Editorial: Banking in California

01 August 2007

O’Melveny & Myers LLP fields three practitioners in the following pages. The firm is headquartered in California and has expanded over the years with more than 1,000 lawyers in 13 offices worldwide. In Los Angeles the “very talented” Christine Olsen is admired for her work in complex cases as well her representation of insurers and banks. Edward Mcaniff also represents the firm’s Los Angeles office. “A prominent figure in banking law”, McAniff is currently involved in the new developments in banking under the Gramm-Leach-Steagall Act and has also acted as underwriter’s counsel for many investment and commercial banks. In the San Francisco office, Jill Matichak is distinguished for her “no-nonsense, accessible approach”. Respondents gave her leveraged finance expertise special mention; she has also acted on matters such as secured and unsecured commercial lending arrangements and asset-based facilities. She recently represented a leading US commercial bank in connection with the arrangement of a $1.1 billion in senior secured credit facilities for Levi Strauss & Co. 

Gibson Dunn & Crutcher LLP is an international firm with its roots in Los Angeles. At the firm’s Century City office, Brian Kilb is regarded as “excellent: thoughtful, careful and skilled”. His work on the borrower side was of particular note to respondents, as was his expertise in leveraged acquisition financings and his representation of capital sources in secured and unsecured senior, mezzanine and subordinated lending transactions, among other areas. Highlights include representing Pacific LifeCorp in a $550 million unsecured credit and letter of credit facilities led by Bank of Tokyo-Mitsubishi. “Rising star” Cromwell Montgomery was praised as “very thoughtful and skilled” by interviewees. Working closely with Brian Kilb, he is “carving out a reputation for himself ” as a finance transactions lawyer. 

Latham & Watkins LLP’s banking department boasts a large and comprehensive practice. The firm is known for its work representing asset-based lenders in secured financing for middle-market lenders as well as its expertise in syndicated asset-based transactions. The two Latham practitioners making it onto our list hail from the firm’s original office in Los Angeles. The “very talented” John Mendez is head of the firm’s West Coast banking group. His “New York-style practice” is much admired, as is his experience in leveraged finance work for investment banks in combination with bond offerings. Impressed contributors stated that they “have the utmost respect for him”. Vicki Marmorstein at the same office is, according to interviewees, a “very good asset-based lending lawyer and a joy to work with across the table”. She is equally well regarded for her structured finance expertise. 

Two lawyers represent Orrick Herrington & Sutcliffe LLP, a firm that has constructed an extremely successful international banking practice. A stellar client list is testament to a “highly competent and well-integrated practice”, according to one competitor. Bank clients such as BNP Paribas and borrowers such as Gap and Caterpillar Financial have benefited from the firm’s services in transactions, including letter of credit and acceptance financings, and syndicated credit facilities. The firm recently represented Pacific Gas and Electric Company Corporation in, among other transactions, the establishment of a $1billion revolving credit facility. At the Los Angeles office the head of the firm’s banking and commercial finance practice, Alan Benjamin, was warmly received by counterparts. Described as “a highly ethical and effective practitioner”, his expertise in complex financial transactions elicited admiration, as did his work in lending to the gaming industry, including Native American tribes. The “seasoned and respected” Thomas Coleman in the San Francisco office was noted especially for his experience in single-lender credit agreements, public finance transactions, and synthetic and other lease arrangements. 

Bingham & McCutchen LLP possesses three Californian offices, with a particular focus on banking law in San Francisco. The firm has undergone significant growth over the past 10 years through eight combinations with other firms. Bingham’s “top-flight” bank, commercial and structured finance practice group is co-chaired by George Hisert, “a very impressive, technical lawyer” with great experience in letters of credit and also as an asset-based lenders lawyer. He represented McKesson Corporation as borrower in a senior unsecured syndicated credit facility for $1.3 billion and is chair of the letter of credit subcommittee of the UCC committee of the business law section of the American Bar Association. 

“A real presence in California”, Sheppard Mullin Richter & Hampton LLP possesses a number of offices statewide.Its banking practice attracted accolades for its asset-based lending work and advisory work on California law issues such as usury, form compliance for consumer transactions and UCC issues. The firm has represented Bank of America, Farm Credit Bank and Nissan Credit, among other clients. John Berchild is based at the firm’s Los Angeles office and was described by his peers as a “truly excellent asset-based lenders’ lawyer”. He represents lenders in secured and unsecured property transactions, asset-based financing, personal property leasing and leveraged acquisitions. He has acted for institutions such as Citicorp North America and Toyota Motor Credit. David Mccarty also resides at the Los Angeles office. Described as “a dab hand at financial institutions litigation”, McCarty is also well known for his creditors’ rights work. He represented the indenture trustee for $1.7 billion in notes in a transaction involving Adelphia Communications and also acted as a member of the creditors’ committee. 

