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Our lawyers provide innovative and practical counsel on a wide variety of capital raising and securities law compliance matters. We represent clients ranging from emerging private companies to established public companies. With each, we build long-term relationships, generating efficiencies and helping them realize their business goals.

Representative Engagements

Equity

Initial Public Offerings

  • Alignment Healthcare, a mission-based Medicare Advantage insurance company and portfolio company of General Atlantic LLC, in its initial public offering of $549.3 million of common stock, lead managed by Goldman Sachs & Co. LLC, Morgan Stanley and J.P. Morgan
  • Clear Secure, a New York-based biometric technology security company, in its $470 million initial public offering of Class A common stock, lead managed by Goldman Sachs, J.P. Morgan, Allen & Co and Wells Fargo Securities
  • Driven Brands, a North Carolina-based automotive services company in its initial public offering of $700 million of common stock, lead managed by Morgan Stanley & Co. LLC, BofA Securities and Goldman Sachs & Co. LLC
  • European Wax Center, a Texas-based franchisor and operator of out-of-home waxing services, in its initial public offering of $207 million of shares of Class A common stock, lead managed by Morgan Stanley, BofA Securities and Jefferies
  • HireRight Holdings, an employee-screening company and portfolio company of General Atlantic LLC, in its initial public offering of $420 million of common stock, lead managed by Credit Suisse and Goldman Sachs
  • Houghton Mifflin Harcourt, a leading provider of education solutions, in its $252 million initial public offering of common shares, lead managed by Goldman Sachs, Morgan Stanley, Citigroup, Credit Suisse and Wells Fargo
  • Latham Group, a designer, manufacturer and marketer of in-ground residential swimming pools in North America, Australia and New Zealand, in its initial public offering of $437 million of common stock, lead managed by Barclays and Bank of America Securities
  • Rackspace Technology, a leading end-to-end multicloud technology services company of funds managed by affiliates of Apollo Global Management, Inc., in its initial public offering of approximately $700 million of common stock, lead managed by Goldman Sachs, Citigroup and J.P. Morgan
  • Rocket Companies, a real estate, mortgage and financial services company, in its initial public offering of $2 billion of common stock, lead managed by Goldman Sachs & Co., Morgan Stanley, Credit Suisse, J.P. Morgan and RBC Capital Markets
  • Score Media and Gaming (theScore), a Canadian digital media and sports betting company, in its initial public offering of $186 million of Class A Subordinate Voting Shares, lead managed by Morgan Stanley, Credit Suisse, Canaccord Genuity and Macquarie Capital
  • Sun Country Airlines Holdings, a Minnesota-based hybrid low-cost air carrier, in its initial public offering of $250.9 of common stock, lead managed by Barclays, Morgan Stanley and Deutsche Bank Securities
  • Taylor Morrison Home Corporation, a leading North American home builder and developer, in its $722 million initial public offering of Class A common shares, lead managed by Credit Suisse, Citigroup, Deutsche Bank, Goldman Sachs, J.P. Morgan and Zelman Partners
  • The Watches of Switzerland Group, a UK-based retailer of jewelry and watches, in its initial public offering of £220 million of ordinary shares, lead managed by Barclays and Goldman Sachs
  • Wanda Sports Group Company, a China-based global sports events, media and marketing platform, in its initial public offering of $190.4 million of American Depositary Shares, lead managed by Morgan Stanley, Deutsche Bank and Citigroup
  • Virtu Financial, a leading technology-enabled market maker and liquidity provider to the global financial markets, in its $336 million initial public offering of common shares, lead managed by Goldman, Sachs, J.P. Morgan and Sandler O'Neil
  • BMO, Goldman Sachs and CIBC as lead underwriters in the $172.5 million initial public offering of common shares by CPI Card Group, a Colorado-based company that is a leading provider of comprehensive financial payment card solutions in North America
  • Morgan Stanley, Credit Suisse and RBC as lead underwriters in the $131 million initial public offerings of common shares by Shopify, a Canadian cloud-based commerce platform for small and medium-sized businesses
  • J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC as lead bookrunners in the initial public offering of $1.064 billion of subordinate voting shares by TELUS International (Cda), a digital customer experience innovator that designs, builds and delivers next-generation solutions for global and disruptive brands

