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Clifford Chance

31 WEST 52ND STREET, NEW YORK, NY 10019-6131, USA
Tel:
Work +1 212 878 8000
Fax:
Fax +1 212 878 8375
Email:
Web:
www.cliffordchance.com

United States

Real estate
Real estate - ranked: tier 4

Clifford Chance

Clifford Chance is ‘excellent in all respects’ and the ‘service-oriented and responsive team’ takes ‘real ownership over each matter, thinking several steps ahead in a way that allows the client to achieve excellent results in negotiations’. The firm is particularly noted for the strength of its cross-border transactional practice and regularly acts for non-US entities in their real estate activities including joint ventures, sales and acquisitions. In a recent highlight, the team advised YES! Communities on several matters, including the consolidation of its three portfolios, the formation of a new joint venture and the establishment of four credit facilities totaling $1.3bn. The group also acted for Madison International Realty in its $1.3bn purchase of a portfolio of 14 retail properties in New York, and advised Almanac on its $380m investment into a joint venture with Westcore Properties to acquire and develop a portfolio of industrial and office properties across the US. The practice is chaired by New York-based Ness Cohen, who is ‘extremely knowledgeable and talented’ and ‘has an excellent grasp of the law in all relevant areas’.

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United States: Dispute resolution

Corporate investigations and white-collar criminal defense
Corporate investigations and white-collar criminal defense: advice to corporates - ranked: tier 4

Clifford Chance

Corporate investigations and white-collar criminal defense: advice to individuals - ranked: tier 4

Clifford Chance

Highlights for the ‘outstanding practice’ at Clifford Chance included representing Fokker Services and its US and Singapore subsidiaries in a multi-agency investigation conducted by the DOJ, FBI, OFAC and others involving historical exports of US-origin parts to embargoed destinations by the company, leading to a deferred prosecution, with no monitorship. New York’s Christopher Morvillo is advising Autonomy founder, Dr. Mike Lynch, on DOJ, SEC and SFO investigations involving allegations of accounting improprieties, and is defending Lawrence Hoskins, a former Alston executive, in a federal criminal proceeding stemming from allegations of FCPA violations. Also based in New York, Daniel Silver is recommended for his ‘tremendous breadth and depth of expertise’ and ability to ‘leverage his government experience’ in cybercrime matters. David DiBari, Stephen Nickelsburg, Joshua Berman and Glen Donath are key practitioners in Washington DC.

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International arbitration
International arbitration - ranked: tier 4

Clifford Chance

Clifford Chance is active in investment treaty and commercial arbitrations in the energy, construction, infrastructure, oil and gas, and telecoms sectors and is noted for its experience in Latin American disputes. Headline matters included representing a French investor in an ICSID arbitration against the Republic of Argentina for breaches of the Argentina-France BIT. Abertis Infraestructuras and Enel Green Power are also clients. Ignacio Suarez Anzorena in Washington DC and Janet Whittaker, who dvides her time between the Washington DC and New York offices, are recommended.

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Securities litigation: defense
Securities litigation: defense - ranked: tier 4

Clifford Chance

At Clifford Chance in New York, the ‘smart, talented and effective’ Robert Houck frequently advises global financial institutions, companies and individuals on cross-border investigations and matters brought by the CFTC, SEC and DOJ. For Bank of Montreal he defended multi-district litigation comprising more than 40 class actions alleging collusion to manipulate the US Treasury debt securities market. The ‘super-smart and enormously well-regarded’ Celeste Koeleveld joined from the New York State Department of Financial Services and has more than 25 years’ experience in government enforcement matters. Christopher Morvillo is ‘very effective and a pleasure to work with’.

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United States: Finance

Capital markets: equity offerings
Capital markets: equity offerings - advice to issuers - ranked: tier 4

Clifford Chance

Clifford Chance’s highly regarded REIT practice positions it as an attractive choice for equity deals in that space - for both managers and issuers. Manager highlights include Andrew Epstein and Jay Bernstein assisting the underwriters with KKR Real Estate Finance Trust’s $241.6m IPO, while Jason Myers and US capital markets co-head Kathleen Werner advised Goldman Sachs as sole underwriter on Park Hotels & Resorts’ $325m public offering of common stock. On the issuer side, Kathleen Werner and Richard Catalano handled Safety, Income and Growth’s $205m IPO and concurrent $45m private placement. Jonathan Zonis, who co-heads the Americas capital markets practice, is also a key partner in the New York-based group.

