Corporate and M&A in Panama

Alemán, Cordero, Galindo & Lee

Alemán, Cordero, Galindo & Lee has a well-established corporate and M&A practice in Panama and is particularly active in high-profile M&A transactions in the banking sector. The team, which has experience acting on both the buy and sell sides of corporate transactions, handles domestic and cross-border matters, with a blue-chip client base that includes leading Panamanian corporations and financial institutions, as well as multinationals with operations in the country. It also advises on corporate restructurings and the sale of distressed assets. Arturo Gerbaud, who has particular strength in acting for banks in corporate transactions, leads the practice. Eloy Alfaro and senior associate Rita de la Guardia are also names to note.

Practice head(s):

Arturo Gerbaud

Key clients

Citibank N.A.

First Quantum Minerals Ltd.

Julius Bär

Ingenieros Civiles Asociados (ICA)

The Bank of Nova Scotia

BBVA

Celsia S.A., E.S.P.

Cable & Wireless Panama, S.A.

Phoenix Tower International

Banco BTG Pactual

Work highlights

  • Advised Banco Panamá on its acquisition by Banco Aliado by way of a merger between Grupo Centenario de Inversiones, the owner of 100% of the shares of Banco Panamá, and Allied Pacific, a subsidiary of Banco Aliado.
  • Acted as local counsel to PTT Exploration and Production Public Company Limited (PTTEP) in relation to a $622m share purchase agreement to acquire Partex Holding.
  • Advised Partners Group on its acquisition of a 50% stake in EnfraGen.
  • Advised Vilgoly (part of Grupo El Machetazo) on the incorporation of a strategic investor in its retail business.

Arias, Fábrega & Fábrega

Among the leading firms in Panama, Arias, Fábrega & Fábrega is regularly involved in large-scale M&A transactions in the country, and also stands out for its work on numerous acquisitions in the financial services sector. The team also has experience assisting with private equity transactions. Practice head Ricardo Arango has expertise in complex, cross-border matters, and in advising on stock purchase agreements, asset purchase agreements and mergers. Other key names include Andrés Rubinoff, who has recently been active in major local and regional M&A; Rodrigo Cardoze, who has experience in joint ventures and multi-jurisdictional M&A; and associate Javier Yap Endera, who handles corporate transactions involving regulated entities.

Practice head(s):

Ricardo Arango

Key clients

Marriott

MHC Holdings

United Airlines, Inc.

La Hipotecaria

Caribbean Property Group, LLC

Skechers

Inversiones Bahia, Ltd.

Work highlights

  • Advised Grupo Rey on the acquisition by Corporación Favorita of a 60% controlling interest in Rey Holdings.
  • Acted as local counsel to Blackstone Infrastructure Partners on the purchase of a stake in FRS Capital Corp and gaining indirect control of a leading Latin American container terminal operator.

Galindo, Arias & López

The 'market-leading' team at Galindo, Arias & López has extensive experience in M&A transactions, including in the telecoms, retail and food industries, often with a multi-jurisdictional element. It also advises on corporate finance, restructuring, joint ventures and capital markets transactions. The team's client base includes international companies and leading domestic players. Diego Herrera, who is particularly experienced in corporate finance, leads the practice jointly with Ramón Arias, who is noted for his expertise in the energy, aviation and finance sectors. The team was also strengthened at the partnership level by the promotions of the 'excellent' Jose Luis Sosa and Beatriz Cabal, who 'has a lot of expertise in corporate transactions and restructurings', in January 2020.

Practice head(s):

Diego Herrera; Ramón Arias

Testimonials

‘The team stands out for its availability, professionalism and technical knowledge. It is a market-leading firm in Panama, which completely fulfils the requirements of the deal and the client.’

‘Every member of the team at GALA always has the best attitude, availability and knowledge, and they resolve issues in full and on time.’

‘Jose Luis Sosa is excellent, extremely available and responsive.’

‘Jose Luis Sosa is a key part of the progress of our business. His knowledge is extensive and he has been a driving force for our company’s development.’

‘Diego Herrera is a very experienced partner. He is always available, practical and reasonable.’

‘Beatriz Cabal has a lot of expertise in corporate transactions and restructurings.’

‘We value the firm’s experience and work ethic, especially in corporate, tax and criminal matters. Their reputation is an important factor that adds value to the work they do for us.’

‘They stand out for their solid knowledge of their field, their dedication to correctly applying legal standards and their availability to seek out the best solution.’

‘Jose Luis Sosa is extremely skilled in negotiating transactions. He is detail-oriented and is a problem solver in complex M&A deals.’

Key clients

Millicom International Cellular, S.A.

Fontus Hydro, LLC

One Equity Partners

Petróleos Delta, S.A.

COPA Airlines

Panafoto, S.A.

Drake Group

Millicom Telecommunications

Cable Onda

Claro

Work highlights

  • Advised Drake Group on the acquisition of the representation rights of the Papa John’s franchise in the Republic of Panama.
  • Advised Millicom on the bid to acquire Telefónica Móviles’ operations in Panama, Costa Rica and Nicaragua.
  • Advised Millicom on the acquisition of 80% of the shares of Cable Onda.
  • Advised Petróleos Delta on the acquisition of Total’s fuel stations in Costa Rica.

