Sullivan & Cromwell
(The following information was supplied by the firm)
Firm Overview:
Sullivan & Cromwell LLP provides the highest quality legal advice and representation to clients worldwide. The firm’s record of success and unparalleled client service has set it apart for more than 130 years and made the firm a model for the modern practice of law. Today, S&C is a leader in each of its core practice areas and geographic markets. The firm advises a diverse range of clients on major domestic and cross-border M&A and corporate finance transactions, high-stakes litigation and corporate investigations and complex regulatory, tax and estate planning matters. S&C comprises approximately 875 lawyers who conduct a seamless, global practice through a network of 13 offices located in key financial centres in Asia, Australia, Europe and the United States.
Sullivan & Cromwell established its headquarters in New York City in 1879. Today, the office is situated in the heart of the Financial District.
Co-Chairs: Robert J. Giuffra Jr. and Scott D. Miller
Senior Chairs: H. Rodgin Cohen and Joseph C. Shenker
Number of partners worldwide: 170 +
Total number of lawyers worldwide: Approximately 875
International Offices: Beijing, Brussels, Frankfurt, Hong Kong, London, Melbourne, Paris, Sydney, Tokyo
More than 550 lawyers in the New York office work with S&C lawyers in offices around the world. Together they conduct leading global practices in securities, litigation, mergers and acquisitions, criminal defense and investigations, banking, commercial real estate, project finance, tax, and estates and personal.
Main Areas of Expertise:
Antitrust & EU Competition:
Sullivan & Cromwell represents clients across a broad array of industries and in multiple jurisdictions in merger clearances, criminal antitrust investigations and civil litigation. The firm provides clients a coordinated approach for securing clearances in the US, the EU and elsewhere, handling merger clearances for some of the largest and most complex M&A transactions in the world. S&C also represents clients in EU Commission and certain EU member state antitrust investigations and EU state aid investigations and litigation before the EU courts. As a leader in representing financial institutions, S&C continues to represent a number of global financial institutions in antitrust and related matters. The firm’s practice also extends to successful efforts in court and before enforcement agencies on competition law-based challenges to the assertion of intellectual property.
Capital Markets:
S&C leads global rankings in both volume and value of offerings and on its ability to structure novel and effective transactions in the representation of issuers, underwriters, selling and controlling shareholders, and other market participants around the world.
Corporate Governance:
Corporate governance represents an increasingly complex and critical area of focus for public companies. S&C’s corporate governance practice is thoroughly multidisciplinary, drawing from across the firm’s preeminent practice areas. No law firm has a more thorough understanding of evolving corporate governance requirements and practices. The firm’s advice is tailored for the specific company, taking into account its unique circumstances based on a deep knowledge of current market practices.
Estates & Personal:
S&C provides comprehensive and customised service to individuals, families, trustees and charitable institutions on a range of sensitive business and personal affairs. The practice includes all aspects of non-US and US transactional matters, and cross-border trusts and estates litigation.
Executive Compensation/ERISA:
S&C’s premier executive compensation and benefits practice advises on a full range of corporate, securities, tax and employment law matters. The firm’s lawyers represent many of the largest global companies on employment arrangements, corporate governance, succession matters and incentive compensation plan design, as well as senior executives in negotiations, and play a key role in the firm’s financial services, securities and M&A practices.
Financial Services:
S&C remains the leading global law firm on transactional, regulatory, enforcement and other matters affecting financial institutions. The firm’s expertise extends to clients in the banking; broker-dealer; commodities; futures and derivatives; insurance; and investment management sectors. The firm has worked with its clients on achieving their strategic business objectives despite the challenges of an unpredictable and difficult global economic climate. In an increasingly complex regulatory environment, S&C has been at the forefront of educating clients on legislative and regulatory developments.
Healthcare & Life Sciences:
S&C has played a leading role in the consolidation of the healthcare industry, advising on many of the largest pharmaceutical M&A deals to date. The firm represents global companies in healthcare and life sciences, including those involved in research, pharmaceuticals and emerging technology, as well as insurance and managed care providers. The firm also represents smaller biotechnology concerns in strategic acquisitions and capital-raising efforts, and advises clients on new legislation and regulatory developments.
