Capital markets in Latin America: International firms

Capital markets work is often at the centre of international firms’ Latin America practices, providing the foundational activity on which practices have subsequently been built-out into other areas such as banking and finance, M&A, projects. In 2021, capital markets engagements remained relevant, particularly in Brazil where issuers have been especially eager to raise capital and exploit investor appetite. The Latin America market as a whole is increasingly sophisticated, notably with the rise of environmental social and governance (ESG) factors leading to a further rise in green and sustainability-linked bonds.

Cleary Gottlieb Steen & Hamilton

Cleary Gottlieb Steen & Hamilton remains a dominant force in Latin America capital markets transactions. It has continued to work on a significant volume of IPOs in Brazil and is at the forefront of equity offerings in Mexico. It has made a further impression in SPAC-related offerings, along with green bonds and sustainability-linked offerings. The Latin America capital markets team is also active in corporate governance and compliance matters, including ESG disclosure, for SEC reporting clients. Additionally it is at the forefront of debt restructurings (including sovereign debt restructurings), liability management and the broader debt capital markets sphere. Nicolas Grabar, Francesca Odell and Jorge Juantorena are amongst the leading names in the market, along with Juan Giráldez in Sao Paulo, who is noted for liability management and debt restructurings. Manuel Silva has a growing reputation, along with Buenos Aires counsel Emilio Minvielle and Sao Paulo counsel Jonathan Mendes De Oliveira. David Lopez  provides further liability management and broader capital markets expertise for Latin America deals. Former Buenos Aires office head Andrés De La Cruz has retired. Named individuals are based in New York unless stated otherwise.

Testimonials

Smarts, especially strong in complex cross-border transactions.

Jorge Juantorena, Francesca Odell and David Lopez – thoughtful, thorough.

The Cleary team is superior in its technical knowledge and in the way they know their clients. They provide very constructive advice and are always business oriented. Banks respect their opinion and rely on them. We feel very comfortable working with the Cleary team on our side and across from us. It is the practice of choice.

The Cleary team is very trustworthy and are true partners to us. Nic Grabar, Jorge Juantorena and Manuel Silva have worked alongside us for a long time, we seek their advise regularly. They are very experienced and professional. The best in the industry.

It is a team that is always attentive to the needs of its client and with an admirable response time. They always exceed expectations in their recommendations and go beyond what the service requests, worrying about global issues that could impact the client.

Clear knowledge, and they always incorporate lawyers with the greatest expertise into the most specialized topics, even if they are not a lawyer from the standard team, to guarantee the best advice. The personal treatment without it seeming that they are only interested in charging.

Key clients

MercadoLibre

Suzano

Republic of Chile (and its underwriters and dealer managers)

Banco Inter

Vale

Petróleo Brasileiro (Petrobras)

Andean Telecom Partners (ATP)

United Mexican States

YPF

Inversiones CMPC

Federative Republic of Brazil

Dominican Republic

Republic of Uruguay

Underwriters and dealer managers of Companhia Siderúrgica Nacional and Subsidiaries

Underwriters and dealer managers of Simpar and Subsidiaries

Companhia Paranaense de Energia (Copel)

Underwriters of CEMEX

América Móvil

Petróleos Mexicanos (PEMEX) and the Mexican Ministry of Finance

Pet Center Comércio e Participações

CI&T

Work highlights

  • Advised MercadoLibre on its $1.55bn public common stock offering.
  • Represented Suzano and its Austrian wholly-owned finance company in a $500m 2.500% global notes isse (due 2028) by Suzano Austria and guaranteed by Suzano.
  • Advised the Republic of Chile and its underwriters and dealer managers on the republic’s SEC-registered $1.5bn offering of 2.750% bonds (due 2027), $1.5bn 3.500% bonds (due 2034), and $1bn 4.000% bonds (due 2052).  

Davis Polk & Wardwell LLP

Davis Polk & Wardwell LLP remains at the forefront of landmark, high-value and market first deals in Latin America: this includes a number of SEC-registered offerings. The firm has carved out a significant share of the vibrant Brazilian market in recent years, including headline deals and a surge of Nasdaq IPOs by Brazilian tech issuers; it advised Nu Holdings on its $2.6bn SEC-registered IPO. It continues to be active in both debt and equity offerings, along with a number of hybrid securities transactions. Although Brazil is by far the dominant market for the Latin America team, which is based in New York and Sao Paulo, it is also active in other key jurisdictions such as Chile and Colombia. Manuel Garciadiaz  heads the Latin America team, dividing his time between New York and Sao Paulo, and has an outstanding reputation in Brazil deals. Maurice Blanco also splits his time between New York and Sao Paulo, and co-heads the firm’s global capital markets practice. Senior counsel Nicholas Kronfeld is another experienced name and is a regular adviser to Banco Santander as issuer and underwriter. Counsel Katia Brener is also a core member of the team.

Practice head(s):

Manuel Garciadiaz

Key clients

Arco Platform

Arcos Dorados

Adecoagro

Banco de Bogotá

Banco de Crédito del Perú

Banco Santander (including subsidiaries in Argentina, Brasil, Chile, Mexico and Puerto Rico)

BR Malls

BR Properties

CM Hospitalar

Corporación Inmobiliaria Vesta

Cosan

Empresa Nacional de Telecomunicaciones

Falabella

GeoPark

Grupo Aval

Work highlights

  • Advised Banco Santander on its $2.25bn SEC-registered offering of senior non-preferred fixed-rate notes.
  • Advised Nu Holdings on its $2.6bn global IPO, consisting of an SEC-registered offering of Class A ordinary shares and NYSE listing, and concurrent offering in Brazil of Brazilian depositary receipts and São Paulo Stock Exchange listing.
  • Advised Raízen on its R$6bn Rule 144A/Reg.S IPO and São Paulo Stock Exchange listing of preferred shares.

