Overview
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
- SPAC IPOs, private investments and deSPAC transactions
- Follow-on 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 CLOs
- Privatizations
- 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.
Experience
Our capital markets practice group has extensive experience across industries encompassing:
- Initial Public Offerings
- Follow-on Offerings
- Investment-Grade Debt Transactions
- Convertible Offerings
- Securitizations
Initial Public Offerings
- TPG Inc. Represented the underwriters in the $1.1 billion IPO for TPG Inc., a leading global alternative asset manager.
- Olaplex Holdings. Represented Olaplex Holdings, a global maker of hair care products, and Advent International as selling shareholder in the company’s $1.8 billion IPO.
- LianBio. Represented LianBio, a biopharmaceutical company focused on treatments for various cancer, cardiovascular, respiratory and other diseases, in its $325 million IPO.
- Duckhorn Portfolio, Inc. Represented Duckhorn Portfolio, premier luxury wine producer in North America, in its $345 million IPO.
- McAfee Corp. Represented McAfee Corp, a global computer security software company, in its $740 million IPO.
- Pershing Square Tontine Holdings. Represented the underwriters in the $4 billion IPO for Pershing Square Tontine Holdings, a special purpose acquisition company. This is the largest SPAC IPO to date, and the largest IPO of 2020.
- Foghorn Therapeus Inc. Represented Foghorn Therapeutics, a pharmaceutical company targeting genetically determined dependencies, in its $120 million IPO.
- Revolve Group, Inc. Represented the lead underwriters in the $244 million IPO for Revolve Group, Inc., a global online fashion retailer.
- Avantor, Inc. Represented the lead underwriters in the $3.3 billion IPO for Avantor, Inc., a manufacturer and distributor of life sciences products and portfolio company of New Mountain Capital.
- Moderna, Inc. Represented the lead underwriters in the US$604 million IPO for Moderna, Inc., a clinical stage biotechnology company developing therapeutics and vaccines based on messenger RNA.
- Beam Therapeutics, Inc. Represented Beam Therapeutics, a biotechnology company developing precision genetic medicines through base editing, in its $180 million IPO.
Follow-On Offerings
- ImmunoGen Inc. Represented ImmunoGen, a clinical-stage biotechnology company focused on cancer treatments, in its $257 million follow-on offering.
- Avantor, Inc. Represented the underwriters in the $1 billion follow-on offering for Avantor, Inc., a manufacturer and distributor of life sciences products and portfolio company of New Mountain Capital.
- Clarivate plc. Represented Baring Private Equity Asia as selling stockholder in the $631 million follow-on offering for Clarivate Plc, an information services and analytics company focused on the technology and life sciences sectors.
- Canada Goose Holdings. Represented Canada Goose Holdings, a Canadian holding company of winter clothing manufacturers, in an aggregate of $1.5 billion in several follow-on offerings.
- Elanco Animal Health. Represented the lead underwriters in an aggregate of $2.9 billion in several follow-on offerings for Elanco Animal Health, an animal health company that innovates, develops, manufactures and markets products for companion and food animals.
- Eversource Energy. Represented Eversource Energy, a public utility company, in an aggregate of $1.8 billion in several follow-on offerings.
- Novavax Inc. Represented Novavax Inc., a biotechnology company, in an aggregate of $1 billion in several follow-on offerings.
- bluebird bio. Represented the lead underwriters in an aggregate of $2.1 billion in several follow-on offerings for bluebird bio, a clinical-stage biotechnology company.
- Cushman & Wakefield PLC. Represented the lead underwriters in an aggregate of $476 million in two follow-on offerings for Cushman & Wakefield PLC, a provider of real estate services for owners, tenants, and investors.
- 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.
- IQVIA Holdings. Represented IMS Health, a provider of information, services, and technology for the healthcare industry, in an aggregate of $3.7 billion in several follow-on offerings.
Investment-Grade Debt Offerings
- Eversource Energy. Represented Eversource Energy and its subsidiaries on investment grade debt transactions with aggregate proceeds of over $3.5 billion.
- Blackstone Private Credit Fund. Represented the underwriters in numerous USD, EUR and GBP-denominated 144A investment grade bond offerings, raising aggregate proceeds of over $5 billion.
- Tronox Holdings plc. Represented Tronox Holdings, a vertically integrated mining and inorganic chemical company, in an aggregate of $1.6 billion in high yield offerings.
- Dollar General. Represented the lead underwriters in the $1.5 billion investment grade offering for Dollar General, a variety store company.
- TJX Companies. Represented TJX Companies in multiple senior unsecured notes offerings worth an aggregate of $5 billion.
High-Yield Debt Offerings
- Cablevision Lightpath. Represented Cablevision Lightpath, a telecommunications company, in its $865 million high-yield notes offering.
- LPL Financial Holdings. Represented LPL Financial Holdings in several high-yield notes offerings with aggregate proceeds of $1.5 billion.
- Trinseo PLC. Represented Trinseo PLC, a global materials manufacturer, in its $450 million high-yield notes offering.
Convertible Offerings
- Two Harbors Investment Corp. Represented the underwriters in the $287.5 million offering of convertible senior notes for Two Harbors Investment Corp., a mortgage REIT.
- IQVIA Holdings. Represented IQVIA, a multinational company providing market intelligence to health information technology and clinical research industries, in an aggregate of $5.25 billion in several convertible notes offerings.
- Verastem, Inc. Represented Verastem, Inc., a biopharmaceutical company developing and commercializing medicines to improve the survival and quality of life of cancer patients, in its $150 million convertible notes offering.
- Insmed Incorporated. Represented the lead underwriter in the $450 million and $575 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.
- Ironwood Pharmaceuticals. Represented Ironwood Pharmaceuticals, a pharmaceutical company dedicated to creating, developing, and commercializing innovative human medicines, in its $400 million convertible notes offering.
Securitizations
- Hooters of America. Represented Tri Artisan Capital Partners and its portfolio company, Hooters of America, a U.S. operator and franchisor of restaurants, in its $315 million whole-business securitization.
- Servpro Industries. Represented Servpro Industries, a Blackstone Group portfolio company and trusted leader in the restoration and reconstruction services industry, in its $260 million whole-business securitization.
- Planet Fitness. Advised Planet Fitness on two securitization financing transactions worth an aggregate of over $2 billion. This included an offering of $1.2 billion in senior secured term notes and $75 million in senior secured variable funding notes, which function as a revolving financing facility, as well as a separate $900 million offering of senior secured term notes.
- 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.
- Represented an American international fast food restaurant chain company in connection with the refinancing of its whole business securitization facility.
Clients
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
- Pfizer
- Planet Fitness
- Samsonite International S.A.
- The TJX Companies, Inc.
- Wright Medical