Banking and finance
Andrews Kurth LLP
Bingham McCutchen LLP
- Greenberg Traurig, LLP
- Sidley Austin LLP
Traditional bank lending has been in short order in recent years because mainstream lenders, especially the European banks, have retrenched from the market due to their own fiscal constraints following the global financial crisis. Borrowers have had to seek new routes to access debt including facilities provided by multilateral agencies and development banks.
Project finance remains reasonably active due to the demand for improved infrastructure in Latin America. Deep water drilling is a particularly buoyant area for project finance, though it should be noted that borrowers are increasingly turning to project bonds to raise capital.
Cleary Gottlieb Steen & Hamilton LLP remains a global leader in financial restructurings and this status is especially true for the Latin America region. It is also active in new money financings. Clients have an ‘excellent opinion of the services and support’ provided by the firm and highlight the ‘availability’, ‘knowledge’ and ‘experience’ of the team members. The firm has traditionally advised borrowers, though it has gradually increased the number of lender-side instructions in recent years. Clients such as Citigroup, Bank of America Merrill Lynch, Deutsche Bank, Goldman Sachs, Morgan Stanley and Credit Suisse illustrate the standing of the firm amongst major lenders. Some of these key relationships have stemmed from the firm’s eminence in capital markets and derivatives. In the restructuring arena, the firm has worked on many of the major recent mandates in Brazil, Mexico and Argentina. The firm’s standing in the restructuring segment stems from its high-profile work for a number of sovereign states over the years, which then led to instructions from state-owned companies and subsequently mandates from a vast array of major private sector organisations. Even so, the practice is far from solely focused on financial restructurings. A number of new money financings in Chile have illustrated the firm’s expertise in the broader banking and finance environment. In August 2012, New York partners Jeffrey Lewis, Duane McLaughlin and Grant Binder led the team that advised regular client Corporación Nacional del Cobre de Chile (Codelco), a Chilean state-owned company and the world’s largest copper producer, on a $1.9bn non-recourse financing. The firm also represented Codelco in securing a $320m loan from Japan Bank for International Cooperation (JBIC) and The Bank of Tokyo-Mitsubishi UFJ for the development, construction and operation of a metals processing plan in Mejillones, Chile. The firm’s office in Argentina has played an active role on transactions in Chile, as well as other key jurisdictions such as Uruguay and Paraguay. On the lender side, the firm has been especially active in Brazil. In August 2012, a team led by New York-based Richard Cooper and Chantal Kordula represented Goldman Sachs and Banco do Brasil on a $400m senior unsecured bridge loan to Brazilian credit and debit card operator Cielo. The firm has also advised Deutsche Bank on a series of lending transactions in Brazil. Mexico is historically a primary market for the firm and this has continued with it representing Grupo Cementos de Chihuahua in its headline refinancing involving a high-yield debt offering and a term loan facility. Cooper and Amy Shapiro were the lead partners on the deal, the latter having become a prominent name in the banking and finance sector, most notably in Brazil and Mexico, after making partner in 2012. In Mexico, the firm also advised the steering committee of CEMEX’s largest bank creditors on the $7bn refinancing of CEMEX’s bank and private placement debt. The firm demonstrated its standing in financial institutions M&A when it represented Brazil’s Itaú Unibanco on its $1.38bn acquisition of Citigroup’s Brazilian credit card and consumer finance unit. Colombia and Peru are also key markets for the practice. Other key partners include New York’s Jorge Juantorena and Carmen Amalia Corrales. Buenos Aires-based Andrés de la Cruz and Jaime El Koury are also prominent names, as is Sao Paulo’s Juan Giráldez. Experienced figure Wanda Olson retired from the partnership in 2013, but remains available as a senior counsel. Experienced figure William Gorin is also commended by clients for ensuring that transactions run smoothly and that they complete on time.
