Capital Markets: Debt & Equity: California 

Capital Markets: Debt & Equity: California

THE FIRM This Menlo Park office is a key part of Davis Polk's formidable nationwide capital markets practice. Clients range from start-ups to large tech companies, underwriters and issuers. The team has a wealth of experience when it comes to advising on IPOs and follow-on, convertible and debt offerings. Recent IPOs handled by the office include those of Pandora Media, Solazyme and Endocyte.

Sources say: "The firm has shown itself to be both creative and responsive and remains our 'go-to' legal partner for anything complex."

KEY INDIVIDUALS  Bruce Dallas is considered a "valued resource" by clients, who he advises on matters relating to corporate finance, derivatives and SEC disclosure. Key clients include Comcast, E*TRADE and Texas Instruments.

Alan Denenberg is extremely highly regarded by market commentators, with one source hailing him as "one of the best capital markets lawyers anywhere." In the past year, he has advised various clients on IPOs and equity follow-ons as well as on debt offerings for Cisco Systems, Google and iPayment.

THE FIRM Latham & Watkins is a powerhouse in the world of capital markets and continues to top lists for debt and equity offerings. Work recently carried out by the Los Angeles and Silicon Valley offices includes the representation of Avago Technologies on multiple offerings of ordinary and common shares, Cornerstone OnDemand in its $136 million IPO and Spirit Airlines in its $187 million IPO.

Sources say: "A team comprising talented, careful and smart lawyers."

KEY INDIVIDUALS Based in Latham's Los Angeles office, the "very knowledgeable" Mark Stegemoeller is an experienced and active player in the debt and equity markets, with particular expertise in high-yield debt offerings.

Scott Hodgkins led the representation of biopharmaceutical company Amgen in its $1.5 billion registered investment grade bond offering. "He has the deal flow and expertise; a terrific lawyer," one peer commented.

Patrick Pohlen is a partner in Latham's Silicon Valley office, where his experience with technology start-ups is especially valuable. He typically represents life science and clean-tech companies and their financiers on IPOs.

The head of Latham's San Diego office is Scott Wolfe. He has built up considerable experience advising start-up companies in the biotech and telecom fields and representing them on public offerings, private placements and REITs. "He is very smart, good with clients and knows his way around transactions," according to one peer.

Latham's corporate department cochair in Orange Country is Shayne Kennedy. He is "young, very strong on securities and easy to work with," according to one market commentator.

Steven Stokdyk enters the rankings on the back of some very impressive feedback. "He is magnificent and has become an invaluable resource in some very high-profile matters," effused one client, while another commentator praised his ability to handle complex high-yield debt deals.

The "young but fantastic" Casey Fleck recently joined from Skadden. He is known for his enviably broad practice and his "ability to manage everything from the simple to the very complex."

THE FIRM This Palo Alto office comprises three partners and 12 associates dedicated to serving a mix of technology companies, financial institutions and private equity groups. The team is known for its role in large and high-profile offerings, such as its representation of the underwriters in Demand Media's $174 million IPO. High-yield, investment grade and convertible debt offerings are also key strengths of this office.

KEY INDIVIDUALS William Hinman has an incredible reputation in California and draws praise from every corner of the market for his technical ability, demeanor and understanding of the practice area. He led the representation of Seagate Technology in its $750 million senior notes offering.

According to one marquee client, Kevin Kennedy "deserves special mention for his effectiveness and competence." In addition to his representation of the underwriters in Demand Media's IPO, he also represented Goldman Sachs as sole underwriter in a follow-on offering and private placement by Tesla Motors worth $234 million combined.

Brazilian-born William Brentani is frequently hired by underwriters and issuers for his "excellent judgment on all corporate, securities and debt matters." He focuses on public and private securities offerings, especially on the debt side.

THE FIRM This growing group of corporate attorneys advises issuers, underwriters, selling security holders and purchasers on a full host of debt and equity financings. The Palo Alto team is experienced at handling issuances and refinancings of IPOs as well as investment grade and high-yield debt. A recent highlight was the representation of CF Industry Holdings in its $1.1 billion common stock offering and of its subsidiary in a $1.6 billion high-yield offering.

KEY INDIVIDUALS Thomas Ivey handles a broad range of corporate and securities matters for his impressive list of clients. He recently represented JPMorgan Securities and Barclays Capital as lead underwriters in Cortina Systems' $100 million IPO. Other clients include Yahoo!, Broadcom and Deutsche Bank.

Based in Los Angeles and co-heading the firm's REIT practice, Gregg Noel wins praise from his peers for being "a great capital markets lawyer who represents issuers of all sizes and types with equal skill." He assisted pharmaceuticals giant McKesson in its complex $2.2 billion acquisition of US Oncology.