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Capital markets: global offerings
Capital markets: global offerings - advice to issuers - ranked: tier 3

Clifford Chance

Capital markets: global offerings - advice to underwriters - ranked: tier 4

Clifford Chance

Clifford Chance’s comprehensive international network, which takes in 33 offices across Africa, the Americas, Asia, Europe and the Middle East, translates into a steady stream of global deals. The New York-headquartered group has a diverse focus, but is particularly well known for its expertise in debt transactions and REIT matters. On the issuer side, Alejandro Camacho and Per Chilstrom assisted Peruvian state-owned petroleum company, Petróleos del Perú, with its first-ever international bond offering, which raised nearly $2bn. Among its work for underwriters, Jonathan Zonis acted alongside the London office to advise Citigroup Global Markets as lead manager and global coordinator on several bond offerings by the Republic of Ecuador, totaling $3.7bn. Kathleen Werner and US corporate finance chair Jay Bernstein are the other key contacts.

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Capital markets: high-yield debt offerings
Capital markets: high-yield debt offerings - advice to issuers - ranked: tier 4

Clifford Chance

Clifford Chance’s focus on specialty finance and cross-border matters translates into a steady stream of high-yield debt matters - mainly from issuers. Gary Brooks is a key contact in the New York-based practice and recently advised LATAM Airlines Group on its $140m offering of pass-through certificates. Indeed, the team has particular expertise in Latin America and senior counsel Alejandro Camacho, together with Per Chilstrom, assisted Petróleos del Perú with its first-ever international bond offering, worth $2bn. Jonathan Zonis is another senior name in a group that has also recently undertaken work for Citigroup Global Markets, Provident Funding Associates and Quotient.

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Financial services regulation
Financial services regulation - ranked: tier 7

Clifford Chance

Led by UK-qualified Nick O’Neill in New York, Clifford Chance’s financial services regulatory team regularly works alongside practitioners from across its global network and excels at work for global banks seeking cohesive and integrated advice from a global perspective. Co-ordinating with lawyers out of the firm’s UK, Asian and European offices, O’Neill is representing UBS on its regulatory-driven global restructuring. Steven Gatti has wide-ranging regulatory expertise, both from a compliance and enforcement perspective; he is advising DVB Bank on Volcker Rule compliance matters relating to the German bank’s representative New York office. David Felsenthal is well-versed in the regulatory framework underpinning the derivatives market and provides advocacy work for the International Swaps and Derivatives Association (ISDA) on rules requiring collateral for swaps.

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Project finance
Project finance: advice to lender - ranked: tier 2

Clifford Chance

Project finance: advice to sponsor - ranked: tier 3

Clifford Chance

Clifford Chance regularly acts for commercial banks on Latin American project financings, with the firm particularly dominant in Peru and Columbia; according to one observer, the firm ‘is by far the most experienced international firm in Latin America’. Washington DC-based Fabricio Longhin and Catherine McCarthy and New York-based Gianluca Bacchiocchi advised lenders on 14 different projects for Colombia’ s 4G toll road program using both multi-currency loans and project bonds. Bacchiocchi, who ‘pushes the envelope with his pioneering work in project bonds’, has particular expertise in acting for investment banks such as Goldman Sachs; in a further example of his work, he and New York-based Per Chilstrom assisted Citigroup Global Markets with the dual offering of international and local project bonds for the Ruta 27 project in Costa Rica. While the practice is particularly active on the lender side, it does also have sponsor capability; for example Longhin acted for Aela Energía on a $434m loan with six lenders to finance the construction of two wind farms in Chile. The team is also able to source the firm’s European expertise in private equity to advise on significant equity investments in projects; Washington DC-based practice co-head David Evans and New York-based David Brinton were active in this respect on for clients including Barings. Lori Ann Bean, who is based in Washington DC, is also noteworthy.

