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Practice Overview

Capital Markets EMEA

Cravath has been ranked as a leading law firm in the international capital markets arena by Chambers Global and by IFLR1000 for over a decade. Both issuers and underwriters have retained the Firm as counsel for initial public offerings and other equity offerings, offerings of investment grade and high‑yield corporate bonds, sovereign and supranational debt offerings, privatizations, American depositary receipt offerings, new listings on U.S. stock exchanges, real estate financings and securities collateralized by various kinds of assets. These include offerings registered with the SEC, Rule 144A offerings, Regulation S offerings and traditional private placements. Since 2015, the Firm has acted as counsel in over 275 SEC‑registered or Rule 144A offerings involving non-U.S. issuers totaling over $375 billion in proceeds.

Cravath is ranked as a top-tier firm for both Global Offerings: Advice to Issuers and Global Offerings: Advice to Underwriters by the 2019 edition of The Legal 500 United States. The Firm has served as issuer’s counsel for SEC‑registered and Rule 144A securities offerings for many of our global corporate clients, including AerCap, Bacardi, British American Tobacco, Mylan, Naspers, Nestlé, Sappi, Shell and Unilever. We have served as counsel on SEC‑registered and Rule 144A offerings by sovereign and supranational entities, including the European Investment Bank, Ghana, Hungary, the State of Israel, the Republic of Argentina and the Republic of Poland. Our partners have experience in a broad range of industries, including consumer products, energy, healthcare, media and entertainment, pharmaceuticals, technology, telecommunications, retail, financial services and blockchain and financial technology (FinTech).

Cravath also has served as underwriters’ counsel for major investment banking firms, including Barclays, BNP Paribas, BofA Merrill Lynch, Citigroup, Credit Suisse, Deutsche Bank, Goldman Sachs, JPMorgan, Morgan Stanley, RBC and UBS. In addition, the Firm has been designated underwriters’ counsel for SEC‑registered and Rule 144A offerings for many international issuers.

Our representation includes alerting our clients to newly enacted U.S. securities laws and SEC and exchange rules and regulations as well as advising them with respect to compliance with these requirements. Our partners maintain strong relationships with members of the SEC staff, and when the need arises, will help our foreign private issuer clients resolve potential reporting and compliance issues. It has been our experience that working together with our corporate clients on their periodic SEC filings has contributed greatly to our understanding of their business, which has in turn enhanced our level of service on transactional and litigation matters.

The Sarbanes‑Oxley Act provides an example of this aspect of our practice. Since its enactment, Cravath has assisted its foreign private issuer clients in their understanding of the rules by making available to them extensive memoranda focused on foreign private issuers, and by advising them with respect to their compliance with the Act. In certain instances, this has included face‑to‑face meetings with the SEC staff to address certain client‑specific compliance issues.