Capital Markets

Cravath represented the underwriters in connection with the $1 billion registered fixed‑to‑floating rate senior notes offering of State Street Corporation, a provider of a broad range of financial products and services to institutional investors worldwide. The transaction closed on October 23, 2025.

Cravath represented the underwriters in connection with the $5 billion registered fixed‑to‑floating rate notes offering of JPMorgan Chase & Co., a leading global financial services firm. The transaction closed on October 22, 2025.

On November 3, 2025, Kenvue Inc. (“Kenvue”), a global consumer health leader, and Kimberly‑Clark Corporation (“Kimberly‑Clark”), a global personal care leader, announced an agreement under which Kimberly‑Clark will acquire all of the outstanding shares of Kenvue common stock in a cash and stock transaction that values Kenvue at an enterprise value of approximately $48.7 billion, based on the closing price of Kimberly‑Clark common stock on October 31, 2025. Under the terms of the agreement, which has been unanimously approved by each company’s Board of Directors, Kenvue shareholders will receive $3.50 per share in cash as well as 0.14625 Kimberly‑Clark shares for each Kenvue share held at closing. Upon closing of the transaction, current Kenvue shareholders are expected to own approximately 46% and current Kimberly‑Clark shareholders are expected to own approximately 54% of the combined company on a fully diluted basis. Cravath is representing Kenvue in connection with the transaction.

Cravath represented the initial purchasers in connection with the $500 million 144A/Reg. S high‑yield senior notes offering of Danaos Corporation, a global shipping company that operates one of the world's largest fleets of containerships. The transaction closed on October 17, 2025.

Cravath represented Alliance Laundry Holdings Inc. in connection with its $950.29 million initial public offering of common stock. Alliance Laundry Holdings, an affiliate of BDT & MSD Partners, LLC, is the world’s largest designer and manufacturer of commercial laundry systems, serving a diverse range of global markets. The transaction closed on October 10, 2025.

On November 10, 2025, Cravath partners D. Scott Bennett and C. Daniel Haaren and of counsel Lisa M. Kohl participated in “Securities Offerings 2025: A Public Offering From Start to Finish,” a program presented by the Practising Law Institute in New York. The program simulated a public offering from start to finish. Dan chaired the program, delivered opening remarks and appeared on panels entitled “Underwriting Arrangements, Listing Process and FINRA Review,” which reviewed the underwriting and stock exchange listing processes and “Ethics, Due Diligence and the Offering Process,” which surveyed ethical issues that arise in the due diligence and offering processes and how to avoid them. Scott and Dan spoke together on a panel entitled “Introduction to the Law of Securities Offerings,” which reviewed the basic legal framework for registered public securities offerings. Together, Dan and Lisa appeared on panels entitled “Working Effectively with the SEC: Preparing Your Registration Statement,” which covered registration statement preparation and SEC review processes and “Financial and Accounting Disclosures in Offering Documents and Related Considerations,” in which panelists discussed financial disclosure and other offering documentation processes.

Cravath partners Alyssa K. Caples, Nicholas A. Dorsey and Daniel J. Cerqueira spoke at the International Bar Association’s 2025 Annual Conference, which was held November 2-7 in Toronto and convened legal professionals from across the globe.

On November 10, 2025, Cravath published the latest edition of its Finance & Capital Markets Quarterly Review, which provides insight into practical points, key takeaways and relevant developments related to the bond, equity and loan markets and restructuring activity during the third quarter of 2025. Highlights from this edition include:

On October 28, 2025, Cravath prepared a memo for its clients entitled “Back to the Future: IRS and Treasury Reinstate pre‑2024 Guidelines for Spin‑Off Private Letter Rulings.” The memo examines the Internal Revenue Service’s recently released Rev. Proc. 2025‑30, which provides updated guidelines for taxpayers requesting private letter rulings from the IRS for tax‑free spin‑off and split‑off transactions under Section 355. Rev. Proc. 2025‑30 supersedes Rev. Proc. 2024‑24 and withdraws Notice 2024‑38 (together the “2024 Guidance”).

The 2025 Chambers UK rankings recognized Cravath across three categories: Leveraged Finance (Lenders – Big Ticket); Leveraged Finance (Big Ticket); and Capital Markets (High‑Yield Products). Chambers noted Cravath among the firms that “excel in sophisticated, high‑value financial deals.” Added a survey respondent, Cravath’s “team impresses with its collaborative spirit and innovative approach. Their strengths lie in effective communication, strategic problem‑solving, along with being diligent and highly commercial.”