Simpson Thacher & Bartlett LLP

Simpson Thacher & Bartlett LLP has become a dominant force in SEC-registered offerings by Latin American issuers. It has experienced high-levels of activity in Brazil and Mexico, where it has landed a major share of the SEC-registered deals. In Brazil, the firm has worked on a series of US single listings by start-up businesses. As equity deals have slowed, the Latin America team has worked on a growing number of follow-on debt offerings. Juan Naveira has achieved further prominence in Mexico SEC-registered offerings and continues to be prominent in Chile and Argentina transactions. Head of the Sao Paulo office Grenfel Calheiros is the big name in Brazil, leading many of the major transactions from there with senior support from newly-minted partner Paulo Fernando de Menezes Cardoso. Todd Crider, Juan Francisco Méndez and Jaime Mercado are also senior figures in the team with extensive capital markets expertise, along with senior counsel Kirsten Davis.

Practice head(s):

Todd Crider; Jaime Mercado; Juan Francisco Méndez; Grenfel Calheiros; Juan Naveira; Paulo Fernando de Menezes Cardoso

Testimonials

It is a very strong team, with a lot of experience not only in capital markets in general, but they also know the region and the different players very well.

It is very easy to work with them, very collaborative. Todd Crider is a very experienced attorney, he keeps his cool and knows many industries. Juan Naveira stands out for being a very hard-working partner, always on top of all issues.

They always demonstrate an excellent domain and knowledge of the issues, they have all the necessary support and lead the management of complex processes with multidisciplinary teams.

They are professionals with extensive knowledge and experience, in addition to having an excellent attitude of service and attention, always taking care of even the smallest detail. For this reason, they are excellent legal advisors who always present alternatives and different angles to address complex situations.

Unlike other firms, Simpson’s partners are, in addition to excellent professionals, especially hands-on. They have a lot of participation and visibility in the execution of the transaction, which comparatively adds value to their services. Juan Francisco Mendez, Todd Crider, Juan Naveira and Grenfel Calheiros are outstanding.

Jaime Mercado is the main relationship partner for these transactions in the Dominican Republic. He has a deep knowledge of Dominican culture and is very practical and business-oriented, making it very easy to negotiate with different parties. Kirsten Davis, Counsel, stands-out for her expertise in 144a/Reg S bond issuances and is very quick and efficient in turning-around documentation.

Best international firm operating in Brazil. Partners have exceptional knowledge, can draw experience from the US practice, and are super user-friendly.

Grenfel Calheiros – super accessible and great knowledge.

Key clients

Aenza

Ambipar Participações e Empreendimentos

Albanesi

América Móvil

Aura Minerals

Banco de Crédito e Inversiones

Banco do Brasil Securities

Banco Hipotecario

BBVA

BNP Paribas

BofA

Boa Vista Serviços

Braskem

BRF

BTG Pactual

Burger King Brasil

Celulosa Arauco

Citigroup

Corporación Multi Inversiones (CMI) – Investment Energy Resources (IERL)

COFRA Holding

Comisión Federal de Electricidad (CFE)

Corp Group Banking

Credit Suisse

Cury Construtora e Incorporadora

C&A Modas

Despegar.com

Deutsche Bank

Embotelladora Andina

Entel

FIBRA Prologis

FIBRA Macquarie

Fondo Mivivienda

Genneia

Goldman Sachs

Grupo Supervielle

Grupo Axo

Grupo Sura

Republic of Guatemala

HSBC

INCAS

Interbank

Intercorp Financial Services

InRetail

Itaú

JP Morgan

LOG Commercial Properties e Participações

Morgan Stanley

Neogrid Participações

Pan American Energy

Pátria Investimentos

Republic of Peru

RBC Capital Markets

Sagicor

Santander

Sinqia

Silver Lake Sumeru

Standard Chartered Bank

Sura Asset Management

Total Play Telecomunicaciones

UBS

Unigel Participações

Via Varejo

Vivara Participações

YPF Luz

Work highlights

  • Represented VTEX in its $415m IPO and single listing on the NYSE.
  • Represented the Republic of Guatemala on the issuance and sale of $500m of its 3.7% notes (due 2033), and $500m of its 4.65% notes (due 2041).
  • Represented SmartFit in its IPO on the São Paulo Stock Exchange (B3).

White & Case LLP

White & Case LLP achieved significant deal volumes in 2021, including a number of high-value and blockbuster transactions. Much of this is down to the firm’s focus on Brazil, primarily through its Sao Paulo and New York offices, where it has picked up a series of headline engagements. It has achieved additional prominence in Brazil’s vibrant fintech segment, including advising on the headline $2.6bn IPO by Nubank. With its office in Mexico City, the firm is also picking up quality mandates from a resurgent market, along with impressive deals in Chile and Colombia, and debt restructuring matters in Argentina. Global head of capital markets John Vetterli has a major focus on Latin America, particularly Brazil, having previously been resident in the Sao Paulo office. Donald Baker is a giant of the Brazil market, having founded the Sao Paulo office back in 1997, and has built a hugely impressive client base of Brazilian issuers. Sao Paulo’s John Guzman is an emerging talent with an impressive track-record in Brazil debt and equity offerings. Bibiana Jaimes is another impressive practitioner and Rafael Roberti, who was promoted to partner in 2021, is highly rated by clients. The team was further strengthened with the June-2021 hire of experienced counsel Marie Elena Angulo, from Jones Day, to the Miami office, where fellow counsel Karen Katri -who undertakes securities, bank financing and project financing- was raised to the partnership in October 2022. Named individuals are based in New York unless stated otherwise.

Practice head(s):

John Vetterli

Testimonials

John Vetterli’s team at White & Case is fantastic. They provide exceptional client service, are incredibly responsive and always willing to be creative in structure fee arrangements. They value diversity and empowerment of associates.

Rafael Roberti led the team in a lengthy, stressful and complex transaction. His agility was a diferential as we needed to provide quick turnaround to the counterparties.

The team at White & Case is tireless in their effort to provide thoughtful, commercial and actionable advice to clients. They are well integrated in a way that delivers the expertise of the firm without creating overlap or a need for the client to bring additional partners up to speed.

The team thinks incredibly well on their feet and helps to develop solutions under significant pressure on tight timelines and (unfortunately when necessary) over holidays and weekends. Rafael Roberti, John Vetterli and John Anderson have collaborated with great success to help us get deals done.

