By Rebecca Melvin
New York, Jan. 6 - International law firm Davis Polk & Wardwell LLP, based in New York, was the No. 1 legal counsel to convertible bond underwriters for 2013, facilitating $15.64 billion in issuance in 50 deals, for a 32% share of the total, according to data compiled by Prospect News.
Davis Polk was also the top legal counsel to underwriters for the fourth quarter with $5.18 billion of issuance in 18 deals, or 27% of the total.
Latham & Watkins LLP, another prominent global law firm, was the No. 2 legal counsel to convertibles underwriters for the year, with $6.39 billion, or 21% of the total in 21 deals. Latham & Watkins was also the top legal counsel to convertibles underwriters for December alone with $1.6 billion in four deals, accounting for 29% of the total.
Simpson Thacher & Bartlett LLP ranked third for all of 2013 for a 10% share of total issuance, or $5.01 billion in 12 deals.
For the full year, Skadden Arps Slate Meagher & Flom LLP and Hunton & Williams LLP rounded out the remaining top five legal firms providing counsel to convertibles underwriters, with $3.88 billion and $1.02 billion, respectively.
Among top legal counsel to convertible issuers for 2013 were Wilson Sonsini Goodrich & Rosati as No. 1 and Skadden Arps as No. 2, with $3.02 billion in seven deals and $2.65 billion in nine deals, respectively.
Cooley LLP and Cleary Gottleib Steen & Hamilton LLP ranked as third and fourth legal counsel to issuers with $1.825 billion in four deals and $1.47 billion in two deals, respectively.
Skadden Arps was also the top legal counsel for issuers for the fourth quarter and December alone. Cooley was the No. 2 legal counsel to issuers for the fourth quarter with $1.55 billion in two deals, and Proskauer Rose LLP was the No. 2 legal counsel to issuers for December alone with $690 million in two deals for December.
Details on the legal counsel of all new issues for the year weren't available to Prospect News. In all, there were 157 convertible deals totaling $49.16 billion of new issuance for 2013, compared to 64 deals totaling $22.33 billion for 2012.
U.S. market, year to date
2012 Comparables
| Underwriter's counsel | Amount | No. | Share | Rank | Amount | No. | Share
|
| 1 | Davis Polk & Wardwell LLP | 15.641 | 50 | 31.82% | 1 | 5.087 | 22 | 22.79%
|
| 2 | Latham & Watkins LLP | 6.387 | 21 | 12.99% | 2 | 3.135 | 13 | 14.04%
|
| 3 | Simpson Thacher & Bartlett LLP | 5.011 | 12 | 10.19% | 3 | 1.535 | 5 | 6.87%
|
| 4 | Skadden Arps Slate Meagher & Flom LLP | 3.875 | 11 | 7.88% |
|
| 5 | Hunton & Williams LLP | 1.022 | 4 | 2.08% | 6 | 1.274 | 3 | 5.71%
|
| 6 | Sidley Austin LLP | 0.715 | 2 | 1.45% | 17 | 0.070 | 1 | 0.31%
|
| 7 | Cravath Swaine & Moore LLP | 0.602 | 2 | 1.22% | 9 | 0.483 | 2 | 2.16%
|
| 8 | Cahill Gordon & Reindel LLP | 0.586 | 5 | 1.19% | 11 | 0.342 | 4 | 1.53%
|
| 9 | McGuireWoods LLP | 0.500 | 3 | 1.02% |
|
| 10 | Troutman Sanders LLP | 0.490 | 2 | 1.00% | 15 | 0.127 | 1 | 0.57%
|
| Total | 49.157 | 157 | 22.328 | 84 |
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| U.S. market, fourth quarter |
|
| | | | | 2012 Comparables |
|
| Underwriter's counsel | Amount | No. | Share | Rank | Amount | No. | Share
|
| 1 | Davis Polk & Wardwell LLP | 5.180 | 18 | 26.82% | 2 | 1.141 | 5 | 17.90%
|
| 2 | Latham & Watkins LLP | 2.850 | 10 | 14.75% | 3 | 0.890 | 4 | 13.96%
|
| 3 | Skadden Arps Slate Meagher & Flom LLP | 2.120 | 6 | 10.97% |
|
| 4 | Simpson Thacher & Bartlett LLP | 1.700 | 2 | 8.80% | 4 | 0.200 | 1 | 3.14%
|
| 5 | McGuireWoods LLP | 0.345 | 2 | 1.79% |
|
| 6 | Hunton & Williams LLP | 0.239 | 2 | 1.24% |
|
| 7 | Conyers Dill & Pearman | 0.200 | 1 | 1.04% |
|
| 8 | Baker Botts LLP | 0.200 | 1 | 1.04% |
