Ballard Spahr
Since its founding in 1919, Ballard Spahr has grown to 15 offices nationwide. The firm launched in in Philadelphia and this remains its largest office, closely followed in scale by Baltimore and Washington DC.
Focusses / specialisms
The Phoenix, Arizona office is highly regarded for its top tier work in the state.
The firm is experienced in many practice area across its offices, including M&A, banking, capital markets, project development and real estate.
The Las Vegas, Philadelphia, Minneapolis and Phoenix offices are well known for its work in M&A. The M&A, the firm represents strategic buyers and sellers in acquisition related matters.
In capital markets, the firm represents issuers in bond offerings, share offerings and IPOs. The banking team represents borrowers in credit facilities, loan agreements, project financing and acquisition financing.
The project development team represents developers in P3 and private projects in the transportation, infrastructure, energy and oil and gas industries.
Real estate is a large focus firm wide, where the team represents commercial, residential and industrial developers, investors and REITs in real estate matters such as acquisitions, financing and development.
Key clients
Key clients for the firm include Slang Worldwide, SVCP Management, Concrete Pumping Holdings, Healthpeak Properties, City Office REIT, Kilroy Realty, Upsher-Smith Laboratories, State Bankshares, Greystone & Co, 8minute Solar Energy, Pacific Southwest Development, VICI Properties, PNC Bank, Brixmor Propery Group, Citizens Bank Park, Cascata Packaging, SilencerCo and Kodiak Cakes.
Research period review: 30th edition (2019/2020)
The firm has a diverse research cycle, with each office seeing different trends.
The teams in the Colorado offices advised strategic acquirers and sellers in acquisition related matters. Real estate and cannabis were popular industries for the Colorado teams. In financial matters, the team advised borrowers in ABL and term loan agreements and issuers in public share offerings.
The Baltimore, Maryland office advised borrowers in refinancings, credit facilities and mortgage loan agreements. It also advised issuers in public share offerings, ATM offering programs, bond offerings, tender offers, shelf registrations and derivatives. Many of its clients were real estate developers, investors or REITs. The team also advised clients in the real estate industry on property development matters.
The Minneapolis office represented strategic acquirers and sellers in acquisitions in the financial services and pharmaceutical industries.
The Las Vegas team represented real estate developers, financial sponsors and REITs in various real estate development projects and sales.
The Philadelphia team advised a private equity firm in an acquisition and a lender in several credit facility and ABL agreements. It also advised developers and public institutions in P3 and private projects in the social infrastructure, oil and gas and transportation infrastructure industries. A large part of its work was in advising real estate developers, investors and REITs in commercial and residential development projects and acquisitions.
The Salt Lake City off represented borrowers in a separate refinancing and term loan agreement. It also advised issuers in share offerings and strategic acquirers and sellers in merger and acquisition related matters. The team represented developers in residential and hotel real estate projects.
In terms of lateral moves, the Salt Lake City office brought over M&A partner Travis Marc Wilson from Jones Waldo Holbrook & McDonough. The Baltimore office brought over public finance partner John Smolen from Nossaman. The Philadelphia office lost partners James MacDonald III, who left for Stevens & Lee, Craig Circosta, who left for Holland & Knight, Peter Hennessy, who moved in-house and David Pollack, who retired.
Deal highlights: 30th edition (2019/2020)
C7 Data Centers merger with DB Data Center Holdings
City Office REIT 6.625% Series A preferred stock at-the-market share offering
IPS and Alleghany Capital acquisition of Cardinal Holdings
Slang Worldwide $67 million acquisition of Organa Brands’ National Concessions Group
Southern Bighorn 475MW solar and 540MWh storage project
WEX $425 million acquisition of Discovery Benefits
Duane Morris
Full-service firm Duane Morris got its start in Philadelphia but has since expanded to 29 offices over three continents. In the United States, the firm has 22 offices spread through the country. Though the firm is headquartered in Philadelphia, the New York offices are among the firm’s largest.
Focusses / specialisms
With 22 offices spread out across the country, it is safe to say that each of Duane Morris’ locations have different expertise. Throughout the firm, there are teams in the banking, capital markets, M&A and restructuring and insolvency practices.
The banking practice has teams of note in Florida, Illinois and Pennsylvania. It represents borrowers and lenders in credit facilities and term loan agreements for general working capital financing, acquisition financing, construction financing and real estate financing. The Florida offices specializes in real estate financing.
The restructuring and insolvency practice has teams in New York, Los Angeles, Chicago, Philadelphia, San Diego, San Francisco, Boston, Atlanta, Miami, Pittsburgh, Newark and Wilmington. The teams represent debtors, trustees, receivers and creditors in Chapter 11 bankruptcy and restructuring proceedings.