Outstanding collaboration and creativity in an unique ‘one team one dream’ approach to solving the transactions. The team is top-notch in all aspects and diverse.

Rafael Roberti and John Vetterli are the best law professionals I have had the pleasure of working with. They are geared towards problem solving and efficient execution, uniquely coupling that with creative thinking.

Always find solutions, very creative team, lots of experience.

White & Case has provided us a unique experience due to the strong background of the partners, their quality and availability (anytime).

Key clients

AI Candelaria (Spain)

Alfa Desarrollo

Alpha Holding

Braskem Idesa

BofA Securities

BTG Pactual

Corporación Quiport

Credit Suisse Securities (USA)

Goldman Sachs

Maxion Wheels de México and Iochpe-Maxion

Itau BBA USA Securities

JP Morgan Securities

Morgan Stanley

Orazul Energy

Pesquera Exalmar

Republic of Suriname

Sempra Energy

Scotiabank Chile

Work highlights

  • Represented the underwriters on Nu Holdings’ IPO and listing of Class A ordinary shares on the New York Stock Exchange and Brazilian depositary receipts on the B3.
  • Represented Alfa Desarrollo, as borrower and issuer, in the structuring and closing of the senior secured financing for the $1.3bn acquisition of Colbún Transmisión by Alfa.
  • Represented Green Luce Soluções Energéticas, High Trend Brasil Serviços e Participações, Proteres Participações, ARC Comércio Construção e Administração de Serviços and Salberg, Smart RJ Concessionária de Iluminação Pública (Smart Luz) and Rio Smart Lighting on the Rule 144A/Reg.S issuance of $165m senior secured notes (due 2032) to certain investors.

Clifford Chance

Clifford Chance has continued to make a further impression in sovereign offerings and remains a major player in key markets such as Colombia, while retaining high levels of activity across all geographic regions. The firm is noted for transactions across the equity and debt product range from IPOs to high-yield debt offerings. Its substantial team in Sao Paulo makes the firm well-equipped in Brazil offerings, while a large New York group has a major focus on the wider Latin America region. Jonathan Zonis has a long track record in Latin America capital markets transactions, including sovereign offerings. Hugo Triaca is another ‘outstanding’ member of the team, active in equity and debt transactions across the region. Sao Paulo’s Patrick Jackson, who was promoted to partner in May 2022, and counsel Anja Pfleger Andrade are also key names. Named individuals are based in New York unless stated otherwise. Anand Saha has left the firm.

Practice head(s):

Jonathan Zonis; Anthony Oldfield

Testimonials

The Clifford Chance team stands out for being a highly committed team in the successful achievement of the transaction they are advising. The knowledge, experience and commitment is remarkable.

The plus that makes the firm’s lawyers stand out is their extensive knowledge, experience and practicality in executing transactions. It differs from competitors by commitment and availability, timely and efficient. Lawyer Hugo Triaca is outstanding for his intelligence, commitment, dedication, knowledge and agility in the execution of bond issues.

Clifford Chance’s capital markets practice combines world-class technical know-how with extensive work experience and knowledge of Argentina and how transactions are executed in the country.

Hugo Triaca is excellent. He is a great lawyer and a great person. Working with Hugo is always a pleasure and is a guarantee that the transaction will come to fruition.

What makes them unique is the understanding of the business and thus seeking out what is best for their clients.

Key clients

AES Panama

Republic of Costa Rica

Eletrobras

Banco do Brasil

Klabin Finance

Empresas Públicas de Medellín

BNDES

Banco Latinoamericano de Comercio Exterior

Compañía Latinoamericana de Infraestructura y Servicios

Corporación Financiera de Desarrollo

Work highlights

  • Advised Corporación Multi Inversiones’s renewable energy business unit, CMI Energía, on the refinancing of approximately $1bn in existing project finance debt owed by its subsidiaries in Guatemala, Honduras, Nicaragua, Costa Rica, El Salvador and the Dominican Republic.
  • Advised the ad hoc bondholder group with respect to the debt restructuring by Argentina’s state-run energy company, YPF, of its 6.75% notes (due 2021) and additional debt securities, with an aggregate value of over $6bn.
  • Advised Compañía Latinoamericana de Infraestructura & Servicios (CLISA) on its $322m international exchange offer and consent solicitation.

Milbank

Milbank  has a large and established Latin America capital markets practice, covering an impressive range of transactions from high-yield and investment-grade debt offerings to project and infrastructure bonds, liability management transactions and IPOs. The firm has achieved further prominence in green and sustainability-linked bond offerings. Marcelo Mottesi is global chair of the capital markets practice and is principally focused on Latin America; he has led the field in a number of key areas such as project bonds, green bonds and sustainability-linked bonds. Carlos Albarracin is another seasoned practitioner, covering bank finance and capital markets transactions, including energy sector debt offerings, along with project and infrastructure bonds; he has a broad geographic coverage ranging from Mexico to Colombia and Argentina. Sao Paulo partner Tobias Stirnberg is one of the most established international capital markets specialists in Brazil and is particularly noted for his experience in high-yield and investment grade debt; he has further senior-level support from Fabiana Sakai, who has a wide-ranging practice including big-ticket IPOs. Named individuals are based in New York unless stated otherwise.

Practice head(s):

Marcelo Mottesi; Tobias Stirnberg

Key clients

AviancaBanco

Continental

BofA Merrill Lynch

Compañía de Minas Buenaventura

Citigroup

FS Agrisolutions Indústria de Biocombustíveis

Goldman Sachs

Inversiones y Rentas

JP Morgan

Morgan Stanley

Work highlights

  • Advised Compania Cervecerias Unidas (CCU) on its inaugural bond offering.
  • Advised Interconexión Eléctrica (ISA), on its inaugural $330m Rule 144A/Reg.S offering of 3.825% 12-year bonds.
  • Advised the initial purchasers on the $500m issuance of 4.500% senior notes (due 2031) by Peruvian mining company Minsur, and the dealer managers in the concurrent tender offer for any and all outstanding 6.250% senior notes (due 2024).