Leading lawyers

Gianluca Bacchiocchi - Clifford Chance

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Structured finance: derivatives and structured products
Structured finance: derivatives and structured products - ranked: tier 3

Clifford Chance

Clifford Chance advises fund managers, financial institutions and trade associations on incipient US securities regulations and is highly regarded for its deal-contingent hedging work. David Felsenthal represents ISDA in regulatory negotiations regarding collateral requirements for swap transactions, and provides opinions for SIFMA concerning the enforceability of repo and securities lending agreements. Gareth Old leads a team that advises major US, European and Asian banks on Basel III regulatory capital issues. The department also handled a number of CRT and repo transactions in 2017.

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Structured finance: securitization
Structured finance: securitization - ranked: tier 2

Clifford Chance

Clifford Chance’s US structured finance group is one of the ‘hidden gems of the CLO world’. Headed by Robert Villani, the team advises many of the market’s most prominent asset managers - including Credit Suisse Asset Management - on a litany of CLO transactions, and has developed expertise in creating new structures to comply with CLO risk retention requirements. In the MBS and mortgage finance space, Lee Askenazi assisted Chimera Investment Corporation with the purchase and securitization of $5.8bn of securitized residential mortgage loans in the 12 months to August 2017. The team has also experienced a marked increase in marketplace lending-related work, having advised Prospect Capital Corporation as lead equity investor on the first consumer loan underlying bond securitization sponsored by LendingClub. Steven Kolyer and counsel Robert Hagan are additional contacts. In June 2018, Will Cejudo moved to Dechert LLP.

Leading lawyers

Steven Kolyer - Clifford Chance

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United States: Industry focus

Energy: renewable/alternative
Energy: renewable/alternative - ranked: tier 4

Clifford Chance

Clifford Chance’s Washington DC-based team often features on cross-border work, particularly in Latin America; Fabricio Longhin is acting for the government of Argentina on the design of its renewable energy program. The team advises on finance for both sponsors and lenders, with recent clients including OPIC and Aela Energía. Practice head David Evans and Lori Bean are additional contacts.

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Insurance: non-contentious
Insurance: non-contentious - ranked: tier 4

Clifford Chance

Clifford Chance is experienced across domestic and international capital markets, complex M&A and regulatory mandates. Gary Boss, who co-heads the US insurance group with Nicholas Williams, advised on the creation of Harrington Reinsurance Holdings and its wholly owned subsidiary Harrington Re. Boss also advised Assurant on its acquisition of Green Tree Insurance Agency, and handled the formation and capital raise of KaylaRe Holdings and its wholly owned subsidiary KaylaRe Ltd. Senior counsel Paul Meyer, who handles insurance company investment and regulatory matters, capital markets expert Per Chilstrom, and associate Analisa Dillingham are also recommended. The team has been bolstered by the arrivals of transactional lawyer Joseph Cosentino, who re-joined the firm from Greenberg Traurig, LLP, and regulatory specialist Alice Kane, who joined as counsel from Duane Morris LLP. All lawyers mentioned are based in the New York office.

Leading lawyers

Gary Boss - Clifford Chance

Next generation lawyers

Analisa Dillingham - Clifford Chance

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Transport: aviation and air travel - finance
Transport: aviation and air travel - finance - ranked: tier 1

Clifford Chance

Clifford Chance has equal strength in bank financing transactions and capital markets financing, including portfolio securitization and enhanced equipment trust certificate (EETC) offerings. On the bank side, Zarrar Sehgal acted for Goldman Sachs as arranger in a number of ABS transactions involving sellers such as Apollo Aviation Group and Dubai Aerospace Enterprise. John Howitt led a team that advised GE Capital Aviation Services (GECAS) on a deal with Cassie de dépôt et placement du Québec to establish a $2bn global aircraft financing platform. In the leasing space, the group is well known for advising operating lessors, and recently assisted Avolon Holdings with its acquisition of CIT Group’s aircraft leasing business. Other key figures include Emily Wicker, who has been involved in a major airline bankruptcy, and Patrick O’Reilly.