Milbank, Tweed, Hadley & McCloy LLP is the clear leader in Latin America project finance, though it is also highly credible in the broader banking and finance environment, with a mightily impressive portfolio of transactions, especially for lenders. The firm has a large and experienced team, located primarily in New York and Sao Paulo, and this group was further enhanced by the arrival of standout New York partner Carlos Albarracín from Chadbourne & Parke LLP in September 2012. His focus is primarily on Colombia, Peru, Chile and Argentina, as well as Mexico. Since joining the firm, Albarracín has been prominent in the project bonds environment, and in May 2013 advised Transportadora de Gas del Peru on a $850m bond offering, the largest ever by a Peruvian corporate issuer, which will be used to refinance existing debt and finance the expansion of its pipeline and compression facilities. The broader team has maintained an impressive flow of financing transactions. In December 2012, the firm represented China Development Bank Corporation (CDB) in connection with its participation in a $390m loan to Colombia’s Sociedad Concesionaria Operadora Aeroportuaria Internacional. The total financing of $1.1bn was directed at the expansion and development of the El Dorado airport in Bogotá, Colombia. Prominent Latin America figure Glenn Gerstell led the team in Washington DC, with Gary Wigmore leading the group in Beijing. Gerstell is also well known for his work in telecoms sector financings, most notably in Brazil. In acquisition finance, the firm represented Chile’s largest retailer Cencosud on a $2.6bn financing of the acquisition of the Colombian assets of the French retailer Carrefour. The deal also illustrated the firm’s standing amongst large Latin American borrowers and sponsors. In Brazil, the firm represented Bank of America on a $479m private credit agreement to the State of Mato Grosso, which was guaranteed by the Federal Republic of Brazil. This was the first ever private credit agreement provided to a Brazilian state and approved by the Federal Treasury. Like many of its competitors, the firm is particularly active in the offshore drilling sector. In 2012, it represented a group of lenders in a $547m loan to finance a new-generation deepwater drilling rig in the Gulf of Mexico, which was leased by Petróleos Mexicanos (Pemex). The large and impressive team also includes Jonathan Green, a leader in Latin America project finance; he is particularly active on transactions in Colombia, Chile and Peru. New York partner Dan Bartfeld is a prominent figure in the project finance arena, as are New York partners Jay Grushkin and Carolina Walther-Meade, as well as Allan Marks in Los Angeles. ‘Highly impressive’ Sao Paulo partner and head of the Latin America practice Andrew Jánszky is also a key member of the team. He ‘acts fast’ and ‘provides clients with very complete advice’. Clients praise the ‘personal approach’ and ‘experience’ of the team that enables ‘creative and efficient solutions’ to be brought to the negotiating table. Clients also commend the ‘cost-efficient’ allocation of tasks to different members of the team.
Shearman & Sterling LLP has one of the most established legal brands in Latin America. Of late, its banking and finance practice has been most active in Brazil, Mexico, Chile, Peru and Colombia. In Brazil, the firm has a particularly strong record in the trade finance area, and project financings in Chile have proven to be a core segment of the practice. Mexico has also provided a series of major project finance and restructuring transactions for the banking and finance department. The firm’s leading reputation stems in part from its work on the restructuring of sovereign debt in the previous three decades. The practice has since evolved into a broad ranging and eminent banking and finance department. In January 2013, a team led by leading individual Jeanne Olivier represented BBVA Securities, Citigroup and The Bank of Nova Scotia, as lead arrangers of a $250m multi-currency senior secured term loan for Grupo Cementos de Chihuahua. The firm also represented Citigroup and several other lenders in connection with a $1.25bn revolving credit facility for Petróleos Mexicanos (PEMEX). Also in Mexico, a team led by New York partner Gregory Tan advised Grupo Carso’s majority owned Minera Frisco on a $1.1bn financing related to its acquisition of AuRicoGold de México. Energy and power, including oil and gas, are currently important industry sectors for the department. The firm represents an impressive lender and borrower client base and has close connections to both international and regional banks. Senior member of the department Denise Grant has played a pivotal role in developing the firm’s practice in Peru and Chile. In July 2012, she advised Chilean electricity transmission giant Transelec in connection with a $180m revolving credit facility provided by The Bank of Nova Scotia. In Peru, she represented BBVA Securities on a $150m senior secured credit facility for Graña y Montero. The team sets a ‘high benchmark for service’, with clients commending the ‘very good and experienced lawyers’ that are ‘capable of working across borders effortlessly’. Jeanne Olivier is praised for her ‘ability to anticipate issues’. Other key partners include Robert Freedman, Denise Grant, Gregory Tan, infrastructure specialist Howard Steinberg and the immensely experienced Cynthia Urda Kassis.
White & Case LLP has an impressive global standing in the banking and finance arena and this is exemplified in Latin America, where it has an ‘extremely strong practice’ in Brazil and Mexico. Peru, Chile and Panama are among its other primary markets. Project finance is the core component of the practice, though the team is equally capable in syndicated transactions, acquisition finance and the full range of banking and finance deals. The team has a particularly high standing among Latin American banks, in part because of its US regulatory expertise, experience in international fund raising and cross-border M&A. The Latin America team has experienced a period of intense activity in project finance and project bonds, notably in Mexico where it has closed a string of headline and high-value transactions. This includes advising Braskem Idesa on the $3.2bn development, procurement, construction and financing of its Etileno XXI olefins (ethylene and polyethylene) complex in Coatzacoalcos, Mexico. In 2012, the firm also represented Nacional Financiera in the financing of the construction of two wind farms in Oaxaca, Mexico. Brazil is another key market for the project finance practice, especially in relation to offshore drilling rig financings. Hydroelectric power project financings have also been prevalent for the practice. A team led by prominent Miami partner Carlos Viana represented Empresa de Generación Huallaga as borrower in the $1.3bn financing of the Chaglla hydroelectric power generation project in Peru. The practice has also worked on similarly high-profile hydroelectric power project financings in Colombia and Nicaragua. The firm benefits from close connections to Latin American financial institutions such as Banco de Crédito del Perú, Banco de Crédito e Inversiones and BBVA, as well as international lenders including BNP Paribas, Credit Agricole, HSBC, IFC and The Bank of Nova Scotia. It is also close to a series of Brazilian sponsors and borrowers such as Braskem and Votorantim. Clients commend the team for its expertise in aircraft finance and bankruptcy and commend the department’s ‘business knowledge’, ‘appropriateness of advice’, and ‘outstanding response times’. Key partners include Miami’s Carlos Viana, who is ‘an excellent lawyer’, ‘one of the best’ and has a ‘special ability to understand the needs of the client’. Sao Paulo’s Donald Baker is ‘an excellent negotiator’, ‘very capable’ and is ‘dedicated to the client’s business’. Victor Alvarez and Emilio Alvarez-Farré in Miami are also recommended, as are Victor DeSantis and Edward Neaher in Washington DC.
