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

Weil Gotshal & Manges continues to be amongst the top choices for banks, issuers and financial sponsors seeking legal advice in debt and equity matters. The firm is known for its expertise in cross-border matters, and has more than 50 capital markets lawyers worldwide. It recently lost partner Boris Dolgonos, who joined Jones Day in November 2010, but remains strong with star lawyers such as Matthew Bloch, Alex Lynch and Rodney Miller.

Weil Gotshal advised NBC Universal and General Electric in NBC Universal's $5.1 billion offering of senior unsecured notes, which formed part of the financing necessary to complete General Electric's $37.25 billion joint venture with Comcast for ownership of NBC Universal. The transaction, which closed in September 2010, was one of the largest media deals in recent years.

The firm also acted as counsel to Microsoft in two offers of investment-grade senior unsecured notes. These included a $4.75 billion offer in September 2010 pursuant to Microsoft's shelf registration, comprising of two tranches that achieved the lowest coupons for corporate debt in history, and a February 2011 offer of $2.25 billion.

The aftermath of the financial crisis has presented opportunities for Weil Gotshal & Manges, with clients seeking to draw on the experience of its top-notch bankruptcy practice in relation to structured finance and securitisation matters. The firm has continued to build on its success in recent years. It received the IFLR magazine's Securitisation Team of the Year award in 2010, and its Securitisation Deal of the Year prize in 2011.

In a case which utilises both aspects of the firm's expertise, Weil Gotshal is representing Lehman Brothers in ongoing matters in the bankruptcy court. The firm is presenting issues of first impression to the court, concerning the complexity and size of Lehman Brothers' multi-trillion dollar securitisations and structured products portfolio.

In another notable representation, an interdisciplinary team from the firm is assisting AIG and its subsidiary AIG Financial Products in analysing all aspects of the latter's trillion dollar portfolio of credit default swaps referencing multi-sector CDOs, interest rate swaps, regulatory capital credit default swaps, and corporate arbitrage credit default swaps. The firm is also providing AIG with general advice relating to securitisations and structured products.

With a reputation as one of world's top leveraged acquisition finance practices, Weil, Gotshal & Manges is highly sought-after by clients on both the lender and borrower sides. The firm's banking work benefits from its powerhouse restructuring practice. "Weil – that's a firm we see representing financial sponsors a fair amount and certainly they have a very strong practice," says one competitor. The firm represents industry leaders such as Citibank, Goldman Sachs, JPMorgan, Macquarie Securities, General Growth Properties, Credit Suisse, Providence Equity and Thomas H Lee Partners.

Weil Gotshal also breaks into the regulatory rankings this year, following recommendations from peers and clients. The firm has over 30 years of experience in the financial services industry and acted as lead counsel to failed financial institutions including Lehman Brothers and Washington Mutual following the financial crisis.

The firm recently expanded its regulatory practice with several new hires. In April 2010, it announced the addition of former Senate banking committee special counsel Heath Tarbert, who now heads its financial regulatory reform working group in Washington, DC. In April 2011, it increased its regulatory capacity in New York with the recruitment of Derrick Cephas, the new head of the firm's financial institutions regulatory group. Cephas came from New York-based Amalgamated Bank, where he was president and chief executive officer, and is a former partner of Cadwalader Wickersham & Taft. Banking partner Elizabeth Evans left the firm in May 2010 to join Jones Day's New York office.

One client, who regularly works with banking partner Doug Urquhart and restructuring partner Lori Fife, says, "Lori and Doug see the whole picture: legal, economic, interpersonal. They are great to work with."

The firm has represented AIG on a number of matters, including advising the company in on selling an 80% stake in consumer credit provider American General Finance as part of its strategy to repay TARP funding provided by the US Government. It also advised digital television provider DIRECTV Holdings in its $2 billion investment-grade, syndicated revolving credit facility.

Weil Gotshal & Manges has impressed peers with its increasing influence on the global M&A market. During 2010, it acquired significant new clients such as French aerospace and security conglomerate Safran, the UK-based Man Group, radio group Citadel Broadcasting and Eli Lilly. "Weil Gotshal has certainly been moving up," says one competitor. "They have some real bright sparks and they have had a couple of big deals. For a firm that was not traditionally a powerhouse, they have earned their place on the list." The firm has particular strength in evaluating takeover defences and in connection with hostile bids, proxy contests and shareholder activism.

In one of the largest media deals in recent years, the firm represented General Electric and NBC Universal in a $37.3 billion joint venture with Comcast. The transaction resulted in a new media powerhouse, with Comcast holding a 51% share and GE holding 49%. The new entity controls a broadcast network, cable TV networks, local TV stations, a movie studio and theme parks. The transaction closed in January 2011.

In another blockbuster deal, Weil Gotshal advised Sanofi-Aventis in a $20.1 billion transaction which represented the pharmaceutical company's first acquisition of a US biotech company. The deal closed in April 2011.