Leading lawyers

Emily Wicker - Clifford Chance

John Howitt - Clifford Chance

Zarrar Sehgal - Clifford Chance

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United States: Investment fund formation and management

Private equity funds (including venture capital)
Private equity funds (including venture capital) - ranked: tier 4

Clifford Chance

Clifford Chance’s New York office has particular strengths in real estate and debt funds. Roger Singer advised Exeter Property Group on forming Exeter Industrial Value Fund IV, which raised $1.28bn to invest in logistics and industrial buildings across North America. Michael Sabin joined in May 2017 from Debevoise & Plimpton LLP; he advised GSO Capital Partners on forming a $1bn secondary loans fund, which raised its funds in a single closing less than seven weeks after its launch. Another name of note is Kathleen Werner, who advised H/2 Capital Partners on forming a debt fund that raised $1.5bn from investors, including leading sovereign wealth funds. Clifford Cone has ‘deep knowledge of ’40 Act investment vehicles, from the technical legal aspects through to nuances around deal execution’. Other clients include Berkshire Group (Singer advised it on forming a multifamily debt fund), sovereign wealth funds and leading British institutional investors.

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United States: Labor and employment

Employee benefits, executive compensation and retirement plans: transactional
Employee benefits, executive compensation and retirement plans: transactional - ranked: tier 5

Clifford Chance

The executive compensation team at Clifford Chance advises on cross-border M&A, individual compensation schemes and collateralized loan obligation (CLO) transactions. The group recently represented Cristal in the sale of its domestic and international titanium dioxide business to Tronox, and acted for Credit Suisse as portfolio management in a series of restructuring, CLO and refinancing transactions. Howard Adler leads the practice and assisted Informa with its acquisition of Penton Media from Wasserstein & Co and MidOcean Partners. Counsel Paul Koppel joined from Simpson Thacher & Bartlett LLP. Other notable clients include several individual executives, S&P Global and Hearst. Mentioned attorneys are based in New York.

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United States: M&A/corporate and commercial

M&A: large deals ($1bn+)
M&A: large deals ($1bn+) - ranked: tier 6

Clifford Chance

Clifford Chance stands out for its work on cross-border deals, particularly involving Latin America. The firm is ‘a very good one-stop shop and among the best’, according to clients. In a matter involving Asia and Latin America, a team led by David Brinton advised China-based CITIC Agri Fund Management on its $1.1bn acquisition of Dow AgroSciences’ corn feed business in Brazil. Sarah Jones, a leader in consumer goods and retail, led a team that advised The Coca-Cola Company and Coca-Cola FEMSA on their $580m acquisition of AdeS Alimentos de Soja, a South American soy-based beverage business, from Unilever. In other headline deals, the firm represented The National Titanium Dioxide Company (Cristal) in its $1.67bn disposition of its global titanium dioxide business to US-listed Australian company Tronox. It also advised Hearst Business Media on its acquisition of CAMP Systems International from private equity firm GTCR. The firm continues to build its profile in private equity, in part thanks to the presence of Kevin Lehpamer, who is ‘very measured, knowledgeable and understands clients’ requirements’. Key sectors for the practice include energy and infrastructure, consumer and retail, healthcare, and media and technology. Another key partner is Benjamin Sibbett, known for his healthcare and media sector expertise; he led the team on the previously mentioned Hearst Business Media transaction. Joseph Cosentino re-joined the New York office from Greenberg Traurig LLP in 2017, further boosting the team’s public company deal expertise. John Healy is also recommended. All named partners are based in New York.

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United States: Real estate

Real estate investment trusts (REITs)
Real estate investment trusts (REITs) - ranked: tier 1

Clifford Chance

REITs are a sweet spot for Clifford Chance’s US arm and its broad expertise encompasses equity and debt, and listed and non-listed REITs. Led jointly by US corporate finance lead Jay Bernstein and tax specialist Richard Catalano, the New York-based group is particularly sought after for its experience in mortgage and specialty finance REIT offerings. Among the firm’s recent work, it acted in two of the four completed REIT IPOs in 2017, including advising Safety, Income and Growth on its IPO and concurrent private placement worth a combined $250m - Kathleen Werner and Catalano led that work. In another headline, Andrew Epstein and Bernstein assisted the underwriters with KKR Real Estate Finance Trust’s $241.6m IPO. Larry Medvinsky, Jason Myers and ‘future starJake Farquharson are also names to note.

