Index of tables
Banking and finance
Andrews Kurth LLP
Bingham McCutchen LLP
- Curtis, Mallet-Prevost, Colt & Mosle LLP
- Richard Cooper - Cleary Gottlieb Steen & Hamilton LLP
Glenn Gerstell -
Milbank, Tweed, Hadley & McCloy LLP
- Denise Grant - Shearman & Sterling LLP
Stephen Hood -
Davis Polk & Wardwell LLP
- Jeanne Olivier - Shearman & Sterling LLP
- Carlos Viana - White & Case LLP
David Williams -
Simpson Thacher & Bartlett LLP
Bank lending in Latin America is showing some signs of improvement, against the background of the diminishing impact of the global financial crisis and the immense demand for improved infrastructure and energy sources in the region. Growth in cross-border acquisitions has also led to an increase in international acquisition financings, particularly under New York law. While the influential European banks have retreated significantly from the market since 2008, they have been replaced by a multitude of other lenders including export credit agencies and multilateral agencies, as well as other international lenders such as Asia-based financial institutions. The recent dynamism in the capital markets, the slowdown in Brazil-based issuances notwithstanding, has also had implications for mainstream project finance, among other areas, with project bonds to an extent having replaced traditional financing structures. The overall demand for financing has sustained most of the international firms that are active in the market, and has in some cases encouraged them to expand their finance capabilities. With further market liberalisation coming in areas such as Mexico’s oil and gas industry, the portents are positive for international advisers.
Overall, there is an increased emphasis on the region among international firms. This is best illustrated by Holland & Knight LLP’s rapid assembly of a strong Latin America finance practice. In recent times it has hired prominent Latin America specialist Stephen Double as a partner from Arnold & Porter LLP and Norberto Quintana as a partner from Davis Polk & Wardwell LLP, both to its New York office. The firm also hired Miami-based aviation finance specialist J C Ferrer from K&L Gates, and key figure Boris Otto joined the firm’s Mexico City office from Chadbourne & Parke LLP. With the firm having established a physical presence in Mexico and Colombia, it is expected to become a major player in the Latin America region.
Cleary Gottlieb Steen & Hamilton LLP’s pre-eminence in the restructuring world has been put to good use in Latin America, with the firm featuring on a series of recent landmark and innovative transactions; it has blazed a trail in the Latin American restructuring field over many decades, and in recent times has further demonstrated its market-leading credentials. It acted for the ad hoc group of OGX bondholders in connection with OGX’s financial restructuring, bridge financing and DIP financing, a unique deal which involved the creditors converting some $5.8bn in pre-petition debt into equity in the company. A similarly challenging instruction came from Fintech, in relation to the restructuring of Vitro, Mexico’s largest glass maker. In Brazil, the firm handles a regular flow of refinancings and export prepayment loans for lenders and borrowers. In 2013, the team acted for Deutsche Bank in connection with Marfrig Alimentos’ $360m senior secured export prepayment facilities to JBS relating to JBS’ acquisition of Seara, Marfrig’s poultry division. The firm is best known for its borrower representation but also has an impressive roster of lender clients, including Goldman Sachs, Credit Suisse, Deutsche Bank, Citigroup and Bank of America Merrill Lynch. Mexico is the firm’s most active market, closely followed by Brazil, Peru and Chile. In Chile, the firm recently acted for Corporación Nacional del Cobre de Chile (Codelco) as borrower under four bilateral unsecured term-loan facilities with each of Bank of America, Export Development Canada, The Bank of Tokyo-Mitsubishi UFJ and Mizuho Bank. In the straight lending field, the firm advised the joint lead arrangers and bookrunners in relation to an $800m credit facility for Mexican financial institution Grupo Financiero Banorte. ‘Very experienced and fair’ New York partner Richard Cooper is an outstanding practitioner in relation to Latin America financings and restructurings. Also in New York, Chantal Kordula is another senior member of the team, and is close to several major lenders as well as Latin American borrowers such as Codelco in Chile and Grupo Bimbo in Mexico; and Duane McLaughlin and Amy Shapiro are also making an impression, particularly in relation to Mexico and Brazil transactions. Buenos Aires based Andrés de la Cruz is a further key figure.