THE FIRM The firm's Californian offering mirrors the geographical scope and product breadth that the New York office provides. Activity across high-yield, investment grade and warrant offerings as well as IPOs and follow-ons demonstrates the versatility of the group. The team recently represented the initial purchasers in Fidelity National Financial's $300 million convertible notes offering.

Sources say: "The team is in tune with the challenges that we face as a company. I am impressed with the way that they can provide advice which balances the legal and business risks."

KEY INDIVIDUALS Based in Los Angeles, Patrick Brown impresses all who work with him. One client commented: "Pat is absolutely fantastic - he has extensive transactional and securities experience and always finds a way to get things done." He is representing lead underwriters Goldman Sachs and Morgan Stanley on Oaktree Capital's IPO.

"Extremely bright and technically adept," Alison Ressler is highly respected for her strength in M&A and capital market transactions. Recent highlights include representing the underwriters in Northrop Grumman's $1.5 billion senior notes offering and representing HCP, a REIT, in its $466 million follow-on offering.

THE FIRM Wilson Sonsini has a longstanding relationship with the capital markets in Silicon Valley and beyond, rivaling all when it comes to representing emerging companies in IPOs. Clients hail from the IT, life sciences, cleantech, communications and financial services industries and include the likes of Tesla Motors, LinkedIn and Bank of America Merrill Lynch. 

Sources say: "They created the securities market in Silicon Valley and still control it."

KEY INDIVIDUALS John Fore heads the firm's corporate finance group and focuses on corporate and securities work for growth technology companies and financial institutions. He is widely recognized as one of the best lawyers in Silicon Valley with regard to the debt and convert markets. He recently represented Applied Materials in its $1.75 billion senior note offering.

Vice chairman Jeff Saper is "very active in the tech space and has a great reputation there," according to one peer. His practice entails frequent cross-border transactional work, and he has recently represented the underwriters regarding the high-profile IPOs of Pandora Media, worth $235 million, Solazyme, worth $198 million, and Active Network, worth $165 million.

Palo Alto-based Katharine Martin continues to raise her profile with the major players in the market. She represented Juniper Networks in its $1 billion global notes offering and LinkedIn in its $352 million IPO. "She's had a breakthrough year," one peer commented.

"The most famous lawyer in Northern California," Larry Sonsini is credited with, and still contributes hugely towards, the growth of this leading firm. Recognized for both his M&A and capital markets brilliance, he recently represented Pacific Biosciences in its $200 million IPO.

THE FIRM Cooley has broad coverage in California with individually strong offices in Palo Alto, San Diego and San Francisco. The firm is well known for advising issuers and has recently demonstrated its market prominence through its representations of Zynga, in its massive $1 billion IPO, Yelp, in its common stock IPO, and the underwriters in LinkedIn's $352 million IPO.

Sources say: "A very strong shop with great balance between issuer and underwriter representations."

KEY INDIVIDUALS Eric Jensen concentrates on representing public and private tech and internet companies as well as underwriters and venture capital funds. Current clients include LinkedIn, Zynga and NVIDIA Corporation.

A founding partner of Cooley's San Diego office, Fred Muto is considered among the best capital market lawyers in the city. He represents investment banks and companies from many industries, including biotechnology, semiconductors and medical devices.

Since publication, Louis Lehot has joined the team from Sheppard, Mullin, Richter & Hampton. He focuses on debt-side transactions and peers comment that he is "now spreading his wings."

THE FIRM With offices across California, Gibson Dunn has had a balanced practice with regard to issuer and underwriter representations, and has been particularly successful in the technology and gaming arenas. On the issuer side, the firm has recently done a lot of work with Standard Pacific Corporation, advising on several senior notes offerings.

KEY INDIVIDUALS Based in Los Angeles, Jonathan Layne cochairs the M&A department at Gibson Dunn and has a broad corporate practice which covers securities law and debt and equity offerings. He represented CityCenter Holdings in its $1.5 billion secured senior first and second lien notes offerings. "He's very good at high-profile work," one peer commented.

Douglas Smith is "a very good lawyer with great public company side clients," according to one peer. He also advises an impressive group of underwriters on securities matters, and recently represented Wells Fargo Securities in relation to three public offerings of medium term notes totaling $4.2 billion.

THE FIRM O'Melveny & Myers is a recognized player in the Californian capital markets community and continues to advise issuers, underwriters and investors in all types of securities matters. The team recently represented International Lease Finance Corporation, the aircraft leasing unit of AIG, in a $1 billion public offering of senior notes.  