Allen & Overy LLP is particularly strong in Brazil thanks to its respected Sao Paulo office, while members of the US offices have developed an impressive portfolio of transactions in Mexico. A team led by Washington DC-based David Slade recently advised the lenders in connection with the $4.5bn financing of the Etileno XXI Petrochemical Project in Mexico, sponsored by Braskem and Grupo Idesa. The firm also represented Grupo México and México Generadora de Energía in connection with a $575m project bond to finance a gas-fired electrical power facility in Mexico. In Sao Paulo, Bruno Soares has built an impressive practice in project financings, trade finance and general loans. He recently represented Banco Rabobank International Brasil in connection with a $60m secured export prepayment facility for soy producer and exporter Los Grobo Ceagro do Brasil. The firm is also known for its strength in ‘energy matters’ and the mining sector, as well as in offshore drill ships and fixed platforms. Clients include major financial institutions, sovereigns, multilateral agencies, export credit agencies (ECAs) and multinational borrowers. Clients praise the ‘first-class advice’, ‘coordination among the various offices’, ‘deep knowledge’ that ‘derives from a big variety of deals worldwide’, and fast response times. Clients also point to the ‘hands-on approach’ and ‘support’ of the partners, which has ‘no parallel in the market’, as well as its leading knowledge of the Brazilian market. ‘Top legal player’ Soares is commended for his ‘proactive’ and ‘creative’ advice that is ‘driven by the real needs of the client’. New York banking and project finance partner and co-head of the Latin America practice Robert Kartheiser has ‘great lawyerly skills’ as well as a ‘very good business approach’, which is ‘very helpful in complex projects with several interconnected agreements’. New York’s Dorina Yessios was recently promoted to partner, and New York capital markets partner and co-head of the Latin America practice Cathleen McLaughlin plays an active role on hybrid deals such as project bonds.
Chadbourne & Parke LLP’s primary markets are Mexico and Brazil. It has offices in each jurisdiction and also practices local law in Mexico. Peru is another key market thanks in part to the efforts of Sao Paulo partner Daniel Spencer, who has been engaged in a series of large infrastructure project financings. The firm is also active in Chile and Colombia, and because of its close relationship with Yacimientos Petrolíferos Fiscales (YPF), it has maintained an active practice in Argentina. The department has an even split between lender and borrower instructions. It has a longstanding relationship with Citibank, as well as Credit Suisse and a number of other global investment banks. Instructions from development banks such as Export Development Canada and North American Development Bank, also account for a significant proportion of the practice. In 2012, the firm represented Export Development Canada in connection with a $500m facility for Petróleo Brasileiro (Petrobras). In addition, the firm is close to a range of Latin American borrowers such as Brazil’s Companhia de Gás de Sao Paulo (Comgás), Ultrapar Participações, and Odebrecht Oleo e Gas. Borrower instructions are also prevalent from Mexico and Chile. In 2012, the firm advised Grupo Elektra on a $675m dual-tranche contingent note financing. As with its global standing in energy and infrastructure, much of the firm’s work centres on these sectors in Latin America. It is also strong in the structured trade finance segment in Brazil and the wider Latin America market thanks in part to the work of Sao Paulo partner Charles Johnson, who is ‘very responsive’, ‘knowledgeable’, and a ‘great asset in negotiations’. In Brazil, the firm is considered to be a leader in structured finance and derivatives. Other key partners include New York and Mexico City partner Marc Rossell, who is an expert in project bonds and securitisations, as well as managing partner of the Mexico City office Boris Otto. Clients commend the Brazil office, which has good experience with and knowledge of the Brazilian market, and is able to provide New York law documentation. Clients highlight the ‘positive experience’ they have with the firm thanks to its ‘extremely responsive’ approach, effective negotiation style and awareness of what the ‘deal breakers’ are likely to be.