During 2010, Weil's M&A team attracted significant new clients, such as French aero-space and security conglomerate Safran, Man Group, Citadel Broadcasting and Eli Lilly. A client says, "I think a couple of things I value are the high-tech, excellent service, the immediate responses, the professionalism. We believe that they have good judgement." A competitor remarks, "They have some real bright sparks and they have had a couple of big deals."

In one of the largest media deals in recent years, the firm represented General Electric and NBC Universal in a $37.3 billion joint venture with Comcast. The joint venture resulted in Comcast holding a 51% share while GE holds 49%, creating entertainment holdings including a broadcast network, cable TV networks, local TV stations, a movie studio and theme parks. The transaction closed in January 2011.

In another high-stakes deal, the firm counseled French pharmaceutical company sanofi-aventis in its $20.1 billion takeover of American biotechnology firm Genzyme. The transaction closed in April 2011.

Weil Gotshal & Manges has demonstrated what peers describe as an "impressive" ability to carve out a position for itself in private equity transactions. "They are a firm that in the last 20 years went from nowhere in private equity to being a dominant player," remarks one competitor. The firm's private equity work benefits from the expertise of its first-rate restructuring practice, resulting in particular strength in distressed M&A matters involving private equity firms. It has worked on several bankruptcy acquisitions and restructurings of portfolio companies. "Weil has done a really good job of developing a niche in this area," notes one peer. "They have a good team and they seem to show up on a lot of deals I have done."

The firm also regularly represents over 40 sponsor clients in the US on deal execution matters, including mega and middle-market private equity funds, sovereign wealth funds, and public business development companies. Key clients include Thomas H Lee Partners, Providence Equity Partners, Advent International, Lindsay Goldberg and Oak Hill Capital. "They know all the issues," says one client. "We feel like they have a good handle on the market and where things are headed. In email, by phone and in person they are always available 24-7 if we need them."

The firm recently represented cable, internet and telephone provider Bresnan Communications, a portfolio company of Providence Equity Partners, in its $1.36 billion sale to media giant Cablevision. The deal closed in December 2010. Upon completion of the transaction, Cablevision gained advanced cable systems serving more than 300,000 basic subscribers.

In another deal highlight, the firm structured a combination of innovative financing and attractive contract terms to help its client, Thomas H Lee Partners, prevail in a competitive process to acquire Acosta Sales & Marketing. The $2.2 billion secondary buyout closed in March 2011.

Weil Gotshal & Manges is a force to be reckoned with in private equity fund formation. The firm's fund formation group benefits from the expertise of its highly-respected private equity buyouts practice. "They have a decent number of private equity big names," remarks one competitor. Weil Gotshal regularly advises clients on the regulatory implications of Dodd-Frank and the Wall Street Reform and Consumer Protection Act, including the implications of the Volcker Rule and registration requirements under amendments to the Investment Advisers Act of 1940.

The firm represented long-time client Brookfield Asset Management in the formation of Brookfield Americas Infrastructure Fund, a $2.5 billion fund focused on opportunistic investments in infrastructure assets located primarily in North and South America. The fund closed in September 2010.

Other noteworthy work includes advising another regular client, The Gores Group, on the formation of Gores Capital Partners III. This private equity fund targeted $1.5 billion of commitments and focused on underperforming and undervalued businesses in the US and Europe, primarily in the technology, telecommunications, industrial, business services, media, healthcare and security sectors. It closed in January 2011.

Weil Gotshal & Manges remains a top choice for corporations, lenders, and investors who need sophisticated advice on restructuring and insolvency matters. Weil has been a pioneer in the development of pre-packaged and pre-negotiated Chapter 11 filings, discovering new methods of limiting a company's stay in bankruptcy court. One competitor says, "They have got infinite numbers of very strong people". Competitors note particular expertise on the debtor side; another peer remarks, "I think they are the best debtor-side firm out there."

Peers express great respect for Harvey Miller, who has been a member of the firm's management committee for over 25 years. One rival describes Miller as "a go-to guy", while another calls him "one of a kind". However, the firm suffered the loss of up-and-coming star Shai Waisman, who was one of the key partners assigned to the Lehman case, in April 2011. He joins the Claims Recovery Group, a Chapter 11 claims trading business.

Clients were also generous with their praise. "They have got lots of resources, great experience, lots of good lawyers and my organisation has a very good relationship with them," says one customer. The client singles out partner Gary Holtzer for praise, remarking, "He's very responsive, very client-focused, smart and has a great deal of experience."

In a case which closed in August 2010, the firm represented Texas Rangers Baseball Partners in the filing of its Chapter 11 case to sell the Texas Rangers Major League Baseball Club and related assets to Rangers Baseball Express. When the sale was challenged by creditors, an auction was held in which Rangers Baseball Express, at $590 million, was the high bidder.

The firm also advised movie rental chain Blockbuster in the filing of its Chapter 11 cases designed to de-leverage the business so that all existing senior secured debt will be converted into equity, exiting bankruptcy. After a two-day auction, the company agreed to sell most of its assets to DISH Network for $320.6 million. Under the agreement, Blockbuster's estate will receive $227 million in cash.