Capital Markets

A perennial market leader, S&C’s Capital Markets Group remains at the forefront of this ever-evolving field. Whether a client is looking to raise equity, issue debt, construct a hybrid offering or conduct an IPO, our depth of experience and understanding of our client’s business objectives enable us to develop optimal strategies at each step of the transaction. Drawing on the talents of our global, multidisciplinary team, we are adept at handling complex securities offerings across industries and geographic regions.

S&C has played a formative role in the development of the global capital markets, with experience that stretches back to the preparation of the first major registration statement under the Securities Act. Also, in recent years, our Capital Markets lawyers have counseled clients on corporate governance and evolving disclosure matters, such as ESG-related disclosure issues, and have counseled corporates and sovereign entities on novel capital markets transactions, including sustainability, social and green bond offerings.

#1 Ranked Issuer’s Counsel in Global Debt & Equity Offerings 2018-2022

Ranked by value ($ billions)

Source: Refinitiv

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Experience

We have extensive experience advising issuers, underwriters, selling shareholders and others on all capital markets transactions and products, including:

IPOs and Other Equity

S&C is a leading Firm for IPOs, having worked on more than 700 IPOs globally, including six of the 10 largest of all time. We advise on all types of equity transactions, from follow-on and secondary offerings to equity-linked securities and equity derivatives.

Debt

S&C is the #1 ranked law firm representing issuers in global bonds from 2018-2022, with more than $412 billion in transaction value (Bloomberg). We advise on investment grade, high-yield, medium-term notes, sovereign debt and sustainability, social and green bond offerings.

Corporate Governance and Disclosure

We regularly counsel clients on evolving corporate governance and disclosure matters and the impact ESG considerations may have on their businesses and stakeholder relationships. Our experience includes advising on the use of frameworks; changes in rules and enforcement activity relating to governance, cybersecurity, climate and human capital; preparing for and responding to shareholder proposals; and the development of new disclosure.

SPACs

As SPACs have become a commonly-used tool for capital formation and deployment, and have faced increasing regulatory and market scrutiny, S&C has remained at the forefront. We offer insight on the careful planning required to drive each step of the life of a SPAC or a company seeking to go public through a de-SPAC transaction to a successful completion.

PIPEs

S&C advises investors, issuers and placement agents on the entire range of financial products, including common stock, convertible preferred stock, convertible debt and warrants.

Read more about our leading Corporate Governance, SPACs and ESG practices.

IPOs and Listings

The underwriters for 29Metals Limited (Australia) on its A$528 million Rule 144A/Reg S IPO and ASX listing (2021) (at the time, the largest Australian IPO of a mining company in more than a decade)
ABOUT YOU (Germany) on its €842 million Rule 144A/Reg S IPO and FWB listing (2021)
The underwriters and certain selling shareholders for Alibaba Group Holding (China) on its $25.0 billion IPO and NYSE listing (2014) (the second-largest IPO in the world)
AUTO1 Group SE (Germany) on its €1.8 billion Rule 144A/Reg S IPO and FWB listing (2021) (Germany’s first IPO of the year and one of the biggest German offerings of the past two decades)
The underwriters for AXA Equitable Holdings (n/k/a Equitable Holdings Inc.) (U.S.) on its $3.16 billion SEC-registered IPO, spin-off from AXA S.A. and NYSE listing (2018) (the largest U.S. IPO of the year)
The AZEK Company Inc. (U.S.) on its $879.5 million SEC-registered IPO and NYSE listing (2020)
Budweiser Brewing Company APAC Limited (Hong Kong) on its $5.75 billion Rule 144A/Reg S IPO, spin-off from Anheuser-Busch InBev S.A./N.V. and HKSE listing (2019) (the largest Hong Kong IPO of the year)
The underwriters for China East Education Holdings Limited (China) on its $625 million IPO and HKSE listing (2019) (at the time, the largest-ever IPO in the education sector)
The underwriters for Clear Secure, Inc. (U.S.) on its $470.6 million SEC-registered IPO and NYSE listing (2021)
The underwriters for Confluent, Inc. (U.S.) on its $828 million SEC-registered IPO and Nasdaq listing (2021)
Jumia Technologies AG (Germany) on its $225.1 million SEC-registered IPO and NYSE listing (2019)
The underwriters for Levi Strauss & Co. (U.S.) on its $717 million SEC-registered IPO and NYSE listing (2019)
Majorel Group Luxembourg S.A. (Luxembourg) on its €759 million Rule 144A/Reg S IPO, private placement and Euronext Amsterdam listing (2021)
The underwriters for Nuix Limited (Australia) on its A$953 million Rule 144A/Reg S IPO and ASX listing (2020)
The underwriters for ON24, Inc. (U.S.) on its $492.3 million SEC-registered IPO and NYSE listing (2021)
The underwriters for Shenzhen Hepalink Pharmaceutical Group Co., Ltd. (China) on its $523 million Rule 144A/Reg S IPO and HKSE listing (2020) (the largest Hong Kong healthcare IPO of the year)
The underwriters for Siemens Healthineers (Germany) on its €4.2 billion Rule 144A/Reg S IPO and FWB listing (2018) (the largest European IPO of the year)
SoftBank Corporation (Japan) on its ¥2.65 trillion Rule 144A/Reg S IPO and TSE listing (2018) (the third-largest IPO in the world)
Stellantis N.V. (Netherlands) on the listing of its shares on Euronext Paris, and supplemental listing on Borsa Italiana and NYSE, resulting from the merger between FCA and Peugeot (2021)
The underwriters for Toast, Inc. (U.S.) on its $1.0 billion SEC-registered IPO and NYSE listing (2021)
The underwriters for Unity Software Inc. (U.S.) on its $1.495 billion SEC-registered IPO and NYSE listing (2020)
XPeng Inc. (China) on its $1.8 billion Reg S Hong Kong IPO, U.S. offering and HKSE listing (2021)
The underwriters for ZIM Integrated Shipping Services Ltd. (Israel) on its $217.5 million SEC-registered IPO and NYSE listing (2021)