Paul Hastings LLP

Paul Hastings LLP remains a market leader in the Mexico market and maintained high levels of activity there during 2021, particularly in debt offerings. The Latin America team headed by the renowned Michael Fitzgerald has continued to broaden its geographic outlook with deals originating from other key markets such as Colombia and Peru. Moreover, the September-2021 hire of Brazilian native Thiago Spercel to its Sao Paulo office (from Machado Meyer Sendacz e Opice Advogados) is a major boost to its capital markets credentials in Latin America’s biggest economy; Spercel is a former senior lawyer at Simpson Thacher & Bartlett LLP. Aside from its wider geographic reach, the firm is making further progress in debt restructurings and project bond offerings. In addition, it is making steady advances in the green and sustainability-linked bonds segment. Joy Gallup and Arturo Carrillo are also longstanding members of Fitzgerald's team, while Cathleen McLaughlin is an experienced figure in project and infrastructure bonds - as is newly-elected partner Thomas Sines. Of counsel Pedro Reyes is a rising star in high-yield debt, bond restructurings and other capital markets transactions. All named individuals are based in New York unless stated otherwise. David Flechner moved to Allen & Overy LLP in September 2021.

Practice head(s):

Michael Fitzgerald

Testimonials

They provide a quality service that not only solves problems but also adds value to their clients’ businesses. Its differential is based on the quality, diversity and synergy that exists in the work team. I attribute this in large part to the human quality of its professionals and the leadership of the practice partners.

They differ from their competitors in the human quality of their members. This allows them to enhance their professional empathy and in this way, detect the real problems/challenges that their clients face. In this sense, I would like to highlight the leadership qualities of the partner Cathleen McLaughlin, and the very important work of Thomas Sines (recently appointed partner).

Paul Hastings is a prime law firm in the field of capital markets in the Emerging Markets of Latin America… Creative, innovative, knowledge, trustworthy, client-oriented and solid.

They combine quality, experience, knowledge and practicality when providing advice, which is very difficult to find in other practices.

Paul Hastings, and in particular Michael Fitzgerald and Arturo Carrillo, without being Mexican lawyers, it would seem that they are. What makes this Firm and individuals particular is their ability to know the Mexican legislation in such a way that it allows them not only to advise regarding the laws of New York, but also their knowledge of the Mexican law allows them to know the limitations and/or or advantages that their Mexican clients have.

Partners like Cathleen McLaughlin, with technical-legal knowledge in this matter like few others, are 100% accessible at all times and during the negotiations she leads the bank and sponsor teams very efficiently, always working with a pro-transaction attitude.

The deep technical-legal knowledge together with good commercial management make them very special because it is not always easy to combine both aspects at the same time.

Knowledge of the sector should be highlighted, not only in NY but in Latin America. They have in their team lawyers who have worked in different parts of the world, which allows them to have a complete vision. Additionally, direct contact with the other counterparties’ firms.

Key clients

Axtel

Barclays

Braskem Idesa

Citigroup

Companhia Energética de Minas Gerais –

CEMIG

Credit Suisse

Credivalores-Crediservicios

Goldman Sachs

Gruma

Grupo Alfa

Grupo Kaltex

JP Morgan

Lorinvest (Norsul)

Morgan Stanley

Nemak

Sacyr

Santander

Scotiabank

Sigma Alimentos

Work highlights

  • Advised the Republic of Peru on a $5bn US-dollar and Euro-denominated global bond issuance.
  • Advised certain holders of Avianca’s 9.000% senior secured notes (due 2023) in connection with the Chapter 11 cases of Avianca Holdings and certain of its direct and indirect subsidiaries.
  • Advised Braskem Idesa on its oversubscribed $1.2bn offering of sustainability-linked bonds.

Shearman & Sterling LLP

Shearman & Sterling LLP has experienced a changing of the guard in its Latin America capital markets practice with the retirement of heavy-hitter Stuart K Fleischmann in January 2021 and following the retirement from the partnership of senior statesperson Antonia Stolper the previous year, although she remains of counsel at the firm. Manuel Orillac and Grissel Mercado have stepped up to lead many of the team’s top engagements, with Roberta Cherman providing further senior-level experience in Sao Paulo. The team continues to represent leading international and Latin American banks, along with a range of regional issuers. The practice remains best known for project bonds, along with financial institutions, energy (including renewables) and infrastructure-related bond offerings. ESG and sustainability-linked bond offerings constitute another growth area for the group. Maria Marulanda Larsen and Sao Paulo’s Jonathan Lewis are additional key names at counsel level. Named individuals are based in New York unless stated otherwise.

Practice head(s):

Manuel Orillac; Grissel Mercado; Roberta Cherman

Testimonials

Manuel Orillac has a lot of extensive experience in capital markets. Great knowledge of the laws and their practical application. The team is usually very well prepared when it comes to advising clients.

Manuel Orillac knows the Latin American market very well, especially the Panamanian market.

Relatively new addition of Jonathan Lewis. One of the best – extremely knowledgeable, responsive and pays attention to details. Superb for high-yield covenants. Grissel Mercado and Maria Larsen particularly knowledgeable for sovereign bond offerings.

Key clients

Aeropuerto Internacional de Tocumen

Azul

Banco BTG Pactual

Banco de Chile

Banco do Brasil

Banco General

BofA Securities

Bradesco BBI

Bradesco Securities

Citigroup Global Markets

Empresa Nacional del Petróleo (ENAP)

Globo Comunicação e Participações

Goldman Sachs

HSBC Securities (USA)

Inversiones Atlántida

Itau BBA

Itaú Corpbanca

ITB Holding Brasil Participações

JP Morgan Securities

Mizuho Securities USA

Morgan Stanley

MUFG Securities Americas

Safra

Santander Investment Securities

Scotia Capital (USA)

SMBC Nikko Securities America

The Nature Conservancy

Volcan Compañía Minera

UBS Securities

XP Investimentos

Work highlights

  • Represented Aeropuerto Internacional de Tocumen in connection with its offering of $1.85bn senior secured notes, tender offer and consent solicitation.
  • Represented Volcan Compañía Minera in connection with a $475m notes offering.
  • Represented the international placement agents in a follow-on equity offering of common shares for up to $135m by Rede D’Or Finance, and the dealer managers in connection with the associated cash tender offer.

