When companies need to raise money, either by issuing debt (typically bonds and their derivatives) or equity (shares and their derivatives), our Capital Markets practice advises leading financial institutions, corporates and sovereign entities around the world, including many of the major investment banks, on large, complex and frequently innovative transactions.

Typical work | What you might do | Notable deals | Awards

We are leading advisers on the full spectrum of capital markets products, including securitisation, equity-linked bonds, initial public offerings (IPOs), 'straight' debt issuance, hybrid capital and project bonds.

Our lawyers combine local and industry knowledge with an international perspective, providing practical, integrated legal advice for all our clients' global capital-raising activities. Dealing with banks and other financial service providers, trustees and security issuers across Europe, the Middle East, Asia and the Americas, we have particular strength in developing markets. In the fast-moving global financial markets our work has a strong international flavour and brings together teams from our offices around the world.

Our Trusts team, which forms a part of the wider Capital Markets Group is the largest dedicated trustee group in London, acting for all of the major corporate trustees advising on a range of work from traditional capital markets issuance, through securitisation to projects and increasingly, in respect of security arrangements for corporate restructurings.

Typical work

The Capital Markets practice includes these broad areas of work:

• Securities - acting for a range of clients, including corporates, investment banks and governmental institutions to raise money through bonds and other debt, equity, equity-linked and hybrid instruments. We are also leaders in the financing and refinancing of private public partnership and private finance initiative (PPP/PFI) projects.
• Structured debt - dealing with the securitisation (that is, pooling and repackaging of cash-flow-producing financial assets into securities that are then sold to investors) of many different assets, including residential and commercial mortgages, credit card receivables and whole businesses.
• Corporate Finance Trusts - acting for corporate finance trustees (typically our key clients) who require separate legal representation for their role within the securities and structured debt products mentioned here, as well as banking products.
• Deal length in Capital Markets can vary from one or two weeks to several months. Interaction with colleagues in other practice areas - for example - Corporate, Real Estate and Tax - and across jurisdictions is common and many of the structures and techniques used are ground-breaking, with completed deals often featuring in the media.

Back to top

What you might do

Your role will depend on the specific deal or deals your team is working on, but you can expect a good mix of drafting, client communication and general transaction management. There's every chance that you may find yourself directly involved in drafting key documents, attending meetings, incorporating companies, liaising with clients, listing securities and organising the closing and signing of transactions.

Back to top

Notable deals

• Advising the underwriters on the IPO of Glencore International, the commodities trader. The IPO is the largest ever in UK history and the largest in Europe of a non-state owned entity.
• Advising BAA on the first "dry" securitisation (funded exclusively by bank debt); new, improved voting mechanics for bondholders; preserved CDS protection despite substitution of bond issuer. Structured novel liquidity facilities for non-bankruptcy remote borrowers.
• Advising the Paragon Group as borrower under a new £200 million warehouse facility which will fund the origination of new buy-to-let mortgages. The warehouse facility was rated by Fitch and is believed to be the first new wholesale funding arrangement for a non-deposit taking RMBS originator since 2007.
• Advising Royal Bank of Scotland as originator and servicer and Arran Residential Mortgages Funding 2011-1 plc as issuer of £4.5 billion residential mortgage-backed securities (RMBS). The transaction was very significant as it was one of the first issuances since the onset of the credit crisis which reflected the numerous new regulatory and legal changes on which Clifford Chance has been recognised as a thought leader.
• Advising DP World on its US$11 billion Premium London Listing. The listing will give DP World dual "primary"-listed status, following its IPO and listing on NASDAQ Dubai in 2007 on which Clifford Chance also advised, still the region's largest IPO.
• Advising EFSF on the €27 billion debt issuance programme, which was admitted to the Luxembourg Stock Exchange in mid‐January 2011.
• Advising ONO Finance and ONO Finance II (Cableuropa S.A.) in connection with all of their respective senior notes offerings to date.

Back to top

Awards

• UK Law Firm of the Year Award 2011, Chambers Europe
• Involved in three of the four nominated European Securitisation and structured finance deals, International Financial Law Review 2010 awards
• Ranked Top Law Firm for Securitisation by Chambers & Partners UK, and Legal 500, 1998 through to 2011
• Ranked as a Leader for Securitisation Worldwide by Chambers Global 2000 - 2008, 2010 and 2011
• Debt and Equity-Linked Deal of the Year - Vincom USD convertible - IFLR Asia Awards 2010
• Structured Finance Deal of the Year - Kookmin Covered Bond - IFLR Asia Awards 2010
• Sukuk Deal of the Year - GE Capital Sukuk - Islamic Finance News Awards 2010

 Back to top