Cravath’s London Office Moves to 100 Cheapside
Capital Markets
Cravath has one of the most respected capital markets practices in the world. We hold a distinctive reputation for devising and executing the innovative, sophisticated deal structures underlying landmark financing transactions, including the first simultaneous cross‑border tender offer, direct listings, high‑profile IPOs and acquisition financings for many of the largest U.S. and cross‑border transactions.
Our practice is balanced between representing issuers and underwriters on debt, equity and hybrid offerings, both domestically and internationally. Cravath’s substantial presence in London, where we have one of the largest contingents of U.S. lawyers in the city, enhances our ability to provide seamless, round‑the‑clock coverage.
We execute complex, cross-border deals issued in multiple currencies, as well as IPOs and other high‑profile transactions for companies ranging from emerging startups to leading multinational corporations in the United States and abroad. Our lawyers have led offerings in a broad range of industries and we also regularly advise on SEC‑registered and Rule 144A offerings by sovereign and supranational entities.
Our U.S. and foreign private issuer clients rely on Cravath’s expertise to resolve their most challenging issues before the SEC, including on difficult accounting or other disclosure matters, as well as potential reporting and compliance issues. Cravath lawyers maintain strong relationships with members of the SEC staff and 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. We also counsel clients on how U.S. securities laws and regulations interact with evolving areas such as crypto and data privacy.
Our lawyers’ ability to execute all offering types, our client-targeted expertise and our commercial understanding of business situations are highly recommended by clients and peers:
- “Clear leaders in the market, [Cravath] presents the complete package for clients: ‘They know how to move a deal along, and they know the SEC.’” Chambers
- “They are a perennial leader in capital markets transactions in Europe.” Chambers
- “Cravath runs a top-notch U.S. securities practice from its London office and is involved in some of the largest transactions in the U.S. and global equity capital markets.” The Legal 500
- “Cravath has served as one of our primary outside counsels for over 20 years. They’ve helped us in a variety of different matters and transactions including an IPO, secondary equity offerings, and, more recently, a 144A debt offering. I would say that the firm in general, but specifically the capital markets team, provides the highest quality legal services that I think we get from any outside counsel. I’ve found their work to be uniformly excellent. They get some of the brightest people, they have a pretty broad range of expertise, and the quality of the lawyers is uniformly high. They’re very responsive and I think they really meet the client’s needs in pretty much all facets.” IFLR1000
- “They collaborate seamlessly to ensure they deliver their firm’s absolute best on every client matter.” Chambers
- “Absolutely outstanding. Deep technical expertise combined with wide sector knowledge and unbelievable commitment.” IFLR1000
- “Excellent lawyers technically and creative problem-solvers” who are “regularly sought for advice on complex or esoteric capital markets issues.” Chambers
- Cravath is “the best at anticipating and answering our changing legal needs.” Chambers
- “There’s Cravath and then there’s everyone else.” The Legal 500
Our practice is balanced between representing issuers and underwriters on debt, equity and hybrid offerings, both domestically and internationally. Cravath’s substantial presence in London, where we have one of the largest contingents of U.S. lawyers in the city, enhances our ability to provide seamless, round‑the‑clock coverage.
We execute complex, cross-border deals issued in multiple currencies, as well as IPOs and other high‑profile transactions for companies ranging from emerging startups to leading multinational corporations in the United States and abroad. Our lawyers have led offerings in a broad range of industries and we also regularly advise on SEC‑registered and Rule 144A offerings by sovereign and supranational entities.
Our U.S. and foreign private issuer clients rely on Cravath’s expertise to resolve their most challenging issues before the SEC, including on difficult accounting or other disclosure matters, as well as potential reporting and compliance issues. Cravath lawyers maintain strong relationships with members of the SEC staff and 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. We also counsel clients on how U.S. securities laws and regulations interact with evolving areas such as crypto and data privacy.
