Transactional

Capital Markets

Capital Markets Header

Pro-active comprehensive advice on all forms of capital-raising transactions

150+

Debt and equity offerings by 53 dedicated Capital Markets partners

30+

Completed IPOs in the last five years

$2.5 billion

ADNOC IPO – Largest Globally in 2023

95

Issuer-side transactions in the past 24 months

Overview

Gibson Dunn’s preeminent capital markets practice has deep experience in all forms of capital markets transactions.

We are trusted counsel to issuers, underwriters and investors and understand the perspectives of all parties on a transaction. Clients come to us because of our reputation as strong technical lawyers who apply practical business acumen and market knowledge to any deal. Our lawyers offer smart, practical and solutions-oriented advice, with seamless execution. We guide clients through their most complex transactions to achieve their goals efficiently. In addition, Gibson Dunn is unique in that we also provide our capital markets clients with the benefit of the deepest bench of SEC alumni of any of our competitors.

For clients from multinational corporations to startups, and investment banks to private funds, throughout industries and jurisdictions, our team has experience in every aspect of capital raising transactions. We have a deep understanding of all complex capital markets deals, including IPOs and other equity, investment grade, high-yield and other debt, converts, preferred stock, PIPEs and liability management transactions.

“The bench strength at Gibson in both debt and equity matters is excellent.”

Chambers USA

Experience

Representations include:

  • Abu Dhabi National Oil Company: Advised Abu Dhabi National Oil Company (ADNOC) on its $2.5 billion initial public offering.
  • Kraft Heinz: Advised Kraft Heinz Foods Company on its €600 million offering of floating rate senior notes.
  • Ford Motor Company: Advised Ford Motor Credit Company on its $1.5 billion public offering.
  • Welltower: Advised Welltower Inc. and Welltower OP LLC on its $1.035 billion private offering of exchangeable senior notes.
  • LyondellBasell Industries: Advised LyondellBasell on its $500 million public offering of senior notes, its inaugural green bond.
  • Central American Bank for Economic Integration (CABEI): Advised the Central American Bank for Economic Integration (CABEI) on its $1.35 billion public offering on the Luxembourg Stock Exchange and to be listed on the London Stock Exchange.
  • Chobani: Advised Chobani Global Holdings on its $500 million senior notes offering.
  • Fluor Corporation: Advised Fluor Corporation on its $500 million convertible senior notes offering.

Representations include:

  • ADNOC: Advised Abu Dhabi National Oil Company (ADNOC), the UAE’s largest fuel and retail distributor, and ADNOC Gas, its gas business, on one of the largest IPOs globally in 2023.
  • Apogee: Advised Apogee Therapeutics, a developer of therapies for immunological and inflammatory disorders, on its IPO.
  • PETCO: Advised private equity-backed Petco Animal Supplies, a pet and animal supplies retailer, in connection with its IPO.
  • Goldman Sachs: Advised Goldman Sachs & Company and others as underwriters in the IPOs of Berry Petroleum Corporation and LandBridge Company.
  • Roth Capital: Advised Roth Capital as underwriters in the IPO of Montauk Energy, a renewable natural gas company.
  • Montrose:  Advised Montrose Environmental Group, an environmental services company, in connection with its IPO.

Representations include:

  • GE HealthCare: Advised GE HealthCare Technologies, a medical technology provider, on its $1.2 billion secondary underwritten public offering.
  • Arrowhead: Advised Arrowhead Pharmaceuticals, Inc. on its $450 million registered direct offering.
  • California Water Service Group: Advised California Water Service Group in a $300 million at-the-market offering.
  • MoonLake Immunotherapeutics: Advised MoonLake Immunotherapeutics, a clinical-stage developer of antibody treatments for inflammatory diseases, on its establishment of an at-the-market facility for the sale of up to $350 million of its common shares.
  • Western Midstream: Advised Barclays Capital Inc. in Western Midstream Partners $686 million secondary public offering by Occidental.

Representations include:

  • Amazon: Advised Amazon.com, an online retailer and web service provider, on its $8.25 billion SEC-registered notes offering.
  • Marriott: Advised Marriott International, Inc., a global lodging company, on its $1.15 billion SEC-registered notes offering.
  • Kraft Heinz: Advised The Kraft Heinz Company, the global food and beverage company on the issuance of €600 million of floating rate senior notes.
  • Mondelez: Advised Mondelēz International in a $2 billion SEC-registered notes offering.
  • Ford: Advised Ford Motor Credit Company, the financial services arm of Ford Motor Company, on a $1.5 billion public notes offering.
  • D.R. Horton: Advised D.R. Horton, Inc. in a registered underwritten public offering of $600 million of senior notes.
  • LyondellBasell: Advised LyondellBasell, a global petrochemical producer, on a $500 million public offering of senior notes, its inaugural green bond.
  • CABEI: Advised the Central American Bank for Economic Integration (CABEI), a multilateral, Honduras-based development bank, on a $1.35 billion notes offering on the Luxembourg Stock Exchange also listed on the London Stock Exchange.
  • Waste Management: Advised Wells Fargo Securities, LLC in an offering by Waste Management of $1.5 billion aggregate principal amount of senior notes.
  • Intuit: Advised Inuit, Inc., a financial software company, on its $4.0 billion senior notes offering.
  • UPS: Advised Morgan Stanley and others in the $1.5B public offering of senior notes issued by United Parcel Service.
  • Alliant Energy: Advised Goldman, Sachs & Company in connection with Alliant Energy Finance LLC’s private offering of $300 million of notes.