|
| 9 | Cravath Swaine & Moore LLP | 0.199 | 1 | 1.03% |
|
| 10 | Cahill Gordon & Reindel LLP | 0.150 | 1 | 0.78% | 6 | 0.115 | 1 | 1.80%
|
| Total | 19.318 | 57 | 6.377 | 23 |
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| U.S. market, December |
|
| | | | | 2012 Comparables |
|
| Underwriter's counsel | Amount | No. | Share | Rank | Amount | No. | Share
|
| 1 | Latham & Watkins LLP | 1.600 | 4 | 28.96% | 2 | 0.660 | 3 | 24.52%
|
| 2 | Davis Polk & Wardwell LLP | 1.488 | 10 | 26.93% | 3 | 0.190 | 1 | 7.05%
|
| 3 | McGuireWoods LLP | 0.345 | 2 | 6.24% |
|
| 4 | Cahill Gordon & Reindel LLP | 0.150 | 1 | 2.72% |
|
| 5 | Hunton & Williams LLP | 0.124 | 1 | 2.24% |
|
| 6 | Wilson Sonsini Goodrich & Rosati | 0.103 | 1 | 1.86% |
|
| 7 | Squire Sanders (US) LLP | 0.102 | 1 | 1.86% |
|
| 8 | King & Wood Mallesons | 0.044 | 1 | 0.79% |
|
| 8 | Walkers Global | 0.044 | 1 | 0.79% |
|
| Total | 5.525 | 21 | 2.692 | 8 |
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| U.S. market, year to date |
|
| | | | | 2012 Comparables |
|
| Issuer's counsel | Amount | No. | Share | Rank | Amount | No. | Share
|
| 1 | Wilson Sonsini Goodrich & Rosati PC | 3.020 | 7 | 6.14% | 11 | 0.632 | 2 | 2.83%
|
| 2 | Skadden Arps Slate Meagher & Flom LLP | 2.650 | 9 | 5.39% | 12 | 0.585 | 3 | 2.62%
|
| 3 | Cooley LLP | 1.825 | 4 | 3.71% | 2 | 1.455 | 7 | 6.52%
|
| 4 | Cleary Gottlieb Steen & Hamilton LLP | 1.470 | 2 | 2.99% |
|
| 5 | Sidley Austin LLP | 1.353 | 4 | 2.75% | 31 | 0.127 | 1 | 0.57%
|
| 6 | Latham & Watkins LLP | 1.324 | 7 | 2.69% | 8 | 0.835 | 4 | 3.74%
|
| 7 | Sullivan & Cromwell LLP | 1.276 | 2 | 2.59% | 4 | 1.069 | 2 | 4.79%
|
| 8 | Fenwick & West LLP | 1.175 | 3 | 2.39% |
|
| 9 | Elvinger Hoss & Prussen | 1.125 | 1 | 2.29% |
|
| 10 | Proskauer Rose LLP | 1.000 | 3 | 2.03% |
|
| Total | 49.157 | 157 | 22.328 | 84 |
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| U.S. market, fourth quarter |
|
| | | | | 2012 Comparables |
|
| Issuer's counsel | Amount | No. | Share | Rank | Amount | No. | Share
|
| 1 | Skadden Arps Slate Meagher & Flom LLP | 2.409 | 7 | 12.47% | 3 | 0.397 | 1 | 6.22%
|
| 2 | Cooley LLP | 1.547 | 2 | 8.01% | 2 | 0.460 | 1 | 7.21%
|
| 3 | Cravath Swaine & Moore LLP | 0.978 | 1 | 5.06% |
|
| 4 | Paul Hastings LLP | 0.750 | 2 | 3.88% |
|
| 5 | Shearman & Sterling LLP | 0.700 | 1 | 3.62% |
|
| 6 | Proskauer Rose LLP | 0.690 | 2 | 3.57% |
|
| 7 | Vinson & Elkins LLP | 0.650 | 2 | 3.36% |
|
| 8 | Fenwick & West LLP | 0.575 | 1 | 2.98% |
|
| 9 | Wilson Sonsini Goodrich & Rosati PC | 0.460 | 2 | 2.38% |
|
| 10 | Lewis Rice & Fingersh LC | 0.300 | 1 | 1.55% |
|
| Total | 19.318 | 57 | 6.377 | 23 |
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| U.S. market, December |
|
| | | | | 2012 Comparables |
|
| Issuer's counsel | Amount | No. | Share | Rank | Amount | No. | Share
|
| 1 | Skadden Arps Slate Meagher & Flom LLP | 1.244 | 3 | 22.52% |
|
| 2 | Proskauer Rose LLP | 0.690 | 2 | 12.49% |
|
| 3 | Lewis Rice & Fingersh LC | 0.300 | 1 | 5.43% |
|
| 4 | Cleary Gottleib Steen & Hamilton LLP | 0.300 | 1 | 5.43% |
|
| 5 | Wilson Sonsini Goodrich & Rosati PC | 0.230 | 1 | 4.16% |
|
| 6 | Greenberg Traurig LLP | 0.220 | 1 | 3.98% |
|
| 7 | Ropes & Gray LLP | 0.190 | 1 | 3.44% |
|
| 8 | Ledgewood | 0.124 | 1 | 2.24% |
|
| 9 | Stradling Yocca Carlson & Rauth PC | 0.120 | 1 | 2.17% |
|
| 10 | Foley & Lardner LLP | 0.103 | 1 | 1.86% |
|
| Total | 5.525 | 21 | 2.692 | 8 |
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| Prospect News Convertibles Counsel Rankings
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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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