The firm’s capital markets teams represents issuers in share offerings, tender offers, SPAC formations and bond issuances. The teams also represent private equity firms and companies with debt and equity investment financing. Many of these capital markets transactions support larger M&A and/or financing transactions.
In M&A, teams represent strategic and private equity clients in acquisitions on both the buy and sell side. It also advises clients in privatizations, joint ventures and mergers. Given its geographic reach, the firm has experience in all industries. Some of these acquisitions are public M&A transaction and have an associated capital markets transaction.
Key clients
Key clients for the firm include CIBC, Wells Fargo, Pennsylvania Turnpike Commission, Centennial Bank, Synovus Bank, JP Morgan Chase Bank, Quality Carriers, Altman Specialty Plants, New England Compounding Pharmacy, the Government Employees’ Retirement System of the Virgin Islands, Pipeline Health, Nueva Generacion Manufacturas, Clock Spring Company, Pipeline Health, Camden Partners, iAnthus Capital Holdings, Intermarket Communications, JDP Therapeutics, Catalent, National Gas & Electric and AT&T.
Research period review: 30th edition (2019/2020)
Over the research period, the banking teams represented borrowers and lenders in credit facilities and term loan agreements. The Illinois office worked on more acquisition and construction financing transactions while the Pennsylvania offices worked on more general working capital financing.
The California offices largely represented receivers. The capital markets team conducted a variety of work on both the debt and equity side. Most of the capital markets work was done as part of a larger acquisition transaction. In M&A, the teams represented private equity and strategic firms across a wide assortment of industries.
The Florida offices represented financial sponsors and property owners in commercial real estate financing. The restructuring and insolvency teams worked on numerous Chapter 11 and 7 proceedings, representing mostly creditors and debtors.
The Maryland and Pennsylvania offices specifically worked with numerous private equity firms. The New York office worked with several firms in the cannabis industry.
In February 2020, Duane Morris merged with Satterlee Stephens. This gave the firm three additional offices in New York and New Jersey.
Deal highlights: 30th edition (2019/2020)
Altman Specialty Plants Chapter 11 restructuring
Catalent $40 million acquisition of Juniper Pharmaceuticals
Clock Spring Company / Neptune Research merger
CSL Flagstaff $80 million acquisition and construction loan
iAnthus Capital Holdings / MPX Bioceutial merger
Client feedback: 30th edition (2019/2020)
M&A
“The firm has a deep bench of highly skilled counsel across a broad array of subjects. The firm also acts as a fierce advocate for the client and because of the expertise of its counsel the firm is able to foresee issues before they become problems.”
“Efficiently uses resources to get client objectives done. Does not waste client money with busywork.”
“Very reachable/available when needed. Easy to work with – and to translate M&A issues into simpler language and concepts for non-M&A attorneys.”
Morgan Lewis & Bockius
Since its founding in 1873, Morgan Lewis & Bockius has massively expanded from one office in Philadelphia to 31 offices across three continents. In the United States, there are 17 offices across 11 states.
Focusses / specialisms
The firm has market leading teams in Massachusetts and Pennsylvania. Firm wide, it is particularly well known for its work in the structured finance and securitization, hedge funds, oil and gas projects and power project practices.
The banking team acts for lenders and borrowers in refinancing, acquisition financing, DIP financing and general working capital financing.
In capital markets, the firm works on the debt, equity and derivatives sides, representing issuers. In debt capital markets, the firm advises clients on investment grade, convertible and high yield bond issuances.
On the equity side, Morgan Lewis acts on common share offerings, at-the-market offerings, private placements, IPOs and secondary offerings. Forward transactions are regularly seen in the derivatives market.
In investment funds, the firm advises investment firms, pension groups, governments and private equity firms in the formation of real estate funds, sovereign wealth funds, hedge funds, ETFs, mutual funds and other types of closed and open-ended funds.
The M&A practice acts on the buy and sell side for strategic acquisitions and joint ventures. The firm also has a private equity practice that handles acquisitions and sale related to private equity clients.
In the projects finance and infrastructure practice, the firm advises project developers and financial sponsors in projects in the energy, power and oil and gas industries. Many of these projects have associated acquisition components.
The restructuring and insolvency practice advises creditors and debtors in out of court financial restructurings and Chapter 11 and 15 proceedings.
Key clients
Key clients for the firm include Wells Fargo, JP Morgan Chase Bank, Bank of America, Descartes Systems Group, Frontage Laboratories, American Water Works, Pioneer Investment Management, California Public Employees’ Retirement Systems, Nuveen, Park Lawn Corp, Broadway Technology, Sabre, National Grid, Prudential Capital Group, Korea Electric Power, QTCB Noteholder Group, Argentine sovereign bondholders and BNY Mellon.
