Capital Markets - Equity

Our Equity Capital Markets department is rated in the top tier by leading legal commentators. We act across all industry sectors advising issuers, major investment banks, underwriters and sponsors in Ireland, the UK, Europe and the United States on domestic and multi-jurisdictional transactions.

We have extensive experience in initial public offerings (on the main markets in Ireland, the UK and the United States and on AIM/ESM), rights issues, reorganisations and all types of securitisations and secondary placings of shares.  We continually work with clients to find novel solutions to the issues which concern publicly listed companies.  We have recently devised innovative and unique restructuring, redomiciliation and capital reduction solutions for publicly listed clients, facilitating access to the capital markets and elimination of historic deficits and the creation of positive reserve surpluses.

We advise many Irish and international public companies, as well as sponsors of Irish plcs, on their ongoing compliance and regulatory obligations pursuant to the Listing Rules, ESM Rules and AIM and the Transparency, Market Abuse and Prospectus regimes.  We are also retained on a regular basis by the Irish Stock Exchange and The Irish Takeover Panel to provide regulatory advice.  In addition, we provide securities law and financial regulation advices to investors in Irish financial institutions and other public companies.

We have substantial experience advising investors on all aspects of public takeovers including corporate and taxation structuring, stake-building and debt and equity placings.  Our Equity Capital Markets team also advises investors on their ongoing regulatory obligations including public and private disclosure requirements under domestic and European law. 

We advise companies and Boards on a wide range of corporate governance issues, including board evaluations, board composition and powers, and committee charters. Members of our team also regularly present at conferences and workshops on Corporate Governance issues facing public companies.

We also work closely with our Debt Capital Markets and Financial Regulation colleagues on large-scale cross border debt and capital restructuring and refinancings.

 

 

Our recent experience includes advising:

Public Takeovers

  • King Digital Entertainment on its US$5.9bn acquisition by the NASDAQ-listed Activision Blizzard by way of an Irish takeover scheme of arrangement under the Irish Takeover Rules.
  • International Airlines Group (IAG) on its €1.4bn recommended takeover of Aer Lingus, Ireland’s national airline. 
  • Morgan Stanley & Co International plc on its role as Sponsor and Financial Adviser to bookmaker Paddy Power on its all-share merger with UK rival, Betfair, creating one of the world’s largest stock market-quoted betting firms.

Initial Public Offerings and Admission to Trading

  • King Digital Entertainment in relation to its US$ 7.1bn initial public offering on the New York Stock Exchange.
  • Davy on its role as sole bookrunner, ESM adviser and NOMAD on Dalata Hotel Group's dual ESM and AIM listing and €265m equity fundraising.
  • Davy on its role as sponsor in relation to Dalata Hotel Group's migration of its listing from ESM and AIM to the main markets of the Irish Stock Exchange and London Stock Exchange.
  • Smurfit Kappa Group on all aspects of the transfer of the listing category of its ordinary shares on the official list of the United Kingdom Listing Authority from a standard listing to a premium listing and the transfer of the listing category of its ordinary shares on the official list of the Irish Stock Exchange from a primary listing to a secondary listing.

Reorganisations and Redomiciliations

  • The Irish Department of Finance as legal advisor to the Department in relation to ongoing capital restructuring actions and other related matters with respect to the Irish State's investments in Allied Irish Banks, p.l.c. (AIB).
  • Innocoll Holdings plc on its redomiciliation from Germany to Ireland and simultaneous termination of its existing ADR programme and direct listing of shares on NASDAQ.

