S&C Frankfurt Recruiting Brochure
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S&C FRANKFURT OFFICE AN EXCEPTIONAL OPPORTUNITY ounded in New York in 1879, f Sullivan & Cromwell provides the highest quality legal advice and representation to clients around the world. The results we achieve have set us apart for almost 140 years and have become a model for the modern practice of law. Today, S&C is a leader in each of its core practice areas and in each of its geographic markets. 1 Our Frankfurt Office 2 &C has been actively engaged in market developments in German-speaking Europe Ssince it opened the Frankfurt office in 1995. The German law team was established in 2001 with the arrival of two leading German lawyers as partners of the Firm, and the Frankfurt legal staff now comprises German, U.S. and dual-qualified lawyers. Our Frankfurt-based lawyers advise industrial companies, private equity and other investors, and financial institutions, offering specialist expertise in general corporate law and, in particular, in: capital markets/securities mergers & acquisitions/private equity financing/restructuring Our consistent strengths in capital markets, M&A/private equity and financing/restructuring transactions, and our extensive experience in all these areas, have enabled our Frankfurt team to work on many complex and high-profile transactions that require cross-disciplinary knowledge and seamless transaction management. Our Frankfurt-based team is part of an integrated global practice giving clients in German- speaking Europe the benefit of international firm resources and allowing international clients access to the German-speaking markets of Germany, Austria and Switzerland. Is one of the leading Firms in US-German legal transactions.” JUVE HANDBOOK, BANKING AND FINANCE (2018) “ The highly recommended Frankfurt office of this US firm managed to top its very impressive work of last year.” “ JUVE HANDBOOK (2017) 3 Capital Markets 4 S&C’s Frankfurt team has a long track record of advising on many of the most Ssignificant equity capital markets transactions in Germany, providing German and U.S. advice. Our extraordinary run of ECM transactions has seen us regularly recognized for excellence. For example, in 2018 and 2013 we were recognized as JUVE’s “Law Firm of the Year for Banking and Finance” in Germany, and we were shortlisted for the same award in 2015, 2016 and 2017 in light of our role in virtually every major IPO to close in each respective year. Most recently, we were named “Equity team of the year” at the IFLR Europe Awards 2017. S&C continues to advise on a healthy mix of issuer, underwriter and selling shareholder engagements. One of the top tier law firms for IPOs and capital increases in Germany.” “ JUVE HANDBOOK, BANKING AND FINANCE (2018) The ‘impressive’ ECM practice has established itself in the last few years as the ‘absolute number one’ and the ‘market leader’ in Germany.” “ LEGAL 500 GERMANY (2017) “If you look at their ECM practice it’s in a class of its own.” CHAMBERS EUROPE ( 2 0 1 8 ) “ CAPITAL MARKETS: GERMANY The firm is without a doubt the market leader for equity and capital markets law, outlining its outstanding role in an impressive manner. S&C was able to gain a further share of top transactions as it has remarkably done so in previous years.” “ JUVE HANDBOOK (2016) 5 Capital Markets continued Since 2000, S&C has been involved in 17 out of the 19 largest IPOs in Germany.: Issuer Date Size Deutsche Post* 11/2000 €6.246 billion Infineon Technologies* 03/2000 €6.069 billion innogy** 10/2016 €4.641 billion Siemens Healthineers** 03/2018 €4.200 billion Knorr-Bremse 10/2018 €3.900 billion T-Online International** 04/2000 €2.870 billion Tognum** 06/2007 €2.012 billion Deutsche Postbank** 06/2004 €1.814 billion Covestro** 10/2015 €1.579 billion Rocket Internet* 10/2014 €1.500 billion Telefonica Deutschland 10/2012 €1.449 billion DWS Group** 03/2018 €1.400 billion Symrise** 12/2006 €1.398 billion LEG Immobilien* 01/2013 €1.300 billion HHLA** 01/2007 €1.166 billion Deutsche Pfandbriefbank* 07/2015 €1.156 billion Scout24** 09/2015 €1.024 billion Delivery Hero* 07/2017 €1.000 billion Schaeffler* 10/2015 €0.937 billion Source: Thomson Reuters and S&C data, January, 2019 * S&C counsel to the issuer. ** S&C counsel to the underwriters. Furthermore, prior to 2015 we advised on the IPOs and listings of Braas Monier, Deutsche Annington Immobilien (Vonovia), Deutsche Wohnen, KION Group, LEG Immobilien, Orion Engineered Carbons, PAION, Rocket Internet, TLG Immobilien, United Internet and Zalando (2014); Deutsche Annington (Vonovia), Evonik Industries, KION Group, LEG Immobilien, ProSiebenSat1 Media, RTL Group and Springer Science (2013); Brenntag and Tom Tailor Holding (2010); HHLA (2007); CropEnergies, Demag Cranes, Klöckner & Co, PATRIZIA Immobilien, Petrotec, Symrise, Wacker Chemie and OpenBC/Xing (2006); as well as Wincor Nixdorf (2004), among others. Finalist, for work on the €5.0 billion initial public offering of innogy “Deal of the Year – Equity” IFLR EUROPE AWARDS (2017) 6 Below we detail some of our 2016-18 work highlights, with IPO transactions