Our lawyers’ ability to execute all offering types, our client-targeted expertise and our commercial understanding of business situations are highly recommended by clients and peers:
- “Clear leaders in the market, [Cravath] presents the complete package for clients: ‘They know how to move a deal along, and they know the SEC.’” Chambers
- “They are a perennial leader in capital markets transactions in Europe.” Chambers
- “Cravath runs a top-notch U.S. securities practice from its London office and is involved in some of the largest transactions in the U.S. and global equity capital markets.” The Legal 500
- “Cravath has served as one of our primary outside counsels for over 20 years. They’ve helped us in a variety of different matters and transactions including an IPO, secondary equity offerings, and, more recently, a 144A debt offering. I would say that the firm in general, but specifically the capital markets team, provides the highest quality legal services that I think we get from any outside counsel. I’ve found their work to be uniformly excellent. They get some of the brightest people, they have a pretty broad range of expertise, and the quality of the lawyers is uniformly high. They’re very responsive and I think they really meet the client’s needs in pretty much all facets.” IFLR1000
- “They collaborate seamlessly to ensure they deliver their firm’s absolute best on every client matter.” Chambers
- “Absolutely outstanding. Deep technical expertise combined with wide sector knowledge and unbelievable commitment.” IFLR1000
- “Excellent lawyers technically and creative problem-solvers” who are “regularly sought for advice on complex or esoteric capital markets issues.” Chambers
- Cravath is “the best at anticipating and answering our changing legal needs.” Chambers
- “There’s Cravath and then there’s everyone else.” The Legal 500
Deals & Cases
September 03, 2025
goeasy Ltd.’s High‑Yield Senior Notes Offering
Cravath represented the initial purchasers in connection with the $450 million and C$175 million 144A/Reg. S high‑yield senior notes offering of goeasy Ltd., a leading full‑service provider of goods and alternative financial services that improve the lives of everyday Canadians. The transaction closed on August 20, 2025.
Deals & Cases
September 02, 2025
Level 3 Financing, Inc.’s $2 Billion High‑Yield First Lien Notes Offering
Cravath represented the initial purchasers in connection with the $2 billion 144A/Reg. S high-yield first lien notes offering of Level 3 Financing, Inc., guaranteed by Level 3 Parent, LLC. Level 3 Financing, Inc. is a direct wholly‑owned subsidiary of Level 3 Parent, LLC and indirect wholly‑owned subsidiary of Lumen Technologies, Inc., a facilities‑based technology and communications company that provides a broad array of integrated products and services. The transaction closed on August 18, 2025.
Deals & Cases
August 29, 2025
PepsiCo’s Strategic Partnership with Celsius Holdings
On August 29, 2025, PepsiCo, Inc. (“PepsiCo”) and Celsius Holdings, Inc. (“Celsius Holdings”) announced an agreement to strengthen their long-term strategic partnership. As part of the agreement, (i) Celsius Holdings’ Alani Nu brand will move to the PepsiCo distribution system in the U.S. and Canada, (ii) PepsiCo has acquired $585 million in newly issued convertible 5% preferred stock while extending its existing preferred stock to the same conversion period and (iii) Celsius Holdings has acquired the Rockstar Energy brand in the U.S. and Canada from PepsiCo. PepsiCo will continue to own the Rockstar brand internationally. Celsius Holdings will become the strategic energy lead in the U.S., managing the Celsius, Alani Nu and Rockstar Energy brands, while PepsiCo will lead distribution for the Celsius Holdings portfolio in the U.S. and Canada. Cravath is representing PepsiCo in connection with the transaction.
Deals & Cases
August 28, 2025
TPG Operating Group II, L.P.’s Registered Senior Notes Offering
Cravath represented the underwriters in connection with the $500 million registered senior notes offering of TPG Operating Group II, L.P. TPG Operating Group II, L.P. is a subsidiary of TPG Inc., a leading global alternative asset manager. The transaction closed on August 14, 2025.
Deals & Cases
August 25, 2025
MPLX LP’s $4.5 Billion Registered Senior Notes Offering
Cravath represented the underwriters in connection with the $4.5 billion registered senior notes offering of MPLX LP, a master limited partnership formed by Marathon Petroleum Corporation. MPLX LP owns, operates, develops and acquires pipelines and other midstream assets related to the transportation and storage of crude oil, refined products and other hydrocarbon-based products. The transaction closed on August 11, 2025.
