Editorial: Capital Markets in Illinois
01 July 2008
As with the rest of the US, the credit crunch has hit Illinois hard. There are lawyers in the state well qualified to work when the markets pick up. The number of practitioners listed here has risen to 27, from 12 firms, with Chicago-based outfits showing their strength alongside national and international firms.
Mayer Brown LLP once again tops the rankings in this chapter, fielding seven practitioners. The firm has represented many major US underwriters and was praised as "exceptional for securities work". Jason Kravitt, who also features prominently in the banking chapter, leads the charge. Contributors to the survey describe him as "a real pioneer", crediting him with "creating the concept of securitisation before there was securitisation" and creating a raft of significant structured finance products used in the market. A "tremendous lawyer", he was responsible for the first partially enhanced, multi-seller, asset-backed commercial paper vehicle in 1989, as well as the first collateralised loan obligation in 1988. He served as one of the organisers and senior officers of the American Securitization Forum. Co-head of the practice, Stuart Litwin is similarly well regarded, especially for his specialisation in auto loans and auto leases, where he often works for Volkswagen, and in the area of auction-rate securities (ARS). He is currently representing JPMorgan on all its ARS issues.
The "incredibly smart" Mary Fontaine comes recommended for her knowledge of complex structured products. Her work on CDO transactions, single and multi-seller asset securitisation conduits and medium-term note issuances was noted, as were her "formidable negotiating skills". Edward Best is "very well regarded" and co-heads the capital markets and financial institutions group. He was lauded for his proficiency in counselling underwriters and issuers regarding public and rule 144A offerings. Conduit specialist George Pecoulas is "among the best" for structured securities offerings. Elizabeth Raymond is a "versatile and experienced" capital markets lawyer, whose practice "runs the gamut". Robert Hugi completes Mayer Brown's listing. His practice encompasses public and private issuances, backed by credit card and equipment contract receivables. "Respected for his regulatory work", he represents the American Securitization Forum among other industry groups on regulatory proposals.
Sidley Austin LLP's capital markets practice has an international profile, and the firm has acted on key deals such as the sale of Discover Financial Services' credit card business to Barclays Bank for £35 million. Its Chicago office is a key part of this successful network and the securities group achieves an impressive six-lawyer showing. One contributor said, "they are our most effective competitors", praising their global securities practice. Their securities and derivatives work prompted favourable comments from interviewees. Co-head of Sidley's global securitisation and structured finance practice, Thomas Albrecht is considered "truly one of the best" by competitors. His recent work on whole business securitisations in a number of different asset categories was noted, as was his expertise on multi-seller commercial paper and mid-term conduits. Thomas Brown is "an excellent lawyer to have on the other side", and a "dab hand at conduits". He has also worked on the securitisation of assets originated in Japan. Head of the Chicago banking and securitisation group, Gary Stern is "a star" and considered "one of the very best at the firm". His practice includes secured finance and domestic and international securitisations for commercial paper conduits, investment banks, monoline insurance companies and commercial banks, among others. Perry Schwachman impressed with his representation of insurance companies, banks and other financial institutions in securities-related matters. Kevin Hochberg completes the picture, receiving praise for his "professional, intelligent" approach.
Several other firms boast more than one partner in the chapter. Skadden Arps Meagher & Flom's Chicago capital markets practice is "well known for big-ticket work". Randall Rademaker is a "stand-out securities lawyer", with "a real weight of experience behind him". His recent work includes representing JPMorgan Chase Bank in connection with a US$400 million securitisation of consumer loans and loan portfolios. He has also represented clients such as Wachovia Bank and Sara Lee Corporation in a range of securities transactions. The "great" Rodd Schreiber was praised for his broad-based practice, which includes counselling clients on securities law compliance, among other issues. He represented Chicago Mercantile Exchange Holdings, LaSalle Partners and Prism Financial on their initial public offerings.
Kirkland & Ellis LLP has a substantial capital markets practice, whose ever-expanding reputation in the region has impressed interviewees. Kenneth Morrison is partner in charge of the asset finance and securitisation practice. His work involves a variety of asset classes for originators, conduit sponsors, underwriters and principle finance groups. His high-profile clients include General Motors, Navstar and GMAC. One interviewee described him as "pre-eminent in the auto loans field". The "exceptionally resourceful" Carter Emerson has worked on secutities offerings such as the IPO of New Zealand Telecom.
Winston & Strawn LLP's Chicago downtown office is a key part of the firm's network, performing multinational deals as well as domestic securities matters. The firm represented underwriters, led by Citigroup Global Markets and JPMorgan Securities in GATX Corporation's public offering of senior notes. For many interviewees, Robert Wall is the "go-to guy", with nearly 40 years' experience, during which he has participated in nearly 100 public offerings. David Galainena's clients include Citigroup Capital Markets, Amaranth and Chicago Asset funding. Intervewees praised him as "a great lawyer to have on a deal".
Chapman & Cutler LLP debuts in the chapter with the inclusion of Timothy Mohan and Edward Sommer. Peers "think very highly of" Mohan's commercial paper work. One competitor said, "I would hire him like a shot." He represented a major European bank in a US$5.5 million securitisation of its US loan portfolio. His colleague Edward Sommer was also praised by his peers, who said, "he can be relied upon to get the job done."
Six firms are represented by individuals: Katten Muchin Rosenman LLP's Herbert Wander is a "senior statesman" of the Chicago Bar, known for his "outstanding record" in the securities arena. Sonnenschein Nath & Rosenthal LLP's Michael Froy is "well respected", and has worked on transactions involving issuers in a broad variety of industries, including Allstate Corporation in its initial public offering.
Jenner & Block LLP's Joseph Gromacki is similarly highly praised. Co-chair of the firm's securities practice, his "excellent form" for a wide range of securities transactions is borne out in his representation of clients such as General Motors, regularly acting for them in securities matters such as its global offering of US$17 billion of debt securities. The "great" Thomas Murphy at McDermott Will & Emery LLP is co-head of the securities practice group and regularly represents issuers and underwriters in public offerings across a wide range of sectors. He impressed respondents to the survey with his "terrific acumen".
Jones Day's representative Timothy Melton is "a fabulous issuer's lawyer". Co-head of the capital markets practice at the firm, he has recently represented Exide Technologies, Spanx and FleetPride in a variety of securities offerings. Christopher Lueking at Latham & Watkins LLP completes this chapter. A "tremendous operator", he has represented the likes of Goldman Sachs in underwritings, and his issuer representation includes Reliant Pharmaceuticals and Orbitz.