Silicon Valley. This recently included advising NetFlix on its $200 million debt offering. Sources say: “He is a highly strategic consultant, who really knows how to structure a deal."

THE FIRM Cooley has a substantial presence throughout the state, with a well-established practice in both Palo Alto and San Diego. It is particularly strong on the issuer side, recently representing Quinstreet in the first Silicon Valley IPO of 2010.

Sources say: “The attorneys are knowledgeable, methodical and able to handle a whole range of complex issues.”

KEY INDIVIDUALS Fred Muto is the founding member of the firm's San Diego office. He is a "top-notch attorney" who is primarily recognized for his representation of emerging technology companies. He is also increasingly active as underwriters' counsel, recently advising Jefferies and Deutsche Bank in this capacity. Palo Alto-based Eric Jensen leads the firm's business department, and is a new addition to the rankings. He focuses on the representation of emerging software and IT companies, and has acted for Adobe Systems and Synopsys. He also regularly advises underwriters and venture capital funds.

THE FIRM This practice is well known for its work representing large public companies such as Intel and K-Swiss. It is also recommended for underwriter representation, and has recently been focusing on high-yield debt transactions. Clients praise the value-added service and efficiency.

Sources say: “The team does outstanding work. It doesn't over-lawyer deals, and the low staff turnover rate helps to foster stability.”

KEY INDIVIDUALS Jonathan Layne has worked on a number of high-profile IPOs and large debt offerings, including representing Barclays Capital as sole underwriter in an $860 million common stock offering by MGM Resorts. Sources say: “He understands both the legal and business ramifications and can guide us through any minefield.” San Francisco-based Douglas Smith moves up the bands this year amid market acclaim. “He is effective, highly experienced and has a strong understanding of commercial drivers," say sources. He has a diverse corporate practice, but typically represents underwriters such as Goldman Sachs, JPMorgan and Wells Fargo in securities transactions.

THE FIRM O'Melveny & Myers is an established presence in the capital markets sector. In addition to traditional capital-raising transactions, the team is recognized for its capacity to manage new product offerings and alternative deal structures. It represents both issuers and investment banks, including Yahoo!, Apple and Barclays Capital.

Sources say: “The capital markets attorneys are intelligent, client-focused and business savvy.”

KEY INDIVIDUALS David Johnson is best known for his representation of clients in large debt offerings. Clients comment that "he really knows this market, is responsive and always available." He recently represented ILFC in its sale of $2.75 billion of unsecured notes. Peter Healy is a seasoned attorney who is described by sources as "extraordinarily thorough and thoughtful in his approach to issues." A recent highlight was representing the Government of Singapore in a complex $1.9 billion subinvestment syndicate formed to invest in Skype.

THE FIRM This group represents investment banks and issuers in the full range of capital-raising transactions, including IPOs, Rule 144A offerings, convertible debt, and PIPEs. The firm recently opened a Palo Alto office, which is mainly focusing on representing issuers, such as SMART Technologies and eBay.

Sources say: “The attorneys combine strong analytical skills with a practical approach to get deals done.”

KEY INDIVIDUALS Clients describe Eric Haueter as “creative, thorough and client-focused.” He has worked on several significant transactions this year, including representing eBay as a stock holder in its sale of Skype’s common stock. Paul Pringle is well respected by peers and clients, who single out his practical approach to transactions. He focuses on representing underwriters, and recently advised on a $500 million sale of debt securities by Safeway.

THE FIRM The practice excels in the technology industry, where it represents both hi-tech and life sciences companies, as well as venture capital and investment banks. The team is particularly strong on the issuer side, recently completing a $189 million IPO for Green Dot.

Sources say: “The lawyers really know the technology market.”

KEY INDIVIDUALS Gordon Davidson is described as “one of the great lawyers of Silicon Valley." He acts for a number of large technology companies, including Cisco Systems, and also recently worked on an IPO for Amaryis, which raised $96 million.

THE FIRM Orrick predominantly represents issuers in both debt and equity matters, with a focus on emerging companies in the hi-tech and cleantech sectors. A key work highlight was representing Integrated Memory Logic in its $39.6 million IPO, making it the first foreign company with a primary listing on the Taiwan stock exchange. 

Sources say: "The attorneys have an encyclopedic knowledge of securities law."

KEY INDIVIDUALS Don Keller is head of the practice, and advises emerging companies, public companies and investment banks on a range of securities issues.

THE FIRM Paul Hastings has a broad range of capital markets expertise, including capital raisings, IPOs, PIPEs and high-yield debt offerings. The firm has a strong presence throughout California and beyond, and has increasingly been handling international cross-border securities transactions in Europe and Asia. Notable clients include Sybase, UTi Worldwide and General Finance.

Sources say: “The lawyers really know our business and can pull together teams from around the world on multijurisdictional issues."

KEY INDIVIDUALS Jeffrey Hartlin has a general corporate securities practice and represents companies in debt financings, PIPEs, and public offerings. A recent highlight was representing Hanwha Chemical in its $370 million equity investment in Solarfun. Sources say that “he is incredibly responsive, and will always get back to me.”

THE FIRM Pillsbury has been a strong presence in IPOs this year, completing offerings for Financial Engines, Inphi and Alpha & Omega, among others. It also provides support to emerging companies in the technology space, advising on debt and equity offerings and general corporate counseling.

Sources say: "A leading team in the technology sector."

KEY INDIVIDUALS Jorge del Calvo was heavily involved in the aforementioned IPOs, including the $127 million Financial Engines offer. He is highly respected by peers, and described as "a preeminent attorney for growth companies." David Snyder is based in the San Diego office, and is highly commended for his representation of healthcare and biotech companies.