Research period review: 30th edition (2019/2020)
During the research period, the banking practice acted mostly on the lender side in refinancing and general financing. It represents several borrowers in acquisition finance matters.
While the debt capital markets worked mostly on investment grade corporate bond issuances, the equity capital markets primarily guided issuers on public offerings. The team also worked on a forward transaction in the derivatives practice.
The investment fund practice advised a significant amount of pension groups in fund formations.
The M&A team acted on the buy and sell side in majority strategic acquisitions. Many of these transactions were related to transactions in project development.
The private equity team handled acquisitions related to private equity firms on both the buy and sell side.
The projects team saw a lot of projects in the renewable energy and power industries, especially regarding natural gas, solar and wind infrastructure projects.
In restructuring and insolvency, the firm dealt with largely creditors in out of court financial restructurings. It did also assist in several Chapter 11 proceedings.
In terms of lateral moves, banking and restructuring partner Kristen Campana joined the New York office from Proskauer Rose. Pennsylvania based capital markets partner David Schwartz joined the firm from DLA Piper.
The investment management and private equity funds team had a large amount of hires in 2019. Partners Gregg Buksbaum, William Nash III, Courtney Nowell and Alishia Sullivan joined from Squire Patton Boggs while Joel Seow, who further specialized in hedge funds, joined from Sidley Austin. In the same practice, partners Josh Sterling, Paul McCoy and Georgette Schaefer left, with Sterling joining the CFTC and McCoy and Schaefer retiring.
In the corporate practice, partners Mark Gilligan and Jay Gladis joined also from Squire Patton Boggs. The New York office brought over M&A, project finance and infrastructure partners John Klauberg, Michael Espinoza and Charles Vandenburgh from Bracewell. M&A partner Russell Franklin also joined the New York office from Paul Hastings. Also in the M&A practice, Pennsylvania based partner Aaron Suh joined from Dechert. Texas based M&A partner Janice Davis joined the firm from Bracewell.
The project finance and infrastructure practice saw the addition of three partners in 2019: Ayesha Waheed from Latham & Watkins, Chadi Salloum from Akin Gump and Jennifer Josefson from King & Spalding. Project finance and infrastructure partner Marc Reardon retired during this time as well.
Finally, in restructuring and insolvency, partners Kurt Mayr and Jennifer Feldsher moved to Morgan Lewis from Bracewell.
Deal highlights: 30th edition (2019/2020)
American Water Works $1.1 billion dual tranche 3.45% and 4.15% bond issue
CalPERES / Global Infrastructure Partners CalPERS GIP SMA infrastructure fund
ENMAX $959 million acquisition of Emera Maine
Frontage Laboratories Hong Kong Stock Exchange IPO
ION Investment Group $560 million acquisition of Broadway Technology
Insight Enterprises $1.22 billion financing
Walter Energy Chapter 11 proceedings
Client feedback: 30th edition (2019/2020)
Banking
“They are subject matter experts in ABL financing, UCC matters, as well as restructuring, workouts, bankruptcy, etc. In addition to their expertise, they are able to bridge between business, credit, and legal considerations in supporting us to serve our customers’ needs. They are integral to the new loan/customer as well as existing customer management process.”
“Easily accessible, practical solutions based on current market conditions as well as workarounds for unique challenges.”
“Attention to detail, amazing customer service and constantly providing added value.”
“Fully understands ABL issues and downside risks in a bankruptcy. Very thorough, knowledgeable and non-confrontational in overall approach.”
Investment funds
“Very experienced group. If the person we are dealing with does not know the answer to a question, they immediately find the right person. Very professional.”
“Very responsive and reasonable on budgets. ETF team understands all aspects of business and regulatory matters pertaining to ETFs – from all sides of the ecosystem – regulators, exchanges, intermediaries, indexes, and business issues.”
“MLB is extremely commercial and responsive. They understand the client and that allows them to address issues impacting the entire firm.”
“They are comprehensive in approach.”
“Business-minded legal advice.”
M&A
“The attorneys at Morgan Lewis were always available, responded very quickly, very attentive to our issues, worked very well with all team members, and very skilled in their respective practices. We felt very confident in their work. In particular, their Partner, Jeff Dinerstein went above and beyond to ensure we resolved all issues and met all intended timelines. He is an invaluable member of our M&A team.”
Private equity
“Lawyers are very knowledgeable, prompt and personable.”
Project finance
“The project finance group is excellent with prompt service and strong legal advice in a commercial manner focused on getting things completed and resolved in an efficient manner.”
Restructuring and insolvency
“Global footprint and experienced restructuring professionals. Very good value for money, compared to other large international US law firms. Partner led.”