The ‘outstanding’ Clifford Chance has a genuinely broad practice with a notable, market leading reputation in acquisition finance, asset finance and project finance. Historically, the firm’s focus has centred on Brazil and Mexico, though recent efforts to develop its business in Colombia have been particularly successful. Peru, Uruguay and Central America have also added to the already dynamic department’s activity levels. To match its sizeable and multi-talented team, the firm has an equally impressive client base that ranges from major Brazilian borrowers such as Electrobras, Vale and Odebrecht, through to multilateral agencies and ECAs such as Export-Import Bank of the United States (Ex-Im Bank), Inter-American Development Bank (IDB) and Corporación Andina de Fomento (CAF). International investment bank clients include Citibank, Credit Suisse and UBS, while Banco Bilbao Vizcaya Argentaria (BBVA) and Banco Itaú are amongst its Latin America-based clients. In the project finance arena, the firm continues to advise on a series of drilling rig financings, renewable power projects (including wind and hydroelectric), LNG transactions and toll roads. In 2012, the firm advised Goldman Sachs on a $110m project bond to finance the expansion of the port of Paita in Peru. In the acquisition finance segment, it has completed a series of deals in Colombia. In asset finance, the firm has an established name in the aviation sector, representing a number of airline borrowers. In 2012, it advised LATAM Airlines Group in connection with three aircraft financings totalling $1bn. Key partners include New York-based head of Americas banking and finance group Evan Cohen, as well as New York colleague and ‘excellent lawyer’ Jay Gavigan, who is a leader in acquisition and project finance. Washington DC-based Fabricio Longhin spends much of his time in Latin America and was the lead partner on the port of Patia expansion financing in Peru as well as several other major project financings in the region. He represents a variety of local sponsors, local banks and international banks. Washington DC’s Lori Bean, David Evans, Kate McCarthy and Chris McIsaac also have fine reputations, and this office is responsible for many of the multilateral agency client relationships. In Sao Paulo, Chris Willott is also making an impression along with capital markets and finance specialist Isabel Carvalho. Clients commend the team’s ‘depth of knowledge’, the ‘availability’ of department members and the value-for-money advice. Clients also regard it as one of the ‘best law firms’ with the ‘strength to have several offices all over the world’, giving it an ‘advantage in global transactions’.
Davis Polk & Wardwell LLP is building a flourishing banking and finance practice in Latin America that ranges from bilateral loans and secured lending through to cross border project financing. The firm is especially strong in Latin America project finance and acquisition finance, and benefits from having genuine critical mass in its Sao Paulo office. JPMorgan has proved to be the anchor client for the department over the years, but the practice has expanded significantly to include instructions from a range of regional and international lenders as well as numerous corporate borrowers and sponsors. In this respect, ‘tremendous relationship partner’ Stephen Hood, and banking and capital markers specialist Manuel Garciadiaz in Sao Paulo, have proved pivotal. The latter’s relationships extend well beyond Brazil, and into Mexico and Peru in particular. BTG Pactual, Banco Safra, Citigroup, Morgan Stanley, Bank of America Merrill Lynch and Santander are amongst its other lender clients, while JPMorgan has been particularly active in Chile in recent years. The firm’s cross-border expertise was illustrated by its role as counsel to JPMorgan as arranger of Chilean retailer Cencosud’s $2.5bn acquisition of Carrefour’s Colombian operations. The firm also represented JPMorgan as arrangers of Cencosud’s $750m bridge facility in 2012. Project finance in Brazil and beyond has been a core component of the practice. Sao Paulo partners Stephen Hood and James Vickers recently represented Sete Brasil on project finance bridge loans amounting to $3bn for the construction of drill ships in Brazil, to be chartered to Petrobras. The long-term project financing of 28 rigs is expected to be valued at approximately $20bn. Experienced New York partner and project finance specialist Waide Warner is also a key member of the team and in 2012 advised toll road concessionaire Línea Amarilla on a $885m bank/bond project financing in Peru. Other key members of the team include New York’s co-heads of the global credit group James Florack and Joseph Hadley, as well as New York counsel Norberto Quintana.
US firm Hughes Hubbard & Reed LLP’s Latin America practice gained traction around 2005, initially through trade finance instructions in Brazil. The firm now has a much broader banking and finance record in Latin America, notably in relation to acquisition finance and project finance. It represents key lenders such as Banco do Brasil, Banco Santander, Banco Itaú, Bank of America, Bank of Tokyo Mitsubishi, BNP Paribas, Citibank, HSBC and Morgan Stanley. In addition, its client list features a number of high-profile Latin American borrowers. In 2012, the firm advised Banco Davivienda on its $801m acquisition of HSBC’s retail operations in Costa Rica, Honduras and El Salvador. The deal involved 136 branches with $4.3bn in assets and $2.5bn in loans. The firm also represented Banco do Brasil, Banco Itaú and Banco Votorantim on a $725m secured acquisition bridge loan facility for a US subsidiary of Iochpe-Maxion. A high volume of deals continues to come from Brazil, although the firm has closed a number of high-value transactions elsewhere. Colombia and Central America are also key regions of activity for the practice, as well as Peru, Uruguay and Mexico. It recently advised the Central Bank of Paraguay in connection with a currency swap agreement with the International Finance Corporation (IFC). The firm has a large contingent of Latin Americans within the team, including an especially large number of Brazilian nationals. Although much of the team is located in Miami, most are admitted to the New York bar. Key members of the team include co-chair of the financial services practice Amy Dulin, chair of the Latin America practice Freddie Goudie and finance partner Mark Denham. All are located in Miami.