Intellectual Property & Technology:
S&C assists clients globally with the full spectrum of intellectual property and technology issues, including in significant M&A transactions, complex patent and other IP disputes, as well as in licensing matters.
Investment Management:
S&C combines a traditional investment management and an alternative investment management practice to provide expertise in transactional, structuring, trading, advisory and regulatory matters. The group is at the forefront of assisting clients in the new challenges and opportunities resulting from Dodd-Frank and the changing landscape of the industry.
Litigation:
S&C’s litigators take a global, multidisciplinary approach to every aspect of litigation and regulatory matters, with a practice strengthened by S&C’s deep experience and leadership position as a corporate, financial and transactional firm. S&C’s team of litigators is distinguished by this diversity of experience, its exceptional professional judgment and a proven track record of innovation. It includes some of the most experienced US trial and regulatory lawyers. Its approach to litigation matters has made S&C the go-to firm for cross-border litigation, with its litigators holding leading roles in some of the most significant cross-border actions.
Mergers & Acquisitions:
S&C mobilises teams of lawyers worldwide for clients on their largest and most important domestic and cross-border M&A transactions. Guided by clients’ commercial objectives and S&C’s deep experience, the firm seeks to provide the best possible advice to achieve these objectives. A perennial leader in M&A, S&C ranks first by value among law firms over the last 20 years, having acted in over $9 trillion in announced transactions worldwide.
Private Equity:
S&C’s private equity practice is distinguished by its exceptional depth, its hallmark multidisciplinary approach, and its broad geographic reach. The practice draws upon the integrated resources and efforts of S&C offices around the world, taking advantage of the firm’s preeminent global capabilities to advise private equity firms, family offices, sovereign wealth funds and other investors of private capital on their most important and complex acquisi tions, strategic investments and exits, across a broad range of industries.
Project Development & Finance; Infrastructure:
S&C is a leader in project and infrastructure development and finance. The firm has advised on many of the most transformative and complex projects and financings in both developed and emerging markets involving oil and gas, mining, other natural resources, and infrastructure. The group also advises clients in joint venture arrangements, M&A, restructurings and public-private partnerships in these critically important sectors.
Real Estate:
S&C’s real estate group combines public/private market expertise and innovative deal-making skills to assist clients in purchasing, selling, developing and financing real estate companies and assets worldwide, and represents clients in restructuring real estate and other assets to facilitate generational transition and/or resolve disputes. The practice includes bankruptcy and creditors’ rights, financial institutions, M&A, private equity, securities, structured finance and professional sports-related transactions.
Restructuring & Bankruptcy:
S&C’s restructuring and bankruptcy litigation lawyers have significant experience working on a diverse mix of international and domestic distressed opportunities. The firm represents debtors, creditors, financial institutions, agents and trustees, directors, owners and purchasers. S&C is unique in its ability to handle all elements of a corporate restructuring—whether or not an insolvency proceeding is used as a tool. The firm is equally comfortable with bankruptcy and non-bankruptcy execution paths. The group has prosecuted and defended very large contested claims, challenged and defended plans of reorganisation and bankruptcy settlements, defended major avoidance actions, protected acquirors from challenges to bankruptcy purchases and resolved a wide variety of other disputes.
Tax:
S&C’s tax group has a global reputation for innovative tax planning, the successful resolution of tax controversies, as well as providing pivotal tax advice on corporate transactions. S&C plays a significant role in structuring new, tax-advantaged financial instruments and complex M&A transactions and represents prominent industrial and commercial enterprises in US, French, UK and cross-border tax matters.