SPACs

  • Acropolis Infrastructure Acquisition Corp. in its initial public offering of $300 million of units, lead managed by Credit Suisse Securities (USA) LLC
  • Altimar Acquisition Corp. II in its initial public offering of $345 million of units, lead managed by Goldman Sachs & Co. and J.P. Morgan and Altimar Acquisition Corp. III in its initial public offering of $155.25 million of units, lead managed by Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC
  • Andretti Acquisition Corp. in its initial public offering of $230 million of units, managed by RBC Capital Markets
  • Apollo Strategic Growth Capital in its initial public offering of $816 million of units, lead managed by Citigroup and Apollo Strategic Growth Capital II in its $690 million offering of units, lead managed by Deutsche Bank Securities Inc.
  • C5 Acquisition Corporation in its initial public offering of $287.5 million of units, lead managed by Cantor Fitzgerald & Co. and Moelis & Company LLC
  • Churchill Capital Corp., a technology and software-focused special purpose acquisition company, in its initial public offering of $690 million of units, lead managed by Citigroup, Churchill Capital Corp. II in its initial public offering of $690 million of units, lead managed by Citigroup, Churchill Capital Corp. III in its initial public offering of $1.1 billion units, lead managed by Citigroup and Goldman Sachs, Churchill Capital Corp. IV in its initial public offering of $2.07 billion of units, lead managed by Citigroup, Goldman Sachs, and J.P. Morgan, Churchill Capital Corp. V in its initial public offering of $500 million of units, lead managed by Citigroup and Churchill Capital Corp. VI in its initial public offering of $480 million of units, lead managed by J.P. Morgan, Citigroup, Goldman Sachs & Co. and Bank of America Securities
  • G&P Acquisition Corp. in its initial public offering of $175 million of units, managed by BMO Capital Markets
  • Hawks Acquisition Corp in its initial public offering of $230 million of units, lead managed by BTIG, LLC and Mizuho Securities USA LLC
  • KnightSwan Acquisition Corporation in its initial public offering of $200 million of units, managed by RBC Capital Markets
  • M3-Brigade Acquisition III Corp. in its initial public offering of $300 million of units, managed by Cantor Fitzgerald & Co.
  • Monument Circle Acquisition Corp., a SPAC formed by Emmis Corporate Communications’ founder and CEO Jeffrey Smulyan, in its initial public offering of $250 million of units, lead managed by Cantor Fitzgerald & Co. and Moelis & Company LLC
  • North Mountain Merger Corp. in its initial public offering of $132 million of units, lead managed by Citigroup
  • Osiris Acquisition Corp., a special purpose acquisition company sponsored by an affiliate of Fortinbras Enterprises, in its initial public offering of $230 million of units, lead managed by Jefferies LLC.
  • Pine Technology Acquisition Corp. in its initial public offering of $345 million of units, lead managed by Cantor Fitzgerald & Co. and Odeon Capital Group, LLC
  • SOAR Technology Acquisition Corp. in its initial public offering of $230 million of units, lead managed by J.P. Morgan Securities LLC, RBC Capital Markets, LLC and BTIG LLC
  • South Mountain Merger Corp. in its initial public offering of $250 million of units, lead managed by Citigroup
  • Simon Property Group Acquisition Holdings in its initial public offering of $345 million of units, lead managed by Goldman Sachs & Co.
  • Trajectory Alpha Acquisition Corp. in its initial public offering of $172.5 million of units, managed by Guggenheim Securities, LLC
  • Trine II Acquisition Corp. in its initial public offering of $414 million of units, managed by Morgan Stanley
  • Waverley Capital Acquisition Corp. 1 in its initial public offering of $215 million of units, lead managed by Evercore ISI and Morgan Stanley
  • Deutsche Bank Securities Inc. as underwriter in the $200 million offering of units by TB SA Acquisition Corp, a special purpose acquisition company
  • Credit Suisse as underwriter in the initial public offerings of:
    • $300 million of units by ESM Acquisition Corporation
    • $258 million of units by Crucible Acquisition Corporation
    • $414 million of units by Orion Acquisition Corp.
    • $230 million of units by Trepont Acquisition Corp I