Mayer Brown has a long history in the region, primarily advising lenders. It is best known for structured finance deals as well as project finance, with the mining sector being a particularly active segment for the practice in recent times. A broad variety of project financings in Peru, as well as a series of Mexican wind farm projects, have been notable for the department. Project bonds are another growing element of the practice. In 2012, it represented sponsor Acciona Energia on the $148.5m project bond financing of the Oaxaca II and the $150.2m project bond financing of the Oaxaca IV wind farm projects in Mexico. The deals were led by New York and Washington DC partner Christopher Erckert, who is a fluent Spanish and Portuguese speaker. He also headed the group that advised BNP Paribas, as arranger and placement agent, as well as Banco de Crédito del Perú and Banco Internacional del Perú as lenders, on the $527m financing of the Vía Parque Rímac toll road in Lima, Peru. Bank of America Merrill Lynch (BAML), HSBC, Citibank, Goldman Sachs and Banco de Chile are among its lender clients. Chicago partner and head of the Latin America practice Douglas Doetsch is a prominent figure in cross-border securitisations, structured credit deals and debt restructuring. New York-based Chris Gavin is also recommended for structured finance and securitisation. Fellow New York partner David Duffee is an experienced figure in syndicated bank lending and acquisition financing in Latin America, and Chicago partner James Patti is noted for structured finance and general lending.
Proskauer Rose LLP is making considerable progress in Latin America, most notably in Brazil. Clients commend the ‘fast response times’, and the ‘superior quality’ and ‘in-depth’ advice that stems from the fact that ‘the partners are always involved in the deals’. Clients acknowledge the firm’s ‘physical presence’ in Brazil, which has afforded it ‘vast knowledge of Brazilian economic peculiarities’. The firm continues to work on numerous trade finance transactions in Brazil, though its practice does extend elsewhere. A series of deals for Pacific Rubiales Energy in Colombia and elsewhere illustrates the standing of the firm throughout Latin America. In September 2012, the firm advised the Canadian listed oil and gas company on a $400m US dollar revolving credit facility and a $300m Colombian peso revolving credit facility. It also acted for a consortium of lenders in connection with the $328m refinancing of the Vitoria drillship. Acquisition finance is another key area of expansion for the practice, thanks largely to the firm’s growing presence in Latin American M&A. This includes a series of acquisitions by Brazilian auto parts manufacturer Iochpe-Maxion. Sao Paulo banking and finance partner David Fenwick is an ‘excellent negotiator’; ‘solution-driven’, he has ‘high commercial awareness’ and ‘standout knowledge of the Brazilian financial and capital markets’. He is also commended for ‘understanding the clients’ businesses’. Head of the Sao Paulo office Antonio Piccirillo ‘has been working in the area for a long time’ and as a result is ‘usually able to find solutions to accommodate conflicts and help get the deal through’. Fellow Sao Paulo partner Fabio Yamada is a ‘superb lawyer’, ‘very deal oriented’, ‘very hands-on’, and has a ‘good knowledge of the Brazilian market’. In addition, New York partner and head of the Latin America practice Carlos Martinez brings additional credibility to the highly respected department.
Simpson Thacher & Bartlett LLP continues to encounter growth in project finance, its core markets being Brazil, Chile, Peru, Colombia and Mexico. Much of the work centres on the energy and power industry, as well as port projects and mining projects. In 2012, a team led by eminent New York partner and head of the Latin America practice David Williams represented Abengoa on its $40m credit facility for the construction of a 220kV transmission line and electrical substation at the Encuentro Substation in the Antofagasta region of Chile. Williams is primarily focused on Chile, Colombia and Mexico. In Colombia, the firm represented electricity giant Termotasajero on a $315m project financing of a 161.6MW coal-fired power plant in San Cayetano. Recently, the team has appeared as borrower or sponsor’s counsel more frequently than lender counsel, though it retains a strong focus on lender clients. These include JPMorgan, Crédit Agricole, BNP Paribas, Goldman Sachs and Banco Santander. A growing flow of instructions from Goldman Sachs in the last two to three years, illustrates the team’s high standing. Borrower clients include Abengoa, Bevco, BRF – Brasil Foods, Central Térmica Roca, Empresa Nacional de Telecomunicaciones, and SCL Terminal Aéreo Santiago Sociedad Concesionaria. Aside from the previously mentioned Williams, the firm has a tight group of partners that are exclusively focused on the Latin America region. These include Sao Paulo and New York-based Todd Crider and Jaime Mercado, who are primarily focused on Brazil. New York partner Alan Brenner is also a key member of the team, though not entirely concentrated on Latin America. Seasoned figure Glenn Reiter has now retired as a partner, but remains available in the position of counsel to the firm.
