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

United States

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Banking

Bank lending

Financial services regulatory

As the dust settles from the 2007-08 market crash, regulatory lawyers are finding themselves in the enviable position of having more work than they can handle. As enforcement of existing rules becomes more stringent and clients scramble to prepare for the provisions of Dodd-Frank, firms are beefing up their regulatory practices with lateral hires and recruits from high-level positions in the industry. Some have even shipped back partners from offices abroad in an effort to meet the demand for regulatory expertise in the US. "As the old bromide says, change is good for lawyers - and there's a lot of change going on right now," remarks one partner.

Firms which anticipated the push for tighter controls on the financial markets are starting to reap dividends. Much of the work involves drafting comment letters on new legislation and providing bespoke advice on how the new laws are likely to affect individual organisations. "Initially with Dodd-Frank, we were getting up to speed with the regulations and helping the clients to do that," says one lawyer. "A lot of that was on our own dime. Now that the regulatory process has begun in earnest we are seeing many more clients paying for that kind of tailored advice, so things are extremely busy now."

Amongst other things, Dodd-Frank establishes the Financial Stability Oversight Council (FSOC), a new governing body charged with identifying and responding to threats to US financial stability. Critics of the agency - which has been the subject of extended debate in Congress and the media - say that it has been given too much power .and lacks sufficient expertise in the insurance industry, on which it has a significant impact. In the wake of the Madoff scandal, which one attorney describes as "one of the worst things that has happened for the private sector", governing bodies are also applying existing regulation more stringently than ever before. "Things they used to ask clients to fix next time they come in, they are issuing civil money orders or cease-and-desist notices for," says another partner.

Other controversial aspects of the bill include the last-minute Durbin Amendment, which was designed to take effect in July 2011 but has been pushed back to October. The amendment caps debit card interchange fees at 12 cents plus 0.05% of the transaction - a decline of around 80% from previous takings. Banks stand to lose billions of dollars per year under the amendment, and many have already begun to apply fees and charges elsewhere to compensate for the loss of income.

Banks are also unhappy about the Volcker Rule, which restricts them from making certain kinds of speculative investments. In particular, the rule bans banks from proprietary trading that is not in the best interests of their clients, and from owning or investing in a hedge or private equity fund. It also limits the liabilities that the largest banks, known as systemically significant institutions, can hold. "If you take our large financial services clients, what's most worrying to them is that they might be designated as systemically significant organisations," says one practitioner. As to what constitutes systemically significant, another partner remarks, "That's the $64,000 question in this country."

The climate of uncertainty has created problems in itself. "There's a lot of anxiety," says one partner. "Some banks have been trying to restructure their operations for legislation which might not go ahead." According to a July 2011 report by Davis Polk & Wardwell, 80% of the 160 regulations that were supposed to be completed at that time remained unfinished, and almost 90% of all rules were incomplete.

Many lawyers also criticise the way the bill has been written. "It's badly drafted by people who have no clue how the financial industry works," says another practitioner. "It will be impossible to implement." A lot of partners believe that the act may have unintended consequences, such as forcing medium-sized banks to merge because of the cost of compliance.

While transactions are taking a backseat to regulatory work, most firms report that activity is up. Low interest rates and increased liquidity, helped by the Federal Reserve's quantitative easing program, have made traditional mezzanine financing more difficult. However, the 2014 'debt cliff' has not caused as many problems as expected. Lawyers have been busy with amend and extends, and a lot of the debt has been refinanced to 2015 and beyond. Nevertheless, some lawyers are concerned that if interest rates rise or the lending markets contract because of inflation, this could cause problems down the line.

With investors grabbing at speculative opportunities in desperation, banking lawyers have seen a re-emergence in acquisitions and hostile transactions. Many high-risk, high-yield products, which investors shied away from after the economic crisis, are coming back. Arrangements which many attorneys thought they would never see again, such as covenant-lite and PIK toggle deals, sometimes derisively referred to as PIYC ("pay if you can"), are now enjoying a revival. "It's such a fickle market now that a cool breeze comes and everyone grabs a jacket," remarks one partner. "The memory and the cycles seem to keep getting shorter."

