Firm / Organisation

Orrick, Herrington & Sutcliffe LLP

This content is provided by Orrick, Herrington & Sutcliffe LLP.

Chairman: Mitch Zuklie
Number of lawyers worldwide: 1,100

Firm Overview:
Orrick is focused on serving clients in the technology and innovation, energy and infrastructure, and finance sectors globally. Founded more than 150 years ago, the firm today has 1,100 lawyers in offices across the US, Europe, Asia and Africa. The firm provides clients with innovative approaches to their most complex transactional, litigation and regulatory matters. Financial Times singled out Orrick as the ‘Most Innovative Law Firm in North America’ in 2016, 2017 and 2018, and Fortune has named the firm among the ‘100 Best Companies to Work’ for three years in a row.

Main Areas of Practice:  

Technology
■Advised China’s JD.com on its multibillion-dollar financing to strengthen its dominance in e-commerce logistics. In February 2018, Orrick advised JD.com on the US$2.55bn financing of its subsidiary JD Logistics, so the company could invest in drones and robots, and thereby improve its logistics capabilities – a strategic priority for the company
■On behalf of Microsoft, Orrick argued a historic data privacy case before the Supreme Court. US v. Microsoft was a globally watched clash over the federal government’s right to seize private emails stored in foreign countries. Microsoft’s General Counsel called the case an ‘existential threat’ to the US tech sector. With the case pending, Congress enacted the CLOUD Act. This updated the Stored Communications Act in a way that addressed the concerns of Microsoft and the tech industry – and was heavily influenced by Orrick’s legal position throughout the litigation. The Supreme Court declared the case moot, but it was a clear victory for Microsoft, which strongly supported the legislation
■Scored back-to-back wins for tech titans Microsoft and Twitter in major gender discrimination cases. The employment team persuaded two separate judges to reject bids for class certification of gender bias claims in less than two weeks. These cases, referred to as ‘the barometer for gender bias litigation in the tech industry,’ have major implications for other tech companies facing similar class actions
■Represented Oracle in the appeal, retrial on remand, and second appeal of the Oracle v. Google copyright trial; one of the most closely watched IP cases of the decade. The Federal Circuit unanimously found that Google’s use of Java was not fair use as a matter of law. In overturning the jury verdict, the Federal Circuit reaffirmed important copyright protections for software developers and set the stage for a new trial to decide how much Google should pay to Oracle in damages for its unauthorised use of Java
■In the first nine months of 2018 Orrick helped clients raise more than US$9.3bn in venture capital financing in 620 deals. These included helping tech unicorns like Stripe with late-stage financings, helping three other tech companies cross the billion-dollar mark, and assisting 15 late-stage companies with mega-rounds raising over US$100m each
■Advised Hedera Hashgraph on its US$82.5m Simple Agreement for Future Tokens (SAFT) round in August, totalling US$100m in SAFTs raised by the company in 2018. Hedera Hashgraph is the creator of a technology to overcome one of blockchain’s major flaws, which is that it is either fast and unsecure, or slow and secure
■The trial of Desktop Metal v. Markforged was one of the most significant litigation matters in the rapidly growing 3D printing industry. The client filed a complaint for patent infringement, trade secrets misappropriation, breach of contract and unfair trade practices against competitor Markforged. Markforged counterclaimed for trade secret theft and breach of fiduciary duty. The court later bifurcated the case into separate trials – one on patent infringement, in which the jury found Desktop Metal’s patents valid, but not infringed. The remaining claims went to trial in the fall of 2019. On the fourth day of the jury trial, Orrick secured a very successful resolution for the client