Skadden, Arps, Slate, Meagher & Flom LLP has maintained its impressive momentum in Latin America primarily through its New York headquarters and its blossoming Sao Paulo office. It continues to represent a sizeable number of international lenders in their Latin America transactions and has built a more than respectable list of regional borrower clients. In November 2012, the firm represented Americas Mining Corporation, a subsidiary of Grupo México, on a $2.1bn senior secured credit facility. The firm has also advised giant Mexican baking company Grupo Bimbo in connection with a series of loans, including a €65m credit facility, a $1.5bn syndicated revolving credit facility as well as ISDA Master Agreements. Beyond Mexico the firm has experienced considerable success in Brazil, where it represented JPMorgan on a $1bn financing to Petrobras in April 2012. It has previously advised the bank on a major financing to Brazil’s Braskem, the largest petrochemicals company in South America. Clients highlight the ‘top-quality professionals’ that exist within the team, especially New York’s Alejandro Gonzalez Lazzeri, who impresses with his ‘capability’, ‘knowledge’ of the banking and finance sector as well as related areas, and ‘understanding’ of his clients’ legal needs and queries. While he has led many of the firm’s standout transactions in Latin America, he is supported by a number of highly capable practitioners such as New York’s Paola Lozano and Paul Schnell, the chair of the Latin America practice.
Sullivan & Cromwell LLP has a ‘good presence in project finance’ and financial institutions M&A, and its core group of partners having magnificent reputations and broad and multi-sector expertise. The ‘excellent’ firm is ‘one of the best’ in Latin America, according to clients. Since the financial crisis of 2008, the firm has experienced a steady flow of financial institution M&A instructions, as well as numerous matters related to financial institutions regulation, such as the Dodd-Frank legislation in the US. In February 2013, a team led by New York partners Sergio Galvis and Andrew Gerlach represented Bancolombia on its $2.1bn acquisition of HSBC (Panama); the largest ever foreign acquisition by a Colombian company. The firm also advised Banco Bilbao Vizcaya Argentaria (BBVA) on the sale of its pension and annuities businesses in Chile, Colombia, Ecuador, Mexico and Peru. Project finance is another core strength of the Latin America practice with New York partners John Estes, Christopher Mann and the aforementioned Sergio Galvis very much to the fore. The firm has been particularly active in the mining sector and primarily represents borrowers and sponsors. The team represented the sponsor Hudbay Minerals in connection with the financing of the Constancia copper project in Peru, which involved a $500m note offering. It also advised Minera Escondida Limitada in connection with a $600m facility to expand its single asset, the Escondida copper project in Chile. In addition, the firm has advised the project company on a $1bn financing of the $3bn Sierra Gorda copper-molybdenum project in Chile.
Arnold & Porter LLP has a long history of working with Latin American sovereign states and corporate borrowers and sponsors. Much of the recent focus has been on bilateral and syndicated loans, most notably in Brazil. The Latin America team has also been active in the regulatory environment, particularly matters involving US financial institutions regulation. The firm has counseled supraregional Panamanian bank Banco Latinoamericano de Comercio Exterior (Bladex) in connection with all US bank regulatory aspects of its banking operations, including its inaugural offshore investment fund and US investment manager. Previously the firm had advised Banco do Brasil on its acquisition of Florida-based EuroBank. The firm remains active in the sovereign and sub-sovereign space, especially in Brazil. In September 2012, it represented the State of Mato Grosso in Brazil in connection with a $478m credit and guarantee agreement with Bank of America. Later in the year it advised the State of Santa Catarina on a $726m loan from Bank of America. Washington DC partner Eli Whitney Debevoise, a regular adviser of sovereign entities, led on both deals. He also recently advised the Republic of Panama on a series of credit facilities with an aggregate value of $582m to finance the Panama metro project. Washington DC’s Gregory Harrington is another integral member of the practice and is an ‘excellent lawyer with a special ability to anticipate problems and solve them’. New York’s Juan Manuel Trujillo provides ‘straight-to-the-point advice’, and is praised for his ‘availability’, ‘practical business approach’ and ‘excellent response times’. Neil Goodman and Raul Herrera in Washington DC are also recommended, as is experienced counsel Stephen Double in New York. The broader team provides an ‘excellent service’, a ‘very good approach’, ‘short time responses’, and has ‘proven expertise in a wide variety of issues’.
Hogan Lovells LLP is commended for its ‘emerging markets financing department’ which is ‘best in class’ according to clients who indicate that the team has a ‘superior knowledge base to competitors’. The ‘excellent’ and ‘standout’ group provides ‘excellent response times’, ‘team management’ and is ‘exceptionally user friendly’, ‘commercial’ and ‘practical’. The firm is leading the way in relation to Latin American financings involving Chinese lenders, most notably in connection with infrastructure projects. It also benefits from its sizeable finance practice in Caracas, Venezuela, and the launch of a new Rio de Janeiro office will further consolidate its presence and standing in Latin America. In 2012, the firm represented Petróleos de Venezuela (PDVSA) in connection with a $1.5bn oil prepayment financing provided by Commercial Bank of China Limited (ICBC). It was the second ever prepayment financing by a Chinese bank and the first such transaction in Latin America. The group has advised PDVSA on a series of major transactions including a $1bn credit agreement with Credit Suisse to finance part of its modification and expansion of refining facilities in Puerto La Cruz, Venezuela. The firm also represented the Republic of Ecuador in relation to a $260m loan facility from the European Investment Bank (EIB) to finance the first metro line in the capital city, Quito. High-profile clients include PDVSA, Republic of Ecuador, Banco G&T Continental, Empresa Nacional de Energía Eléctrica (ENEE), and Recursos Naturales y Celulosas. Key members of the team include Caracas-based co-chair of the Latin America practice Bruno Ciuffetelli; fellow co-chair of the Latin America practice and Miami partner José Valdivia; New York partner Emil Arca who is praised by clients for his ‘user friendly’, ‘commercial’ and ‘practical’ approach; Miami partner and ‘very intelligent attorney’ Miguel Zaldivar; and Keith Larson in Washington DC.
