Since 1961, when the firm began advising growing companies on corporate matters, WSGR has built a large, experienced team of attorneys that advises issuers, underwriters, and selling shareholders on capital markets transactions. The firm's capital markets practice has advised clients in connection with hundreds of equity, equity-linked, and debt transactions, including SEC-registered and Rule 144A offerings.
WSGR is among the most active law firms in the United States in representing both issuers and underwriters in connection with their initial public offerings and other equity and debt offerings. In fact, our firm consistently ranks among the leading legal advisors to issuers and underwriters based on the number of IPOs and public offerings completed. As a result, our capital markets team is highly sought after by companies seeking to complete public equity and debt transactions.
The firm's reputation for capital markets excellence is consistently upheld by well-respected industry sources. For example, Chambers USA recently ranked WSGR among the top firms in both the U.S. and California for IPOs, commenting that the firm's capital markets practice "excels at advising issuers, underwriters, and sellers in a range of equity and debt transactions, with an impressive presence in the technology sector."
WSGR's equity and debt capital markets service offerings cover a broad range of capital markets transactions, including the below:
- Initial public offerings
- Secondary and follow-on offerings
- Rule 144A offerings
- Convertible debt
- High-yield debt
- Investment-grade bonds
- Shelf registrations, including senior and global notes and at-the-market offerings
- Private placements, including private investment in public equity (PIPE) and standby equity distribution agreement (SEDA) transactions
- Mezzanine financings, including debt or preferred stock
Initial Public Offerings
For more than five decades, dating back to the 1960s, our firm has participated in the initial public offerings of many of the most innovative, game-changing companies of our time, including Apple, Sun Microsystems, Netscape, Pixar, Netflix, Google, Dolby Laboratories, Tesla Motors, Twitter, and LinkedIn. Having completed more than 300 IPOs since 1998—more than any other law firm in the nation—our attorneys bring to the table a wealth of experience navigating the IPO process, working with SEC staffers, and supporting the needs of our clients every step of the way. We have substantial expertise advising companies both in the U.S. and internationally on their U.S. IPOs, as well as continuing to represent them in their SEC reporting and U.S. market transactions.
Third-party recognition of the firm's IPO practice includes:
- According to CapitalIQ, WSGR is the leading legal advisor to issuers of IPOs for technology companies, based on the completion of IPOs for U.S. technology companies trading on major U.S. stock exchanges valued at $50 million or higher, between 1/1/2010 and 12/31/2018.
- According to CapitalIQ, WSGR is among the leading legal advisors to underwriters of IPOs for technology companies, based on the completion of IPOs for U.S. technology companies trading on major U.S. stock exchanges valued at $50 million or higher, between 1/1/2010 and 12/31/2018.
- Ranked first among leading legal advisors to issuers of IPOs and fourth among leading advisors to underwriters of IPOs since 1998 by IPO Vital Signs
- Consistently ranked as a leading advisor for issuer-side and underwriter-side U.S. IPOs by Bloomberg and Thomson Reuters
- Frequently mentioned for IPO deals in major media outlets, including The New York Times, The Wall Street Journal, Bloomberg Businessweek, and The American Lawyer
Our debt finance practice serves the legal needs of client companies and the investment banks, equipment lessors, commercial banks, and other lending institutions that provide important sources of capital to companies as they grow. Our experience includes syndicated and single-bank credit lines, acquisition financings, public-note issuances, structured finance, off-balance-sheet financings, capital leases, and a number of other debt and quasi-debt vehicles. We are a leader in representing business enterprises and investment banks in transactions involving investment-grade and high-yield notes, convertible notes, convertible exchangeable-preferred stock, and trust-preferred securities.
Global Capital Markets
WSGR regularly advises on global equity offerings by non-U.S. issuers, including U.S. SEC-registered offerings and HKSE IPOs, representing both issuers and underwriters. Between 2016 and early 2019, we have acted on approximately 20 U.S. and Hong Kong IPOs for clients from Greater China. Recent transactions include:
- Underwriter's counsel to China Securities (International) Corporate Finance Company Limited in China Gingko Education Group Company Limited's $315 million Hong Kong IPO and listing on the Main Board of the Stock Exchange of Hong Kong
- Issuer's counsel to China Beststudy Education Group in its HK$343.3 million Hong Kong IPO and listing on the Main Board of the Stock Exchange of Hong Kong
- Issuer's counsel to Wanka Online in its HK$271.9 million Hong Kong IPO and listing on the Main Board of the Stock Exchange of Hong Kong
- Issuer's counsel to TuanChe Limited, in its IPO of American Depositary Shares (ADSs) and listing on the Nasdaq exchange
- Underwriter's counsel in Qutoutiao's IPO of American Depositary Shares (ADSs) and listing on the Nasdaq Global Select Market
WSGR has also assisted China-based clients in other public offerings, private placements, and going private transactions. For example, in January 2019, the firm acted as U.S. legal counsel to the sponsors and as lead counsel to the buyer group in iKang Healthcare Group's $1.5 billion going-private transaction.
Public offerings and other corporate transactions involving the firm's team in Greater China and Hong Kong have been recognized as "Deals of the Year" in recent years by China Business Law Journal. For example, in June 2017, WuXi Biologics' $511 million Hong Kong IPO and listing on the Main Board of the Stock Exchange of Hong Kong was recognized as the Equity Deal of the Year by China Business Law Journal. WSGR acted as issuer's U.S. and Hong Kong counsel to WuXi Biologics.
Who We Represent
WSGR represents issuers, underwriters, and selling shareholders in capital markets transactions. A substantial percentage of the firm's clients are growing technology companies and the institutions that fund them. Examples of the clients we represent in this area are included in the below list of representative matters.
A partial list of initial public offerings on which the firm has advised includes:
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The firm has also served as legal counsel to top-tier underwriters, including:
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