Other Equity

Bayer AG (Germany) on its:
- $1.6 billion SEC-registered secondary sale of shares of Elanco Animal Health (2020)
- €3.0 billion Rule 144A/Reg S offering of shares (2018)
The underwriters for Black Knight Inc. (U.S.) on its:
- $484 million SEC-registered offering of shares of common stock (2020)
- $680 million SEC-registered offering of shares of common stock (2018)
BPER Banca S.p.A. (Italy) on its €800 million Rule 144A/Reg S rights offering of ordinary shares (2020)
The underwriters for Cannae Holdings Inc. (U.S.) on its:
- $396 million SEC-registered offering of common stock (2020)
- $236.2 million SEC-registered offering of common stock (2019)
Delivery Hero SE (Germany) on its:
- €1.25 billion private placement of shares by way of accelerated bookbuild (2021)
- €571 million private placement of new shares (2020)
- €1.15 billion secondary offering of ordinary shares (2019)
DraftKings Inc. (U.S.) on its $3.75 billion aggregate total of two SEC-registered offerings of common stock (2020)
The underwriters for Equitable Holdings, Inc. (U.S.) on its:
- $300 million SEC-registered offering of depositary shares (2021)
- $500 million SEC-registered offering of depositary shares (2020)
- $5.0 billion aggregate total of three SEC-registered offerings of common stock (2019)
Fiserv, Inc. (U.S.) on its:
- $2.7 billion SEC-registered secondary offering of common stock and $589 million repurchase of common stock (2021)
- $2.7 billion aggregate total of two SEC-registered secondary offerings of common stock (2020)
Intercontinental Exchange Inc. (ICE) (U.S.) on its $899.7 million and $920 million SEC-registered secondary offerings of common stock in connection with ICE’s acquisition of Ellie Mae, Inc. (2020)
International Consolidated Airlines Group (U.K.) on its €2.74 billion Reg S offering of common shares (2020)
SoftBank Group Corp. (Japan) on its:
- series of transactions to further monetize its stake in T-Mobile US (2021)
- share swap with Deutsche Telekom (2021)
- series of transactions totaling $20 billion to monetize a majority of its holdings in T-Mobile US (2020)
- ¥1.2 trillion Reg S offering of common stock by SoftBank Corp. (2020)
SVB Financial Group (SVB) (U.S.) on its:
- $1.25 billion SEC-registered offering of common stock (2021)
- $1.0 billion SEC-registered offering of depositary shares (2021)
- $1.15 billion SEC-registered offering of shares (2021)
- $750 million SEC-registered offering of depositary shares (2021)
- $350 million SEC-registered offering of depositary shares (2019)
The underwriters for QuantumScape Corporation (U.S.) on its $478.4 million SEC-registered follow-on offering of common stock (2021)
WiseTech Global Limited (Australia) on its $213.66 million Rule 144A/Reg S offering of ordinary shares (2019)

