Davis Polk & Wardwell

Trusts and Estates

Davis Polk is a leader in advising and representing issuers, underwriters and selling shareholders in cross-border capital markets transactions. We advise on U.S. regulatory and tax considerations relating to securities issuances and regarding ongoing compliance and reporting requirements following a U.S. financing.

Our capital markets practice includes global offerings and SEC-registered and Rule 144A offerings in the United States. Securities offered in these transactions include equity (common shares, often in the form of ADRs, or preferred stock), equity-linked or hybrid securities (such as convertible debt and Tier 1 securities) and investment-grade and high-yield debt. Among our transactions are initial offerings from emerging market issuers, including issuers from Eastern Europe and a number of Latin American and Asian countries. We also have played prominent roles in the creation of historically significant international financial instruments, such as the American Depositary Receipt.

Clients frequently turn to Davis Polk for innovative transactions that present unique regulatory issues. Our lawyers work closely with the Securities and Exchange Commission (SEC) to facilitate access to the U.S. capital markets for foreign issuers. Innovations resulting from this cooperation have included confidential submission of draft offering documents, exemption from certain rules governing trading in securities during an offering and a relaxation of some of the more burdensome accounting requirements.

Davis Polk also has extensive experience advising governments, underwriters and corporations on privatizations of formerly government-owned businesses and in international and U.S. securities offerings.

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