Leading lawyers

Jay Bernstein - Clifford Chance

Richard Catalano - Clifford Chance

Next generation lawyers

Jake Farquharson - Clifford Chance

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United States: Tax

Financial products
Financial products - ranked: tier 1

Clifford Chance

Clifford Chance’s practice is noted for its expertise in structuring CLO and CDO products. The lawyers are also experienced in derivatives, funds, insurance and bonds-related tax advice. Recent highlights include the firm’s work for Fannie Mae, where a team led from Washington DC advised on a potential new structure for its benchmark Connecticut Avenue Securities (CAS) credit risk transfer program, which should help expand the investor base for CAS securities due to existing tax constraints that exist for REITs and foreign investors. The firm also advised Petroperu, as issuer, on US tax matters linked to its $2bn inaugural international bond offering, one of the largest Latin American bond offerings in recent years. New York-based Richard Catalano leads the highly rated team, which also includes Philip Wagman, Avrohom Gelber, David Moldenhauer (‘an oracle of expertise’) and Michael Seaton. In June 2018, Will Cejudo moved to Dechert LLP.

Next generation lawyers

Michael Seaton - Clifford Chance

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International tax
International tax - ranked: tier 3

Clifford Chance

Clifford Chance is ‘among the very best’, according to one client, and is noted for advising clients on a wide range of international financial and business transactions, including those relating to investment funds, private equity funds, employee co-investment and management equity arrangements, corporate acquisitions and restructurings, real estate, joint ventures and various forms of financing. David Moldenhauer, who has ‘excellent all-round knowledge’, and Avrohom Gelber assisted Mubadala Development Company and Public Investment Fund with their respective $15bn and $45bn investments in SoftBank Vision Fund’s $100bn technology-focused investment fund. Richard Catalano advised Empire State Realty Trust on a $622m investment through which Qatar Investment Authority acquired a 9.9% interest in the REIT on a fully diluted basis. Philip Wagman is another name to note. All attorneys mentioned are based in New York.

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US taxes: non-contentious
US taxes: non-contentious - ranked: tier 3

Clifford Chance

The ‘very good’ tax team at Clifford Chanceprovides a one-stop shop for clients’, especially when it comes to REIT, private equity, private investment fund and M&A matters. Richard Catalano represented Colony NorthStar in the $327m sale of its mortgage business Colony American Finance to Fortress Investment, while Mike Seaton advised Enstar Group on the formation of and capital raising for reinsurance company KaylaRe. ‘Very calmDavid Moldenhauer, who has ‘excellent all-round knowledge’, assisted Swiss company TBG with the acquisition of Telvent DTN from Schneider Electric for $900m. Philip Wagman acted for titanium dioxide producer Cristal during the sale of its TiO2 business to Tronox for $1.7bn and 24% equity interest. All mentioned lawyers are based in New York.

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Latin America: International firms