Hunton & Williams LLP’s recent appointment to the legal panel of IDB should further expose the firm to Latin America financings. The firm already has an impressive mix of finance work in the region. It has a long history of working alongside major international and Latin American financial institutions such as Citibank and Banco Bilbao Vizcaya Argentaria (BBVA), as well as Banco Santander, Banco de Sabadell, Banco Internacional de Costa Rica, IFC and Bank of America Merrill Lynch. The firm has advised Citibank on a series of financings in Latin America, including corporate loans and syndicated financings in Peru and Honduras. In 2012, the firm represented Mitsubishi Corporation in connection with the acquisition, project financing and development of Mareña Renovables, a $1bn 396MW wind power generated project in Mexico. A large segment of the Latin American practice is located in Miami where it represents a large proportion of the financial services community that is engaged in Latin America transactions. This includes chairman of the department Fernando Alonso, Miami and New York-based cross-border finance expert Fradyn Suarez and ‘excellent’ Miami partner Fernando Margarit.
Jones Day is recommended by clients for mid-cap deals in the oil and gas sector. It is simply ‘better than other firms’, according to one client. The team is ‘extremely prompt’, provides ‘sound advice’, and has an ‘ability to handle contentious client issues in an amicable way’. New York partner James Salerno is singled out for praise thanks to his ‘personable’, ‘prompt’ and ‘on the ball’ approach, as well as always ‘prioritising clients’ projects’. New York associate Robert da Silva Ashley is also commended. The practice has a sizeable team in Mexico as well as a smaller group in Sao Paulo. Recent deals across the continent include the firm’s advice to Canacol Energy in connection with a $200m senior secured oil and gas reserves based credit facility for its subsidiary Canacol Energy Colombia to finance the acquisition, exploration, production and distribution of oil and gas assets in Colombia. The team also represented Standard Bank in connection with a $700m senior secured credit facility provided to Petersen Energia Inversora. Other key members of the team include Fernando de Ovando and Javier Martinez del Campo in Mexico, as well as Madrid partner Richard Puttré.
Latham & Watkins LLP has a mighty global reputation for project finance and this standing has enabled the firm to make significant inroads into Latin America. Mexico is a key jurisdiction for the team, with Brazil, Colombia and Peru also providing a steady flow of instructions. Central America is another area of notable growth. The team’s mandates are evenly split between lenders and sponsors/borrowers. The finance practice is also equally divided between project finance and corporate finance. Energy sector corporate finance has been a continuing theme for the department of late. IDB, a major lender into Latin America, has been a key client over the years. Other lender clients include Goldman Sachs, Deutsche Bank, Citigroup and Barclays Bank. On the sponsor side, the firm recently represented Grupo Rios (a Colombian family group) and Recaudo Bogota on a $180m senior secured project financing for the implementation, development and operation of a fare collection system for mass transit in Bogota, Colombia. It also advised Ospraie Special Opportunities Fund, Fermaca Global and Tarahumara Pipelines on the development and project financing of a 380km natural gas pipeline project that will transport gas from El Paso (Texas) to the Mexican Federal Electricity Commission’s power plants in Chihuahua, Mexico. Key partners include Antonio Del Pino and Christopher Cross in New York, as well as Washington DC partner John Sachs. New York partner Jonathan Rod and San Diego’s Sony Ben-Moshe are also important members of the team.
A ‘great option for Brazilian clients’ in particular, Linklaters LLP combines its global and regional expertise in banking, capital markets and infrastructure to provide a compelling offering to clients that are based in or have a strong connection to Latin America. The firm’s activities on hybrid deals involving banking and capital markets elements have been prevalent. In 2012, a team led by Michael Bassett represented Schahin Engenharia in connection with a $750m bridge loan and bond offering to finance the Sertão deepwater drillship project. Project bonds have been a key feature of the Latin America practice in recent times and the firm has completed a series of high-value drillship financings for regular client Schahin. In addition, the team has an active practice on behalf of ECAs and multilateral agencies. In financial institutions M&A, the firm was appointed by Citigroup to advise on the sale of the bank’s Brazilian non-banking credit card and consumer finance unit in a $1.38bn deal. The transaction was led by Alberto Luzárraga, who transferred from New York to head the firm’s Sao Paulo office in 2012. This coincided with the end of the firm’s formal association with Brazilian firm Lefosse Advogados, though the two continue to cooperate on a regular basis. Major clients include Schahin, BBVA, Banco Rabobank, Banco Itaú, Vetra Exploración y Producción Colombia, Ecopetrol, Credit Suisse, Bancolombia and Marfig. New York partner and co-head of the department Conrado Tenaglia and fellow New York partner Sabrena Silver are highly recommended. Experienced associates Matthew Poulter and Nilo Barredo are also key members of the team and provide additional senior firepower.