Key Contacts
Firm Rankings
Banking & Finance
Band 1
Bankruptcy
Band 3
6.0
Capital Markets
Band 2
8.0
Competition/Antitrust
Band 1
9.0
Corporate/M&A
Band 1
Environment
Band 2
8.5
Insurance
Band 3
7.0
IP
Band 3
7.0
IP: Patents: Contentious
Band 3
7.0
IP: Patents: Transactions
Band 2
8.0
Labour & Employment
Band 1
Litigation
Band 1
Private Wealth Law
Band 1
9.5
Real Estate
Band 1
Restructuring & Insolvency
Band 2
8.5
Securities: Litigation
Band 1
Tax
Band 1
White-Collar Crime
Band 1
Lawyer Rankings
Articles
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On September 6, 2023, New York Governor Kathy Hochul signed a bill into law that amends the criminal larceny law to include wage theft. The amendment goes into effect immediately. This legislative action follows a February 16, 2023 announcement by the Manhattan District Attorney Office that it had partnered with the New York State Department […]
Policy Statement Sets Out a List of Examples of Practices the FTC Will Scrutinize to Determine Whether Companies Using Biometric Information Comply with Section 5 of the FTC Act SUMMARY On May 18, 2023, the Federal Trade Commission (the “FTC”), by a 3-to-0 vote, published a policy statement (the “Policy Statement”) on biometric information and […]
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Proposed Rule Represents Continued Trend Toward Increasing Prudential Requirements for Non-GSIB Banking Organizations with $100 Billion or More in Total Assets On August 29, 2023, the Federal Reserve, the FDIC, and the OCC (the “Agencies”) issued a proposed rule that would require certain depository institution holding companies, certain U.S. intermediate holding companies (“IHCs”) of foreign […]
SUMMARY On July 31, 2023, the IRS issued Revenue Ruling 2023-14 (the “Ruling”), addressing the tax treatment of cryptocurrency received as rewards for validating blockchain transactions on a proof-of-stake consensus mechanism (such activity, “staking”, and such rewards, “validation rewards”). The Ruling holds that the validation rewards are includible as gross income when the taxpayer can […]
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Amendments Would Require Daily Computation of Customer and Broker-Dealer Reserve Requirements On July 12, 2023, the Securities and Exchange Commission proposed to amend Exchange Act Rule 15c3-3 to require certain larger carrying broker-dealers to perform reserve account computations on a daily basis. Specifically, the amendments would require a carrying broker-dealer that reports total credits in […]
The Fiscal Responsibility Act of 2023 Streamlines Environmental Review Under the National Environmental Policy Act and Provides for Accelerated Permitting of Energy Storage Projects SUMMARY On June 3, 2023, President Biden signed the Fiscal Responsibility Act (“FRA”) into law. The FRA suspends the $31.4 trillion debt ceiling until January 1, 2025, and provides, inter alia, […]
Proposed Changes Would Add Significant Cost and Threaten to Delay All Transactions Requiring Premerger Filings Under the HSR Act On June 27, the FTC proposed the first major changes to the HSR Form and Instructions since 1978. The proposed changes would add significant cost and threaten to delay all transactions requiring premerger filings under the […]
An Arbitral Award Creditor May Be Entitled to RICO’s Treble Damages Where an Award Debtor Attempts to Evade Enforcement of an Arbitral Award On June 22, the Supreme Court affirmed a Ninth Circuit ruling that a non-U.S. arbitral award creditor had adequately pled “domestic injury” in a civil RICO lawsuit. After an arbitral award debtor […]
This memorandum highlights key recent developments in environmental, social and governance matters of relevance to companies globally. Key Developments The Biden Administration continues to move forward with clean energy-related legislation and international initiatives. In June, the U.S. enacted revised procedures for environmental reviews aimed at streamlining the permitting process for major energy projects, entered into […]
A Leg to Stand on — Key Takeaways for Bondholders Seeking Direct Action Following the Cayman Grand Court Decision in Shinsun Holdings SUMMARY In the recent decision of Re Shinsun Holdings (Group) Co., Ltd. FSD 192 of 2022 (DDJ) (21 April 2023) (unreported), the ultimate beneficial owner of bonds held through Euroclear failed to evidence […]
In recent months, Florida and several other states enacted or proposed “anti-ESG” laws or policies, including those that are intended to restrict state funds from considering ESG factors in their investment decisions and/or to deter companies from “boycotting” on the basis of ESG factors. On the other hand, states such as California and New York […]
On April 26, 2023, the Federal Deposit Insurance Corporation (the “FDIC”) and the Office of the Comptroller of the Currency (the “OCC”) simultaneously issued new guidance to banks concerning Authorize Positive, Settle Negative (“APSN”) transactions and related overdraft and other fees. Many banks historically have assessed APSN overdraft fees when a transaction was authorized against […]
