Pedestrians walk past a Gap Inc. store on the Third Street Promenade in Santa Monica, California, on Feb. 28, 2019. Photo: Patrick T. Fallon/Bloomberg

Big Law corporate departments all felt the drop-off in transactional activity in the first quarter, as the COVID-19 crisis pumped the brakes on deal activity from mid-March forward. And if the bad news was tempered by a strong start and some big late-quarter transactions, no one is expecting much good M&A news for the rest of the spring.

But as companies hunker down and delay or cancel pipeline deals, firms are turning to the work that's now in demand, such as negotiating new credit, restructuring existing debt and advising on a range of offerings and refinancings.

Wachtell, Lipton, Rosen & Katz, for example, is representing Gap Inc. in its offering of $2.5 billion in senior secured notes announced this week. The retail giant plans to use the proceeds to refinance its 5.95% notes due in April 2021, refinancing all outstanding amounts under its $500 million, five-year, unsecured revolving credit facility, which the company said is scheduled to expire in May 2023.

Gap is also hoping to pay fees associated with the transaction and use the cash for general corporate purposes. The closing of the offering is expected on or about May 7, 2020.

Watchtell is doing something similar for Seattle-based technology and travel company Expedia Group, which is offering $2 billion in senior notes in an effort to pay corporate expenses and cover the company's 5.95% senior notes that are due in 2020.

The company is also looking to take on additional private investment. Simpson Thacher & Bartlett is working with private equity firms Silver Lake and Apollo Management Group to secure $1.2 billion in private placement funds. All told, Expedia is taking on $3.2 billion in debt and new financing.

Simpson Thacher also advised home rental company Airbnb in its $1 billion term loan from institutional investors as well as $1 billion in investment from Silver Lake and Sixth Street Partners, using a combination of equity and debt to secure the latter.

The work doesn't stop with securing private and institutional funding, though. Vinson & Elkins advised Southwest Airlines in its negotiation for an expected $3.2 billion from the CARES Act and the Paycheck Protection Program corporate bailout programs. Half of that funding was dispersed April 21, with the remainder expected to be dispersed between the end of April and July 2020.

Sidley Austin advised another airline, United Airlines, in its $1 billion underwritten public offering of 39,250,000 of its common stock shares at a price of $26.50, with Morgan Stanley and Barclays acting as underwriters for the offering.

Even companies that had seen massive gains over the past decade are looking for an influx of cash. Shearman & Sterling represented underwriters in Ford Motor Co.'s largest public offering ever. The automaker is offering up $8 billion in senior notes in order to gain more liquidity and help offset one of its worst financial years ever.

That the travel and retail industry is looking for creative ways to raise capital and pay existing debts is no surprise, as the two industries have been hit harder than most by COVID-19. Many companies in both industries are not expected to recover.

That has investors—including private equity—looking to flee some deals even as they find opportunities elsewhere. Just two months ago Sycamore Partners was slated to purchase a 55% stake in L Brands' Victoria's Secret brand for about $525 million, with Kirkland & Ellis advising Sycamore and L Brands tapping a team from Davis Polk & Wardwell. Now the companies are headed to court after Sycamore complained that L Brands breached their agreement when it shuttered its stores and moved to terminate the deal.

There are of course exceptions amid the slowdown. Hogan Lovells, for example, advised Facebook in its $5.7 billion investment in India's Jio Network, a high-speed internet access provider poised to continue to facilitate the world's second-largest country's ascent to nationwide coverage.

Deal Watch is The American Lawyer's (mostly) weekly roundup of big-ticket and transformative deals and the law firms that guide them. Have a transaction you'd like us to consider? Email us at [email protected].

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