Debt

High Yield

  • Carnival Corporation & plc in its offering of $2 billion of 6% Senior Unsecured Notes due 2029, lead managed by BofA Securities, Inc.
  • Cengage Learning Solutions, a leading global provider of content and digital learning solutions, in its offering of $620 million of 9.5% notes due 2024
  • Dana, an automotive technology company, in its offering:
    • of $400 million of 5.625% senior notes due 2028 and $100 million of 5.325% senior notes due 2027
    • by its subsidiary Dana Financing Luxembourg S.à r.l. of $400 million of 5.750% senior notes due 2025, lead managed by Citigroup, J.P. Morgan, Goldman Sachs, BofA Merrill Lynch, Barclays, UBS and RBC
  • Garrett Motion in its offering of €350 million of 5.125% senior notes due 2026, lead managed by Goldman Sachs, J.P. Morgan, Citigroup, and Deutsche Bank
  • Hunt Companies, a holding company that invests in businesses focused in the real estate and infrastructure markets, in its offering of:
    • $635 million of 5.250% Senior Secured Notes due 2029, lead managed by Jefferies LLC and J.P. Morgan Securities LLC
    • $600 million of 6.25% senior notes due 2026, lead managed by Jefferies, Credit Suisse, J.P. Morgan and Hunt Financial Securities
  • Intelsat Jackson Holdings, a wholly-owned subsidiary of Intelsat S.A., the world’s leading provider of satellite services, in its offering of $1.25 billion of 8% senior secured notes due 2024, lead managed by Goldman Sachs and Guggenheim Securities.
  • Jupiter Resources, an independent exploration and production company focused on the acquisitions, development and production of unconventional liquids-rich natural gas in Western Canada, in its offering of $1.1 billion of 8.50% senior notes due 2022, lead managed by Credit Suisse.
  • McGraw-Hill Education, a leading global provider of education materials and learning solutions and portfolio company of funds affiliated with Apollo Global Management, in numerous offerings of high yield debt, including in its offering of $400 million of 7.875% notes due 2024, lead managed by Credit Suisse, Morgan Stanley, BMO, Barclays, Goldman, Sachs, Jefferies, RBC and Wells Fargo.
  • Ply Gem Industries, a leader in the building products industry, in numerous offerings of high yield debt, including its offering of $150 million of 6.50% notes due 2022, lead managed by Credit Suisse.
  • Prime Security Services Borrower and Prime Finance (“Protection 1”), portfolio companies of funds affiliated with Apollo Global Management LLC, in their offering of $3.14 billion of 9.25% notes due 2023, lead managed by Deutsche Bank, Barclays, Citibank and RBC.
  • Rackspace Technology Global, a subsidiary of Rackspace Technology, Inc., a leading end-to-end multicloud technology services company, in its offering of:
    • $550 million in aggregate principal amount of 3.5% First-Priority Senior Secured Notes due 2028, lead managed by Citi, Barclays, BMO, MUFG, JPM, GS, Mizuho, RBC, CS, DB and HSBC
    • $550 million in aggregate principal amount of 5.375% senior notes due 2028, lead managed by Citi
  • Rocket Companies, a Detroit-based real estate, mortgage and financial services company, in its offering of:
    • an aggregate of $2 billion of senior notes, consisting of $850 million aggregate principal amount of 4% senior notes due 2033 and $1.15 billion aggregate principal amount of 2.875% senior notes due 2026, lead managed by Morgan Stanley, BofA Securities, J.P. Morgan, Barclays, Citigroup, Credit Suisse, Goldman Sachs & Co., RBC Capital Markets and UBS Investment Bank 
    • an aggregate of $2 billion of senior notes, consisting of $750 million aggregate principal amount of 3.625% senior notes due 2029 and $1.25 billion aggregate principal amount of 3.875% senior notes due 2031, lead managed by J.P. Morgan, Morgan Stanley, Barclays, BofA Securities, Citigroup, Credit Suisse, RBC Capital Markets and UBS Investment Bank
  • SeaWorld Parks & Entertainment, a Florida-based theme park and entertainment company, in its offering of:
    • $725 million aggregate principal amount of 5.250% senior unsecured notes due 2029, with J.P. Morgan Securities LLC as representative of the several initial purchasers
    • $500 million of 9.5% second-priority senior secured notes due 2025, lead managed by JP Morgan
    • $227.5 million of 8.75% first-lien senior secured notes due 2025, lead managed by JP Morgan
  • Spectrum Brands, a Wisconsin-based consumer products company, in its offerings of high yield debt including in its offering of:
    • $500 million of 3.875% senior unsecured notes due 2031, lead managed by Bank of America Merrill Lynch, Barclays Bank, Credit Suisse Group, Deutsche Bank, JPMorgan Chase, Royal Bank of Canada, The Goldman Sachs Group and Wells Fargo
    • $300 million of 5.50% senior notes due 2030, lead managed by Bank of America, Barclays, Credit Suisse, Deutsche Bank, Goldman Sachs, JPMorgan chase, Mizuho Financial, Regal Beloit and Wells Fargo
    • $1 billion 5.750% senior notes due 2025, lead managed by Credit Suisse, Deutsche Bank and Jefferies
  • Taylor Morrison Home Corporation in numerous offerings, including its:
    • $500 million of 5.125% senior notes due 2030, by its wholly owned subsidiary, Taylor Morrison Communities, Inc. Citigroup Global Markets, Inc. acted as representative of the several initial purchasers of the notes
    • $450 million of 5.75% senior notes due 2028, lead managed by Goldman Sachs.
  • The Fresh Market, a growing specialty grocery retailer and a portfolio company of funds affiliated with Apollo Global Management LLC, in its offering of $800 million of 9.75% notes due 2023, lead managed by Barclays, RBC and Jefferies