On May 2, Florida enacted a wide-ranging “anti-ESG” law, which will become effective on July 1. Among other requirements, the law requires that all investment decisions regarding Florida state money be based “solely on pecuniary factors”, and prohibits state and local governments from issuing ESG bonds or considering ESG in their procurement and contracting process. In […]
Revisions Focus on Banks That Exhibit “Persistent Weaknesses” and Further Remarks Addressing the “Too Big to Manage” Problem On May 25, the OCC issued a revised version of its policies and procedures regarding bank enforcement actions. The revisions, which are found in a new Appendix C, address the OCC’s consideration of supervisory and enforcement actions […]
On March 31, 2023, the Organisation for Economic Co-operation and Development (the “OECD”) announced that a landmark modernisation package reforming the Arrangement on Officially Supported Export Credits (the “Arrangement”) had been agreed in principle by the participating countries. The Arrangement is self-described as a “gentlemen’s agreement” among its participants – Australia, Canada, the European Union, […]
ISSB announces transitional relief for Scope 3 and sustainability-related disclosures and prepares to consult on future projects, including amendments to SASB Standards. The International Sustainability Standards Board (ISSB), which is finalizing standards for disclosure of climate- and sustainability-related financial information, announced that companies will have one-year transitional relief from Scope 3 and non-climate sustainability-related disclosure […]
Spring 2023 Update on the NAIC Initiative Applicable (but Not Exclusive) to Private Equity Ownership of Insurers and Insurer Investment Practices In August 2022, the National Association of Insurance Commissioners (NAIC) adopted a list of 13 regulatory considerations, constituting its action plan for addressing state insurance regulators’ concerns related to the increasing number of U.S. […]
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David Rein and Eric Andrews Author Article on Civil Litigation Risks for Non-U.S. Companies Listed in the United States for Financier Worldwide David Rein, Deputy Managing Partner of S&C’s Litigation Group, and Eric Andrews, a litigation associate, authored an article for Financier Worldwide, “Key Litigation Risks and Mitigation Strategies for non-US Companies Listed in the US.” The […]
Introduction of New Due Diligence Obligations on ESG Matters That May Affect German Companies and International Organizations Based on Their Business Activities in Germany SUMMARY On January 1, 2023, the German Act on Corporate Due Diligence Obligations in Supply Chains (Lieferkettensorgfaltspflichtengesetz – the “Act”) came into effect. The Act requires certain German companies and foreign […]
Review of Significant ESG Developments and Additional Considerations for 2023 As U.S. financial institutions assess their ESG risks, opportunities, policies and procedures for 2023, key considerations include the numerous significant ESG developments in 2022—in particular, recent proposals and initiatives announced by financial regulators with respect to climate-related risk management and disclosures—and overarching regulatory, political, investor […]
Corporate Sustainability Reporting Directive Will Apply to Public and Private Companies, Including Many Non-EU Companies SUMMARY The European Union has finalized the Corporate Sustainability Reporting Directive (“CSRD”) that will introduce more detailed sustainability reporting requirements for EU companies, non-EU companies meeting certain thresholds for net turnover in the EU and companies with securities listed on […]
Senior M&A Partner Frank Aquila spoke to Reuters about the outlook for M&A activity in 2023 given the market turndown in 2022. Frank said he expected an uptick in cross-border M&A activity. “It is likely that we are going to see significant M&A activity in the U.S. in 2023; not only U.S. companies making acquisitions, but also […]
The SEC’s Proposed Rules Would Result in the Most Fundamental Changes to Securities Trading and Market Structure Regulation Since Regulation NMS In 2005. On December 14, the SEC voted to propose new rules and rule amendments relating to four aspects of U.S. equity market structure: (1) a new proposed rule under Reg NMS regarding order […]
Press Releases
On August 27, XPeng Inc., a leading smart electric vehicle company in China, entered into a share purchase agreement and a strategic cooperation agreement with DiDi Global Inc., a leading technology platform for shared mobility in China and international markets. Upon the initial closing of the share purchase agreement, XPeng will acquire the assets and […]
In an important case for the trillion-dollar syndicated loan industry, JPMorgan Chase Bank prevailed in its argument that interests in a $1.775 billion loan that was syndicated to sophisticated institutional lenders were not securities under the federal securities laws. In a unanimous ruling issued August 24, the U.S. Court of Appeals for the Second Circuit […]
