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Latham & Watkins Advises Financial Advisers in Coinbase Direct Listing

Latham & Watkins represented the financial advisers to cryptocurrency exchange platform Coinbase Global, Inc. in its direct listing on the Nasdaq Global Select Market under the ticker symbol “COIN” on April 14, 2021. Latham previously represented Spotify in its ground-breaking direct listing on the NYSE in 2018 and the financial advisers in the direct listings of Slack and Asana on the NYSE in 2019 and 2020, respectively.

Latham represented the financial advisers to Coinbase in its direct listing with a capital markets team led by New York partners Marc Jaffe, Greg Rodgers, and Benjamin Cohen, with New York associates Brittany Ruiz, Jonathan Hernandez, and Darby Dietrich. Advice was provided on corporate matters by Chicago partner Max Schleusener; on financial regulatory and cryptocurrency matters by New York partner Stephen Wink, with London associate Shaun Musuka; on financial regulatory, payments, and AML matters by Washington, D.C. partner Todd Beauchamp and London partner Stuart Davis, with Washington, D.C. associates Charles Weinstein and Loyal Horsley and London associates Gabriel Lakeman, Sam Maxson, and Sidhartha Lal; on bank regulatory matters by New York partner Alan Avery and New York counsel Pia Naib; on FCPA & sanctions matters by Washington, D.C. partner Eric Volkman, with Washington, D.C. associate C.J. Rydberg; on CFTC regulatory, enforcement, and litigation matters by New York partner Yvette Valdez and Chicago partner Eric Swibel, with New York associates Ashley Weeks, Adam Fovent, and Iris Xie; on tax matters by New York partner Jiyeon Lee-Lim, with New York associate Seung Hyun Yang; on benefits and compensation matters by New York partner Bradd Williamson, with New York associate Anne Bracaglia; on data privacy and security matters by Washington, D.C. partner Jennifer Archie, with Washington, D.C. associate James Smith and London partner Fiona Maclean and London counsel Danielle van der Merwe, with London associate Liz Longster.

Latham Secures Major Victory for Ukraine in US$6 Billion Arbitration

Latham & Watkins has secured a significant victory defending Ukraine in a landmark arbitration brought by three Cypriot companies – Littop Enterprises, Bridgemont Ventures, and Bordo Management – before the Stockholm Chamber of Commerce (SCC) in connection with the Energy Charter Treaty (ECT).

The companies are minority shareholders in Ukrnafta, Ukraine’s largest producer of oil and associated gas, alongside the main shareholder, Naftogaz, a Ukrainian State-owned company. Despite holding only a minority stake, the Cypriot companies exercised operational control over Ukrnafta until 2015, when Ukraine adopted legislation that limited the ability of minority shareholders to exercise control of companies in Ukraine.

The Cypriot companies subsequently brought an ECT claim for payment of damages in excess of US$6 billion, believed to be the largest ever treaty claim brought against Ukraine. They claimed that the changes in Ukraine’s corporate governance legislation was unlawful, and alleged that Natftogaz and Ukraine’s energy regulator sought to fix the price at which Ukrnafta sells gas to Naftogaz at a level below Ukrnafta’s cost of production and had prevented Ukrnafta from selling its natural gas on the open market.

On February 4, 2021 the SCC Tribunal unanimously dismissed the case for lack of jurisdiction and in doing so handed Ukraine the largest investment arbitration win in the country’s history.

“We are delighted to have supported Ukraine in this landmark arbitration,” said London partner Charles Claypoole. “The award sets a number of important new precedents in several controversial areas of investment arbitration.”

“This decision demonstrates the importance of protecting investment treaty arbitration from outside business influence, in particular those who have engaged in unlawful practices, in order to hamper legislative reforms.” added Hamburg partner Sebastian Seelmann-Eggebert.

The Latham & Watkins team was led by Hamburg partner Sebastian Seelmann-Eggebert and London partner Charles Claypoole, with London associates Tom Lane and Olivia Featherstone.

Latham & Watkins Advises on DKK 37 Billion Tryg Rights Issue

Latham & Watkins advised the underwriting syndicate consisting of Danske Bank and Morgan Stanley, Citi, HSBC and Nordea in connection with a rights issue by Tryg A/S to raise gross proceeds of DKK 37 billion (£4.3 billion). The offering comprises 352,505,989 new shares at DKK 105 per new share. The rights issue is the largest ever equity raise by a Scandinavian listed company.

Tryg is one of the largest non-life insurance companies in the Scandinavian region. The rights issue enables Tryg to finance its contribution to the cash consideration for its acquisition of RSA Insurance Group plc (RSA), alongside Intact Financial Corporation. Following the acquisition, Tryg will retain RSA’s Swedish and Norwegian businesses, and will co-own RSA’s Danish business on a 50:50 economic basis. Intact Financial Corporation will retain RSA’s Canadian, UK and international operations.

