Ropes & Gray has extensive experience representing corporate issuers, leading private equity firms and major investment banks in all aspects of capital markets financings. For more than a century, we have developed significant experience in all types of initial and follow-on offerings and in private placements. The breadth and depth of our attorneys’ knowledge allow us to effectively manage the capital markets process for our clients. Our practice includes:
- First-time listings and initial public offerings
- Investment-grade debt offerings
- High yield debt offerings and acquisition financing
- Private placements and Rule 144A/Regulation S offerings
- Other exempt offerings, such as bank securities and commercial paper financings
- Spin-off, split-off and carve-out transactions
- Liability management transactions, debt exchanges and debt restructurings
- Structured finance transactions such as asset-backed instruments, credit-linked instruments and
- Trading, stabilization and other market activity
We draw upon our extensive securities law experience to help clients interact with the SEC, including navigating through SEC, Hong Kong Stock Exchange and disclosure regulations to assure timely and effective offerings.
Our capital markets practice group has extensive experience across industries encompassing:
- Initial Public Offerings
- Follow-on Offerings
- Investment-Grade Debt Transactions
- Convertible Offerings
Initial Public Offerings
- Altice USA, Inc. Represented the lead underwriters in the $1.9 billion IPO for Altice USA, Inc., a company that operates as a cable operator that provides telecommunications, media, and entertainment services in the United States.
- PQ Holdings Inc. Represented the issuers and the selling stockholders in the $507 million IPO for PQ Holdings Inc., a company that provides performance chemicals, catalysts, and specialty glass materials.
- Canada Goose Holdings, Inc. Represented Canada Goose Holdings, a company that designs, manufactures, and sells premium outdoor apparel, in its $250 million IPO.
- Mersana Therapeutics. Represented Mersana Therapeutics, a biotechnology company that discovers, engineers, and develops antibody drug conjugates to cure various cancers, in its $75 million IPO.
- MYOB Group Limited. Represented MYOB Group, a provider of desktop and cloud business management software solutions to businesses and accounting practices, in its $580 million IPO.
- Planet Fitness. Represented Planet Fitness, an operator of gyms, in its $216 million IPO.
- DAVIDsTEA. Represented DAVIDsTEA, a provider of loose-leaf teas, pre-packaged teas, tea sachets, and tea-related gifts and accessories, in its $96 million IPO.
- bluebird bio. Represented the lead underwriters in an aggregate of $1.5 billion in several follow-on offerings for bluebird bio, a clinical-stage biotechnology company.
- The Michael’s Companies. Represented The Michael’s Companies, an arts and crafts store, in its $306 million, $443 million, $332 million and $442 million follow-on offerings.
- Bright Horizons Family Solutions. Represented Bright Horizons Family Solutions, a provider of employer-sponsored childcare, in an aggregate of $3.05 billion in 11 individual follow-on offerings.
- Sarepta Therapeutics. Represented Sarepta Therapeutics, a biopharmaceutical company focused on the discovery and development of RNA-based therapeutics for the treatment of rare and infectious diseases, in its $125 million at-the-market facility and an aggregate of $984 million in several follow-on offerings.
- Planet Fitness. Represented Planet Fitness, an operator of gyms, in an aggregate of $1.3 billion in several follow-on offerings.
- IQVIA Holdings. Represented IMS Health, a provider of information, services, and technology for the healthcare industry, in its $1.4 billion, $623 million, $857 million and $888 million follow-on offerings.
- Sabre Corporation. Represented the lead underwriters in the $545 million, $878 million, $493 million, $624 million and $510 million follow-on offerings for Sabre Corporation.
Investment-Grade Debt Offerings
- National Financial Partners. (now known as NFP Corp.) Represented National Financial Partners, a company that operates as an insurance broker, consultant, and wealth management company, in two separate 144A debt offerings worth an aggregate of $600 million and its $275 million high yield offering.
- IMS Health Holdings, Inc. (now known as IQVIA Holdings, Inc.) Represented TPG Capital in its $1 billion high yield debt offering to finance the acquisition of IMS Health Holdings, Inc., the world’s leading provider of market intelligence to the pharmaceutical and healthcare industries, and a subsequent aggregate of $5.18 billion in several 144A debt offerings.
- West Corp. Represented West Corporation, a technology-enabled communication services provider, in its $1 billion 144A offering and $400 million registered debt offering.
- Michaels Stores. Represented Michael’s Stores, Inc., owner and operator of the largest arts and crafts specialty store in the US, in its $212 million, $200 million and $250 million senior notes offerings, and its $800 million high yield offering.
- Virgin Media. Represented Liberty Global in its $1.5 billion senior secured notes offering, related to the acquisition financing for Virgin Media.
- Altice Finco SA. Represented Altice Finco SA in its $250 million high yield offering, its €6 billion, $1.3 billion and €4.15 billion senior secured notes offering.
- TJX Companies. Represented TJX Companies in its $500 million and $750 million senior unsecured notes offering.
- Insmed Incorporated. Represented the lead underwriter in the $450 million convertible notes offering for Insmed Incorporated, a developer of inhaled therapies for patients with lung disease.
- LPL Financial. Represented LPL Financial, a company that offers securities brokerage and investment advisory services, in its $412 million convertible notes offering.
- Wright Medical Group. Represented Wright Medical, a global orthopedic medical device company, in its $395 million and $300 million cash convertible notes offering.
- Ironwood Pharmaceuticals. Represented Ironwood Pharmaceuticals, a pharmaceutical company dedicated to creating, developing, and commercializing innovative human medicines, in its $300 million convertible notes offering.
- Novavax. Represented Novavax, a clinical-stage biopharmaceutical company, focused on developing recombinant vaccines for infectious diseases using its virus-like particles (VLP) and recombinant nanoparticle vaccine technology, in its $300 million convertible notes offering.
- Dunkin’ Brands. Represented Dunkin' Brands, which operates a chain of coffee and baked goods restaurants, and ice cream specialty stores, in structuring and obtaining $1.975 billion of aggregate financing to refinancing its “whole business securitization” and fund a shareholder dividend.
- Domino’s Pizza. Represented Domino’s Pizza, the leading pizza delivery company in the world, in its $1.575 billion securitized debt offering.
- Alliance Laundry. Represented Alliance Laundry Equipment Receivables Trust 2009-A (“ALERT 2009-A”) in amending its $330 million asset-backed securitization facility to, among other things, amend the interest rates and maturity date.
Representative public company clients include:
- Akebia Therapeutics
- Alexion Pharmaceuticals
- Altice SA
- Bright Horizons Family Solutions
- Cabot Corporation
- Canada Goose
- DAVIDs Tea
- Domino’s Pizza
- Dunkin’ Brands Group, Inc.
- EMCOR Group
- Eversource Energy
- IQVIA Holdings Inc.
- Keurig Green Mountain
- Lantheus Medical Imaging
- Liberty Global
- LPL Financial
- The Michaels Companies
- Party City
- Planet Fitness
- Samsonite International S.A.
- The TJX Companies, Inc.
- Wright Medical