Skadden, Arps, Slate, Meagher & Flom LLP

Skadden, Arps, Slate, Meagher & Flom LLP’s well-established and highly rated team in Sao Paulo has landed a number of high-value equity and debt offerings as part of Brazil’s recent surge in capital markets transactions. A New York-based Latin America focused team also covers the wider region with the group acting for both issuers and underwriters. While being fully-committed to equity offerings, the firm is also at the forefront of high-yield debt issuances. Mathias Von Bernuth heads the Sao Paulo office and has a fine record in Brazil capital markets offerings, as does fellow Sao Paulo partner Filipe Areno. Alejandro González Lazzeri is the key name in New York, covering both bank and bond debt.

Work highlights

  • Represented Brazilian Rede D’Or São Luiz in its $2bn IPO.
  • Represented Banco BTG Pactual in its $500m offering of senior notes (due 2026) under its medium-term note programme, for the financing or refinancing of eligible green projects under its green, social and sustainable financing framework.
  • Represented Itaú BBA, BofA Securities, BTG Pactual and Santander in the $220m IPO of Clear Sale.

Arnold & Porter

Arnold & Porter is a dominant force in sovereign offerings. The firm has represented a number of sovereign and sub-sovereign entities in Latin America over the years. It benefits from the presence of a number of experienced Latin America specialists; Whitney Debevoise and Gregory Harrington are amongst the most senior Latin America experts in the market with deep connections to a number of sovereign states such as Colombia, Panama, El Salvador, Honduras and Venezuela. The team worked on high-value bond offerings for the Republic of Panama and the Republic of Colombia in 2021, among a number of other headline transactions. Raul Herrera, a Panamanian, is another senior figure with extensive experience in capital markets offerings by sovereigns and parastatal agencies; he is a former general counsel of IDB Invest. Counsels Arturo Caraballo and Carlos Pelaez round out the seasoned and prominent team. All named individuals are based in Washington DC. Neil Goodman has retired, although the group has been reinforced on the bank lending front by the hire of New York partner Chris Willott from Clifford Chance in 2021.

Practice head(s):

Whitney Debevoise; Gregory Harrington

Key clients

Corporación Andina de Fomento

Republic of Colombia

Republic of Panama

Camposol

Republic of El Salvador

Republic of Honduras

Empresa Nacional de Autopistas

Banco Central do Brasil

Bolivarian Republic of Venezuela

Credicorp

Work highlights

  • Advised the Republic of Panama on its SEC registered offering of $750m 4.5% global bonds (due 2050), and its offering of $1.25bn 3.362% treasury bonds – “Bonos del Tesoro” (due 2031).
  • Advised the Republic of Colombia on a dual-tranche offering of $2bn 3.25% global bonds (due 2032) and $1bn of its 4.125% global bonds (due 2042); this represented the largest global bond issuance in Colombia’s history.
  • Advised Corporación Andina de Fomento (CAF), the multilateral development bank headquartered in Venezuela, on the filing of its $3.5bn shelf registration statement in July 2021 and issuances of $1bn 1.25% notes (due 2024) and $650m 2.25% notes (due 2027).

DLA Piper LLP (US)

DLA Piper LLP (US) has a large and established team spread across its US and Latin America offices. The firm is especially active in debt offerings, including high-yield debt, private placements and project and infrastructure bonds. The group is also noted for structured financings and securitisation, along with debt restructurings – particularly sub-sovereign debt restructurings in Argentina. New York partner Christopher Paci is a cornerstone of the practice with Marcelo Etchebarne having a prominent role in Buenos Aires on sub-sovereign debt mandates. Roberto Vianna do R Barros, at associate Brazilian firm Campos Mello Advogados, has landed a number of major Brazil capital markets engagements.

Practice head(s):

Christopher Paci; Marcelo Etchebarne; Roberto Vianna do R Barros

Key clients

Banco do Brasil

Globant

Province of Chaco

Province of Chubut

Province of Entre Rios

Province of Salta

YPF ad hoc bondholder committee

Crédito Real

Edenor

Transtelco Holdings and Transtelco Acquisition III

Banco Latinoamericano de Comercio Exterior

Alsea

Work highlights

  • Represented Globant in its underwritten public offering of 1.3m common shares, valued at approximately $286m.
  • Represented Alsea in its debt restructuring and related issuance of $500m in senior notes (due 2026).
  • Advised Banco do Brasil on its issuance of senior unsecured social bonds.

Greenberg Traurig, LLP

Greenberg Traurig, LLP’s representation of a multitude of Latin American businesses brings it a steady flow of capital markets engagements. The firm also demonstrates particular expertise in SPAC-related transactions, liability management, structured debt deals and asset-backed securitisations. It is building its presence in project bonds, along with green and sustainability-linked bonds. The firm has a particularly strong record in Mexico, thanks in part to its sizeable Mexico City office, and also has a long history in offerings originating from Central America, although it now has a wider geographic coverage across South America too. Marc Rossell is hugely experienced in the Latin America capital markets segment, along with ‘truly exceptional attorneyOscar Stephens, who is a growing force in project and infrastructure bonds, asset-based securitisations and future-flow structured finance. Both are based in New York. The Miami office, the firm’s headquarters, also houses a large team focused on Latin America, many of whom have worked on a recent spate of SPAC deals. Since publication the firm has deepened its New York-bench with the hire of Stephen Sandretto (most recently in house at Unavision, his experience also includes some eight years as a partner at Paul Hastings LLP), who brings significant expertise in Brazil-related matters.

Practice head(s):

Marc Rossell; José Raz Guzmán

Testimonials

The team that works at Greenberg is top quality, it shows in the responses, and agility to resolve issues.

In its technical knowledge, it is noted superior to other firms.

Greenberg Traurig’s capital markets team has excellent lawyers, with a very sophisticated practice. They are always available and have very good technical and market knowledge. It compares very well in relation to other offices.

