Davis Polk top legal counsel to convertible bond underwriters for year to date

By Rebecca Melvin

New York, June 5 - Davis Polk & Wardwell LLP remained top legal counsel to the underwriters of convertible bonds for the year to date through May, accounting for 34% of total volume of issuance under its guidance, or $5.96 billion in 15 deals, according to data compiled by Prospect News.

Simpson Thacher & Bartlett LLP ranked No. 2 for the year to date with 16% of total issuance, or $2.78 billion in eight deals.

Latham & Watkins LLP was the third highest ranking legal counsel to the underwriters of convertible bonds with $2.43 billion, or 14% of issuance, in four deals. Skadden Arps was fourth with 7% of the total or $1.2 billion in three deals, which was unchanged for the month.

Davis Polk was also top counsel to underwriters for May alone, with $1.4 billion in new issuance, or 35%, in six deals.

Among legal counsel to issuers of convertible bonds for the year to date, Wilson Sonsini Goodrich & Rosati ranked No. 1 with $2.56 billion attributed to its counsel, or 15%, of the total in five deals.

International law firm Cleary Gottlieb Steen & Hamilton LLP ranked No. 2 with $1.43 billion, or two deals, for 8% of the total.

Luxembourg-based Elvinger Hoss & Prussen was attributed with $1,125,000,000 in issuance in a single deal, accounting for 6.4% of the total, while Sullivan & Cromwell LLP was No. 4 legal counsel to convertibles issuers, accounting for 5.6% of the total, or $980 million in one deal. But Sullivan & Cromwell was the top legal counsel to issuers in May with that same deal, which accounted for a 24% of total issuance for the month.

Details on the legal counsel of all new issues weren't available to Prospect News. Total issuance for the year through May was $17.60 billion in 53 deals, which was up from $13.50 billion in 41 deals for the year to date through April and more than double the $8.30 billion in 27 deals for the first five months of 2012.

U.S. market, year to date

2012 Comparables

	Underwriter's counsel	Amount	No.	Share	Rank	Amount	No.	Share
1	Davis Polk & Wardwell LLP	5.963	15	33.88%	1	2.129	8	25.67%
2	Simpson Thacher & Bartlett LLP	2.776	8	15.78%	3	1.335	4	16.09%
3	Latham & Watkins LLP	2.428	4	13.80%	2	1.468	5	17.69%
4	Skadden Arps Slate Meagher & Flom LLP	1.190	3	6.76%
5	Clifford Chance US LLP	0.463	2	2.63%
6	Mayer Brown LLP	0.450	1	2.56%
7	Cravath Swaine & Moore LLP	0.403	1	2.29%	7	0.230	1	2.77%
8	Willkie Farr & Gallagher LLP	0.400	1	2.27%
9	Cahill Gordon & Reindel LLP	0.361	3	2.05%	12	0.043	1	0.52%
10	Cooley LLP	0.296	2	1.68%
	Total	17.596	53	8.295	27
U.S. market, May
					2012 Comparables
	Underwriter's counsel	Amount	No.	Share	Rank	Amount	No.	Share
1	Davis Polk & Wardwell LLP	1.420	6	34.83%	2	0.650	2	26.33%
2	Latham & Watkins LLP	0.980	1	24.03%
3	Simpson Thacher & Bartlett LLP	0.910	2	22.32%	4	0.335	2	13.57%
4	Cahill Gordon & Reindel LLP	0.275	2	6.74%
5	Ellenoff Grossman & Schole LLP	0.020	1	0.49%
	Total	4.077	12	2.469	8
U.S. market, year to date
					2012 Comparables
	Issuer's counsel	Amount	No.	Share	Rank	Amount	No.	Share
1	Wilson Sonsini Goodrich & Rosati PC	2.560	5	14.55%	5	0.600	1	7.23%
2	Cleary Gottlieb Steen & Hamilton LLP	1.425	2	8.10%
3	Elvinger Hoss & Prussen	1.125	1	6.39%
4	Sullivan & Cromwell LLP	0.980	1	5.57%	2	0.995	1	12.00%
5	Jones Day	0.825	2	4.69%
6	Boutin Jones Inc.	0.550	1	3.13%
7	Sidley Austin LLP	0.525	1	2.98%	17	0.127	1	1.53%
8	Morgan Lewis & Bockius LLP	0.508	2	2.89%	9	0.285	1	3.44%
9	Foley & Lardner LLP	0.450	1	2.56%
10	Paul Weiss Rifkind Wharton & Garrison LLP	0.438	2	2.49%
	Total	17.596	53	8.295	27.000
U.S. market, May
					2012 Comparables
	Issuer's counsel	Amount	No.	Share	Rank	Amount	No.	Share
1	Sullivan & Cromwell LLP	0.980	1	24.03%
2	Wilson Sonsini Goodrich & Rosati PC	0.810	2	19.87%
3	Cleary Gottlieb Steen & Hamilton LLP	0.300	1	7.36%
4	Hogan Lovells US LLP	0.250	1	6.13%
5	DLA Piper LLP (US)	0.250	1	6.13%
6	Cooley LLP	0.020	1	0.49%
	Total	4.077	12	2.469	8
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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