Milbank, Tweed, Hadley & McCloy LLP is widely considered to be one of the premier players in the sector. It enjoys a particularly strong reputation for its work for lenders, with key clients including Bank of America, but also represents a number of prominent borrowers, among them Cementos Progreso, Cencosud, Companhia Siderúrgica Nacional (CSN), Gol Linhas Aéreas Inteligentes, Graña y Montero, National Steel and VRG Linhas Aereas. It has some of the best-respected and most senior lawyers in the Latin America banking and finance arena, spread across its New York and São Paulo offices. In 2013 it advised Bank of America on a $662m credit and guaranty agreement with the state of Maranhão, guaranteed by the Brazilian federal government, with Maranhão to use the proceeds of the ten-year loan to repay outstanding debt owed to the central government; this is one of several deals on which the firm has worked involving loans to Brazilian states. The team also advised Companhia Siderúrgica Nacional (CSN) and National Steel on the refinancing of National Steel’s $300m secured credit facility with Banco de Brasil. In Mexico, it advised Goldman Sachs International on a multi-tranche Mexican-peso-denominated $1.3bn secured financing for Concesionaria Mexiquense, a Mexican toll road concessionaire controlled by Spain’s OHL Group; and in Peru, it acted for engineering and construction company Graña y Montero in relation to a $150m syndicated financing arranged by BBA Securities. The firm further demonstrated the depth of its practice in terms of geographical reach and product coverage when it acted for major Chilean retailer Cencosud on its $1.2bn financing and bond issuance for the acquisition of a significant portfolio of assets in Colombia previously owned by French retail titan Carrefour. The firm is a market leader in project finance in the Latin America region, recently advising China Development Bank Corporation, Inter-American Development Bank and Corporacion Andina de Fomento on the $1.2bn development of El Dorado International Airport in Bogotá, Colombia. The practice is unrivalled in terms of its size and the standing of its senior members. These include project finance giants such as Washington DC partner Glenn Gerstell, who is best known for his work in the telecoms industry; New York partner and co-chair of the firm’s project finance team Jonathan Green; and New York partner Dan Bartfeld, who is a favourite with many of the most active lenders in the region. New York partner Carolina Walther-Meade is also recognised for project financings in the mining and oil and gas sectors. São Paulo partner and head of the Latin America practice Andrew Jánszky is also a key figure for banking and finance work, as are New York partners Marcelo Mottesi and Carlos Albarracín, who is ‘a pleasure to work with’ and ‘always quickly gets to what is important’.
Shearman & Sterling LLP has unsurpassed experience and senior expertise in its Latin America team. The firm’s longstanding presence in the region has given it exposure to all the key stages in the economic cycle, from sovereign restructurings to privatisations and ambitious infrastructure financings. It has a genuinely dynamic banking and finance practice throughout the region, and is well hedged against a drop in activity in specific jurisdictions. Most recently, Peru, Colombia and Mexico have been at the core of the practice, particularly in terms of acquisition and project financings. Mexico has been the source of several headline engagements; in December 2013, the firm acted for the banks in connection with a $1.25bn revolving credit facility for Petróleos Mexicanos (PEMEX). Acquisition finance instructions in Peru have been a notable trend for the team, which advised Citibank and Banco Itaú as lead arrangers of a $275m senior secured credit facility relating to Grupo Romero’s acquisition of Primax from Empresa Nacional del Petróleo. The firm has also attracted a number of significant mandates in Brazil, particularly in the trade finance field, recently advising SC International Macao Commercial Offshore as borrower and Bahia Specialty Cellulose as exporter on a $500m senior secured trade-related facility agreement agented by Mizuho Corporate Bank. Uruguay is another important market for the practice, notably in the area of wind farm financings; the team recently acted for Abengoa in connection with its non-recourse financing from IDB and Export-Import Bank of the United States for the Palmatir project. The department has a balanced mix of sponsor and borrower as well as lender clients, including most of the main multilateral lending agencies. Corporate borrower clients include Abengoa, JBS, Minera Frisco and Transelec, while financial institution clients include Citibank, BBVA, Bancolombia, Banco de Chile, Banco Nacional de Desenvolvimento Econômico e Social (BNDES), IFC and Grupo de Inversiones Suramericana (Grupo Sura). Clients praise the ‘excellent’ team as being ‘always available’, ‘on time’ and ‘accurate’. Denise Grant is ‘outstanding’, and particularly well-known for her work in Chile and Peru, as well as Colombia and Mexico. The team also features the immensely experienced and highly regarded Jeanne Olivier, who has been active in the market since the 1980s. Project finance specialists include the ‘very pragmatic’ Cynthia Urda Kassis and leading figure Gregory Tan. Robert Freedman is another important team member, and has been active on a series of renewables project financings.
White & Case LLP has an exemplary practice acting for Brazilian borrowers, as well as an outstanding lender client base. The firm is particularly well-known for its strong physical presence in Brazil and Mexico, in addition to its Latin America focused teams in Miami and New York. Over the last two years, it has completed a string of high-value and headline deals. In 2013 it advised the lead arrangers, BNP Paribas and Crédit Agricole, in connection with a $2bn revolving export credit facility for Brazilian mining giant Vale; this closely followed its advice to sponsors Braskem and Grupo Indesa and their joint venture project company Braskem Idesa in relation to the project financing of the $4.5bn Etileno XXI Petrochemical Complex in Mexico. Beyond its core markets of Brazil and Mexico, the firm advised Empresa de Generación Huallaga and Odebrecht Energia on the development, construction and project financing of the $1.2bn 406MW Chaglla hydroelectric power generation project in Peru. Other clients include Banco Santander, Bank of America Merrill Lynch, BBVA, Citibank, IFC, OPIC, Telefónica and Votorantim, together indicative of the strength of the firm’s reputation and the depth of its relationships in the region. The team has ‘very deep knowledge of project finance issues, business risks, lenders' credit criteria, and sponsors' commercial objectives’; ‘the overall level of service is excellent’, ‘drafting is top notch’, and work is often ‘delivered on an accelerated schedule’. Clients are impressed by the senior echelon of the team, with several partners capable of leading significant deals, as well as by its ‘junior partners and senior associates, who are able to carry significant weight in complex transactions’. Miami partner Carlos Viana is ‘exceptionally well versed in structuring and drafting issues and has a good command of the precedents, as well as sound commercial judgement’. Donald Baker in São Paulo is ‘one of the best’: ‘very pragmatic’, ‘very business oriented’ and ‘really focused on getting the deal done’. New York partner and project finance heavyweight Troy Alexander is ‘an experienced attorney’, and is notable for his work on Chilean power project financings. Washington DC based Victor DeSantis and Mexico partner Sean Goldstein also have fine reputations. Clients also commend the team’s ‘superior ability to function in Spanish, and its deep knowledge of local markets’.
