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Industry Overview

Financial Institutions

Cravath has been a leading advisor to a broad array of financial institutions for decades. Our clients include commercial banks, including both domestic and international money‑center banks and large U.S. regional banks, investment banks, broker‑dealers, non‑traditional lending sources, private equity funds, hedge funds, asset managers and investment advisors.

Our corporate practice includes representing these financial institutions, or their boards of directors, in connection with significant corporate transactions, including mergers, divestitures, spin-offs and capital market activities, such as IPOs and other debt and equity capital-raising activities involving an institution’s own balance sheet. Our litigators routinely tackle the most significant cases in the industry, including representing financial institutions (or their outside directors or special committees) in securities class actions, antitrust class actions, RICO class actions, mergers & acquisitions litigation, bankruptcy litigation and shareholder derivative actions. Our litigators handle matters at the trial and appellate levels, in arbitrations and before government and regulatory bodies.

Our corporate partners have been involved in some of the largest and most important financial institution transactions of the last four decades. In the 1980s, we advised on a number of groundbreaking deals, including Chemical Banking’s “stakeout” interstate merger agreement with Florida National Banks of Florida and acquisition of Texas Commerce, which involved the first use of a “good bank/bad bank” structure. During the 1990s, our transactions included representing Salomon Brothers in connection with its acquisition by Travelers, Dean Witter in its merger with Morgan Stanley, Sumitomo in connection with the IPO of Goldman Sachs and the lead lenders in connection with the bailout of Long Term Capital Management. In the 2000s, we continued to handle cutting-edge financial institution transactions such as the IPO of Lazard in 2005, the acquisition of National City by PNC in 2008 and the conversion of GMAC into a bank holding company in 2009. During the financial crisis of 2008, we advised on many of the critical deals, including, among other transactions, the Bear Stearns merger with JPMorgan, the potential bailout of Lehman Brothers and the Mitsubishi UFJ investment into Morgan Stanley. More recently, we have spearheaded some of the most significant post-crisis matters in this sector. We represented Deutsche Boerse in its proposed merger of equals with NYSE Euronext and in connection with the competing offer from Nasdaq OMX and Intercontinental Exchange. We also represented the special committee of the Delphi Financial Group board of directors in connection with the sale of Delphi to Tokio Marine Holdings. The corporate partner most involved in our financial institutions practice is Erik R. Tavzel.

Our litigation partners have handled some of the largest and most important cases involving financial institutions in recent history. The Firm currently serves as national coordinating counsel for Credit Suisse in all its litigation and regulatory matters concerning residential-mortgage backed securities (“RMBS”), and has the courtroom lead in the majority of these lawsuits, including one brought by the New York State Attorney General. We also represent JPMorgan Chase and related entities (including Bear Stearns and Washington Mutual) in numerous RMBS cases filed across the country. Other representations have included the outside directors of Merrill Lynch and Citigroup in connection with various subprime-related litigations; Goldman Sachs, Citigroup, Morgan Stanley, JPMorgan and Credit Suisse in various securities class actions; and JPMorgan and Credit Suisse in cases relating to complex derivatives, including currency-linked total-return swaps, credit default swaps and collateralized debt obligations. Cravath led Credit Suisse’s defense in all its Enron-related litigation in federal, state and bankruptcy court, as well as in securities class actions relating to Dynegy Inc., El Paso Corporation and Anchor Glass. We additionally defended Credit Suisse and Deutsche Bank in multibillion-dollar litigation in New York and Texas relating to the failed merger of Huntsman and Hexion Specialty Chemicals. Cravath also represented Morgan Stanley as plaintiff in a contractual dispute against its former subsidiary Discover Financial Services, winning summary judgment on its claims for over $800 million. On antitrust matters, we have defended the Financial Guaranty Insurance Company and are defending American Express in several ongoing litigations, including one brought by the Department of Justice. Cravath has represented Bank of America, Credit Suisse, Goldman Sachs, The Chase Manhattan Bank and Lazard Frères & Co. in bankruptcy litigations and is currently defending various financial institutions in bankruptcy actions related to the Madoff fraud. We represented UBS AG (and other defendants) in connection with Alien Tort Statute class action litigation in which plaintiffs sought to hold U.S. and European companies responsible for the wrongdoing of the apartheid government of South Africa. We also represented UBS AG in its litigation and ultimate settlement with the U.S. Internal Revenue Service concerning bank secrecy under Swiss law. The litigation partners most involved in our financial institutions practice are Richard W. Clary, Robert H. Baron and Daniel Slifkin.

The firm was ranked in the first tier for financial services litigation by The Legal 500 US from 2012‑2017 and for banking and finance litigation by the U.S. News & World Report—Best Lawyers “Best Law Firms” survey from 2011‑2018.