VIVIAN A. L. ROOT focuses her practice on the representation of issuers, underwriters, and other transaction parties in a wide variety of SEC-registered and exempt capital markets transactions, including initial public offerings and secondary equity offerings; transactions involving special purpose acquisition companies and related PIPE transactions; tender and exchange offers and other liability management transactions; bank regulatory capital products; structured and convertible debt products; legislative covered bonds and pfandbrief; as well as a range of U.S. and Euro MTN and CP programs. Vivian also advises clients on a broad range of corporate and securities law matters, including SEC disclosure matters, stock exchange requirements, and issues relating to Rule 144A and Regulation S. These clients represent a broad range of geographies and industry sectors.
Vivian has been described in The Legal 500 UK 2017 by a client as being “amazing; she knows exactly what is important to a bank client and has a very good commercial, helpful and thorough approach,” and in The Legal 500 UK 2022 as “playing a key role in the practice.”
A selection of Vivian’s recent experience includes:
- Advising Guggenheim Securities, LLC and BTIG, LLC as underwriters’ counsel in the US$230 million IPO of Crixus BH3 Acquisition Company.
- Advising underwriters in a US$2 billion offering of SEC-registered and New York Stock Exchange-listed debt securities by Spain’s BBVA.
- Advising the underwriters on the US$1 billion SEC-registered offering by Spanish issuer Banco Bilbao Vizcaya Argentaria.
- Advising Hainan Airlines Holding in connection with an SEC-registered follow-on offering of US$300 million shares/ADSs of Azul S.A.
- Advising Lucid Trustee Services Limited and affiliates in connection with the restructuring of Agrokor d.d. including in connection with the issue by successor entity Fortenova grupa d.d. of €1,131,024,112.00 2.5 percent (PIK) Convertible Bonds due 2029 and stapled depositary receipts.
- Advising the underwriters on the first ever SEC-registered offering of AT1 capital securities into the U.S. market by a Spanish Bank in respect of BBVA’s US$1 billion Non-Step-Up Non-Cumulative Contingent Convertible Perpetual Preferred Tier 1 Securities listed on the Irish Stock Exchange.
- Advising on the U.S. aspects of the Bank of Cyprus in relation to its cross listing of its shares on the London Stock Exchange and the Cyprus Stock Exchange, which involved a complex corporate restructuring, a Cypriot scheme of arrangement and the insertion of a new Irish holding company, cross-border settlement and significant regulatory interaction.
- Acting for the initial purchasers on the inaugural benchmark senior debt issue of ABN AMRO Bank N.V. and US$20 billion of fixed-and-floating rate senior debt and US$2.5 billion of subordinated follow-on issues, pursuant to Rule 144A and Reg S.
- Acting for the Joint Global Coordinators in connection with the successful Amsterdam and Brussels Euronext-listed IPO of shares in Kiadis Pharma N.V.
- Acting for a Spanish SOCIMI in connection with its €358.7 million capital raise, pursuant to Rule 144A and Reg S.
- Advising on the U.S. aspects of the financial restructuring of JSC Astana Finance, a financial services group in Kazakhstan, and the related Section 4(a)(2) and Regulation D equity private placements.
Vivian joined the London office in 2002 from Sidley’s New York office, where she worked in the Corporate Capital Markets group since 1996.
**Not admitted to practice in England and Wales**