Allen & Overy LLP is a major name in the project finance arena, bringing its global pre-eminence to the region primarily through its New York, Washington DC and São Paulo offices, and also has an established record in straight lending, acquisition finance and restructuring. In its core markets of Mexico, Brazil, Peru and Colombia, it represents some of the region’s major sponsors and borrowers, such as Vale; several of the region’s most active lenders, such as BNDES, HSBC and Crédit Agricole; and a range of ECAs and multilateral agencies, including IFC. The firm’s global footprint, expertise and resources are regularly brought to bear in Latin America. Its work for UKEF, BNDES, SMBC and Caixa Econômica in connection with the ongoing $18bn financing of 21 deepwater drill ships, majority owned by Sete Brasil Participações and to be leased to Petrobras, is co-led by Kevin Young in London, Robert Kartheiser in New York and Bruno Soares in São Paulo; the transaction brings together the firm’s expertise in maritime offshore and oil and gas matters, its New York law capabilities and its local presence in Brazil, including Soares’ relationships with local banks. In the offshore oil and gas space, and particularly offshore drill ship and FPSO matters, the firm is a clear market leader. Power is another key sector for the firm, and in 2013 it advised Grupo México and México Generadora de Energía (MGE) on a $575m project bond to finance the development, construction ownership, operation and maintenance of a two-unit, combined-cycle, gas-fired electrical power facility in Mexico to service affiliated mining operations; the project bond was a further illustration of the firm’s cross-practice expertise, with New York capital markets partner and co-head of the Latin America practice Cathleen McLaughlin working alongside Kartheiser and New York project finance partner Dorina Yessios. In 2013, Soares also led a team advising BTG Pactual YS Empreendimentos e Participações on a $366m term loan facility from The Bank of Tokyo-Mitsubishi UFJ and Sumitomo Mitsui Banking Corporation, the deal also involving a $272m indenture in relation to the acquisition of Globenet Cabos. Clients commend the ‘great business acumen’, ‘good service’ and ‘industry knowledge’ of the small team in São Paulo, and also applaud the Latin America practice’s ‘in-depth knowledge’ and ability to get ‘straight to the point’. Kartheiser gets ‘really involved in the deal’, and is ‘very easy going’.
Chadbourne & Parke LLP has a wide-ranging Latin America banking and finance practice with a particularly strong record in Brazil and Mexico and an active practice in Colombia, Peru, Chile and Uruguay. With an even emphasis on company and bank side representation, the firm’s natural market is the mid-cap space, on the structured side. Clients include Citibank, Deutsche Bank, ING Bank, Credit Suisse, Banco Azteca, Corporación Andina de Fomento (CAF), Export Development Canada, Paranapanema and Vale. In São Paulo, the firm has a particularly strong record in trade finance matters in the commodities, chemicals and agricultural sectors. In 2013 it acted for FMO in connection with a $250m structured A/B pre-export finance facility to Argentine grain exporter Nidera. Clients highlight the firm’s expertise in ‘pre-export finance facilities’, and praise its ‘highly competent’ approach in terms of ‘content’ and ‘deal co-ordination’ across various jurisdictions. It is commended for its ‘implementation’, ‘responsiveness’, ‘quick turnaround’ and ‘value for money’, and is also noted for its clarity on fee arrangements. São Paulo partner Charles Johnson is recommended for straight banking and finance matters, including pre-export financings and structured credits; he is ‘particularly proficient at dealing with different stakeholders’, and delivers ‘highly competent advice’. Fellow São Paulo partner Daniel Spencer is highly regarded for structured finance and project finance, and has a particularly strong reputation for Peru-related transactions, including wind farm financings. In 2013 he acted for Grupo Cobra and Grupo Terra as sponsors in connection with the international offering of $132.8m to finance the construction of the 223MW cold reserve Eten power plant in Peru; the deal was the first international greenfield project bond offering in Latin America. Silvia Fazio in São Paulo is a regular adviser to Brazilian banks, and has extensive cross-border finance experience. In New York, Marc Rossell is known for his expertise in deals at the intersection between traditional bank lending and securities, particularly project bonds and securitisations. Margarita Oliva joined from Allen & Overy LLP in January 2013, while former managing partner of the Mexico City office Boris Otto is now with Holland & Knight.