Bingham McCutchen

The banking practice of Bingham McCutchen benefits from the expertise of its prominent bankruptcy team, according to competitors. The group has weathered the loss of some prominent partners in recent years.... [more]

Leading lawyers
Anthony Callobre
Frederick Eisenbiegler
Mark Spitzer

Cadwalader Wickersham & Taft

Cadwalader Wickersham & Taft has recently boosted its banking and regulatory practices with the addition of several new partners. In January 2011, partners Paul Pantano and Anthony Mansfield joined Cadwalader from McDermott Will & Emery.... [more]

Leading lawyers
Steven Cohen

Cahill Gordon & Reindel

Cahill Gordon and Reindel's lending team has strong ties to what peers describe as its "powerhouse" high-yield practice. The firm has created a niche for itself in acquisition transactions featuring debt financing, resulting in what one rival characterises as "a force to be reckoned with".... [more]

Leading lawyers
James J Clark
Jonathan Schaffzin
Susanna M Suh
Corey Wright
Daniel Zubkoff

Cleary Gottlieb Steen & Hamilton

With strong practices in both New York and Washington DC, Cleary Gottlieb Steen & Hamilton is well-positioned to advise clients on recent financial and regulatory developments. "They are close to the capital sources in New York, so they represent a lot of banks," says one competitor.... [more]

Leading lawyers
Derek Bush
Tim Byrne
Paul Glotzer
Seth Grosshandler
Richard Lincer
Bob Tortoriello

Cravath Swaine & Moore

With what one rival describes as "a long, balanced history and a strong client base," Cravath Swaine & Moore has a world-class banking practice. The firm has strong relationships with major financial institutions such as Credit Suisse, Goldman Sachs and JPMorgan Chase and has worked on some of the largest and most complex acquisition financings.... [more]

Leading lawyers
James Cooper
Michael Goldman
B Robbins Kiessling
Tatiana Lapushchik
Patrick Moriarty
C Allen Parker

Davis Polk & Wardwell

Davis Polk & Wardwell moves into the top tier in this year's regulatory rankings, following strong market feedback about the firm's shrewd business strategies over the past few years. During the downturn, partners anticipated legislative reform and began an aggressive recruitment campaign.... [more]

Leading lawyers
John Douglas
Jim Florack
Luigi De Ghenghi
Randall Guynn
Arthur Long
Brad Smith
Margaret Tahyar

Debevoise & Plimpton

Debevoise & Plimpton moves up a tier in the financial services regulatory category, based on feedback about the firm's flourishing practice. "Debevoise has been adding people, so they are definitely deserving of some movement," says one rival.... [more]

Leading lawyers
Paul Lee
Nicholas Potter
John Vasily

Dechert

Dechert is a new entry to the financial services regulatory ranking this year, following the firm's acquisition of a respected team from Fried Frank Harris Shriver & Jacobson. The group, which joined Dechert in June 2010, includes partners David Ansell, Robert Ledig and Thomas Vartanian, the former chair of Fried Frank's financial institutions and electronic commerce transactions groups.... [more]

Leading lawyers
Thomas Vartanian

Kirkland & Ellis

Kirkland & Ellis is a new entry to the bank lending ranking this year, following favourable feedback from peers. The firm's banking group benefits from the expertise of its top-notch private equity practice, representing private equity investors in both control and non-control investments in financial institutions, and advising some of the largest banks in the United States on capital-qualified debt and equity products.... [more]

Latham & Watkins

Latham & Watkins drops down to tier two in the bank lending rankings this year. Competitors say the firm is reeling from the departure of a team of lawyers led by Marc Hanrahan, who one peer describes as "their marquee name".... [more]

Leading lawyers
John Jameson
John Mendez

Mayer Brown

Mayer Brown's prominent financial services regulatory group includes several former regulatory officials. In January 2011, the firm lost partner Michael Butowsky to Jones Day.... [more]