In relation to the Latin American practice, they have lawyers who speak Spanish perfectly, many of them being of Latin origin. That is essential when talking to clients and other firms in Latin America. In addition, their lawyers have a lot of experience in capital markets deals and know the area very well. I especially highlight Oscar Stephens, partner of the firm with a focus on Latin America. I have worked with Oscar a lot over the years and on different transactions. His technical mastery of topics never ceases to amaze me, but above all I highlight his ability to remain calm in the most stressful moments and always be focused on finding intelligent solutions. He is a truly exceptional attorney.

The Latam practice has great knowledge of the market and proximity to the legal market.

Oscar Stephens is an excellent attorney who understands and collaborates with the local attorney on transactions. Great market knowledge and available to answer questions. Additionally, his approach helps deals close.

The team is always attentive and helpful.

Marc Rossell is a spectacular lawyer, always willing to support our company at very competitive prices and good quality.

Key clients

Oppenheimer & Co

Prolec-GE Internacional

Inversiones Latin America Power

Grupo Procaps

Elektra Noreste

ACI Airport Sudámerica

Aeropuertos Argentina

Flora Growth Corp

Hudson Sustainable Group

DD3

Work highlights

  • Acted as US counsel to Oppenheimer & Co, the initial purchaser and sole bookrunner, in the $161m offering of senior secured notes (due 2025) issued by Frigorífico Concepción.
  • Represented the initial purchaser in Inversiones Atlántida’s $300m issuance of 7.50% senior secured notes (due 2026).
  • Represented Prolec GE Internacional in the financing of the $645m acquisition of SPX Transformer Solutions.

Hogan Lovells US LLP

Hogan Lovells US LLP’s longstanding links to Latin America have provided the foundations for a thriving capital markets practice, notably in derivatives, structured finance and securitisation, along with sovereign bond offerings, project bonds and equity issuances. The firm is making a further impression in the green and sustainability-linked bonds segment. Emil Arca is a core member of the Latin America team and is a leader in structured finance and securitisation transactions, especially diversified payments rights securitisations. Sao Paulo’s Isabel Costa Carvalho is an experienced name in Brazil IPOs and follow-on offerings; she led the team that advised Caixa Seguridade on its $814m IPO. Evan Koster provides further expertise in sovereign bond offerings and derivatives. Ben Garcia is another key capital markets specialist with considerable Latin America experience. All named individuals are based in New York unless stated otherwise.

Practice head(s):

Emil Arca

Key clients

Banco do Brasil

Banco Industrial

Banco Pichincha

Bemobi Mobile Tech

BTG Pactual

Caixa Seguridade

Cetares Management

Citigroup

IDB Invest

Itaú BBA

Knighthead Capital Management

National Commercial Bank Jamaica Limited

The City of Cordoba

XP Investimentos

Work highlights

  • Advised The Central America Bottling Corporation on its $1.1bn US-dollar denominated sustainability-linked bond issuance.
  • Advised Caixa Seguridade, the insurance unit of Brazilian financial institution Caixa Econômica Federal (one of the largest state owned banks in Latin America), on its R$4.35bn ($814m) IPO.
  • Advised Knighthead Capital Management and Certares Management, as anchor investors, in connection with an offering of approximately $325m convertible secured notes by Brazilian airline Azul.

Holland & Knight LLP

Holland & Knight LLP has a wide-ranging capital markets practice, covering the full range of equity and debt products, including project bonds. It is also noted for its experience in sovereign offerings, along with deals in the energy, real estate and financial services sectors. The firm has impressed in a series of SEC-registered IPOs, project bond offerings and sovereign issuances by Argentinian provinces. Stephen Double and Norberto Quintana are versatile practitioners across the banking and finance and capital markets segments. Qualified in New York, Florida and Washington DC, senior figure Peter Baumgaertner is deeply experienced in Latin America-related operations for both borrowers and lenders, his practice taking in the full range of capital markets, project finance and restructuring matters. Associates in the corporate, M&A and securities practice, and financial services practice, respectively, Julia de la Parra and María De Bedoot both have extensive experience of capital markets matters across Latin America and the Caribbean. All named lawyers are based in New York, with Quintana also spending time in the Miami office. However, Brazil-focused Steven Sandretto, a September-2020 hire from Paul Hastings, moved in house at Univsion in November 2021.

Practice head(s):

Roberto Pupo; Cindy Brazell; Matthew Fontane

Testimonials

Holland & Knight LLP’s Capital Markets area is excellent, particularly in the area of sovereign and sub-sovereign transactions, where Holland & Knight LLP has comparatively more experience than other firms.

Stephen Double and Norberto Quintana are excellent attorneys.

Key clients

Adecoagro

Banco Latinoamericano de Comercio Exterior (Bladex)

Deutsche Bank

Fibra Educa

Grupo CCR

JP Morgan

MRV Engenharia

Province of Jujuy, Argentina

TMF Group

Work highlights

  • Advised Fibra UNO on its international offering of $300m in senior notes, involving the reopening of up to $300m 5.250% notes (due 2026) issued under Rule 144A/Reg.S.  
  • Represented the Province of Jujuy, Argentina in its consent solicitation to amend certain material terms of its outstanding $210m 8.625% notes (due 2022).

Latham & Watkins LLP

Latham & Watkins LLP has continued to develop its Latin America capital markets credentials, especially in the energy and infrastructure areas. The Latin America team has impressed in hybrid financings, involving bank and bond debt, project bonds and private placements. It also continues to advise on corporate debt issuances and M&A-related capital markets matters. The Latin America team has extensive geographic coverage, with a strong background in Mexico, Colombia and the Southern Cone. Although not as prolific in IPOs and equity offerings as some of the tier one and tier two firms, it does land headline engagements, along with pioneering deals in social housing bonds and SPAC IPOs. Roderick Branch is a Mexico native and capital market specialist with a long history in Latin America, including numerous headline deals. Gianluca Bacchiocchi is a leader in project bonds, structured finance, private placements and hybrid financings. Guido Liniado is an Argentina native focused on energy and infrastructure financings driven by project bonds, private placements, structured bonds, and bank/bond financings. Since publication, the partner-level bench has been further strengtehened with the promotion of John J Slater to the partnership – effective, November 2022.