Investment Grade

  • Carnival Corporation & plc, the world’s largest cruise ship operator, in numerous offerings of investment grade debt, including its offering of $500 million of 1.20% senior notes due 2016, lead managed by BofA Merrill Lynch, Goldman Sachs and HSBC
  • CDK Global, an Illinois-based provider of integrated information technology and digital marketing solutions to the automotive retail and adjacent industries, in its offering of $500 million of 5.25% senior notes due 2029, lead managed by Wells Fargo
  • Ralph Lauren Corporation, a global leader in the design, marketing and distribution of premium lifestyle products, including its offering of:
    • an aggregate of $1.25 billion of senior notes, consisting of $500 million aggregate principal amount of 1.700% senior notes due 2022 and $750 million aggregate principal amount of 2.950% senior notes due 2030, lead managed by BofA Securities, J.P. Morgan Securities, Deutsche Bank Securities, ING Financial Markets and SMBC Nikko Securities America
    • $400 million of 3.75% senior notes due 2025, lead managed by BofA Merrill Lynch and J.P. Morgan
  • Suncor Energy, a Canadian integrated energy company, in its offering of:
    • $450 million of 2.800% notes due 2023 and $550 million of its 3.100% notes due 2025. J.P. Morgan, RBC Capital Markets and Morgan Stanley acted as joint book-running managers in the offering
    • $750 million of 4.00% notes due 2047, lead managed by Citigroup, HSBC and Mizuho
  • Swiss Reinsurance Company, in numerous offering of debt, including its refinancing of hybrid debt including the offering of €750 million of perpetual subordinated notes through a repackaging vehicle
  • Telus Corporation, Canada’s fastest-growing national telecommunications company, in numerous offerings of investment grade debt, including its offering of $500 million of 4.30% notes due 2049, lead managed by BofA Merrill Lynch, RBC, TD and Wells Fargo
  • Time Warner Cable, a U.S. cable company, in numerous offerings of investment grade debt, including its $1.9 billion offering of $700 million of 4.125% notes due 2021 and $1.2 billion of 5.875% debentures due 2040, with BNP Paribas, Citigroup, Morgan Stanley and RBS
  • The Province of Alberta in numerous offerings of investment grade debt, including in its offering of:
    • $2.245 billion of 1.00% bonds due 2025, lead managed by BMO Capital Markets, J.P. Morgan Securities, Scotia Capital and TD Securities
    • $2 billion of 1.3% bonds due 2030, lead managed by Barclays Bank, CIBC World Markets, RBC Capital Markets and TD Securities (USA)
    • $1.75 billion of 2.95% bonds due 2024, lead managed by CIBC, J.P. Morgan, RBC and TD.
  • Citigroup, J.P. Morgan and Morgan Stanley as lead underwriters in the offering of $750 million of 4.061% notes due 2032 by Manulife Financial Corporation, a Canada-based financial services group
  • The lead underwriters in numerous offerings of investment grade debt by TransCanada, a Canadian natural gas, oil and energy company, including its offering of $1.1 billion of fixed to floating rate junior trust notes due 2079, lead managed by J.P. Morgan, Citigroup and Deutsche Bank

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