IFLR 1000
The Guide to the World's Leading Financial Law Firms

Davis Polk continues to provide strong offerings to clients based on the strength of its US and English law practice. In November 2010, the firm also added a Hong Kong law practice with the addition of partners Bonnie Chan, Antony Dapiran (Freshfields) and Paul Chow (Linklaters). "Davis Polk is really investing in their practice," says one partner at a rival firm. "They were already top when it comes to US IPOs, but they really seem committed to developing their Hong Kong law practice so they can compete on all fronts."

On the equity side, the team worked on several major IPOs this past year, including jumping into the Hong Kong law arena with the IPOs of Agricultural Bank of China and AIA. These were ranked as the world's 2nd and 4th largest IPOs in 2010, respectively. The team also represented China Merchants Bank on its $3.2 billion rights offering in the US, and also completed a number of Nyse and Nasdaq IPOs.

Davis Polk also has a market-leading debt practice in China and Hong Kong, having done more debt deals than any other firm on the region-35, in 2010. However, the firm manages to score in the highest ratings on quality as well as output, and is especially known for its leading high-yield debt practice. Davis Polk's debt partners have been leaders in the growing Rmb bond market, advising clients on both offshore Rmb (dim sum), Rmb bonds and synthetic Rmb bonds, in the latter category working on four out of the five market as of April 2011. Recently the team advised Evergrande Real Estate, Shui On Development, Sinochem and China SCE Property on Rmb denominated bonds.

Davis Polk & Wardwell's status as a major private equity house and capital markets shop has led to success this year in several M&A transactions involving both US and Hong Kong companies. This year saw the addition of partners Bonnie Chan, Paul Chow and Antony Dapiran to the Hong Kong office and Greater China team, and their capabilities will augment a Hong Kong law practice that will result in "one stop shop" offering for clients. Chow and Dapiran has strong credentials in M&A and private equity transactions while Chan, who joins the firm from the Hong Kong Stock Exchange, was formerly head of the IPO transaction department of the listing division.

Davis Polk worked extensively with Warburg Pincus on a number of investments in China and also with China Investment Corporation on outbound investments.

"We have a good long-term relationships with the key partners at Davis Polk," says one client. "Including Howard Zhang." Their offices in different continents work together well. We got very good support from their US offices for complicated US-related issues."

Davis Polk has always had a top US and English law practice and the firm aims to bulk up its presence in the market even further with the addition of a Hong Kong law practice. The changes should mean that the firm can advise its clients on Hong Kong IPOs in addition to its advising overseas, and should allow the firm to remain competitive in that the firm will no longer need to partner up with local firms in advising clients on IPOs. The addition of partners Bonnie Chan, Antony Dapiran (Freshfields) and Paul Chow (Linklaters) will also make the firm even more attractive to its clients.

"Davis Polk is really a firm to watch," says a partner at a rival firm. "They are leading the trend in Hong Kong of US firms coming and establishing a serious presence in the market and shifting the major capital markets away from the traditional magic circle firms."

This year has shown Davis Polk's Hong Kong law practice hit the ground running. The team recently advised the underwriters Morgan Stanley, HSBC and Standard Chartered in relation to the $142 million Hong Kong IPO of China Flooring Holding. The offering represented the first time that a home improvement products company has been listed on the Hong Kong exchange, and should provide investors with a new sector to choose from.

Davis Polk also worked on the Agricultural Bank of China and AIA mega-IPOs, which were ranked as the world's 2nd and 4th largest IPOs in 2010, respectively and represented China Merchants Bank on its $3.2 billion US rights offering.

The firm's US-side practice also remains robust, as shown by the team's representation of joint bookrunners and underwriters Morgan Stanley, Barclays Capital and JPMorgan Securities in the 21Vianet Group's IPO on the Nyse. The listing for the carrier-neutral Chinese internet services provider was valued at $224.3 million.