When Ocado Group faced an existential IP litigation threat from rival AutoStore that could have crippled the tech innovator’s leading-edge online grocery business, the U.K.-based company turned to Sullivan & Cromwell. Once again, we showed why we are often the counsel of choice for the most significant matters in IP litigation and transactions. Norway’s AutoStore […]
In a deal that will significantly expand Subway’s global presence, S&C is advising the quick-service restaurant brand in its agreement to be acquired by affiliates of private equity firm Roark Capital, which specializes in restaurant and franchise business models. Subway recently announced its tenth consecutive quarter of positive sales and the pending acquisition will see […]
In a deal that will create a global leader in terrestrial and non-terrestrial wireless connectivity, S&C is advising DISH Network in its all-stock merger agreement with EchoStar Corporation. The combined company will leverage DISH’s satellite technology, streaming services and nationwide 5G network capabilities—which cover more than 70 percent of the United States—alongside EchoStar’s satellite communications […]
German space and technology company OHB SE signed, amongst others, contractual arrangements with leading global investment firm KKR and the Fuchs Family Foundation as the major shareholder of OHB. Under these agreements, KKR intends to launch a voluntary public takeover offer for all outstanding shares of OHB at a price of €44 per share. KKR […]
The Bank of Nova Scotia (BNS) prevailed in its motion for judgment on the pleadings seeking to dismiss a proposed class action brought by investors who accused BNS and other banks of conspiring to fix silver prices. On May 22, U.S. District Judge Valerie E. Caproni of the Southern District of New York dismissed the […]
Sullivan & Cromwell announced today that Dalia Blass, former Director of the U.S. Securities and Exchange Commission’s Division of Investment Management and more recently Global Head of External Affairs at BlackRock, will be joining the firm as partner, enhancing our investment management regulatory, compliance and enforcement capabilities. As the former top regulator for asset management, […]
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In Japan’s largest IPO since 2018, Rakuten Bank completed its 89.5 billion JPY (US$666.7 million) initial public offering. The transaction, which values the Japanese digital bank at 238.0 billion JPY (US$1.7 billion), consisted of a registered global public offering in Japan and an international offering outside Japan in reliance on Rule 144A and Regulation S. […]
On April 3, the Delaware Court of Chancery held as a matter of law that Merck & Co., Inc. cannot shift to Bayer AG liability for consumer talc product claims related to certain foot powder products, including Dr. Scholl’s, and dismissed Merck’s contrary claims with prejudice. The April 3 ruling rests on the legally correct interpretation […]
Credit Suisse completed the initial closing of its sale of a significant portion of its Securitized Products Group and other related financing businesses to affiliates of Apollo Global Management on February 8. The divested business and assets are now operated as a new standalone credit firm, Atlas SP Partners, which is focused on asset-backed financing […]
J.P. Morgan has agreed to acquire Aumni, a leading investment analytics company that serves clients in the venture capital industry that have invested in more than 17,000 portfolio companies. The acquisition by J.P. Morgan complements its recent launch of Capital Connect and its acquisition of Global Shares, and will provide Aumni with the resources to […]
Rita O’Neill, a partner in S&C’s M&A Group and Co-Head of the Firm’s Global Private Equity Group, discussed some of the challenges in the M&A market, including financing and regulatory scrutiny as well as diversity, during the “Leading Women Dealmakers” panel presented by Expert Webcast. The discussion was featured in a Law360 article, “Female M&A Panel Says […]
BP West Coast Products obtained the dismissal of two coordinated antitrust class actions seeking billions of dollars in damages based on alleged price fixing in the California gasoline market. Following the district court’s dismissal of the actions in September 2022, the Plaintiffs appealed the decision to the U.S. Court of Appeals for the Ninth Circuit. […]
On January 23, OpenAI announced the third phase of its long-term partnership with Microsoft through a multi-year, multibillion-dollar investment by Microsoft to accelerate AI breakthroughs to ensure these benefits are broadly shared with the world. This agreement follows Microsoft’s previous investments in OpenAI and extends their ongoing collaboration across AI supercomputing and research and enables […]
HONG KONG – Sullivan & Cromwell LLP announced today that Partner Chris Beatty has relocated to the Asia-Pacific market to bolster the firm’s finance, special situations and private credit practice in the region. Sullivan & Cromwell has maintained its practice in Asia-Pacific for nearly a century, providing U.S., Hong Kong and English law advice to international clients […]