Dewey & LeBoeuf

Joseph D. Ferraro

Partner

Joseph Ferraro is a corporate lawyer in London with a broad range of experience in international finance and listing transactions and mergers and acquisitions (M&A). He has represented issuers, underwriters and investors in securities offerings, stock exchange listings, structured finance and private equity investments, with an emphasis on cross-border transactions.

Mr. Ferraro is co-chair of the firm's Corporate Department and a member of the firm's Executive Committee. He also has extensive experience in negotiating and structuring corporate and finance transactions within the insurance industry. He also provides ongoing general corporate, governance and securities law advice to international corporate clients based in Europe.

Representative Matters

Capital Markets and Finance

Advised Eskom Holdings Limited, the South African electricity company, on its inaugural international debt offering of $1.75 billion of senior notes under Rule 144A and listing on the Luxembourg Exchange
Advised Accordion Holdings Limited and its sponsor, Lancashire Insurance Company Limited, on the formation and $250 million private equity funding commitments to Accordion as a new retrocessionaire shelf sidecar for property catastrophe risks
Advised Aviva plc on the US aspects of its £381 million accelerated book-build and international sale of a 15% stake in its former Dutch subsidiary Delta Lloyd N.V.
Advised Ministry of State Treasury of the Republic of Poland on the accelerated book-build and the MST's international sale of PLN 3.17 billion ($1.17 billion) of ordinary shares in Powszechny Zaklad Ubezpieczeń, S.A. (PZU), the largest insurer in Poland
Advised Citigroup, Goldman Sachs and HSBC as joint bookrunning lead managers on Telefónica Emisiones SAU's issuance of $3.75 billion of notes, which are guaranteed by Telefónica S.A., the international telecoms group
Advised Aviva plc on its SEC registration, ADR program and listing on the New York Stock Exchange
Advised PZU S.A., the Polish insurer, on its PLZ 8 billion IPO and Rule 144A offering and listing on the Warsaw Stock Exchange
Advised Lancashire Holdings Limited on its listing on the London Stock Exchange's main market and premium listing
Advised National Grid plc on its SEC-registered offering of $1 billion 6.30% Notes due 2016 and listing on the NYSE
Advised Telefonica S.A. on its $5.25 billion SEC-registered offering of senior notes in connection with its acquisition of O2 plc, and follow-on offerings representing the investment banks
Advised private equity funds in the formation of Norton Holdings vehicle with Brit plc
Advised Lancashire Holdings Limited on its $1 billion capital raising and listing on AIM, including $560 million private equity investments and $125 million debt offering, and its private equity side car, contingent capital facilities and other corporate matters
Advised Aspen Insurance Holdings Limited (formerly Wellington Re) on its initial public offering, various secondary equity, hybrid and debt offerings, catastrophe bond transactions and corporate and securities matters
Advised Endemol N.V. on its €281 million Rule 144A offering and IPO on Euronext
Advised Corral Investment AB (Preem Petroleum) on its €520 million SCoups Rule 144A offering
Advised Montpelier Re Holdings Ltd. on its formation, $1 billion of private equity and debt financings, and subsequent initial public offering, NYSE listing, public debt and secondary equity offerings, and corporate and securities matters
Advised Goldman Sachs as underwriters on the $2.1 billion global initial public offering and NYSE listing by Principal Financial
Advised Oberthur Card Systems S.A. on its €217 million IPO and introduction on the Paris Bourse
Advised on other capital raising transactions by companies in various industries, including Legal & General plc, The Allstate Corporation, Associates Corporation of North America, Avco Financial Services, W.R. Berkley, Central Maine Power, Dominion Resources, IPC Holdings, ITT Corporation, Manulife Financial, New Jersey Natural Gas, Northwestern Mutual, Ohio Natural Life, Paramount Communications, and Western & Southern

Mergers and Acquisitions

Advised as part of team Telefonica S.A. on the auction sale of its 99.7% stake in Endemol Investment Holding to a consortium comprising Mediaset S.p.A, Gestevision Telecinco, Cyrte and GS Capital Partners for €2.6 billion
Advised as part of team Arcelor S.A. on the €21 billion hostile bid by Mittal Steel
Advised as part of team AEGON N.V. in its $5.4 billion sale of most of Transamerica Finance Corporation's commercial lending business to GE Commercial Finance
Advised Nationwide Mutual and Pan Euro Life in the acquisition of Danica Life S.A. from Danske Bank A/S
Advised on AEGON N.V.'s $1.3 billion acquisition of J.C. Penney's direct marketing life insurance business
Advised on the $225 million public tender offer and acquisition by Columbia Propane Corporation for the outstanding common units of National Propane Partners, L.P.
Advised on Allstate's $1.1 billion negotiated acquisition of American Heritage Life
Advised Goldman Sachs as the financial adviser to Indianapolis Life in its sponsored demutualization through an investment by AmerUs