Clifford Chance continues to operate a dynamic Latin America banking and finance practice, primarily from its São Paulo and New York offices. The firm is active in relation to increasingly sophisticated products such as new forms of trade finance, derivatives and acquisition finance, and remains heavily involved in drilling rig financings in Brazil. In 2013 it advised Sumitomo Mitsui Banking Corporation, The Bank of Nova Scotia, Standard Chartered, Banco Bradesco and Citibank on a $1.25bn capital call facility for Sete International to finance the construction of 28 ultra-deepwater drilling rigs to be chartered to Petrobras. With a large and credible presence in São Paulo, the firm has developed relationships with prominent Brazilian sponsors such as Odebrecht and Electrobras, and these clients are increasingly active not only at a domestic level but also throughout Latin America and overseas. In 2013, the firm advised Odebrecht and Technip on a series of drilling rig financings. In Uruguay, the firm has built a leading reputation in the renewables space with a series of wind farm financings. It is also well positioned in the project bond sector, particularly in Peru. It is well known for its close links to ECAs and multilateral agencies, among them Export-Import Bank of the United States (Ex-Im Bank), Inter-American Development Bank (IDB), International Finance Corporation (IFC) and Corporación Andina de Fomento (CAF); these relationships are primarily led from the firm’s Washington DC office. The firm recently advised a number of multilateral agencies on the $1.4bn financing of a hydroelectric plant in Costa Rica. It is a leading player in Latin America aircraft finance, for clients such as Banco Nacional de Desenvolvimento Econômico e Social (BNDES) and LATAM, the Latin American airline. Key international lender clients include Citibank, Credit Suisse, UBS, and BBVA. Clients commend the ‘great’ team’s ‘fast responses’, ‘clear answers’, ‘knowledge’, ‘client-friendly’ approach; it is ‘extremely good value for money’. São Paulo partner Chris Willott is ‘fully committed’ and ‘dedicated’ to clients, and ensures that legal documentation functions ‘seamlessly’ across multiple jurisdictions. Jay Gavigan is an influential figure in New York, particularly in relation to Latin American acquisition finance and project finance transactions. In Washington DC, seasoned figure Chris McIsaac is a leader in the project finance arena, with support from Catherine McCarthy and Fabricio Longhin; the latter is a native Spanish speaker and spends much of his time in Latin America. In aircraft finance, Geoffrey White has a fine reputation, while capital markets partner Alejandro Camacho is a key figure on project bonds. Capital markets and finance specialist Isabel Carvalho has joined Hogan Lovells’ São Paulo office.
Davis Polk & Wardwell LLP runs its Latin America banking and finance practice out of New York and São Paulo, and is close to numerous international financial institutions as well as local and regional banks in the region, particularly in Brazil. It has also built a very impressive list of sponsor and borrower clients in Brazil and throughout Latin America. Clients include Citigroup, JP Morgan, Morgan Stanley and Santander, as well as Cosan, Odebrecht and Sete Brasil. Growth in acquisition finance instructions has been a key theme for the firm, which has tapped into the expertise it has garnered from private equity transactions in the US and worldwide. In 2013 it advised JP Morgan, one of its cornerstone global clients, on a $625m bridge credit agreement to finance the acquisition of Companhia de Bebidas Ipiranga by a subsidiary of Embotelladora Andina, the second-largest producer of Coca-Cola drinks in Latin America; and also advised JP Morgan and Morgan Stanley on a $300m bridge credit facility for Brazilian steel producer Gerdau. In São Paulo, the firm is active in infrastructure project financings in Latin America, including new concessions for airports and roads; and is also a major name for offshore oil drilling rig financings in Brazil. It advised Sete Brasil Participações in connection with a $1.25bn facility to finance the ongoing construction of 21 ultra-deepwater drilling rigs, having previously assisted Sete Brasil in relation to two similar bridge loans for the same purpose. Elsewhere, the finance practice has drawn on the firm’s market-leading capital markets capabilities to handle a series of landmark project bond transactions. Key partners include the immensely experienced and highly regarded Stephen Hood in São Paulo, who is a leading figure in drill ship and drilling rig financings. At a less senior level, James Vickers is also making an impression in São Paulo. New York partner James Florack has an eminent record in significant Latin American financings for major international lenders, while Manuel Garciadiaz in São Paulo has a strong practice straddling finance and capital markets. New York partner Joseph Hadley is also recommended. Project finance expert Waide Warner has retired as a partner, but remains with the firm as a senior counsel.
Hughes Hubbard & Reed LLP has a substantial Latin America practice, most notably out of its sizeable Miami office, and the growth in cross-border financings has worked in favour of the firm, which has actively targeted the region for some ten years. It represents a series of major lenders on financings to first-, second- and third-tier borrowers in Latin America, with transactions ranging from unsecured and lightly secured facilities to heavily structured financings. Major clients include Banco Santander, Citibank, Mizuho Bank and several other Japanese banks, as well as French banks such as BNP Paribas and Crédit Agricole. Brazil remains its most active jurisdiction, followed by Colombia, Peru, Mexico and the Central American region, and the firm has also closed deals in Uruguay, Paraguay and Chile. It has a significant market share of large syndicated loans connected to Brazil, and is also notable for its expertise in Brazilian trade finance matters. In 2013 it advised a syndicate of banks in relation to a $500m senior secured trade-related facility for the Brazilian producer and Macao trading subsidiaries of Sateri International Group. Beyond its mainstream lending practice, the firm has a niche in aircraft finance work for airlines and lenders, in 2013 advising Latin American carrier Avianca on the ECA-supported financing of 15 ATR 72-600 aircraft subject to a purchase agreement with Avions de Transport Regional. The ‘responsive’ and ‘knowledgeable’ team is noted for its capabilities in ‘cross-border loans to Latin American companies’, and is ‘one of the best in the area of trade-related loans’. Co-chair of the financial services practice Amy Dulin is ‘very experienced’, ‘professional’ and ‘proactive’, and ‘gets very involved in the execution of deals’. Chair of the Latin America practice Federico Goudie is well-known in the region and is close to a number of Latin American banks and corporates. Mark Denham, Jeffrey Tenen and counsel Israel Sanchez are experienced figures in aviation finance. All the lawyers mentioned above are based in Miami.
