Bill Whelan is a partner in Cravath’s Corporate Department and serves as the Leader of its Securities practice. He is a generalist corporate lawyer who advises on a broad range of corporate issues, including corporate governance and public company disclosure obligations. In addition, since 1993, Mr. Whelan has devoted a substantial amount of his time to representing issuers and investment banks in initial public offerings, high-yield and investment grade debt offerings and follow-on equity offerings.
Mr. Whelan’s corporate clients have included Benchmark Electronics, CBS Corporation, Cummins Inc., OneBeacon Insurance Group, Starbucks Corporation, Symetra Financial Corporation, White Mountains Insurance and Xerox.
Recent transactions include representing:
- the underwriters in a registered offering of 11.7 million shares of common stock of Sabra Health Care REIT, Inc.
- the underwriters in a registered offering of 3.45 million shares of common stock of Gulfport Energy Corporation
- the underwriters in a registered offering of $1.5 billion of investment grade senior notes of Express Scripts Inc.
- the initial purchasers in a Rule 144A high yield offering of $300 million of senior notes by DJO Finance LLC
- the initial purchasers in two Rule 144A high yield offerings of an aggregate of $300 million of senior notes by Aviv Healthcare Properties Limited Partnership
- the initial purchasers in a Rule 144A high yield offering of $800 million senior secured notes of Ply Gem Industries Inc.
- the initial purchasers in a Rule 144A offering of convertible senior notes of Ultrapetrol (Bahamas) Limited
- the initial purchasers in a Rule 144A high yield offering of $350 million of senior notes of CB Richard Ellis Group, Inc.
- the initial purchasers in a $1.1 billion Rule 144A offering of senior high-yield notes of Rexnord LLC
- the initial purchasers in a $310 million Rule 144A offering of units consisting of senior secured notes and warrants to purchase common stock of Alion Science and Technology Corporation
- Symetra Financial Corporation in its $420 million initial public offering of common stock
- the initial purchasers in a $250 million Rule 144A offering of senior secured high-yield notes of Trimas Corporation
- the initial purchasers in a $330 million Rule 144A offering of senior secured high-yield notes of Revlon Consumer Products Corporation
- CBS Corporation in the registered sale by its principal stockholder of $343 million of shares of CBS common stock
Prior to his current position as the Leader of the Securities practice, Mr. Whelan was the Firm’s Managing Partner of Administration for five years and for seven years before that was the Corporate Partner in Charge of the Continuing Legal Education (CLE) training program. In addition, he regularly gives training sessions on corporate governance, securities laws and high-yield covenants to bankers and lawyers at the Firm’s investment banking clients. He was the primary draftsman of “Model Negotiated Covenants and Related Definitions,” published in the August 2006 edition of The Business Lawyer by the Negotiated Covenants Task Force of the American Bar Association Committee on Trust Indentures and Indenture Trustees. He is also a member of the Advisory Board of the Capital Markets Law Journal, published by Oxford University Press.
Mr. Whelan has been repeatedly cited as one of the country’s leading practitioners in the securities area by, among others, Chambers USA: America’s Leading Lawyers for Business from 2007 through 2011; Chambers Global: The World’s Leading Lawyers for Business from 2007 through 2011; The Legal 500 from 2007 through 2011; IFLR1000: The Guide to the World’s Leading Financial Law Firms in 2011 and 2012; and The Best Lawyers in America from 2009 through 2012. Mr. Whelan was also named Lawyer of the Year in the category of New York City Securities/Capital Markets Law by The Best Lawyers in America 2012. From 2004 to 2009, he chaired an annual two-day Practising Law Institute securities law program featuring a panel of securities law experts. Mr. Whelan also co-authored an article, entitled “Non-GAAP Financial Information,” for the American Bar Association publication The Practitioner’s Guide to the Sarbanes-Oxley Act.
Mr. Whelan was born in New York, New York. He received a B.A., with distinction, from the University of Virginia in 1980 and a J.D. cum laude from Fordham University School of Law in 1983, where he was Managing Editor of the Fordham Law Review. After a clerkship with Hon. William H. Timbers of the U.S. Court of Appeals for the Second Circuit, he joined Cravath in 1984. Mr. Whelan was elected a senior attorney in 1990 and became a partner in 1998.
Mr. Whelan currently sits on the Board of Directors of Good Shepherd Services, a non-profit agency that works with more than 20,000 New York City children, youth and families each year through nearly 70 programs that are designed to promote a safe passage for at-risk youth to self sufficiency. He also sits on the Board of Trustees of Fordham Preparatory School, a Jesuit high school for young men located in the Bronx.
Mr. Whelan may be reached by phone at 212-474-1644 or by email at wwhelan@cravath.com.