Davis Polk partner and Corporate practice head Michael Kaplan, partner and Capital Markets practice co-head John Meade and partner and Derivatives & Structured Products practice head Mark Mendez were named 2025 “Dealmakers of the Year” by the American Lawyer in connection with their roles leading the underwriters on Boeing’s $24.25 billion common and depositary share offerings, which was the largest-ever U.S. follow-on equity offering.

In October 2024, Boeing registered for and announced its intention to issue billions worth of common stock and mandatory convertible preferred stock. Davis Polk was brought in as underwriter counsel by Kirkland & Ellis, Boeing’s lead counsel on the matter. The offering was marketed over the course of a weekend and was ultimately oversubscribed.

“I think we were perceived as a firm that could help get this done,” Michael explained.

“What we were able to bring to the table was deep experience and the fluency we have with all the issues that came together … You can give us all the pieces of the jigsaw puzzle, and we’ll make them fit,” John added.

With Boeing issuing both common and preferred stock, the transaction involved a complex structuring. “While the mandatory convertible preferred [stock] using depositary shares is not a brand new product, it’s exotic and thus complicated for any issuer, especially on a short timetable,” Mark said.

John noted that the ongoing media attention Boeing received throughout the process added “an expectation of success,” which also complicated the deal. “We often do offerings that make the front page, but this was daily speculation.’

“Our job is always to get everything right,” Michael said, “but given the public focus on this one, you just can’t afford a misstep on something like this.”

American Lawyer’s 2025 “Dealmakers of the Year” were announced on March 19, 2025.

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