Equity Fundraising

  • Trinity Biotech plc on its successful private placing of US$100m in convertible notes to institutional investors.
  • Reedy Creek Investments LLC on its €45m subscription for shares on the admission of Malin Corporation plc to trading on the Enterprise Securities Market of the Irish Stock Exchange
  • Glanbia Co-operative Society Limited in relation to its €300m+ placing of the Society’s shares in Glanbia plc, to part fund the acquisition of ISE- and LSE-listed Glanbia plc's Irish operations including dairy operations, property business, group business services and related Irish joint ventures and associations.
  • Innocoll Holdings plc on all aspects of its fully underwritten public offering of 5,725,000 new shares at an offering of US$7.00 per share.
  • Davy on its role as sole bookrunner, ESM adviser and NOMAD on Dalata Hotel Group’s €160m firm placing and placing and open offer.
  • Davy on its role as sole bookrunner, ESM adviser and NOMAD on Dalata Hotel Group's €455m reverse takeover of Moran Bewley's Hotel Group and associated equity raise.

Returns of Capital

  • Cpl Resources on its €20m return of capital to shareholders via tender offer.
  • King Digital Entertainment on its US$150m buyback programme.
  • Glanbia Co-operative Society Limited in relation to the spin out of 3.4% of the issued shares of Glanbia plc (value €170m) and related placing of a further 4 million Glanbia plc shares (worth €68m).

We are consistently ranked as one of the leading Capital Markets law firms in Ireland.

Department

  • Clients are impressed by the firm's "levels of service, attention and response, as well as the breadth of service." Clients regard the firm as "very practical and easy to deal with; the lawyers have a good knowledge of the issues and cover the ground without going into too much detail." Chambers Europe 2017
  • At William Fry, Myra Garrett’s team works with ‘speed and precision’ on behalf of issuers, financial institutions, investors and brokers.  Legal 500 EMEA 2017 
  • "I think the strong point of this outfit is the depth of resources. I have worked with a lot of firms and often, once you go beyond a partner, the quality reduces. This never happens with this department, due to the great depth of quality within the team."  Chambers Global, 2016
  • "Working with the team is very positive; I have a good relationship with the people there and I can trust them to get the job done in the time set." Chambers Global, 2015
  • "The lawyers are excellent negotiators. They always get me where I want to be and we never end at an impasse." Chambers Global, 2014
  • Sources say: "The team was critical to the successful outcome of a complex deal." Chambers Europe, 2013
  • "Each lawyer has an absolute command of their speciality" and is "a pleasure to work with"Legal 500 EMEA, 2013
  •  William Fry provides "a first-class service", "client commitment and commercialism".Legal 500 EMEA, 2012 

Team

  • David Fitzgibbon
    • Clients highlight Fitzgibbon for his skill in negotiations, while another describes him as "very good, responsive and sensible." Chambers Global 2017 
    • Clients report "He delivers proactive, insightful advice, adopting a solid negotiating stance with a fast, responsive turnaround." Chambers Europe 2016
    • David has an ability to "pay very close attention to detail and manage the team very well." Chambers Europe 2015
    • Clients say he "assesses the information and clearly steers us in the right direction." Chambers Europe 2012
  • Myra Garrett
    • Myra Garrett has a particular focus on advising technology companies on fund-raisings, particularly IPOs and open offers. Sources describe her as "hugely competent." She also has experience providing clients with corporate law advice. Chambers Global 2017
    • Myra Garrett is a market-leading ECM lawyer, whose "experience is highly impressive. She has been through a large number of transactions, and has gathered experience on many fronts."  Chambers Global, 2016 
    • The ‘always excellent’ managing partner Myra Garrett. Legal 500 EMEA, 2013Myra Garrett is described as "simply outstanding; she is an exceptionally talented lawyer and a highly skilled deal broker." Chambers Global, 2013
    • Managing partner Myra Garrett is "highly accomplished". Legal 500 EMEA, 2012
    • Myra Garrett is renowned for her expertise in representing public limited companies. According to sources, she “has a clear understanding of the requirements and complexities of the transaction".  Chambers Global 2012 
  • Mark Talbot
    • According to clients, Mark "dealt with challenges well, and is very pragmatic and easy to deal with." Chambers Global 2017

Key Contacts

Myra Garrett Partner

Mark Talbot Partner

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