shaded in blue: 2016–18 ECM HIGHLIGHTS Issuer Type Size Bayer* capital increase €5.9 million Bayer* Rights offering €9 billion (aggregate) BUWOG** capital increase €326 million DWS Group** IPO €1.4 billion Delivery Hero* IPO €1.00 billion Deutsche Wohnen* ABO €60 million Dermapharm Holding* IPO €377 million Deutsche Wohnen* ABO €1.80 billion Hello Fresh* IPO €276 million home24 IPO €173 million innogy** IPO €5.00 billion Instone Real Estate Group* IPO €428 million Landis+Gyr Group IPO €1.99 billion OFFICEFirst Immobilien IPO (abandoned) €880 million PAION* capital increase €10 million ProSiebenSat.1 Media* ABO €51.5 billion Schaeffler** post-IPO €1.24 billion Scout24** IPO €36 million Sensirion IPO €248 million Siemens* ABO €1.20 billion Siemens Healthineers** IPO €4.2 billion TLG Immobilien** ABO €550 million Source: Thomson Reuters and S&C data, January 2019 * S&C counsel to the issuer. ** S&C counsel to the underwriters. *** S&C counsel to the selling shareholder(s). 7 Capital Markets continued Since 2000, S&C has been involved in 6 of the 10 largest capital increases in Germany: Issuer Date Size Deutsche Telekom** 06/2000 €13.30 billion Deutsche Bank 10/2010 €10.18 billion Commerzbank** 06/2011 €9.54 billion Deutsche Bank 06/2014 €8.50 billion Deutsche Bank 04/2017 €8.00 billion Bayer* 04/2018 €6.00 billion Porsche* 04/2011 €5.67 billion Infineon Technologies* 03/2000 €5.40 billion Allianz* 04/2003 €4.48 billion Volkswagen 04/2010 €4.25 billion Source: Thomson Reuters and S&C data, February, 2019 * S&C counsel to the issuer. ** S&C counsel to the underwriters. For rights offerings/capital increases prior to 2015 we represented PAION (2014); Commerzbank and Sky Deutschland (2013); Deutsche Wohnen (2009–2013); IVG Immobilien (2011); Q-Cells, Drägerwerk and Continental (2010); Premiere (2009); Deutsche Postbank (2008); Merck (2007); and Fresenius (2005). In addition, we represented KfW on its convertible bond offering for shares of Deutsche Telekom (2008) and Deutsche Post (2004), among others. Equity capital markets work prior to 2015 also includes numerous accelerated bookbuilding offerings (ABOs), including by LEG Immobilien (2014); Deutsche Wohnen (2013), Sky Deutschland (2012) and Commerzbank (2008) (representing the issuers); Schaeffler (2013), Continental (2012, 2011), K+S and RWE (2011), Axel Springer (2010), Deutsche EuroShop, IVG Immobilien, Leoni, Metro and Volkswagen (2009), and GAGFAH (2008) (representing the underwriters); and LEG Immobilien (2013) (representing the selling shareholder). S&C is a German market leader, having advised on many of the largest and most complex equity issues over the last decade.” “ LEGAL 500 GERMANY – CAPITAL MARKETS (2017) 8 9 Capital Markets continued EMEA EQUITY IPO (COUNSEL TO THE MANAGER) Ranked by value ($ billion) U.S.-BASED FIRMS: 1H2018 Sullivan & Cromwell — $6.9 Latham & Watkins — $2.4 Freshfields — $1.4 White & Case — $1.0 Source: Bloomberg, February 2019 * Securities include SEC-registered public offerings and private offerings in reliance on Rule 144A by German issuers. We exclude deals under $50 million and offerings undertaken by “General Counsel”. The value attributed to each transaction is Thomson’s “Principal Amount + Overallotment Sold All Markets.”Full deal value is accorded to each firm Thomson recognizes as involved in the deal. EMEA EQUITY OFFERINGS (COUNSEL TO THE MANAGER) Ranked by value ($ billion) ALL FIRMS: 1H2018 Sullivan & Cromwell — $6.9 White & Case — $3.7) Latham & Watkins — $2.4 Linklaters — $2.0 Source: Thomson Reuters, February 2019 * Securities include initial public offerings by European issuers. The value attributed to transactions is Thomson’s “Principal Amount + Overallotment Sold All Markets.” Full deal value is accorded to each firm Thomson recognises as involved in the deal. S&C continues to be one of the leading Firms in ECM. Competitors as well as clients show unanimous respect for its outstanding presence.” “ JUVE HANDBOOK, BANKING AND FINANCE (2018) 10 &C is the market leader among law firms advising German issuers and underwriters Son debt offerings in Europe, as demonstrated by independent data compiled by Bloomberg. We obtained a #1 ranking for the five year period 2013-2018. In the area of debt capital markets, we acted as ongoing counsel for bond offerings by KfW (2006–ongoing), FMS Wertmanagement (2013–2018) and the Council of Europe Development Bank (2010–2018), among others, in addition to bond issuances by Bayer (2018, 2016, 2014), Daimler (2011–2013), Deutsche Annington (Vonovia) (2013–2015), Deutsche Telekom (2006–2018), Deutsche Wohnen (2013–2017), Drillisch (2013) and LEG (2017). NUMBER ONE RANKED IN SEC-REGISTERED AND RULE 144A DEBT OFFERINGS BY GERMAN ISSUERS* (COUNSEL TO THE ISSUER) Ranked by value ($ billion) ALL FIRMS: 1H2018 Sullivan & Cromwell — $52.5 Allen & Overy — $44.9 Linklaters — $35.8 Clifford Chance — $23.0 Source: Bloomberg, February 2019 * Securities include SEC-registered public offerings and private offerings in reliance on Rule 144A by German issuers of the following types (as designated by Thomson ONE Banker under “SDC Deal Types”): U.S.