Chapman and Cutler LLP

Chief Executive Partner: Gregory A. Klamrzynski

Chief Operating Partner: Kelley M. Bender

Number of partners: 140

Number of other lawyers: 92

Firm Overview

Founded in 1913, Chapman and Cutler is a law firm focused on finance. Chapman’s attorneys work with the most sophisticated financial companies and institutional investors in the world on transactional, regulatory compliance, and litigation matters. The firm has industry-leading practices asset securitization and structured finance, commercial lending, public finance, lease finance, registered investment companies, institutional private placements, and bankruptcy and restructuring. Chapman’s Practice Innovations group, a team of lawyers and legal technologists, is on the leading edge of legal services innovation, designing and implementing practical and cost-effective legal process and technology solutions for legal departments and business teams.

Main Areas of Practice

Asset Securitization: Chapman represents issuers, originators, sponsors and managers, lenders and other funding sources, trustees and back-up servicers, and other financial services entities in structured finance transactions, including commercial paper conduit and bank fundings, term securitizations, tax-exempt securitizations, collateralized loan obligations (CLOs), credit linked notes (CLNs), and restructurings and workouts of securitizations. Chapman has a leading practice providing regulatory advice to clients structuring securitization transactions.

Bank Corporate & Regulatory: Chapman advises on a broad scope of financial institution activities, including chartering of new institutions, bank regulation and compliance, deposit and investment products, credit/debit and store value cards, cash management and payments systems, and mergers, acquisitions, and divestitures.

Bankruptcy, Restructuring & Litigation: Chapman is recognized as one of the leading US creditors’ counsel in bankruptcy, restructuring, and workouts and has been involved in many of the largest bankruptcies in the United States, including major airline, financial services, utilities, retail, and manufacturing cases. Additionally, the firm maintains a strong commercial, financial, and consumer finance litigation and dispute resolution practice.

Commercial Lending: Chapman represents lenders in transactions that include secured and unsecured credit facilities ranging from single-lender to secured, syndicated credit facilities, documenting virtually every lending structure from asset-based lending to construction lending and leveraged buyout financing. The firm has a significant acquisition/sponsor finance practice, structuring facilities across a wide variety of industry verticals, including health care, real estate, infrastructure, and energy.

Corporate Counseling & Employment Benefits: Chapman provides general corporate and employee benefit counseling to a variety of domestic and international corporate clients.

Corporate Finance & Securities: Chapman represents financial institutions and issuers in connection with public and private offerings of debt and equity securities, including domestic and cross-border private placements and Rule 144A offerings, public offerings, private equity, hedge funds, mezzanine, and project finance. The firm also counsels issuers with respect to disclosure requirements, stock exchange rules, and compliance with the requirements of the Sarbanes-Oxley Act.

Digital Assets and Blockchain: Chapman attorneys have been at the forefront of developments in the digital asset and blockchain space, advising clients across legal products, including regulatory, corporate, investment management, tax, and litigation matters, and across borders on multi-jurisdictional mandates.

Environment, Energy & Resources: Chapman routinely oversees the environmental, energy, and natural resource aspects of a large variety of sophisticated transactions, including those involving the acquisition or refinancing of complex real estate, energy, manufacturing, and mining portfolios.

ESG Counsel and Sustainable Finance: Chapman advises on a wide range of ESG-related financings,including green bond, social impact bond, and public-private partnership projects; single and multi-family housing and senior living facilities; Property Assessed Clean Energy (PACE) programs; wind, solar, hydro, and other renewable energy projects, as well as representing investment funds in the formation of both registered and exempt funds for investment in social programs.

Health, Education & Not-for-Profit Finance: Chapman has one of the largest not-for-profit finance teams in the country who work on financings in the health care, higher education, and cultural institution sectors.

Investment Management: Chapman helped develop the unit investment trust product in the 1960s, and now represents thousands of unit investment trusts and open-end and closed-end investment funds, as well as registered investment companies and their independent directors, private funds and their investors, investment advisers, broker-dealers, and municipal advisors. Chapman also has a leading practice forming exchange-traded funds (ETFs).

Lease Finance: Chapman is a market leader in representing a wide range of lessees, lessors, capital providers, and underwriters in lease finance transactions with extensive experience with all types of lease finance structures. The firm also represents leasing companies in portfolio management, financing, and joint venture transactions.

Marketplace Lending & Fintech: Chapman represents lenders, platforms, a sponsor bank, and investors/funds in the online lending/fintech segment, including clients operating in the digital assets/cryptocurrency space. Transactions have involved nearly every major consumer and small business platform.

Public Finance: Chapman is one of the leading US law firms in the area of state and municipal finance serving in a variety of roles, including bank counsel, credit enhancement counsel, underwriter’s counsel, bond counsel, disclosure counsel, special tax counsel and regulatory counsel.

Public-Private Partnerships: Chapman has acted as counsel to both public and private sector participants in P3 transactions, leveraging the firm’s deep experience in mergers and acquisitions, securities, privatization strategies, and private and public offerings.

Tax: Chapman is one of the leading US law firms providing advice on tax issues involved in corporate, financial product and municipal finance transactions, with emphasis on the representation of state and local governments and financial institutions.

Trust Counsel & Estate Planning: Chapman represents the corporate and personal trust departments of financial institutions and provides estate and gift planning and probate services.

International Work: Chapman has extensive experience in structuring cross-border financial transactions and regularly acts as bank counsel and/or investor counsel in structuring multicurrency financings involving foreign obligors, foreign collateral, and/or foreign note offerings. The firm’s private placement group is internationally known as one of the largest and most active of the groups based in the US.