New York

Cleary Gottlieb Steen & Hamilton was formed in 1946 with offices in New York and Washington DC. Since then, it has expanded its global reach to include 13 international offices on three other continents. New York and DC remain the firm’s only American offices.

Focusses / specialisms

The firm is best known for its work in debt and equity capital markets, derivatives and regulatory financial services. It is also highly praised for its commitment to pro-bono work and diversity and inclusion. It has an award winning pro-bono practice and mentoring program.

In addition to its standout practices, the firm does strong work in banking, M&A and private equity. Given its international presence, the firm is able to advise on Hong Kong, Belgium, Germany, Italy, the UK and France law.

The regulatory financial services practice advises banks, financial institutions, fintech companies, trade associations, broker dealers and swap dealers on legislative compliance and securities and M&A transaction compliance. Notably, it has increasingly advised fintech companies on blockchain and virtual currency regulations.

In debt capital markets, the team advises both issuers and underwriters in investment grade corporate bonds, sustainability bonds, green bonds, mortgage bonds, Eurobonds, sovereign bonds and high yield bond offerings.

On the equity capital markets side, the team represents issuers, selling shareholders and underwriters in IPOs, share buybacks, recapitalizations, follow on offerings, public share offerings, private stock placements and secondary offerings. In derivatives, the team advises issuers and underwriters in forwards, swaps and options.

The structured finance team represents issuers, initial purchasers and underwriters in ABL, securitizations, mortgaged backed securities and CLOs.

In investment funds, the team represents investment firms in fund formations and investments.

The M&A team represents strategic buyers and sellers in high value acquisitions, mergers and joint ventures across an array of industries. The firm also works on private equity M&A transactions through the private equity practice, which also represents firms in recapitalizations and investments.

The restructuring and insolvency team acts for creditors and debtors in out of court financial restructurings, international bankruptcy cases, and Chapter 11 and 15 proceedings. The project finance team is active in the ports, power, infrastructure, oil and gas and telecommunication industries, where it represents lenders and borrowers.

Key clients

Key clients for the firm include BNP Paribas, Citigroup, Starbucks, Verizon, Bank of America Merrill Lynch, Morgan Stanley, Vista Oil & Gas, MercadoLibre, True Digital, Commerzbank, Owl Rock Capital, Goldman Sachs, TPG, KKR, International Flavors & Fragrances, Alphabet, ESL Investments, Warburg Pincus, Venezuela Creditors Committee, Geoffrey, the Puerto Rico P3A, BlackRock, 

Research period review: 30th edition (2019/2020)

During the research period the regulatory financial services advised a range of banking and non-banking institutions in transactional securities and M&A compliance, as well as compliance with regulations including the Volcker Rule, Dodd-Frank Act, Basel III and the Investment Advisers Act. 

The project finance team represented mostly lenders in transactions. Many of the transactions were connected to acquisition financing of a project and many of the projects were in the infrastructure and renewable energy industries.

The debt capital markets team advised a mix of issuers and underwriters in bond issuances of varying types, the most being investment grade corporate bonds and high yield corporate bonds. 

The equity capital markets practice saw a lot of IPOs, representing issuers, selling shareholders and underwriters.

The derivatives team also advised a mix of issuers and underwriters, but regarding mostly swap and forwards derivatives.

The structured finance team dealt largely with CLO’s, advising clients on all sides.

The investment funds team continued to represent investment firms in an equity mix of fund formations and investments.

The M&A team represented strategic buyers and sellers in acquisitions, mergers and joint ventures. The transactions were mostly in the billion-dollar range.

The private equity team also represented clients on the buy and sell side in billion dollar acquisitions and mergers. It also worked on investments and recapitalizations.

The restructuring and insolvency team advised mostly creditors in some of the largest ongoing bankruptcy cases in the world. It also worked on numerous out of court financial restructurings. 

Regarding lateral moves, capital markets partner Pamela Marcogliese left the firm for Freshfields. Structured finance partner Paul St. Lawrence joined Morgan Lewis. The M&A lost partners Ethan Klingsberg and Paul Tiger, the latter of whom also specializes in private equity, who left for Freshfields. In restructuring and insolvency, partner James Bromley moved to Sullivan & Cromwell and partner Lee Buchheit retired.

Deal highlights: 30th edition (2019/2020)

CBS / Viacom merger

Citigroup €1 billion fixed rate green bond issuance

Owl Rock $595 million CLO I and $396.6 million CLO II

PG&E Chapter 11 bankruptcy

Pinterest NYSE IPO

TPG Partners VIII and TPG Healthcare Partners $14.2 billion fund formation