Representations include:

  • Chobani: Advised Chobani Global Holdings, a food and beverage company known for its Greek yogurt, on its $500 million offering of senior notes.
  • Bank of America: Advised Bank of America and others in connection with AMC Network’s $875 million senior secured notes offering.
  • J.P. Morgan: Advised JP Morgan and others in a $750 million high-yield notes offering by SM Energy.
  • Wells Fargo Securities: Advised Wells Fargo Securities on a $1.1 billion public offering of senior notes issued by Pioneer Natural Resources, an oil and gas exploration and production company.
  • CriteriaCaixa: Advised CriteriaCaixa, a shareholder in some of Spain’s largest companies, on the €612 million private placement of shares of Cellnex Telecom, a Spanish operator of wireless telecommunication infrastructures.

Representations include:

  • Fluor Corporation: Advised Fluor Corporation on its $500 million offering of convertible senior notes.
  • Welltower: Advised Welltower Inc. and Welltower OP LLC on its $1.035 billion private offering of exchangeable senior notes.
  • Herbalife Nutrition: Advised Herbalife Nutrition Ltd. in its offering of Convertible Senior Notes.
  • Biora Therapeutics: Advised Biora Therapeutics, Inc. in its agreement to exchange $5.6 million principal amounts of its senior convertible notes $3.8 million convertible senior secured notes.
  • Coeur Mining: Advised Coeur Mining on its $32.7 million private placement of flow-through common shares.
  • Oruka Therapeutics: Advised Oruka Therapeutics on its concurrent $275 million private placement of shares of its common stock and pre-funded warrants.

Representations include:

  • Lucid Group: Advised the Public Investment Fund of Saudi Arabia in its $1.75 billion investment in convertible preferred stock of Lucid Group, Inc., a maker of electric vehicles.
  • Western Digital: Advised Elliott Management in its $235 million investment in convertible preferred stock of Western Digital, a maker of computer drives.
  • Spyre Therapeutics: Advised Spyre Therapeutics, Inc., a biotechnology company, on $180 million and $210 million private placements of common and preferred stock.
  • Dianthus Therapeutics: Advised Dianthus Therapeutics, a clinical-stage developer of monoclonal antibodies for autoimmune disease, on its $230 million private placement of common stock and pre-funded warrants.
  • BVF Partners: Advised BVF Partners L.P. on its participation in the $240 million Series B financing for Cidara Therapeutics, a biotechnology company.
  • Neurogene: Advised Neurogene, a developer of genetic medicines for rare neurological diseases, on a $95 million private placement.
  • Mirum Pharmaceuticals: Advised Mirum Pharmaceuticals on a $210 million private placement.
  • Nextech Ventures: Advised Nextech Ventures, a venture capital firm, on its investment in Relay Therapeutics, a clinical-stage precision medicine company.
  • Heron Therapeutics: Advised Heron Therapeutics Inc., a commercial-stage biotechnology company, in sale of $150 million convertible notes.
  • Viridian Therapeutics: Advised Viridian Therapeutics, Inc., a biopharmaceutical company, in a $185 million placement of common and preferred stock.

Representations include:

  • Welltower: Advised Welltower Inc. and Welltower OP LLC in a private offering of $1.035 billion aggregate principal amount of exchangeable senior notes.
  • Affirm Holdings, Inc .: Advised Affirm Holdings, Inc., a digital payment provider, in its private offering of $1.725 billion of convertible senior notes.
  • J.P. Morgan: Advised J.P. Morgan Securities plc in connection with the issue of €1.5 billion senior unsecured convertible bonds by Cellnex Telecom, S.A.
  • Credit Suisse: Advised Credit Suisse Securities in Rule 144A/Regulation S offering of $1.15 convertible senior notes issued by Pioneer Natural Resources.
  • Multiple Banks: Advised BofA Securities, Deutsche Bank and HSBC on the issuance of €825 million senior unsecured convertible bonds by International Consolidated Airlines Group, S.A.
  • SolarEdge: Advised SolarEdge in private offering of $632.5 million of convertible senior notes.
  • Vail Resorts: Advised Vail Resorts in connection with private offering of $575 million of convertible senior notes.
  • Alliant Energy: Advised the initial purchasers in Alliant Energy Corporation’s private offering of $500 million aggregate principal amount of convertible senior notes.
  • Fluor Corporation: Advised Fluor Corporation on its offering of $500 million aggregate principal amount of convertible senior notes.
  • Herbalife Nutrition: Advised Herbalife Nutrition Ltd. in its offering of convertible senior notes.
  • Biora Therapeutics: Advised Biora Therapeutics, Inc., a clinical-stage biotechnology company, in issuance of convertible senior secured notes.
  • Coeur Mining: Advised Coeur Mining, a precious metals producer, on its $32.7 million private placement of flow-through common shares.
  • Oruka Therapeutics: Advised Oruka Therapeutics, a privately held biotechnology company developing treatments for chronic skin diseases, on its concurrent private offerings of $275 million shares of its common stock and pre-funded warrants.

Practice Leaders