Andrews Kurth LLP’s Latin America practice centres on energy and infrastructure. It advises both lenders and sponsors, though on the lender side the firm largely represents multilateral agencies such as IDB. With a strong public finance team in Houston, a solid structured finance department in Dallas and more than respectable asset finance expertise across its US offices, the firm has a growing presence in Latin America. The firm has a particularly strong record in Central America, Argentina, Peru and more recently in Chile. The firm recently represented IDB in connection with a risk sharing facility for Chilean bank Banco de Crédito e Inversiones (BCI) to strengthen its microfinance business. It also advised IDB on a $260m loan to HSBC Bank (Panama). On the project finance front, it acted for AEI and Pattern Energy Group on the $245m project financing of Parque Eolico El Arrayan’s 115MW wind power project in Chile. Key partners include Washington DC’s Vera Rechsteiner, Doris Rodríguez in Houston and Paul Sève in Dallas.
Bingham McCutchen LLP has a buoyant Latin America finance practice, both in relation to lending and restructuring in key markets such as Brazil, Chile, Peru and Mexico. In addition, the practice has been active on behalf of bondholders in major restructurings in Venezuela. The firm’s primary client in Latin America is HSBC, though it works with a number of financial institutions in the region such as Goldman Sachs. It has closed sizeable deals for HSBC in Brazil, Peru, Mexico and Chile. The firm has also advised banks and other lenders on facilities ranging from $50m to $1bn to borrowers such as Codelco, Petrobras, Banco de Chile, Braskem and PEMEX. Clients commend the team’s ‘outstanding’ capabilities and responsiveness as well as ‘sound service’. The department is ‘very knowledgeable’, ‘efficient’ and is ‘as good as any other top-tier firm’, according to one client. New York partner and co-head of the Latin America practice Thomas Mellor, who ‘speaks in layman’s terms’, is singled out for his ‘knowledgeable’, ‘organised’ and ‘solution-oriented approach’. New York partners Timothy DeSieno and Michael Reilly are also recommended, as is Ulises Pin in Washington DC.
Greenberg Traurig, LLP has a sizeable Latin America practice, located primarily in Miami, though it has been building its presence in Mexico City since launching there in September 2011. Mexico has been the principal focus of the practice over the years, closely followed by Brazil, Colombia and to a lesser degree Argentina. Central America is another region of growth for the practice. The firm has an impressive history of working on secured and unsecured financings across Latin America and its project finance practice has been especially active in Mexico, Brazil and Ecuador in recent times. Clients include Citibank, Rabobank Nederland, Walton Street Capital, Concesionaria Vuela Compañía de Aviación and Compania Panamena de Aviacion (Copa Airlines). Key partners include Miami-based co-chair of the global energy and infrastructure practice Patricia Menéndez-Cambó, Miami partner Randy Bullard and Juan Manuel González in Mexico City.
Sidley Austin LLP’s Latin America practice advises many of the large global banks such as JPMorgan and Citibank, as well as Deutsche Bank and Bank of America Merrill Lynch. The team also represents a number of Latin American banks as well as a series of investment funds that are engaged in the financing of Latin America projects. Latin American borrowers complete the impressive client base. The firm has also augmented its credentials in the oil and gas sector with a new Houston office, that was opened in 2012, and this has led to significant growth in project finance instructions in Latin America. The Latin America team has been active in renewables projects thanks in part to the presence of Sergio Pozzerle in Houston. His renewables focused practice has been especially buoyant in Argentina, Brazil, Honduras Mexico and Peru. In trade finance, New York partner Alex Moon recently advised a Latin American/Spanish bank in connection with a $10bn pre-export financing to partially support a separate corporate restructuring. Houston-based project development and finance specialist Glenn Pinkerton also has plenty of experience in Latin America transactions, notably in Peru; and New York’s Andrew Quale is a seasoned expert on the region.
Uría Menéndez has a strong presence in Latin America, representing many of the most influential financial institutions in the region, including several major Spanish banks such as Banco Santander, Banco Bilbao Vizcaya Argentaria (BBVA) and Banco Sabadell. Other global banking clients include BNP Paribas, China Development Bank Corporation and Industrial and Commercial Bank of China, while local Latin American financial institutions also account for much of the practice. Banco de Crédito del Perú is one such example. The firm’s two primary markets are Mexico and Brazil, in part because of the size of the economies, but also because of where its clients are focused. In Brazil, the firm has remained active in project finance and cross border transactions involving Chinese entities. Much of the project finance practice relates to transactions involving Spanish sponsors, though of late its engagements have been more on the restructuring side than in new money deals. Clients commend the firm’s ‘outstanding’ service, its ‘high level of knowledge of the legal environment’ and ‘clear value-added work’. Madrid partner Eduardo Rodríguez-Rovira heads the department, which includes Beijing partner and Argentine national Juan Martín Perrotto, who is an ‘extraordinary’ lawyer. Banco Sabadell has brought the firm into a series of real estate transactions in recent years.