Publications
August 11, 2025
Cravath Publishes Finance & Capital Markets Quarterly Review for Q2 2025
On August 11, 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 second quarter of 2025. Highlights from this edition include:
Publications
July 02, 2025
Structuring Share Repurchases: Rule 10b‑18 and Rule 10b5‑1 Applied to Open‑Market Share Repurchase Programs, Accelerated Share Repurchase Transactions and Enhanced Open‑Market Share Repurchase Transactions
On July 1, 2025, Cravath prepared a memo for its clients entitled “Structuring Share Repurchases: Rule 10b‑18 and Rule 10b5‑1 Applied to Open‑Market Share Repurchase Programs, Accelerated Share Repurchase Transactions and Enhanced Open‑Market Share Repurchase Transactions.”
Publications
June 25, 2025
Nick Dorsey, Ryan Patrone, Kelly Smercina and Margaret Rallings Contribute to the 2025 Chambers Acquisition Finance Guide
Cravath partner Nicholas A. Dorsey served as the co‑editor of the 2025 edition of the Chambers Acquisition Finance Guide, which is part of the publisher’s Global Practice Guide series. Nick also co‑authored, along with Cravath partners Ryan J. Patrone, Kelly M. Smercina and Margaret R. M. Rallings, the U.S. chapter of the guide.
Activities
June 12, 2025
Legal 500 United States Ranks Cravath in Top Tier Across 15 Practice Areas and Recognizes 79 Cravath Attorneys
The 2025 edition of the Legal 500 United States ranked Cravath in the top tier nationally in 15 areas: Antitrust - Civil Litigation/Class Actions: Defense; Capital Markets: Debt Offerings (Advice to Issuers); Capital Markets: Debt Offerings (Advice to Underwriters); Capital Markets: Global Offerings (Advice to Issuers); Capital Markets: Global Offerings (Advice to Underwriters); Commercial Lending (Advice to Lenders); Employee Benefits, Executive Compensation and Retirement Plans: Transactional; Environment: Transactional; Financial Services Litigation; General Commercial Disputes; International Tax; M&A: Large Deals ($1bn+); M&A Litigation: Defense; Securities Litigation: Defense; and U.S. Taxes: Non‑contentious. In addition, 79 Cravath attorneys were individually recognized by The Legal 500 United States this year.
Publications
June 12, 2025
SEC Solicits Public Comment on the Eligibility Criteria for Foreign Private Issuer Status
On June 11, 2025, Cravath prepared a memo for its clients entitled “SEC Solicits Public Comment on the Eligibility Criteria for Foreign Private Issuer Status.” The memo examines a concept release recently published by the U.S. Securities and Exchange Commission to seek public comment on whether to revise the “foreign private issuer” definition in light of shifting trends in the characteristics of the FPI population.
Deals & Cases
September 03, 2025
goeasy Ltd.’s High‑Yield Senior Notes Offering
Cravath represented the initial purchasers in connection with the $450 million and C$175 million 144A/Reg. S high‑yield senior notes offering of goeasy Ltd., a leading full‑service provider of goods and alternative financial services that improve the lives of everyday Canadians. The transaction closed on August 20, 2025.
Deals & Cases
September 02, 2025
Level 3 Financing, Inc.’s $2 Billion High‑Yield First Lien Notes Offering
Cravath represented the initial purchasers in connection with the $2 billion 144A/Reg. S high-yield first lien notes offering of Level 3 Financing, Inc., guaranteed by Level 3 Parent, LLC. Level 3 Financing, Inc. is a direct wholly‑owned subsidiary of Level 3 Parent, LLC and indirect wholly‑owned subsidiary of Lumen Technologies, Inc., a facilities‑based technology and communications company that provides a broad array of integrated products and services. The transaction closed on August 18, 2025.