Energy & Infrastructure:
■Advised BlackRock Renewable Power Group on the acquisition of a 156 MW levered portfolio of operational solar assets in the UK from Lightsource, the largest solar developer and operations and maintenance contractor in the UK
■Advised Setouchi Future Creations LLC (a special purpose company consisting of GE Energy Financial Services, Toyo Engineering Corp. and Kuni Umi Asset Management Co.) in its joint venture equity investment into the massive 231.44MW Setouchi Solar Project. When it launches in 2019, it will be the largest PV solar project in Japan. The current largest Japanese solar power plant is a 70MW installation located on the southern island of Kyushu
■Advised Gas y Petroquímica de Occidente, S.A. de C.V. (Mexico) and G2X Energy, Inc. (US), both subsidiaries of Switzerland-based Proman, in the development of a US$1.3bn petrochemical facility in Mexico. As part of this representation, the teams helped Proman close a transaction with Mexico’s Comisión Federal de Electridad (CFE) to arrange for the purchase, sale and transportation of low-cost natural gas from the United States to the plant in Mexico. The transaction was a first of its kind as Mexico undertakes a massive expansion of its natural gas pipeline system, which will triple the amount of gas pipeline capacity in the country and increase capacity by over 25 billion cubic feet per day
■Advised in the construction of a 4,800MW hydroelectric project, Inga 3, as a first phase of a 40,000MW continental project ‘Grand Inga Dam’. The matter is unique in its scale and importance: Inga was recognised by the World Bank and the African Development Bank as the priority energy project for the African continent, which in its ultimate phase will light up Africa. Orrick is advising on the technical, legal and financial structure of the project for the design, financing, construction and operation of a hydroelectric power plant; the selection pursuant to a competitive dialogue of a developer in charge of carrying out the project; the setting-up of a project company with corporate governance rules preserving the interests of the government; and the preparation and negotiation of power purchase agreements, including with the national Congolese electricity company
■Represented GE Energy Financial Services in a mezzanine debt financing of the 1,182 MW South Field combinedcycle, gas-fired power project in Columbiana County, Ohio. Equity and financing totalled US$1.3bn
■Advised 8minutenergy Renewables in the US$655.4m sale of its Mount Signal 3 Solar Project (MS3), one of the largest photovoltaic projects in the world, to global private asset manager Capital Dynamics. Located on 2,000 acres in Southern California, the project is the third phase of the 800 MW Mount Signal Solar Farm
■Advised VINCI Airports in the acquisition of nine airports and three partial management contracts, which allowed VINCI to establish itself in the US and expand its activities in Central America and Europe. The operation increases the number of VINCI’s traffic passengers by 25.6m, to more than 182m a year. The portfolio airports are in Northern Ireland, Sweden, Costa Rica and across the US

Financial Services:
■Advised France’s second largest bank, Groupe BPCE and Natixis, as joint arrangers, on the €1.125bn issuance of notes by BPCE Home Loans FCT 2018. The transaction marks the first public securitisation of residential mortgage loans by Groupe BPCE and is backed by prime home loans originated by a total of 26 banks
■Advised the Texas Comptroller of Public Accounts on the issuance of US$7.2bn of Tax and Revenue Anticipation Notes (TRANs) for the State of Texas
■Advised Fortress Investment Group, the notes subscriber, on the largest NPL securitisation in Europe, a €17.7bn securitisation of nonperforming loans originated by Unicredit. The transaction was among the most important NPL deals of 2017, garnering international scrutiny and hailed as a systemic deal for the Italian banking industry
■Helped Brussels bank group KBC secure a complete dismissal of a long-running US$1.5bn RICO lawsuit in the Southern District of New York. The plaintiff, diamond manufacturing and distribution company Lazare Kaplan International, alleged the theft of US$135m in diamonds from Lazare’s Belgian and other foreign subsidiaries. The claim was dismissed on the grounds of a forum selection clause that required the case to be heard in Belgium
■Advised leading online consumer lending marketplace, Prosper Marketplace, in a deal with a consortium of institutional investors to purchase up to US$5bn of loans through the Prosper platform over the next 24 months. The investors in the consortium are affiliates of New Residential Investment Corp., Jefferies Group and Third Point, and an entity of which Soros Fund Management serves as principal investment manager. The consortium will also earn an equity stake in the company based on the amount of loans purchased. Warehouse financing of up to US$1bn will be provided by a syndicate of lenders including Credit Suisse, Deutsche Bank, Goldman Sachs and Morgan Stanley
■Orrick advised United Ventures SGR SpA, an independent Italian venture capital fund specialising in investments in innovative companies in the fields of software and digital technologies, and Vertis SGR SpA, an independent asset management company active in the management of private equity and venture capital funds, in their investment in Credimi SpA, an innovative startup and digital factoring platform that has provided over €170m to finance 3,000 companies, optimising their working capital

Contributions

Total 3 contributions

Corporate M&A 2019 Law and Practice in France

Jean-Pierre Martel, Alexis Marraud des Grottes

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Structured Finance & Derivatives 2019 Law and Practice in France

Olivier Bernard, Arnauld Achard , Judith Rousvoal, Laure Seror

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Structured Finance & Derivatives 2019 Law and Practice in USA

Robert Moyle, Joshua Raff, Gaelyn Sharp

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