Mayer Brown remains one of the major international players in Latin America. For years it has successfully targeted the key Latin America markets, although in recent times it has also gained a reputation for transactions emanating from less developed markets such as several Central American states. It is prominent in Colombia and Peru, and has ‘good banking relationships’ with clients such as Bank of America Merrill Lynch, HSBC and Citibank. Structured finance is a key strength of the firm globally, and it has applied this expertise to the Latin America market with considerable success. Other areas of expertise include project finance, particularly mining sector financings and wind farm projects. New York and Washington DC partner Christopher Erckert, a fluent Spanish and Portuguese speaker, has worked on a series of project bonds, most notably in Peru. In April 2014, he and New York partner David Bakst advised BNP Paribas and HSBC as underwriters on a $432m project bond issuance by Abengoa Transmisión Sur, the project relating to the design, construction, development, ownership and operation of a transmission line which will deliver power connectivity from Lima to south-western Peru. Chicago partner Douglas Doetsch heads the Latin America practice and co-heads the global banking and finance practice, and is a prominent name in Latin America related structured finance transactions and securitisations. In November 2013 he advised Citigroup and Bank of America Merrill Lynch as underwriters on the $450m Rule 144A/Reg. S bond offering of airline ticket receivables by the Chile-based LATAM Airlines Group. New York partner David Duffee is recommended for syndicated bank lending, acquisition financing and restructurings in Latin America, along with Chicago partner James Patti for general lending and structured finance.
Proskauer Rose LLP’s representation of many acquisitive companies in Latin America has led to substantial growth in terms of acquisition finance mandates. Major clients include Toronto-headquartered petroleum exploration and production giant Pacific Rubiales Energy, which focuses on Colombia and Peru; in 2013 the firm advised it on a $100m uncommitted credit facility from Bank of America. Syndicated lending, project finance and trade finance are also burgeoning areas for the practice, which is led from New York and São Paulo. In Brazil, the firm has seen an upswing in straight lending and export prepayment financings. It advised Banco Rabobank International Brasil, a key client in São Paulo, on a $250m export prepayment finance agreement with Brazil’s Grupo André Maggi, the world’s largest private producer of soybeans. The firm also advised Brazilian steel and iron ore company Companhia Siderúrgica Nacional (CSN) in connection with a $100m pre-export finance facility agreement with Mizuho Bank. São Paulo partners Fábio Yamada and Antonio Piccirillo are particularly active in this area; Yamada is ‘super hands-on’ and is noted for his ‘understanding of the Brazilian market and legal framework’, being Brazil qualified and having practised as a Brazilian attorney for many years. Piccirillo has ‘deep knowledge of cross-border finance transactions in Latin America’. Having a well-established São Paulo office has assisted the firm in successfully targetting increasingly influential Brazilian financial institutions such as Banco BTG Pactual, Banco Votorantim and Itaú Unibanco/Banco Itaú. Dual UK/US-qualified David Fenwick, who is a ‘very strong’ lawyer, completes a powerful senior echelon in São Paulo. New York partner and head of the Latin America practice Carlos Martinez brings additional depth to the team, and has excellent connections with Latin American corporate borrowers. Clients appreciate the amount of time which partners dedicate to each engagement, recognising that ‘a senior team’ is always present on transactions. The practice is ‘outstanding’, ‘responsive’, ‘knowledgeable about the industries related to transactions’, ‘highly experienced in the Brazilian banking and finance market’, and ‘good value for money’.
Simpson Thacher & Bartlett LLP has a core group of Latin America specialists covering M&A, capital markets, banking and finance, and projects. The well-established and highly acclaimed team is mainly based in New York and São Paulo, and is particularly active in the key markets of Brazil, Chile, Peru, Colombia and Mexico. It is particularly well known for energy and power financings, and mining and port projects. The firm’s longstanding commitment to the region is illustrated by its healthy list of borrower and sponsor clients, among them Abengoa, Bevco, BRF – Brasil Foods, Concesionaria Mexiquense (Conmex), Empresa Nacional de Telecomunicaciones, SCL Terminal Aéreo Santiago Sociedad Concesionaria, and Termotasajero. In January 2014, the firm advised Conmex on its headline $1.4bn debt refinancing. On the acquisition finance side, it has an impressive record on outbound acquisitions by Chilean entities, and in November 2013 it advised a consortium of lenders on $600m bridge financing for Chile-based CFR Pharmaceuticals’ proposed $1.2bn acquisition of South Africa’s Adcock Ingram. Project finance is another area of considerable strength for the practice. In head of the Latin America practice and New York partner David Williams, the firm has one of the most highly regarded names in the market. He is supported by the eminent Todd Crider and also Jaime Mercado, who both divide their time between São Paulo and New York. The São Paulo office was recently boosted by the promotion of Grenfel Calheiros to the partnership, and New York partner Alan Brenner provides further specialist banking and finance expertise.