The Latham team was led by London corporate partners James Inness and Anna Ngo, with associate Nick Fisher. Corporate partner Ryan Benedict and capital markets lawyer Irene Pistotnik advised on US securities matters, while London corporate partner Douglas Abernethy advised on UK Takeover Code matters. Advice was provided in conjunction with Bruun & Hjejle in Denmark.

Three London Partners Named in The Lawyer’s Hot 100 2021

The Lawyer Magazine has recognised London finance partner Jennifer Brennan, corporate partner Shing Lo, and litigation partner Oliver Middleton in its Hot 100 2021. The annual report identifies the UK lawyers working on the “biggest trials and deals of our time”, and those who through their efforts are “making the legal profession better in one way or another: more sophisticated, more innovative, more diverse, more fair”.

Brennan was celebrated for her work on a number of significant restructurings in 2020, including Swissport, New Look, Doncasters, and Deoleo, and for her role as the co-chair of the London finance department. Lo was credited for helping founders to receive cash injections, her granular knowledge of both start-ups and investors, and facilitating a number of fundraisings for companies in the fintech, media and healthtech sectors last year. Middleton was recognised as a “disputes dynamo” and won praise for his work in banking disputes and class actions. His tech-related expertise was also noted.

The Lawyer’s annual Hot 100 list is compiled following extensive research into candidates’ client work and contribution to their firms, companies, and the wider legal profession.

Chicago Partners Again Honoured as Notable Minorities in Law

For the second consecutive year, Crain’s Chicago Business has named partners Zulf Bokhari, Roderick Branch, and Robert Fernandez to its Notable Minorities in Accounting, Consulting, and Law 2020 list. The honourees are recognised for having “overcome challenges and bias to rise to the top of their professions” through both their practice work and efforts to advance diversity and inclusion.

Bokhari, a member of Latham’s Banking Practice, represents leading commercial and investment banks in the syndicated loan markets, often advising on cross-border financings for working capital, acquisitions, and other purposes. A profile published by Crain’s highlighted his recent representation of a major US bank on multiple transactions, including as lead agent/arranger and lender in US$2 billion revolving credit facilities for a global health care company and related financings for its European operations. Crain’s also noted his role on the advisory board of the Kellogg Institute for International Studies at the University of Notre Dame.

Branch, a member of Latham’s Capital Markets and Latin America Practices, advises on capital markets transactions, with a focus on securities offerings by non-U.S. issuers. His published profile featured Branch’s recent representations of IEnova, Mexico’s largest private-sector energy company, in an US$800 million bond offering, Aon in a US$1 billion senior note financing, Hyatt Hotels in bond financings of US$1.65 billion, and Cars.com in its debut US$400 million high-yield financing. Branch is the immediate past Chicago office leader of Latham’s Hispanic/Latin American Lawyers Group, and he leads the firm’s International Visiting Associate program, through which law firm associates join Latham full time for a year. In 2020, Branch was also named to the Chicago Symphony Orchestra board of trustees.

Fernandez, a member of Latham’s Real Estate Practice, specialises in financings, acquisitions, dispositions, joint ventures, commercial leasing, and real estate development. His profile in Crain’s noted his recent advise to institutional investors on joint ventures in connection with multifamily, student housing, industrial, and large mixed use developments. For example, he advised a hedge fund in connection with a large office tower lease in Chicago, and a real estate investment and hospitality management company on a joint venture to acquire a Las Vegas hotel and casino. Fernandez is a member of Latham’s Global Diversity Leadership committee and is Chicago office leader of the firm’s Hispanic/Latin American Lawyers Group. He also serves on the Civic Federation board in Chicago.

In addition to the trio being selected among the 2019 Notable Minorities in Accounting, Consulting, and Law honourees, Bokhari and Branch were also previously included in Crain’s predecessor lists of the Most Influential Minority Lawyers in Chicago in 2017 and 2018.

Cathy Birkeland Honoured in Inaugural Women in Law Report

Cathy Birkeland, the Office Managing Partner of Latham & Watkins in Chicago, has been featured in the inaugural Women in Law report by the Chicago Law Bulletin, which profiled “50 exceptional women leaders in the law… who have achieved success while mentoring and promoting other women and have been shining examples of leadership.” 

Her published profile highlighted both Birkeland’s leadership roles in Latham’s Chicago office and her market-leading practice as a member of the firm’s Capital Markets Practice. It also cited her dedication to mentoring young lawyers and deep commitment to diversity, as well as her active involvement in the Chicago community — including her current leadership of Latham’s Chicago Taskforce for the Commitment to Racial Justice and Economy, which is dedicated to fighting racial injustice and promoting equality through pro bono efforts, programming, and financial support for Chicago-based organisations.

Latham is dedicated to working with clients to help them achieve their business goals and overcome legal challenges anywhere in the world. From a global platform spanning 14 countries, Latham lawyers help clients succeed.