Practice head(s):

Antonio Del Pino; Roderick Branch

Key clients

Banco Santander

Global Infrastructure Partners and Electricidad Firme de Mexico Holdings

Goldman Sachs

Itau BBA USA Securities

KfW IPEX-Bank

MetLifeGM Holdings (Generadora Metropolitana)

Infraestructura Energética Nova (IENova)

Corporación Andina de Fomento (CAF)

CPPIB Credit Investments

 

Work highlights

  • Advised on the sale of all the outstanding shares in Infraestructura Energetica Nova to Sempra Energy.
  • Advised CAF (Corporación Andina de Fomento) on its €1.25bn syndicated bond offering, the latest tranche to be sold under CAF’s $23bn MTN programme.
  • Represented GM Holdings (Generadora Metropolitana) on a $980m concurrent bank and bond project finance transaction for a portfolio of existing and new-build electricity generation assets in Chile.

Linklaters LLP

Linklaters LLP has maintained high activity levels in headline and big-ticket capital markets transactions in Latin America. It continues to be at the forefront of major trends and growth areas in the region, such as green, social, sustainability-linked and ESG-linked bonds, and SPAC-related listings. It advised the Republic of Chile on its $1.3bn social bonds offering to finance projects to households, education, health services and to address the affects of the Covid-19 pandemic. Conrado Tenaglia is co-head the Latin America team and is a vastly experienced capital markets specialist. Counsel Alejandro Gordano is another Latin America capital markets expert with a fine record in investment grade and high-yield debt, sovereign debt offerings and liability management. Sao Paulo partner Matthew Poulter has close links to a range of large Brazilian issuers and is frequently engaged on headline equity and debt offerings. Named individuals are based in New York unless stated otherwise.

Practice head(s):

Conrado Tenaglia

Mayer Brown

Mayer Brown’s major investment in the Latin America market continues to deliver rewards. Its presence in Mexico and Brazil, the latter through Tauil & Chequer Advogados, has given it access to the region’s most dynamic capital markets, additionally ensuring it involvement in the further uptick in Brazil IPOs and follow-on offerings. The practice remains noted for energy and infrastructure bonds, high-yield and investment grade bonds, private placements, liability management and structured financings. The Latin America team is also active in SEC reporting for businesses in the region. The firm’s excellent connections to investment banks consistently puts it in the frame for major engagements and it is continually building its issuer client base. Douglas Doetsch is head of the Latin America practice and a leader in securitisations, especially future cash flow securitisations. Juan Pablo Moreno previously practised in Colombia and is admitted in New York and Illinois; he is active in bank financings and capital markets transactions in the region, particularly in Brazil. New York partner David Bakst also has a long track record in Latin America capital markets offerings. Washington DC and New York partner Christopher Erckert is at the forefront of project bonds and private placements. Carlos Motta provides on the ground Brazil expertise in Tauil & Chequer Advogados' Sao Paulo office; while the November-2021 arrival of Jonathan Pacheco (from Simpson Thacher & Bartlett LLP), as a partner in Washington DC further reinforces the group, particularly in relation to Brazil offerings.

Practice head(s):

Douglas Doetsch

Key clients

Banco Santander

Bank of Nova Scotia

BNP Paribas

Bradesco

Credijusto

Credit Suisse

Global Bank

Goldman Sachs

JP Morgan Chase

Wells Fargo

Work highlights

  • Represented Jefferies Group, BCP Securities and Credit Suisse Securities (USA), as initial purchasers of a $500m issuance by Mexico Remittances Funding Fiduciary Estate of series 2021-1 fixed-rate notes secured by a remittances from Nueva Elektra del Milenio’s money transfer business.
  • Represented Locaweb in a $511m follow-on offering on the B3 stock exchange.
  • Advised EcoRodovias on a $343m follow-on offering.

Sullivan & Cromwell LLP

Sullivan & Cromwell LLP has a superb history of big-ticket capital markets offerings in Latin America, particularly SEC-registered offerings. The core Latin America team had a key role in advising Belize on its ‘blue bond’ restructuring involving $550m of external commercial debt, to help finance fund ocean and marine life conservation. The group also recently advised the underwriters on the Republic of Colombia’s two-part $3bn international bond offering and on Mexico’s issuance of $3.2bn of debt. Christopher Mann, Sergio Galvis and Werner Ahlers are hugely experienced in Latin America deals. Of Counsel Robert Risoleo, who has deep experience of securities offerings and restructurings throughout the region, constitutes an additional senior resource.

Winston & Strawn LLP

Winston & Strawn LLP continues to impress in complex and headline transactions. It remains at the forefront of future flow securitisations, SEC-registered offerings and inaugural bond offerings, recently advising Nueva Elektra del Milenio and its parent, Grupo Elektra, on a future flow transaction involving remittances from the United States to Mexico. Corporate restructurings are another forte for the team, which represents a number of US-listed Latin American businesses. The group has a particularly strong record in Mexico, Chile and Argentina. It is also well positioned to grow its Brazil capital markets practice following the hire of ‘remarkable corporate lawyer' Rodrigo Carvalho in April 2021; he was previously Bank of America’s head of investment banking (legal division) in Sao Paulo. Co-head of the Latin America team Allen Miller is rated for SEC-registered deals, corporate governance engagements and future flow securitisations. Co-head of the group Talbert Navia is noted for bond offerings in Mexico and Argentina. Sey-Hyo Lee  and Claude Serfilippi are also key members of the team. All named individuals are based in New York.

Practice head(s):

Talbert Navia; Allen Miller

Testimonials

Flexible fee arrangement. Very client-focused and talented team.

What makes Winston & Strawn practice unique in Latin America is the experienced partner Rodrigo Carvalho, who had worked at Bank of America and is familiar with the concerns from the business point of view and goes beyond the standard legal analysis.

W&S is a multicultural law firm with extensive experience in Latin America. They are competitive in their fees compared to other NYC offices.

Allen Miller, outstanding and extensive experience. Sey-Hyo Lee, outstanding and extensive experience. Talbert Navia, outstanding – I have worked with him less, but he has excellent professional qualifications.

Partner Rodrigo Carvalho is a remarkable corporate lawyer, he is smart and understands business.