Leading lawyers
Robert Baptista
Jeffrey Dunetz

Milbank Tweed Hadley & McCloy

Milbank Tweed Hadley & McCloy moves up a notch in bank lending this year following the August 2010 recruitment of a prominent team from rival firm Latham & Watkins. The group is led by Marc Hanrahan, the former co-head of Latham's banking practice group, who peers identify as "a leading name".... [more]

Leading lawyers
Jonathan Green
Marc Hanrahan
Blair Tyson

Morrison & Foerster

Morrison & Foerster has a large and active banking and finance practice, which maintains ties with Congressional staff. The firm recently created a Dodd-Frank tracking website, named FrankNDodd, to keep its clients up-to-date with the latest regulatory developments.... [more]

Leading lawyers
Henry Fields
L Richard Fischer
Oliver Ireland
Barbara Mendelson
Andrew Smith
William Veatch
Joan Warrington

O'Melveny & Myers

O'Melveny & Myers has increased its presence in bank lending, according to competitors. "O'Melveny has some very strong people," says one rival.... [more]

Paul Weiss Rifkind Wharton & Garrison

Competitors describe Paul Weiss Rifkind Wharton & Garrison as "somebody to watch", and say the firm has particular strength on the borrower side. "They have principally been known for their excellent litigation practice," says one rival.... [more]

Ropes & Gray

Peers recognise the banking practice of Ropes & Gray as being amongst the most experienced in the country. The firm's growing regulatory group benefits from its top-notch investment funds practice and includes former SEC attorneys and federal prosecutors who have relationships with federal and state regulators.... [more]

Leading lawyers
Byung Choi
Tom Draper
Jay Kim
Steven Rutkovsky
Sunil Savkar

Shearman & Sterling

Shearman & Sterling has a long history as a prominent player in bank lending. The firm advises on some of the most complex international and domestic transactions, and has a solid regulatory practice.... [more]

Leading lawyers
Denise Grant
Maura O'Sullivan
Bradley Sabel
Russell Sacks

Sidley Austin

Sidley Austin offers wide-ranging services in banking and financial services regulatory, with particular expertise in cross-border regulatory issues. The firm recently lost several prominent partners.... [more]

Leading lawyers
Zulfiqar Bokhari
James Clark
William Eckland
Robert Lewis

Simpson Thacher & Bartlett

Simpson Thacher & Bartlett is at the forefront of cutting-edge transactional work and has an internationally recognised regulatory practice. In addition to the firm's strong ties with financial institutions such as JPMorgan, it receives banking work from its relationships with private equity giants.... [more]

Leading lawyers
Maripat Alpuche
James Cross
Frank Huck
Justin Lungstrum
Lee Meyerson
Alden Millard
Gary Rice
Patrick Ryan
Bill Sheehan

Skadden Arps Slate Meagher & Flom

Skadden Arps Slate Meagher & Flom moves up to tier two in both the bank lending and regulatory rankings this year, following recommendations across the board. "They do have the work and the reputation to be ranked in the top two tiers," says one rival.... [more]

Leading lawyers
Harold Moore
Paul Oosterhuis
William Sweet
Stephanie Teicher
Sarah Ward
Mark Young

Sullivan & Cromwell

Sullivan & Cromwell is universally acknowledged by clients and competitors as a dominant force in regulatory work and a strong contender in bank lending. Rivals admit the firm is "magnificent on the regulatory side" and that "there's no arguing with the S&C brand".... [more]

Leading lawyers
H Rodgin Cohen
Mitchell Eitel
Michael Escue
C Andrew Gerlach
Mark Menting
Mark Welshimer
Michael Wiseman

Weil Gotshal & Manges

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.... [more]

Leading lawyers
Michael Aiello
Morgan Bale
Warren Buhle
Derrick Cephas
Daniel Dokos
Angela Fontana
Heath Tarbert
Douglas Urquhart
Walter Zalenski

See also

United States
North America

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