Debt

AMC Networks Inc. (U.S.) on its $1.0 billion SEC-registered offering of high-yield notes (2021)
Anheuser-Busch InBev S.A./N.V. (Belgium) on its:
- $6.0 billion SEC-registered offering of notes (2020)
- $15.5 billion SEC-registered offering of notes (2019)
The underwriters for AT&T Inc. (U.S.) on its:
- $7.41 billion aggregate total of two SEC-registered offerings of notes (2021)
- $30.83 billion aggregate total of five SEC-registered offerings of notes and $9.68 billion Section 4(a)(2) and Rule144A/Reg S offering of notes (2020)
- $9.58 billion aggregate total of two SEC-registered offerings of notes (2019)
BP plc (U.K.) on its:
- $4.0 billion aggregate total of two SEC-registered offerings of guaranteed notes (2021)
- $12.0 billion aggregate of a novel multi-currency, multi-tranche hybrid perpetual bond offering (2020) (its first hybrid securities offering and the first corporate perpetual hybrid bond offering in the U.S.)
- $11.25 billion aggregate total of six SEC-registered offerings of notes (2020)
- $3.5 billion aggregate total of three SEC-registered offerings of notes (2019)
China Mengniu Dairy Company Limited (Hong Kong) on its:
- $100 million Reg S offering of exchangeable bonds (2020)
- $800 million Reg S offering of senior unsecured notes (2020)
Delivery Hero SE (Germany) on its €1.25 billion Reg S offering of convertible bonds (2021)
Enbridge Inc. (Canada) on its:
- $1.5 billion SEC-registered offering of senior notes (2021)
- $1.0 billion SEC-registered offering of sustainability-linked guaranteed notes (2021) (its inaugural sustainability-linked bond offering and the first sustainability-linked bond sold by a North American pipeline company)
- $500 million SEC-registered offering of guaranteed notes (2021)
- $500 million SEC-registered offering of notes (2021) (the first issue of SOFR-linked notes by a non-financial issuer)
- $1.75 billion aggregate total of two SEC-registered offerings of notes (2020)
- $2.0 billion SEC-registered offering of notes (2019)
Fiserv, Inc. (U.S.) on its:
- $2.0 billion SEC-registered offering of notes (2020)
- $9.0 billion, €1.5 billion and £1.05 billion SEC-registered offerings of notes in connection with Fiserv’s acquisition of First Data Corporation (2019)
Fortescue Metals Group Ltd (Australia) on its:
- $1.5 billion Rule 144A/Reg S offering of high-yield notes (2021)
- $600 million Rule 144A/Reg S offering of high-yield notes (2019)
The underwriters for The Goldman Sachs Group, Inc. (U.S.) on its:
- $38.8 billion aggregate total of seven SEC-registered offerings of notes (2021) (including its inaugural sustainability bond offering)
- C$2.75 billion aggregate total of three SEC-registered Maple bond offerings of notes (2021)
- $13.0 billion aggregate total of five SEC-registered offerings of notes (2020)
- $3.25 billion aggregate total of three registered and unregistered offerings of notes (2019)
Intercontinental Exchange, Inc. (ICE) (U.S.) on its:
- $6.5 billion SEC-registered offering of notes in connection with ICE’s acquisition of Ellie Mae (2020)
- $2.5 billion SEC-registered offering of notes (2020)
- $2.25 billion SEC-registered offering of notes (2018)
The initial purchasers for Jaguar Land Rover Automotive plc (U.K.) on its:
- €500 million and $500 million Rule 144A/Reg S offering of high-yield notes (2021)
- $1.35 billion aggregate total of two Rule 144A/Reg S offerings of high-yield notes (2020)
- €1.01 billion aggregate total of two Rule 144A/Reg S offerings of high-yield notes (2019)
The underwriters for Raytheon Technologies Corporation (U.S.) on its:
- $2.0 billion SEC-registered offering of notes (2021)
- $9.2 billion private exchange offer of notes of its subsidiaries Goodrich Corporation, Raytheon Company and Rockwell Collins, Inc. (2020)
- $2.0 billion SEC-registered offering of notes (2020)
Spirit AeroSystems Inc. (U.S.) on its $1.7 billion aggregate total of two Rule 144A/Reg S offerings of high-yield notes (2020)
Takeda Pharmaceutical Company Limited (Japan) on its:
- $7.0 billion and €3.6 billion SEC-registered offerings of notes (2020) (its inaugural SEC-registered offering of securities)
- €7.5 billion and $5.5 billion Rule 144A/Reg S offerings of notes (2018) (at the time, the largest debut euro-denominated unsecured bond offering and the largest dollar-denominated bond offering by a Japanese issuer)
The initial purchasers for United Technologies Corporation (UTC) (U.S.) on its $14.5 billion Rule 144A/Reg S offering of bonds in connection with the announced spin-offs of UTC subsidiaries Otis Worldwide Corporation and Carrier Global Corporation (2020)
The initial purchasers for Upjohn Inc. (n/k/a Viatris Inc.)/ Upjohn Finance B.V. (U.S./ Netherlands) on its $7.45 billion Rule 144A/Reg S offering and €3.6 billion Reg S offering of notes in connection with the combination of the Upjohn generic medicines business and Mylan N.V. (2020)