KEY INDIVIDUALS Peter Healy is an experienced member of the San Francisco team and has broad knowledge of corporate finance and capital market transactions. He represented Morgan Stanley and JPMorgan Securities as agents in a $500 million equity offering for AVB Communities.

THE FIRM As Sidley expands its coverage in California, it continues to represent issuers and investment banks in public and private offerings. Rule 144A common stock offerings, convertible debt offerings and investment grade debt offerings are areas of strength for the firm. The team represented SMART Technologies in its significant $660 million cross-border IPO.

Sources say: "These guys are absolutely terrific, especially in underwriter representations."

KEY INDIVIDUALS Eric Haueter is "amazing and very active," according to a source. He represents the issuers and underwriters in a range of public and private debt and equity transactions and financings. He advised eBay on its $1.5 billion public notes offering and in relation to establishing a $1 billion commercial paper program.

Managing partner of Sidley's San Francisco office, Sharon Flanagan has impressed all that have crossed her path. "She provides high-quality, thoughtful and practical advice. Her style is authoritative yet does not create tension or conflict. She is a superb resource," said one client.

THE FIRM This firm is very active in California for technology and life sciences companies and the investment banks that facilitate their public and private offerings. The team recently represented Zillow in its $80 million IPO and acted for the underwriters in Fusion-io's $269 million IPO.

Sources say: "Fenwick have some considerable talent. This is a deep bench and consistently good."

KEY INDIVIDUALS Firm chairman Gordon Davidson has a phenomenal reputation for his corporate abilities and is revered by one source as "one of the great lawyers of his generation." His clients span the hi-tech, cleantech and life science spheres.

Cochair of the securities group Jeff Vetter represents issuers, such as Fusion-io and Jive Software, and underwriters in high-profile IPOs.

THE FIRM Orrick has broad coverage in California with noteworthy capital markets strength in its San Francisco office and impressive cross-border capabilities. The group mostly represents issuers from the cleantech, retail, energy and life sciences industries in debt and equity offerings. Clients include SodaStream, NOVA Chemicals and Seneca Gaming Corporation.

Sources say: "They have so many working in this practice. They are very strong!"

KEY INDIVIDUALS Brett Cooper is a key contact in the San Francisco office. He advised Caterpillar Financial Services in two issues of notes worth $8 billion in total.

THE FIRM Paul Hastings is increasing its market presence in California and continues to attract work from high-profile issuer clients and underwriters. In addition to experience in follow-on offerings, ATM offerings and PIPEs, the firm has a well-respected high-yield debt finance practice. The San Diego office recently advised Gevo on its $107 million IPO.

Sources say: "These lawyers are business savvy and understand that there is more to a deal than just the legal aspects."

KEY INDIVIDUALS Jeffrey Hartlin is a key contact at the firm. He advised the underwriters in OCZ Technology Group's $100 million public follow-on.

THE FIRM Pillsbury is particularly attractive to emerging companies, assisting them with all corporate and securities matters before and after IPOs. Key clients include Banco Latinoamericano de Comercio Exterior, AmeriGas and Jefferies & Company.

KEY INDIVIDUALS Jorge del Calvo is "talented, experienced and driven - all of the qualities you want in a senior lawyer," according to one peer. From the Silicon Valley office he has advised underwriters on numerous IPOs and, on the issuer side, has recently represented Inphi Corporation in its $81 million secondary offering.

San Diego-based David Snyder is talented transactional lawyer and also an experienced adviser on SEC reporting obligations. He recently led representation of PETCO Animal Supplies in a $1.8 billion leveraged recap transaction.

John Wilson of Shearman & Sterling LLP is considered one of the finest capital market attorneys that California has to offer. He has practiced in London, Paris and New York and brings the benefit of this experience to "his massive client following" on both the issuer and underwriter side. He deals with everything from IPOs to investment grade debt and acquisition finance.
Michael Woronoff of Proskauer Rose LLP is hailed as "an excellent lawyer" and "very talented" by his peers. He leads his team in high-yield debt and equity transactions such as the sizable $414 million IPO of GNC Holdings.

Future Events 

29th May 2013: GC Seminar, New York Going Mobile: IP and Privacy Considerations

4th June 2013: GC Seminar, Houston Challenges in Creating An Effective and Coordinated Global Compliance Program

9 September 2013: Chambers Latin America Awards 2013, Miami

10 September 2013: Launch of Chambers Latin America 2014, online

3rd October 2013: Chambers Bar Awards 2013, London

22nd May 2014: Chambers USA Awards 2014, New York