Rodrigo leads a team with unique experience as an outside counsel and in-house counsel for underwriters, which adds to his experience advising issues. On top of his hands-on approach, Rodrigo has deep understand of the regulation and deal dynamics.

Rodrigo leads a team with unique experience as an outside counsel and in-house counsel for underwriters, which adds to his experience advising issues. On top of his hands-on approach, Rodrigo has a deep understanding of regulation and deal dynamics.

Key clients

Sociedad Química y Minera de Chile (SQM)

Total Play Telecomunicaciones  (Total Play)

Nueva Elektra del Milenio

ILAP Private Placement Joint Representation

Enel Chile/Enel Americas

Work highlights

  • Advised Nueva Elektra del Milenio and its parent, Grupo Elektra, on a future flow transaction involving remittances from the United States to Mexico.
  • Advised SQM on a $1.2bn equity offering structured as an SEC-registered preemptive rights offering in parallel with a Chilean preemptive rights offering; SQM susbequently mada a $700m green bond offering, the first such offering by a mining company in Latin America.
  • Advised Total Play Telecommunications, a high-growth Mexican telecommunications company, on a $575m inaugural bond offering.

Akin Gump LLP

Akin Gump Strauss Hauer & Feld LLP’s Latin America capital markets practice is largely driven by private placements by institutional investors, especially US-based insurance companies. Thomas O’Connor in London, along with Margaret Parker-Yavuz in Washington DC, have a history of representing the US insurance market in cross-border offerings, including Latin America transactions.

Practice head(s):

Thomas O’Connor

Allen & Overy LLP

Allen & Overy LLP re-established a Latin America capital markets practice in 2021 through the return of David Flechner from Paul Hastings LLP; Flechner had left the firm back in 2018. Based in New York and Sao Paulo, Flechner brings extensive expertise in Brazil offerings, acting for both underwriters and issuers. He further strengthens a well established Latin America practice group that also has wide-ranging connections to Latin American businesses and financial institutions. Since re-joining the firm, Flechner led a team that advised the underwriters on the $500m sustainability-linked bond issuance by Brazilian paper-and-pulp producer, Suzano.

Practice head(s):

David Flechner

Testimonials

Fantastic firm, worldwide presence and deep expertise within different jurisdictions.

David Flechner is a fantastic lawyer. Very proactive, prone to providing solutions and understandings when facing potential deadlocks.

Key clients

Bank of America/JP Morgan

Blackstone

Boa Safra Sementes

Braskem

BTG Pactual

Cielo

Citibank/JP Morgan

CPFL Energia

Credit Suisse

EMCCAMP Residencial

Intelbras

Itaú BBA

Méliuz

ONE DI Empreendimentos e Participações

Orizon Ambiental

PagSeguro Digital

Work highlights

  • Advised the underwriters on BRF’s issuance of 270m new common shares.
  • Advised a syndicate of ten underwriters on a $500m sustainability-linked bond issuance for Suzano and its finance subsidiary.
  • Represented PagSeguro Digital in a variety of corporate and financing matters including SEC reporting and governance work.

Baker McKenzie LLP

Baker McKenzie LLP has capital markets expertise in multiple offices across Latin America. It represents underwriters and issuers, including sovereigns, in a range of capital markets transactions. Lima partner Pablo Berckholtz has an especially strong record in capital markets offerings. Brazil affiliated firm Trench Rossi Watanabe is also active in equity and bond offerings, including sustainability-linked offerings. Daniel Facó is the key partner in Sao Paulo.

Dechert LLP

Dechert LLP has extensive experience in representing bondholders in debt restructurings. A team led by the highly regarded Allan Brilliant represented the official committee of unsecured creditors of LATAM Airlines Group in LATAM’s chapter 11 insolvency proceedings, amongst a number of other headline debt restructurings. Howard Kleinman is another experienced Latin America specialist with a number of issuer clients in the region, particularly in Chile.

Gibson, Dunn & Crutcher LLP

Gibson, Dunn & Crutcher LLP is well regarded for project bonds and infrastructure financings. It has further expertise in IPOs, along with high-yield and investment grade bonds. Tomer Pinkusiewicz is an experienced figure in projects and infrastructure bonds in Latin America, while Boris Dolgonos has well-rounded experience across a range of capital markets offerings and debt restructurings in the region; this includes recently advising Oncoclinicas, the Brazilian medical care provider, on its $518m IPO.

Work highlights

  • Advised Empresa de Transporte de Pasajeros Metro on its $650m issuance of notes.
  • Advised Oncoclínicas, a Brazilian medical-care provider, on its $518m initial public equity offering.
  • Advised Enjoy, the owner and operator of hotels and casinos in Chile and Argentina, on its Chapter 15 proceeding in the US and the restructuring of its debt obligations.

Morgan, Lewis & Bockius LLP

Morgan, Lewis & Bockius LLP is known for bond offerings, including sovereign offerings, along with private placements and debt restructurings. Hartford-based partner Daniel Papermaster represents a range of institutional investors in private placement financings in Latin America and elsewhere. London partner Carter Brod specialises in international bond offerings, including issuances originating from Latin America. Also in Hartford, special adviser Michael Reilly has a long track record in Latin America bond restructurings.

Work highlights

    Proskauer Rose LLP

    Proskauer Rose LLP's firmly established Latin American client-base brings it a wealth of capital markets engagements, including high-yield debt offerings, debt restructurings and private placements. The firm is especially active in energy, mining and financial services. New York partner Carlos Martinez leads the Latin America practice and has an extensive network of clients throughout the region. Head of the Sao Paulo office, Antonio Piccirillo, is another experienced and practitioner with a solid record in capital markets offerings.

    Key clients

    Banco GNB Sudameris

    Compañía Latinoamericana de Infraestructura & Servicios (CLISA)

    Frontera Energy

    Gran Colombia Gold

    Grifols

    Work highlights

    • Represented Banco GNB Sudameris in an offering and placement of $400m in subordinated notes (due 2031).
    • Represented Compañía Latinoamericana de Infraestructura & Servicios (CLISA), in connection with the restructuring of $332m of debt.
    • Represented Frontera Energy on a $400m high-yield note offering and concurrent tender offer for its existing notes.