Deals & Cases
August 29, 2025
PepsiCo’s Strategic Partnership with Celsius Holdings
On August 29, 2025, PepsiCo, Inc. (“PepsiCo”) and Celsius Holdings, Inc. (“Celsius Holdings”) announced an agreement to strengthen their long-term strategic partnership. As part of the agreement, (i) Celsius Holdings’ Alani Nu brand will move to the PepsiCo distribution system in the U.S. and Canada, (ii) PepsiCo has acquired $585 million in newly issued convertible 5% preferred stock while extending its existing preferred stock to the same conversion period and (iii) Celsius Holdings has acquired the Rockstar Energy brand in the U.S. and Canada from PepsiCo. PepsiCo will continue to own the Rockstar brand internationally. Celsius Holdings will become the strategic energy lead in the U.S., managing the Celsius, Alani Nu and Rockstar Energy brands, while PepsiCo will lead distribution for the Celsius Holdings portfolio in the U.S. and Canada. Cravath is representing PepsiCo in connection with the transaction.
Deals & Cases
August 28, 2025
TPG Operating Group II, L.P.’s Registered Senior Notes Offering
Cravath represented the underwriters in connection with the $500 million registered senior notes offering of TPG Operating Group II, L.P. TPG Operating Group II, L.P. is a subsidiary of TPG Inc., a leading global alternative asset manager. The transaction closed on August 14, 2025.
Deals & Cases
August 25, 2025
MPLX LP’s $4.5 Billion Registered Senior Notes Offering
Cravath represented the underwriters in connection with the $4.5 billion registered senior notes offering of MPLX LP, a master limited partnership formed by Marathon Petroleum Corporation. MPLX LP owns, operates, develops and acquires pipelines and other midstream assets related to the transportation and storage of crude oil, refined products and other hydrocarbon-based products. The transaction closed on August 11, 2025.
Publications
August 11, 2025
Cravath Publishes Finance & Capital Markets Quarterly Review for Q2 2025
On August 11, 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 second quarter of 2025. Highlights from this edition include:
Publications
July 02, 2025
Structuring Share Repurchases: Rule 10b‑18 and Rule 10b5‑1 Applied to Open‑Market Share Repurchase Programs, Accelerated Share Repurchase Transactions and Enhanced Open‑Market Share Repurchase Transactions
On July 1, 2025, Cravath prepared a memo for its clients entitled “Structuring Share Repurchases: Rule 10b‑18 and Rule 10b5‑1 Applied to Open‑Market Share Repurchase Programs, Accelerated Share Repurchase Transactions and Enhanced Open‑Market Share Repurchase Transactions.”
Publications
June 25, 2025
Nick Dorsey, Ryan Patrone, Kelly Smercina and Margaret Rallings Contribute to the 2025 Chambers Acquisition Finance Guide
Cravath partner Nicholas A. Dorsey served as the co‑editor of the 2025 edition of the Chambers Acquisition Finance Guide, which is part of the publisher’s Global Practice Guide series. Nick also co‑authored, along with Cravath partners Ryan J. Patrone, Kelly M. Smercina and Margaret R. M. Rallings, the U.S. chapter of the guide.
Activities
June 12, 2025
Legal 500 United States Ranks Cravath in Top Tier Across 15 Practice Areas and Recognizes 79 Cravath Attorneys
The 2025 edition of the Legal 500 United States ranked Cravath in the top tier nationally in 15 areas: Antitrust - Civil Litigation/Class Actions: Defense; Capital Markets: Debt Offerings (Advice to Issuers); Capital Markets: Debt Offerings (Advice to Underwriters); Capital Markets: Global Offerings (Advice to Issuers); Capital Markets: Global Offerings (Advice to Underwriters); Commercial Lending (Advice to Lenders); Employee Benefits, Executive Compensation and Retirement Plans: Transactional; Environment: Transactional; Financial Services Litigation; General Commercial Disputes; International Tax; M&A: Large Deals ($1bn+); M&A Litigation: Defense; Securities Litigation: Defense; and U.S. Taxes: Non‑contentious. In addition, 79 Cravath attorneys were individually recognized by The Legal 500 United States this year.
Publications
June 12, 2025
SEC Solicits Public Comment on the Eligibility Criteria for Foreign Private Issuer Status
On June 11, 2025, Cravath prepared a memo for its clients entitled “SEC Solicits Public Comment on the Eligibility Criteria for Foreign Private Issuer Status.” The memo examines a concept release recently published by the U.S. Securities and Exchange Commission to seek public comment on whether to revise the “foreign private issuer” definition in light of shifting trends in the characteristics of the FPI population.
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