Davis Polk's debt capital markets team has been substantially bolstered by the additions of Bonnie Chan, Antony Dapiran (both from Freshfields) and Paul Chow (Linklaters) who will provide a local Hong Kong law service. One partner at a rival firm tells us that, "Davis Polk is really at the top of the market in the high-yield space, and they're really investing in their capital markets practices with the addition of the Hong Kong law capability and the new partners. Their numbers are also expanding quickly as they're getting so much work. They're definitely one of the go-to firms for high-yield deals."

Indeed, Davis Polk's debt practice is one of the strongest in Hong Kong. The Greater China team seems to do more debt deals than any other firm on the region-35, in 2010. However, the firm manages to score in the highest ratings on quality as well as output, and is especially known for its leading high-yield debt practice. Indeed, one client describes partner Bill Barron as "one of the best on the street."

Another client adds that, "They're very responsible and reliable - they basically run the whole transaction for us except for when there is a problem to alert us to. It's kind of a dream service for an an-house counsel. We work with quite a few other law firms, and we have a lot to compare to. Davis Polk is a cut above the rest."

In one key high-yield debt deal this past year, Davis Polk's debt capital markets team advised the underwriters in relation to the Rule 144A/Reg S offering by CNPC (HK) Overseas Capital. CNPC is ultimately owned by the China National Petroleum Corporation, and the offering included $700 million 3.125% guaranteed senior notes due 2016, $650 million 4.5% guaranteed senior notes due 2021 and its $500 million 5.95% guaranteed senior notes due 2041.

The debt team has also been active in the Rmb bond market, advising clients such as: Evergrande Real Estate, Shui On Development, Sinochem and China SCE Property on both offshore and synthetic bonds, in the latter category working on four out of the five market as of April 2011.

Davis Polk has been among the leading US firms to gain Hong Kong law capability this year, and the addition should create a full spectrum of offerings for clients. The arrival of experienced partners Bonnie Chan, Paul Chow and Antony Dapiran will no doubt boost the firm's strong M&A credentials.

"Their quality is quite good," one client tells says, "They are very familiar with US securities law, especially sensitive issues, and they take a thoughtful view. They are very aware of their clients' considerations and concerns and take that into account. Sometimes they can remind you about updates in law, and give you a heads up before the law comes into effect so that the company can deal with it beforehand. Davis Polk is very good at securities law - they can give you advice and you don't need to go back and check on the law."

This past year, Davis Polk's team advised Stable Investment Capital (SIC) and CITIC Capital in relation to their acquisition of a stake in China Lumena New Materials. Lumena New Materials has mining, processes and manufacturing operations for natural thenardite products, and is one of the largest producers in the world.

Davis Polk claims to be prioritising the growth of it's M&A and private equity practices, and they seem to be putting its money where its mouth is. The Hong Kong private equity team continues to develop this year with the addition of Paul Chow and Antony Dapiran from Linklaters and Freshfields respectively. Both were former Beijing managing partners at their old firms and will no doubt prove to be shrewd acquisitions.

A partner at a rival firm notes that, "Davis Polk is clearly positioning itself to move beyond its reputation as a US capital markets firm. They're rapidly expanding, with a Hong Kong law practice and more of a focus on M&A and private equity."

The practice has had a robust year, as the group worked on a number of M&A and private equity transactions involving Chinese and Hong Kong companies, notably advising Warberg Pincus on a number of investments into China and also China Investment Corporation on outbound investments.

Recently, Kirtee Kapoor led Davis Polk's private equity team in representing Stable Investment Corporation (SIC) and CITIC Capital China Access Fund (CITIC Capital), a private investment fund managed by a subsidiary of CITIC Capital Holding, in connection with their investment in China Lumena New Materials (Lumena). SIC is a wholly owned subsidiary of China Investment Corporation, while Lumena and was one of the largest thenardite producers in the world in terms of production capacity as of December 2010.

Davis Polk & Wardwell operates out of Hong Kong, with head partner Kirtee Kapoor named by peers and clients as "brilliant and great to work with." There are over 25 lawyers working in the India practice across the firm's office.