Banking and finance
Banking and finance - ranked: tier 1

Clifford Chance

Clifford Chance has a formidable Latin America banking and finance practice spread across its New York, Washington DC and São Paulo offices. The broad practice has demonstrated its market leading credentials in both restructurings and new money financings across the region. It is at the forefront of numerous recent restructurings in Brazil, where it also has a strong record in trade and commodity finance and export prepayment facilities. The firm is also experiencing growth in Argentina, following the jurisdictions re-engagement with the global economy, and remains a big player in energy and infrastructure finance and aviation finance. Other than Brazil, where it has a solid physical presence, the firm is especially active in Mexico, Colombia and Peru. The firm has long been recognised for its lending-agency client base and while this continues to be a pivotal part of the practice, it now represents a multitude of commercial banks such as UBS, HSBC, Mizuho Bank, Goldman Sachs and Credit Suisse. It has also experienced considerable growth in borrower engagements for clients such as Grupo R. The firm is widely recognised for its prominent role in Colombia’s 4G transport infrastructure program. This included advising the banks and debt funds on the financing of eight separate toll roads as part of the first wave of the nation’s $20bn infrastructure initiative. It represented Goldman Sachs on a $2bn multi-tranche and multi-currency financing for three 4G toll roads and advised Inter-American Development Bank (IDB) on the financing of the Perimetral Oriental de Cundinamarca toll road. In another landmark transaction, the firm advised Metro de Lima Linea 2, as concessionaire, and a consortium of sponsors on a $1.15bn securitization by Lima Metro Line 2 Finance and an $800m structured financing provided by a group of commercial banks, multilaterals and export credit agencies (ECAs). This involved the largest RPI-CAO securitization in Peru to date and constituted a fundamental component in the development of this landmark metro project in Lima. New York’s Jay Gavigan has a strong record in corporate financings and energy sector financings, and has a close connection to the IDB, several commercial banks and a number of Latin American borrowers, particularly in Mexico, Argentina, Brazil and Colombia. Chris Willott has transferred from São Paulo to New York, but remains heavily focused on Brazil where he represents a number of major local borrowers and banks in project finance, trade finance and corporate finance transactions. Gianluca Bacchiocchi is a leader in project finance, including transactions involving both loans and bonds. Washington DC’s Fabricio Longhin is another key player in project finance and has impressed with his work on Colombia’s 4G infrastructure program. Charles Adams is an increasingly integral member of the practice, having worked on a series of important deals in Colombia and Peru. Evan Cohen, the Americas regional managing partner, has a broad practice encompassing acquisition finance, project finance, syndicated lending and restructuring; and Washington DC’s Catherine McCarthy is close to a number of agency lenders such as the International Finance Corporation (IFC), IDB and Inter-American Investment Corporation (IIC), and commercial banks including Citibank and HSBC.

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Capital markets
Capital markets - ranked: tier 2

Clifford Chance

Clifford Chance has a broad and well-developed capital markets practice with considerable experience in debt and equity products across Latin America. The firm continues to be at the forefront of project and infrastructure bonds and through its substantial São Paulo office, has maintained a solid deal flow in Brazil and is well placed to target the growth in local equity deals. Recent work saw the São Paulo team advise the initial purchasers and dealer managers on a $500m liability management transaction by Votorantim Cimentos through its wholly owned subsidiary St Mary’s Cement. In addition, the Latin America team has a solid record in asset-backed deals and securitization, and has a burgeoning reputation in sovereign debt transactions having built on the strength of its global role in sovereign issuances. In 2016, the firm advised Citigroup as the sole underwriter on the Republic of Ecuador’s $1bn bond offering. Elsewhere, the team has forged a reputation for expertise in hybrid structures to fund infrastructure projects, including in Colombia where it is at the forefront of the nation’s fourth generation (4G) road infrastructure programme. The firm represented Goldman Sachs and the senior lenders in the structuring, arranging and underwriting of a multi-tranche and multi-currency financing for the Conexión Pacifico III toll road project; the first to be financed internationally, it was also the first ever project bond in Colombia. Other clients include Banco do Brasil, BESI, Bradesco BBI, Compania Latinoamericana de Infraestructura y Servicios, Credit Suisse, JP Morgan, Lima Metro Line 2 and Merrill Lynch. The large Latin America team fields a strong cohort of senior practitioners with considerable capital markets expertise. This includes São Paulo managing partner Anthony Oldfield, who has an impressive record in equity and liability management transactions by Brazilian issuers; fellow São Paulo practitioner Anand Saha, who is ‘moving up’ and is ‘involved in a lot of transactions’; and Alejandro Camacho, who is a prominent name in Mexico and other Latin American jurisdictions and has considerable high-yield debt expertise. Other noteworthy names include Gianluca Bacchiocchi who is a market leader in project and infrastructure bonds and hybrid financings, most notably in Peru and Cololmbia; pivotal team member Jon Zonis who operates across multiple jurisdictions and product areas, including sovereign bonds; and increasingly prominent name Per Chilstrom. All partners are based in New York unless stated otherwise.

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Projects and energy
Leading lawyers

Gianluca Bacchiocchi - Clifford Chance

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Further information on Clifford Chance

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Algeria

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Latin America: International firms

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Iraq

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Offices in Rome and Milan

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Asia Pacific: Regional international arbitration

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Tunisia

Turkey

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United States

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Legal Developments by:
Clifford Chance

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