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Published on 1/4/2013 in the Prospect News Convertibles Daily.

Davis Polk is No. 1 legal counsel to convertible underwriters, issuers for 2012

By Rebecca Melvin

New York, Jan. 4 - Davis Polk & Wardell LLP, an international law firm headquartered in New York, was the No. 1 legal counsel to convertibles underwriters for 2012, facilitating $5.09 billion in issuance in 22 deals, for a 23% share of the total, according to data compiled by Prospect News.

Davis Polk & Wardell was also the top legal counsel to convertible issuers, accounting for $149 billion in two deals, or 6.7% of the total.

Latham & Watkins LLC, another international firm, was the No. 2 legal counsel to convertibles underwriters, with $3.14 billion in 13 deals, for 14% of the total for the year to date.

Simpson Thacher & Bartlett LLP ranked third for a 7% share of total issuance or $1.54 billion in five deals.

Sullivan & Cromwell LLP and Shearman & Sterling LLP rounded out the remaining top five legal firms providing counsel to convertibles underwriters, with $1.39 billion and $1.38 billion in issuance, respectively.

Among firms that provided legal counsel to convertible issuers, Wachtell Lipton Rosen & Katz and Sullivan & Cromwell LLP were the No. 2 and No. 3 ranking counsel to issuers, after Davis Polk & Wardell, accounting for $1.1 billion and $1.07 billion in new issuance, respectively, for 6.5% and 4.9% of the total.

In house legal counsel accounted for $1.04 billion in issuance, or 4.7% of the total.

Details on the legal counsel of all new issues for the year weren't available to Prospect News. In all, there were 84 convertibles deals, totaling $22.33 billion of new issuance for 2012, compared to 84 deals totaling $25.95 billion for 2011.

U.S. market, year to date

2011 Comparables

Underwriter's counselAmountNo.ShareRankAmountNo.Share
1Davis Polk & Wardwell LLP5.0872222.79%25.6832421.90%
2Latham & Watkins LLP3.1351314.04%52.12788.20%
3Simpson Thacher & Bartlett LLP1.53556.87%42.7451010.58%
4Sullivan & Cromwell LLP1.38726.21%90.55022.12%
5Shearman & Sterling LLP1.38016.18%
6Hunton & Williams LLP1.27435.71%
7Cleary Gottlieb Steen & Hamilton LLP1.16535.22%61.98147.63%
8Fried Frank Harris Shriver & Jacobson LLP0.86223.86%70.85953.31%
9Cravath Swaine & Moore LLP0.48322.16%140.15510.60%
10Vinson & Elkins LLP0.35021.57%
Total22.3288425.95184
U.S. market, year to date
2011 Comparables
Issuer's counselAmountNo.ShareRankAmountNo.Share
1Davis Polk & Wardwell LLP1.48526.65%100.78023.01%
2Cooley LLP1.45576.52%300.12010.46%
3Wachtell Lipton Rosen & Katz1.10014.93%
4Sullivan & Cromwell LLP1.06924.79%130.61322.36%
5In house1.04334.67%
6Morgan Lewis & Bockius LLP0.91524.10%
7Simpson Thacher & Bartlett LLP0.86043.85%61.06424.10%
8Latham & Watkins LLP0.83543.74%51.15564.45%
9K&L Gates LLP0.78523.52%
10Wyrick Robbins Yates & Ponton LLP0.69013.09%
Total22.3288425.95184
Prospect News Convertibles Counsel Rankings
Criteria

• The tables include all underwritten dollar-denominated offerings sold in the United States as public or Rule 144A deals reported to Prospect News.

• Offerings are included in the time period in which they price.

• Amounts are based on the total sales price (face amount multiplied by the offering price). The full amount is credited to the issuer's counsel or underwriter's counsel.

• Each tranche is counted as a separate deal.

• Bonds are included that convert into the issuer's or another company's stock or the cash equivalent; bonds that convert into other bonds are excluded.

• Structured products are excluded.

• Preferred issues are included using the same criteria as for bonds.


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