With a ‘strong’ team, Skadden, Arps, Slate, Meagher & Flom LLP ‘has made a push’ in banking and finance, and is particularly recognised for its expertise in acquisition financing. Its well-established Latin America practice covers most of the key markets in the region, from the firm’s New York headquarters and its flourishing São Paulo office. The latter was further enhanced by the arrival of Mathias von Bernuth in 2013 from Shearman & Sterling LLP. The firm has successfully leveraged in Latin America its bank relationships and its reputation among international lenders. In October 2013 it advised HSBC Bank, Mizuho Bank and Bank of Tokyo Mitsubishi UFJ on a $1.5bn syndicated credit facility and Banamex on a $500m bilateral credit facility, in relation to Coca-Cola FEMSA’s acquisition of SPAIPA Industria Brasileira de Bebidas, Brazil’s second-largest Coca-Cola bottler. Also in the acquisition finance space, it acted for Banco Itaú BBA, Citigroup and Natixis as lead arrangers of a $600m seven-year term loan to private equity firm Advent International, to finance its $1.1bn acquisition of a 22% stake in Oleoducto Central, an operator of a crude oil pipeline and oil terminals. In project finance, the firm was instructed in relation to the largest solar plant project in Latin America and the first utility-scale photovoltaic project in Mexico, advising Corporación Aura Solar and Gauss Energía on the financing of the construction and development of a 38.6MW greenfield photovoltaic power plant near La Paz. Highly regarded New York partner Alejandro Gonzalez Lazzeri is a genuine Latin America financing specialist, and leads on most of the firm’s key transactions in the region. Also recommended in New York are Paola Lozano and chair of the Latin America practice Paul Schnell.
Sullivan & Cromwell LLP is well known for its expertise in acquisition finance, bank regulatory matters, financial institutions M&A, and project finance. Clients and competitor firms recognise that its ‘sophisticated’ Latin America team operates ‘at a higher level’, having genuine influence within the region and ‘high-level relationships’ with international regulators. It has a dominant position in financial institutions M&A, recently advising Bancolombia on its $2.1bn acquisition of HSBC (Panama) and its subsidiaries in what was the largest-ever acquisition by a Colombian company outside its home jurisdiction. The firm also advised Ally Financial on the $4.2bn sale to General Motors Financial Company of its operations in Europe and Latin America, as well as its share in a joint venture in China; acted for Ally on the $865m sale of its Mexican insurance business, ABA Seguros, to the ACE Group; and continued to advise BBVA on a series of asset disposals around the region. In acquisition finance, the group recently advised Colombia’s Cementos Argos on a $600m unsecured term loan to finance its acquisition of Vulcan Materials’ Florida cement and concrete business. In project finance, the firm has an outstanding record in key sectors such as oil and gas, and infrastructure, and has recently been particularly active in the mining sector, with recent work including acting for HudBay Minerals Corporation as sole sponsor on the financing of the Constancia copper project in Peru. The team includes New York partner and head of the Latin America practice Sergio Galvis, who is one of the most prominent names in the market. He is supported by major figures such as Christopher Mann and John Estes, also in New York.
Arnold & Porter LLP has an association with Latin America extending back over decades, and is widely known for its representation of sovereign states such as Brazil, Panama, El Salvador and Venezuela, as well as a range of sub-sovereign entities in the region. It recently advised the State of Maranhão as borrower and the Federative Republic of Brazil as guarantor on a $662m cross-border loan used to repay internal debt owed to the Brazilian federal government and subsequently securitised. The firm also acted for two other Brazilian sub-sovereigns, the State of Mato Grosso and the State of Santa Catarina, on significant credit agreements back in 2012. Washington DC partner Whitney Debevoise led on all three deals and is widely recognised for his sovereign work in Latin America. On the banking side, the firm represents a number of major Latin American financial institutions, including Banco Credit Suisse (Brazil), Banco de Crédito del Perú, Banco do Brasil, Banco Espirito Santo (Brasil), Itaú BBA & Itaú Unibanco, Central Bank of Brazil, and Banco Votorantim. The Latin America team is also known for its expertise in bilateral and syndicated loans, particularly in Brazil, and is a key player in the regulatory field, particularly in an advisory capacity on US financial institutions regulations. The Latin America finance practice includes Neil Goodman, who is known for his work in Venezuela and Argentina; and fellow Washington DC partners Gregory Harrington and Mark Stumpf, who between them have a particularly strong record in Brazil, Peru, Venezuela, Colombia and Panama. Former New York counsel Stephen Double joined Holland & Knight LLP in 2013.
Hogan Lovells’ already strong connections to the Latin America region were further cemented by the launch of a São Paulo office in January 2014. This sits alongside an office in Rio de Janeiro, which opened in 2013, and a well-established branch in Caracas, Venezuela, with the firm’s Miami and New York offices also integral to the Latin America practice. In São Paulo, the firm recruited Isabel Carvalho, a capital markets and finance specialist, from Clifford Chance. With its longstanding presence in Venezuela, the firm has an impressive record in financings relating to the jurisdiction. It is also at the forefront of Sino-Latin financings, particularly Chinese investments in Latin American infrastructure projects, and is known for its structured finance expertise in the region. One of its major clients over the years has been Petróleos de Venezuela SA (PDVSA), which it has advised on a series of transactions; examples include, in 2013, a $1bn loan from Russia’s Gazprombank to develop infrastructure and increase production at the Petrozamora oil project, and, in 2012, a $1.5bn oil prepayment facility provided by Commercial Bank of China Limited (ICBC). In 2013, the firm also advised regular client the Republic of Ecuador on a $313m agreement between Export-Import Bank of China (Chexim) and the Ministry of Finance of Ecuador. Other clients include Banco G&T Continental, Empresa Nacional de Energía Eléctrica (ENEE), Refinería del Pacífico Eloy Alfaro, Standard Chartered Bank and Banco Industrial. Caracas-based co-chair of the Latin America practice Bruno Ciuffetelli is a key figure on Venezuela transactions, particularly those involving PDVSA, and the firm has a substantial finance team in that office. Miami partner José Valdivia, who co-chairs the Latin America practice, is also a prominent practitioner in the region.
