Capital Markets


Stewart McDowell San Francisco
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Peter Wardle Los Angeles
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Andrew L. Fabens New York
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The Capital Markets Practice Group represents issuers, underwriters and investors in a variety of securities transactions around the world.

Our clients include companies in a range of industries, including technology, consumer retail/restaurant, entertainment, life sciences and health care, industrial energy and financial institutions.  We have significant experience representing issuers and underwriters in a full range of offerings, including:  

  • Initial public offerings and follow-on offerings
  • Convertible debt offerings
  • Investment grade and high-yield debt offerings
  • Rule 144A/Regulation S offerings of debt, equity and convertible or derivative securities
  • Shelf registrations and takedowns
  • At-the-market offerings
  • Registered direct offerings and PIPE transactions

In addition, we advise companies, investors and investment banks on corporate and securities law issues, including:  

  • M&A financing
  • Spin-off transactions
  • Tender and exchange offers
  • Liability management transactions
  • Stock exchange listing compliance and disclosure matters

A number of our partners have been recognized for excellence in capital markets by Chambers USA: America's Leading Lawyers for Business, The Legal 500 US and Chambers Global: The World's Leading Lawyers for Business.

Our capital markets group is consistently ranked among the top firms for size, complexity and value of the capital markets matters we act on, both in the United States and internationally.  Through our regular participation in a variety of securities offerings, Gibson Dunn has access to a wealth of transaction data, market intelligence and practical, actionable experience with a unique perspective on the risks and opportunities that must be balanced to successfully complete a capital markets transaction. 

We are involved in offerings by businesses ranging from emerging growth companies to large multinationals.  We help companies and investors with long-term planning to prepare for a successful initial public offering, focusing on such keys to readiness as registration rights, stockholder agreements, disclosure controls and executive compensation.  In executing capital markets transactions for our clients, we draw on the resources of Gibson Dunn's firmwide subject matter experts, including our Securities Regulation and Corporate Governance and Securities Litigation practices, and industry-specific groups.

In addition to our strong presence in major financial centers across the United States, we have offices in key non-U.S. financial centers, including Beijing, London, Hong Kong, Dubai, Brussels, Frankfurt, Munich, Paris, Sao Paolo and Singapore, offering capabilities in cross-border and non-U.S. financings in a variety of currencies.  Our lawyers routinely advise international clients in Rule 144A/Regulation S and in registered securities offerings in the United States for foreign private issuers and sovereigns.   We also have extensive experience advising U.S. issuers in offerings denominated in euros, sterling or other denominations.  Our experience includes the representation of underwriters and non-U.S. issuers listing on the London Stock Exchange (LSE).  We also act as international/U.S. counsel representing issuers listing on many European exchanges such as the Official List of the LSE, the Irish Stock Exchange, the Luxembourg Stock Exchange, the LSE's AIM submarket and the principal Gulf Cooperation Council stock exchanges.