A notable transaction for the firm was advising ICICI Bank in the establishment of a global medium-term notes program. The transaction was completed in February 2011 and valued at $5 billion.

Davis Polk's duo of Eugene Gregor and Theodore Paradise ensures it retains its top position in the market. The firm has deal highlights across all facets of the debt and equity capital markets this year.

Referring to Gregor, one client says: "He's definitely one of the most respected US securities lawyers in the region and when he weighs in both the clients and the other side defer, because he's so knowledgeable and experienced and definitely someone people are eager to hire."

Another client appreciates the firm's willingness to evolve to meet its needs and develop its servicing. "The Davis Polk lawyers are very active about seeking feedback and will definitely take note of our thoughts," says the client. "If we have any issues, they are very quick to resolve them. They take them seriously and fix them."

One landmark deal saw Gregor, along with Tokyo's Michael Dunn and London's John Paton, advise the initial purchasers, including UBS Securities, ING Bank (Singapore Branch), and Crédit Agricole Corporate and Investment Bank, in connection with a Rule 144A/Reg S notes offering by eAccess. The offering, valued at approximately $700 million, not only constitutes the first high-yield debt offering from Japan in five years but also the first-ever to be offered on a global basis under US Rule 144A/Reg S. The transaction is exceptional considering it had moved forward to completion despite the great Tohoku earthquake and tsunami and opens a new high-yield debt offering product area for Japanese issuers.

Another highlight had Paradise, along with Paton and Dunn, advise Sumitomo Mitsui Banking Corporation in connection with its three bond offerings valued at approximately $4.5 billion in aggregate. The July 2010 and January 2011 senior offerings were, respectively, the fourth largest and largest dollar-denominated offerings in 2010 and 2011. The euro-denominated subordinated offering was the only such issuance in Japan in 2010.

The firm also continues to strengthen its team with the addition of a few lawyers from New York including Jesse Gillespie, who relocated from the firm's Menlo Park office last October 2010.

"Davis Polk always provides legal services of the best quality in a timely manner. They understand what the clients require and always try to provide them" says an attorney client. Of industry expert Eugene Gregor, a client comments: "He is a very smart, efficient, functional and capable guy and knows the way to work for the US and European style." The client adds: "He is very good at very aggressive schedules and a difficult negotiator."

It is no surprise then that Davis Polk is holding its tier one position this year. Competitors are in the opinion that perhaps Gregor is spending more time in Hong Kong rather than in Tokyo. Gregor's clients do not seem to mind this at all, commenting that "he's very responsive, and of course he's at the top of the firm, so of course he sometimes goes out of office but every time he appoints someone else very capable, an associate or counsel, to substitute him in case he is not in the office. He always returns our e-mails... so he is very flexible."

Known by the market to be more of a capital markets firm, Davis Polk has proven it has an excellent M&A practice with an impressive deal list ensured by its good relationships with financial institutions. Another practitioner client praises the firm for its familiarity with Japanese financial industry and its "smooth coordination with Japanese local counsel like us".

One highlight saw industry heavyweight Theodore Paradise, with support from the offices in New York and London, advise Chuo Mitsui Trust Holdings, Japan's sixth-largest banking group by assets, in connection with its management integration with Sumitomo Trust and Banking in a transaction that created, on April 1 2011, Japan's fifth-largest banking group with an initial market capitalisation of $14.7 billion.

"They basically run the whole transaction for us except when there is a problem and then alert us to it," a client says. "It is dream service for an in-house because they don't bother us. When they contact us, we know it's a real problem."

Davis Polk & Wardwell boasts a strong Korea corporate practice run from its offices in Hong Kong and Tokyo. Head partner Eugene Gregor is highly regarded, and has advised several companies regarding large bond offerings this year. He, along with partner Kirtee Kapoor, represented Webzen, a developer of massive multiplayer online games, listed on both Nasdaq and Kosdaq, in its merger with NHN Games.