Hunton & Williams LLP’s concerted endeavours in the banking and finance arena are being rewarded. Since it was appointed to the panel of IDB, it has received a series of important loan instructions from the multilateral agency involving a variety of Latin American jurisdictions, with much of the work relating to lending activities to financial institutions. The Latin America practice has also worked with new client MetLife on a series of transactions, including its $182m financing of the acquisition by a Mexican real estate investment trust (FIBRA) of a portfolio of 39 commercial real estate properties in Mexico. Citibank, BBVA, Promerica Financial Corporation and Bank of America Merrill Lynch are also regular clients, and Mexico, Brazil, Peru and Colombia are key markets for the practice. The firm has a sizeable team in Miami, where several financial institutions with links to Latin America are building up their own resources. The Latin America team features numerous native Spanish speakers, including three partners who work in Spanish. Clients applaud the team’s ‘full understanding of deals’, ‘high-quality work’, ‘timely’ responses, and delivery of ‘extraordinary results’. Key partners include chairman of the department Fernando Alonso; and Fradyn Suarez, who has ‘extensive experience in Latin American deals’, is ‘fluent’ in Spanish, is ‘familiar’ with Mexican law and the laws of other Latin American jurisdictions, and has extensive experience with multilateral agencies. Fernando Margarit has had considerable success in Panama and Costa Rica project financings. Alonso, Suarez and Margarit are all based in Miami.
Much of Jones Day’s Latin America finance practice centres on New York law governed cross-border financings, for borrowers such as upstream oil and gas and exploration companies. Its work in 2013 included advising Canacol Energy on a $140m senior secured term loan credit facility for itself and its wholly owned subsidiary Canacol Energy Colombia, provided by a consortium of banks led by Credit Suisse. On the lender side, it advised Standard Bank in relation to a $400m senior secured oil reserves based revolving credit financing for the oil and gas exploration, production, and acquisition activities of Petrominerales, the Latin American oil and gas company. Clients praise the firm’s expertise in New York and UK law, its ‘experience’ in Latin America, and the linguistic abilities of many key team members. James Salerno is the firm’s key figure for Latin America finance in New York, along with associate Robert da Silva Ashley. Richard Puttré, who now heads the firm’s new Miami office, is an immensely experienced figure in Latin America project finance. New York partner Wade Angus is also recommended by clients.
Latham & Watkins LLP is a major presence in leveraged financings, particularly on the lender side, and has strong relationships with prominent borrowers and major lenders. Goldman Sachs is a regular client, as are Citigroup, Deutsche Bank, IDB and Barclays. On the borrower side, it advises Fermaca Global, Grupo Aje, Ice Canyon, Ospraie and TIP de Mexico. The firm has an outstanding private equity practice, and represents a number of private equity firms and their portfolio companies in Latin America. Project finance is another core component of the banking and finance practice. In 2013, the firm advised a sponsor group led by Colombian family group Grupo Rios and Recaudo Bogotá in connection with a $180m senior secured project financing for the implementation, development and operation of a fare collection system for the mass transit system in Bogotá, Colombia. Aside from leveraged and project finance, the firm advises on a healthy flow of mainstream finance, term loans and revolving facilities for long-term clients in the region. Antonio Del Pino and Roderick Branch are key players for banking and finance, with Christopher Cross playing a key role on the project finance side. Washington DC partner John Sachs is also a prominent member of the team, and has worked on a range of deals for IDB.
Linklaters LLP continues on its upward trajectory in the Latin American banking and finance arena. It represents an impressive number of corporate borrowers across the region, and is consistently adding to an already substantial lender client portfolio; BanBif, Masisa, ICBC, Corporación Andina de Fomento (CAF), and Scotiabank Peru are among its new clients, and it also acts for Marfrig, Schahin, Intesa Sanpaolo, Banco Itaú, Rabobank, Credit Suisse and Bancolombia. In 2014 it advised CAF on a $237m A/B structured loan to Pan American Energy; and it continues to advise Brazil giant Marfrig on a range of transactions including export prepayment financings. The firm also acted for Itaú Unibanco and Banco Itaú in relation to a $100m credit facility to Ecuadorian oil and gas joint venture company Pardaliservices, in what was one of the few large international financings to have involved Ecuador in recent times. The team is ‘professional’, ‘experienced’ and ‘very responsive’, and is also noted for its ‘high level of service’ and its efforts to deploy bilingual attorneys on any given transaction. Sabrena Silver provides ‘strategic solutions’ and is ‘business oriented’, and Michael Bassett is a ‘great lawyer’, a ‘preferred team leader’ and a regular adviser to Schahin; both have a lengthy and illustrious track record in the region. Conrado Tenaglia, an Argentine national, co-heads the Latin America practice and is an eminent figure in both capital markets and finance, bringing a ‘wealth of experience’ to transactions. He is regularly supported by newly promoted partner Matthew Poulter, who is ‘very knowledgeable’ and ‘always promptly available’. Associate Nilo Barredo is ‘hardworking’ and ‘detail oriented’. All the lawyers named are based in New York.