Pillsbury Winthrop Shaw Pitman LLP’s national and international banking practice handles a varied range of transactions including credit facilities, multiple-facility transactions, and domestic and cross-border loans. The firm represented BNP Paribas and BancWest Corporation in their acquisition of Community First Bankshares for $1.2 billion. Rodney Peck was involved in this deal and comes recommended as “a long-standing asset to the firm’s practice”. His banking law practice focuses especially upon financial institution mergers and acquisitions. 

John Hilson represents Paul Hastings Janofsky & Walker LLP. The firm’s banking practice is well known for its representation of traditional (ie, investment banks) and nontraditional capital providers such as hedge funds in, for example, lending transactions. Clients include Goldman Sachs and Silver Point Capital. Hilson “wrote the book on asset-based lending but is also great across the board”, according to one contributor. Furthermore, his expertise in representing hedge funds is well known among his peers. 

At Sullivan & Cromwell LLP, the banking practice’s “high-end niche work” prompted favourable comments. The firm has a large financial institutions practice as well as advising clients on regulatory issues. On the transactional side, the firm’s leveraged lending deals expertise is renowned. The banking team represented the consortium led by JC Flowers in the $25 billion acquisition of SLM Corporation. The “top drawer” Hydee Feldstein “attracts big cases”, according to respondents. She represents lenders and borrowers, acting for banks as well as companies and sponsors. Admiring contributors showered her with praise, saying, “she’s smart, hard-working, talented and energetic.” 

Banking at Morrison & Foerster LLP, San Francisco’s largest law firm, is “an extremely strong practice”, according to one source, who emphasised the high number of major financial institutions, such as US Bank and Union Bank of California, who had entrusted MoFo with their banking law matters. The law firm is also highly active in regulatory and legislative affairs on federal and state levels as well as providing a “fine service” across the board. The “highly effective” Roland Brandel concentrates his practice on consumer financial services and financial institution regulation. 

Shearman & Sterling LLP’s San Francisco based banking capability is part of a national and international network with “a competent, coordinated and flexible approach to complex transactions”, according to one source, and similar praise was heaped on the firm’s handling of acquisition financings. Past clients have included JP Morgan, Credit Suisse and Delphi. Manager of the firm’s West Coast private financing and bankruptcy practice Steven Sherman, a “focused, talented lawyer”, has a broad practice, which drew praise for his representation of financial institutions and leveraged acquisition financings. He represented Levi Strauss in its bank credit facility. 

DLA Piper US LLP’s rapidly expanding California practice is “certainly gaining ground in banking law”, said one counterpart. The firm has represented Union Bank of California and Fortress Credit among other clients. Los Angeles practitioner Gary Rosenbaum is chair of the firm’s finance practice group, with “an enviable track record as an assetbased lending lawyer”. He provides a full range of advice to financial institutions in all aspects of leveraged finance transactions in industries such as retail, textile manufacturing, paper production, the internet and other technology fields. He also represents borrowers in secured loan transactions. 

New York firm White & Case LLP boasts a “terrific” California banking capability. The firm offers great breadth and depth of service, representing clients including Union Bank of California and Delta Air Lines. Neil Rust, head of the Los Angeles office’s corporate and financial services department was described as “a gentlemanly practitioner with great knowledge of the field”. He has a broad transactional practice that, in the banking field, centres on representing agent banks in arranging and providing secured and unsecured personal credit facilities. He also represents banks that provide credit and liquidity support for bonds. In an advisory capacity, he has served lenders to governments and governmental entities. 

Los Angeles is Skadden Arps Slate Meagher & Flom LLP’s Californian banking hub, where lawyers handle domestic and international transactions for a broad range of financial institutions, borrowers and equity sponsors. The department has carried out transactions such as off-balance sheet financings and bridging loan transactions for clients including Colony Capital, BNP Paribas, Texas Pacific Group and Deutsche Bank. Representing lenders, investors, borrowers and equity sponsors, “sharp” David Reamer has carried out transactions such as bridge financings, secured lending transactions and acquisition financings. One such highlight is his representation of Penn National Gaming in its acquisition of Argosy Gaming and Hollywood Casino, and other financing matters. 

Winston & Strawn LLP’s California offices are located in Los Angeles and San Francisco. Banking is “one of the firm’s mainstay practices”, exhibiting “excellence in highend work” as well as many other types of transactions. The firm represented American General Financial Services in a putative class action, gaining a victory for its client. Other clients have included Cisco Systems, JP Morgan Chase and Merrill Lynch. “Great technical lawyer” William Harvey hails from the San Francisco office, concentrating his practice on bank finance. He is a former in-house lawyer at Bank of America and is still much admired for his work for that institution in particular, as well as for “sterling work” in syndicated loans and equipment leases. Harvey also focuses on unsecured syndicated and leveraged senior debt financings. He represented Bank of America’s Strategic Investments Group in an $88 million, 100 per cent financed acquisition of 50,000 acres of redwood timberlands by a subsidiary of Redwood Forest Foundation.

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