Gregory P. Rodgers

  • Partner
  • 355 South Grand Avenue, Suite 100
  • Los Angeles, CA 90071-1560
  • USA
  • T +1.213.891.8760
  • 1271 Avenue of the Americas
  • New York, NY 10020
  • USA
  • T +1.212.906.2918


Widely recognized among the nation’s most prominent capital markets lawyers, Greg Rodgers represents clients in connection with a range of complex equity, equity-linked, debt, and hybrid securities offerings, as well as general corporate matters.

Drawing on two decades of varied capital markets experience, Mr. Rodgers helps companies, investors, and investment banks navigate their most complicated capital markets matters. He brings particular experience in structuring complex and innovative transactions. Notably, Mr. Rodgers pioneered the direct listing approach to becoming a public company on behalf of Spotify.

Leveraging his sophisticated product knowledge, Mr. Rodgers advises on nearly every type of capital market transaction, including direct listings, initial public offerings, convertible notes and equity-linked offerings, private placements, debt offerings, and liability management transactions. He regularly advises on a variety of significant domestic and cross-border deals across all major industries, from technology and consumer retail to the airline and life sciences sectors.

Representative clients include:

  • Airbnb
  • American Airlines
  • Amgen
  • Bank of America
  • Broadcom
  • BTIG
  • Goldman Sachs
  • Jefferies
  • J.P. Morgan
  • Leonard Green & Partners
  • Morgan Stanley
  • Nasdaq
  • Spotify

Mr. Rodgers also advises clients on a pro bono basis, including by leading Latham & Watkins’ relationship with the City Bar Justice Center’s Neighborhood Entrepreneurial Law Project. He also serves as the firm’s liaison to the United Way of New York City.

  • Ranked – Capital Markets: Debt & Equity
    Chambers Global and Chambers USA 2008-2021
  • Ranked – Convertible Debt
    Chambers USA 2021
  • Leading Lawyer – Capital Markets: Equity
    The Legal 500 US 2020
  • Dealmaker of the Year
    The American Lawyer 2019
  • Trailblazer for Finance, Banking & Capital Markets
    The National Law Journal 2019


Mr. Rodgers’ experience includes advising:

Direct Listings
  • Asana
  • Coinbase
  • Slack Technologies
  • Spotify Technology
  • Squarespace
Initial Public Offerings
  • Airbnb
  • BJ’s Wholesale Club Holdings
  • Envista Holdings
  • Medpace Holdings
  • Mister Car Wash
  • Shake Shack
  • The Container Store Group
  • USHG Acquisition Corp.
Convertible Notes Offerings
  • Goldman Sachs in the US$1 billion convertible senior notes offering by Snap
  • Airbnb in its US$2 billion convertible senior notes offering
  • Spotify in its US$1.5 billion convertible senior notes offering
  • Beyond Meat in its US$1 billion convertible notes offering
  • Guardant in its US$1.1 billion convertible senior notes offering
  • Bank of America in the US$700 million convertible notes offering by Halozyme Therapeutics
  • American Airlines in its US$1 billion convertible notes offering
  • Jeffries in the US$230 million convertible notes offering by Green Plains
  • Bank of America in the US$863 million convertible notes offering for Booking Holdings
  • Bank of America in the US$185 million green convertible senior notes offering by Maxeon Solar Technologies
  • J.P. Morgan in the US$1 billion convertible notes offering for Guardant Health Private Placements
  • Dragoneer Investment Group in the US$100 million private placement of Series A convertible preferred stock by MercadoLibre
  • Leonard Green & Partners in the US$650 million private placement of Catalent’s convertible preferred stock
  • Madison Dearborn Partners in the US$152 million private placement of Series A convertible preferred stock in EVO Payments
Other Equity-Linked Offerings
  • Barclays in the US$1.5 billion mandatory convertible preferred stock Series A offering for Danaher
  • Broadcom in its US$3.25 billion 2019 mandatory convertible preferred stock offering
Debt Offerings
  • BNP Paribas in the US$2.1 billion senior notes offering by Booking Holdings
  • Broadcom in its US$10 billion senior notes offering and debt tender offering
  • Amgen in its US$4 billion 2020 senior notes offering
  • American Airlines in its US$2.5 billion senior notes offering
  • Bank of America in the €1.75 billion 2020 senior notes offering for Danaher
  • The underwriters in the US$7.25 billion 2020 senior notes offering by Gilead Sciences
  • Broadcom in its US$8 billion 2020 senior notes offering
Liability Management Transactions
  • Amgen in its US$940 million exchange offer for senior notes
  • Broadcom in its US$1 billion tender offer to purchase outstanding senior notes issued in three tranches

Thought Leadership

  • NYSE IPO Guide -  July 22, 2021
  • The Latham US IPO Guide -  June 30, 2021
  • FINRA Proposes Amendments to Margin Requirement Rules -  April 13, 2021
  • Desktop Reference: Acquired Business Financial Statements -  September 18, 2020
  • Complex and Novel Section 11 Liability Issues of Direct Listings -  December 20, 2019
  • Evolving Perspectives on Direct Listings after Spotify and Slack -  November 04, 2019
  • Demystifying Modern Convertible Notes -  August 13, 2019
  • Spotify Case Study: Structuring and Executing a Direct Listing -  June 21, 2018
  • The Good, the Bad and the Offer: Law, Lore and FAQs -  March 06, 2014
  • Recent Developments In Recent Developments — Using “Flash” Numbers in Securities Offerings -  June 1, 2011
  • Convertible Bonds in 2006 – Not Your Father’s Converts -  September 20, 2006

According to sources:
“A strong lawyer who knows the market really well”
“Love working with him and he does an excellent job on convertible offerings”
“Best in class when working through the gives and takes on direct listings”

Chambers USA 2021
Bar Qualification
  • California
  • New York
  • JD, University of Virginia School of Law, 1997
  • BA, Dartmouth College, 1994
  • Retail & Consumer Products
  • Entertainment, Sports & Media
  • Healthcare & Life Sciences
  • Technology
  • Capital Markets
  • Public Company Representation
  • Restructuring & Special Situations
  • Private Equity Finance
  • Derivatives