Andrews Kurth LLP has built on its renowned energy sector credentials to advise on a range of energy and infrastructure financings in Latin America. The practice is evenly balanced between sponsors and lenders, with an emphasis on multilateral agencies on the lender side, and has assisted IDB on a multitude of financings in the region. In 2013 it advised the agency on a $200m senior loan facility to Banco Itaú BBA for the financing of a range of green projects across several South American jurisdictions. Key figures in the team include Washington DC based Vera Rechsteiner, Doris Rodríguez in Houston, and Paul Sève in Dallas.
Bingham McCutchen LLP has a fine presence in lending and restructuring matters, in key markets such as Mexico, Peru and Chile and, particularly, Brazil. The practice was recently reinforced by the arrival from Arnold & Porter LLP of New York partner Juan Manuel Trujillo, who is ‘remarkably competent’, ‘diligent’, ‘hands-on’, and has ‘very timely foresight’ and ‘knows Latin America’, especially the key markets. The firm’s main lender client remains HSBC, which it continues to advise on a variety of transactions, most notably in Brazil. The team has also worked on a series of headline matters on the restructuring side, an area in which the firm has a leading global reputation for its work on behalf of bondholders. ‘Excellent professional’ Timothy DeSieno is very active for Latin America based clients, and fellow New York partner and co-head of the Latin America practice Thomas Mellor is also highly rated for lending transactions; he is ‘extremely competent’ and ‘knowledgeable’. Clients commend the team’s understanding of and adaptability to the ‘particularities’ of different jurisdictions in the region.
Curtis, Mallet-Prevost, Colt & Mosle LLP has solid connections to a number of major borrowers and sponsors in Latin America, including several state-owned enterprises in Mexico and Venezuela for which it handles a multitude of financing transactions. Much of its work is focused on the oil and gas industry, ranging from classic acquisition finance transactions to major project financings. New York partner and co-chair of the finance group David Bayrock is a key figure on Latin America financings, along with fellow co-chair Daniel Lenihan and Javier Jiménez in Mexico City. A further office in Buenos Aires is indicative of the firm’s commitment to Latin America.
Greenberg Traurig LLP primarily represents borrowers and issuers in Latin America. The firm has flourished in the area of M&A, and with the recent upsurge in transactions in Latin America, the finance practice has been particularly active in acquisition financings as well as infrastructure financings. Telecoms, energy and transportation are key sectors for the practice. The team is principally located in Miami, and covers key markets such as Mexico, Brazil, Colombia and Chile, as well as Central America. Recommended individuals include Patricia Menéndez-Cambó, who co-chairs the global energy and infrastructure practice; Miami partner Randy Bullard, who is an expert in acquisition finance and straight lending; and Juan Manuel González in Mexico City. Miami partner Carl Fornaris, who co-chairs the financial regulatory and compliance practice, is also an important member of the team.
Sidley Austin LLP acts for a variety of Latin American banks on deals with an international component, particularly in the Dominican Republic, Peru and Colombia; Banco Multiple León and Banco Internacional del Perú are two examples, with Corporación Andina de Fomento (CAF), Citibank, BPD Bank, Aluar Aluminio Argentino and Grupo Popular also featuring on its impressive list of clients. The firm recently advised multilateral finance agencies CAF and IDB in connection with their investment in private equity fund AGF Latin America, an investor in Latin American agribusiness. The firm is recommended for regulatory and compliance matters as well as for a broad range of financing transactions; an ‘excellent’ team, it attracts particular praise for its ability to ‘navigate the complex US legal and regulatory environment’. New York based senior counsel Andrew Quale is a prominent figure in Latin America, and is commended for his ‘level of dedication’, ‘attention to detail’, ‘depth of knowledge’, and ‘experience’. The firm also fields a ‘strong team of highly qualified specialists in other fields’, with other key figures including New York based Carlos Rodriguez, who is a prominent figure in the structured finance and securitisation arena; and fellow New York partner Alex Moon, who is well-known in the trade finance sector. In Houston, Sergio Pozzerle and Glenn Pinkerton are key team members for project finance in Latin America; Pozzerle has a leading reputation for renewable energy project financings, and Pinkerton is recognised for his oil and gas expertise.
Uría Menéndez’s activity has been focused on the restructuring arena in recent years, owing to the reluctance of Spanish lenders, following the financial crisis, to provide fresh money to the Latin American region. The firm represents major Spanish banks including Banco Santander, BBVA and Banco Sabadell, and recently advised a syndicate of banks including BBVA and Banco Santander México on the $210m restructuring of the credit facilities of Grupo Playa. The firm has also focused on Chinese banks as they increase their lending activities in the region. It recently advised China Development Bank and Industrial and Commercial Bank of China (ICBC) on a $1.2bn loan to Telefónica Europe for the acquisition of telecoms equipment for its subsidiaries primarily located in Latin America. The team is noted for its broad capabilities, ranging from ‘highly complex structured or project finance deals’ to ‘ordinary regulatory banking matters’. An ‘outstanding’ and ‘top-of-the-list’ team, it provides a ‘top-notch service’ in a ‘personalised manner’, and is ‘responsive’, ‘cost-efficient’ and ‘business oriented’. Madrid partners Eduardo Rodríguez-Rovira and Carlos de Cárdenas and Barcelona partner Javier Valle Zayas are praised for their ‘deep industry knowledge’, ‘acquaintance with local culture’ and ‘availability’. Beijing partner Juan Martín Perrotto, an Argentine national, is also a key figure in the practice.