Below are the recently released Q-2 & First Half 2019 SPAC IPO Legal League Tables
The legal league tables had a few surprises in the second quarter. Notably, Winston & Strawn climbed to #1 based on total deal volume with $1.46 billion in legal assignments. To put that into context, Winston & Strawn sat out the first quarter having not participated in any SPACs, but came on strong in Q-2 to land the top spot. Overall, three of Winston’s legal assignments were as Issuer’s Counsel and one was as Underwriter’s Counsel, with a total average deal size of $365 million.
Additionally, Kirkland & Ellis, which took the #3 spot based on volume, also had four legal assignments, with all four as Underwriter’s Counsel. In fact, Kirkland appeared to be the firm of choice for underwriters in Q2 since their nearest competitor was Graubard Miller, which had two SPACs as Underwriter’s counsel.
Now focusing on Issuer’s counsel, once again, Ellenoff Grossman & Schole (EGS) took the top spot with four assignments and the #2 spot overall with $1.25 billion in total volume. EGS also led in total deal count with five SPACs, but their average deal size was $249 million to Winston’s $365 million and as a result, Winston edged them out to rank #1 on total volume.
Additionally, Paul, Weiss, Rifkind, Wharton & Garrison (“Paul, Weiss”) came in with a massive average deal size of $425 million to rank #1 in that category, but Skadden wasn’t far behind at $400 million. Paul, Weiss was on the two recent Citigroup deals (Churchill II and South Mountain) as Issuer’s Counsel, while Skadden was Underwriter’s Counsel on the Diamond Eagle SPAC.
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Ranked by Volume
(All data is sort-able using the arrow keys located in the header cells)
Q2 2019
| Rank | Law Firm | Volume ($mm) | Deal Count (Total) | Deal Count (Issuer's Counsel) | Deal Count (UW's Counsel) | Avg Size ($mm) | % Mkt Share |
|---|---|---|---|---|---|---|---|
| 1 | Winston & Strawn LLP | 1,460.0 | 4 | 3 | 1 | 365.0 | 21.3% |
| 2 | EGS | 1,246.3 | 5 | 4 | 1 | 249.3 | 18.1% |
| 3 | Kirkland & Ellis LLP | 952.5 | 4 | 0 | 4 | 238.1 | 13.9% |
| 4 | Paul, Weiss, Rifkind, Wharton & Garrison LLP | 850.0 | 2 | 2 | 0 | 425.0 | 12.4% |
| 5 | Graubard Miller | 687.5 | 2 | 0 | 2 | 343.8 | 10.0% |
| 6 | Greenberg Traurig, LLP | 460.0 | 2 | 1 | 1 | 230.0 | 6.7% |
| 7 | Skadden, Arps, Slate, Meagher & Flom LLP | 400.0 | 1 | 0 | 1 | 400.0 | 5.8% |
| 8 | Shearman & Sterling LLP | 316.3 | 1 | 0 | 1 | 316.3 | 4.6% |
| 9 | Crowell & Moring, LLP | 172.5 | 1 | 1 | 0 | 172.5 | 2.5% |
| 10 | Loeb & Loeb LLP | 161.0 | 2 | 2 | 0 | 80.5 | 2.3% |
| 11 | Schiff Hardin LLP | 115.0 | 1 | 0 | 1 | 115.0 | 1.7% |
| 12 | Hunter Taubman Fischer & Li LLC | 46.0 | 1 | 0 | 1 | 46.0 | 0.7% |
1H 2019
| Rank | Law Firm | Volume ($mm) | Deal Count (Total) | Deal Count (Issuer's Counsel) | Deal Count (UW's Counsel) | Avg Size ($mm) | % Mkt Share |
|---|---|---|---|---|---|---|---|
| 1 | EGS | 3,369.3 | 14 | 8 | 6 | 240.7 | 24.8% |
| 2 | Skadden, Arps, Slate, Meagher & Flom LLP | 1,488.7 | 5 | 1 | 4 | 297.7 | 11.0% |
| 3 | Winston & Strawn LLP | 1,460.0 | 4 | 3 | 1 | 365.0 | 10.8% |
| 4 | Graubard Miller | 1,301.5 | 5 | 3 | 2 | 260.3 | 9.6% |
| 5 | Kirkland & Ellis LLP | 1,252.7 | 5 | 0 | 5 | 250.5 | 9.2% |
| 6 | Paul, Weiss, Rifkind, Wharton & Garrison LLP | 850.0 | 2 | 2 | 0 | 425.0 | 6.3% |
| 7 | Ropes & Gray LLP | 680.0 | 2 | 0 | 2 | 340.0 | 5.0% |
| 8 | Greenberg Traurig, LLP | 632.5 | 3 | 2 | 1 | 210.8 | 4.7% |
| 9 | Weil, Gotshal & Manges LLP | 630.0 | 2 | 1 | 1 | 315.0 | 4.6% |
| 10 | Shearman & Sterling LLP | 566.3 | 2 | 0 | 2 | 283.1 | 4.2% |
| 11 | Loeb & Loeb LLP | 276.0 | 4 | 4 | 0 | 69.0 | 2.0% |
| 12 | Vinson & Elkins LLP | 233.0 | 1 | 1 | 0 | 233.0 | 1.7% |
| 13 | Latham & Watkins LLP | 230.0 | 1 | 1 | 0 | 230.0 | 1.7% |
| 14 | Crowell & Moring, LLP | 172.5 | 1 | 1 | 0 | 172.5 | 1.3% |
| 15 | Ledgewood PC | 150.7 | 1 | 1 | 0 | 150.7 | 1.1% |
| 16 | Schiff Hardin LLP | 115.0 | 1 | 0 | 1 | 115.0 | 0.8% |
| 17 | Scarinci & Hollenbeck, LLC | 115.0 | 2 | 0 | 2 | 57.5 | 0.8% |
| 18 | Hunter Taubman Fischer & Li LLC | 46.0 | 1 | 0 | 1 | 46.0 | 0.3% |
Source: SPACInsider, Ranked by volume
However, first half (1-H) of 2019 league tables tell a very different story. EGS leads the list with a hefty 14 assignments, having previously been on nine SPACs in Q-1. The top five, (in order, based on volume), are: EGS, Skadden, Winston & Strawn, Graubard Miller, and Kirkland & Ellis, representing nearly two-thirds of the total SPAC market share to date (65.4%), out of a field of 18 law firms. Interestingly, the list nearly matches up exactly to the Full Year 2018 rankings, with the exception of Kirkland & Ellis, which supplanted Greenberg Traurig to take the #5 spot. Additionally, Kirkland & Ellis is Issuer’s Counsel on the two recently filed SPACs – Oaktree Acquisition Corp. and Conyers Park II. So both Winston and Kirkland are the law firms to watch in third quarter to see if they can catch EGS for the year-end totals.
Speaking of Q-3, we already have seven SPACs in the queue and it’s only July 1st. If we have a record breaking number of deals this quarter, all bets are off. More deals means more competition and anybody can take the lead.
All told, it was busy second quarter as well as first half for 2019, as expected. We’re looking forward to revisiting the legal league tables in September. See you next quarter.
You can find all of the published League Tables by clicking here.
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