Morgan & Morgan

Morgan & Morgan's 'responsive and solutions-oriented' team counts some of Panama's largest companies among its clients, with strength in a range of sectors, from mining and energy to construction and banking. The team advises on domestic and cross-border matters, including M&A and joint ventures, especially by acquirers of local operations, and has particular expertise in the establishment of multinational headquarters in Panama. The team is led by Roberto Vidal and senior partner Francisco Arias, who is praised for his 'excellent support and advice'. Energy specialist Ramón Varela and Inocencio Galindo, who has experience in cross-border M&A, corporate governance and restructurings, are also noted.

Practice head(s):

Francisco Arias; Roberto Vidal

Testimonials

‘We have used Morgan & Morgan for a number of complex finance, corporate and real estate matters over the years. They know the market; they are responsive and solutions-oriented; and they are sensitive to governmental issues.’

‘Experienced.’

‘A comprehensive team,’

‘We have received excellent support and advice from senior partner Francisco Arias and from Kharla Aizpurua.’

Key clients

Banistmo

Constructora Urbana (Cusa)

Electron Investment

General Electric

Cemento Interoceanico

The International Business Machines Corporation (IBM)

Grupo Eleta

Farallon Nicaragua

Corporacion Interamericana para el Financiamiento de Infraestructura (CIFI)

Minera Panamá

Panama Ports Company

Inter-American Development Bank (IDB)

Gaming & Services de Panama

The AES Corporation

AON Benfied Mexico Intermediario de Seguros

Empresas Vicsons

Cirsa Gaming Corporation

Grupo Codere

Lombard Odier

Banco Davivienda

Grupo Mercantil

Work highlights

  • Advising Empresas Vicsons on regulatory and corporate matters related to its operations in the Republic of Panama.
  • Acted as counsel to the majority shareholders of Cemento Interoceanico with respect to the sale of 75% of the issued and outstanding shares of the company to Cemento de Panama (part of Cemento Progreso).
  • Advised Farallon Nicaragua on the sale of its shrimp business to Cooke Inc.
  • Advised VectorGlobal WMG on regulatory and corporate matters related to its operations in Panama.

Alfaro, Ferrer & Ramírez

Alfaro, Ferrer & Ramírez has experience in complex domestic and cross-border M&A in the finance, telecoms, retail, energy and education sectors, among others. The team acts for a mix of local companies and large multinationals, particularly from Latin America and the US, with operations in Panama. The team includes Alejandro Alemán, who is experienced in corporate transactions and governance; Ricardo Moreno, who has expertise in corporate and tax structures; maritime and energy specialist Juan Antonio Alfaro; Roberto Harrington, who focuses on the financial sector; and experienced senior partners Alfredo Ramírez Jr and Luis López Alfaro.

Fabrega Molino

Fabrega Molino advises on M&A, joint ventures, investments in public and private companies, and leveraged buyouts, including cross-border transactions. The team also assists with commercial documentation such as manufacturing, licensing and distribution agreements. Corporate governance and compliance are also key areas of expertise. The team includes senior partner Juan Pablo Fábrega, Tatiana Abadía and Dani Kuzniecky.

Icaza, González-Ruiz & Alemán

Icaza, González-Ruiz & Alemán has extensive experience advising on corporate and commercial matters, including agency and distribution agreements, partnerships, corporate restructurings and M&A transactions. The team can also draw on the firm's expertise in other areas, such as administrative, banking, competition and capital markets, to advise corporate clients. The key contacts are Alexis Herrera Jr, Michelle Oteiza de la Guardia and Luis Chalhoub.

Patton, Moreno & Asvat

The maritime and aviation sectors are key areas of expertise for Patton, Moreno & Asvat, which advises on M&A, reorganisations, joint ventures and regulatory issues. It also assists with foreign investments and the operation of special economic regimes. María de Lourdes Marengo, who specialises in aviation law, leads the team; Khatiya Asvat and Nadya Price are also noted.

Arias

The Panama office of Central American firm Arias is well versed in regional corporate transactions, where it works alongside the firm's other offices, including on significant M&A matters. The team also assists with due diligence and regulatory issues, corporate restructurings and the redomiciliation of foreign entities to Panama. Maria Cristina Fábrega, who was promoted to partner in January 2019, leads the team along with Yuri Moreno, who is particularly experienced in advising clients in the banking and insurance sectors.

Key clients

Cobra Instalaciones y Servicios, S.A.

Indecomm Digital Services Inc.

Telefonica Moviles Panama S.A.

Giant Bridge Company Inc.

PRB

Work highlights

  • Advised Indecomm on the Panamanian law aspects of its acquisition of Avantica.

Delvalle, Escalona, Levy & Corró

Founded in February 2019, Delvalle, Escalona, Levy & Corró has already established a strong client base of leading domestic companies from sectors including aviation, energy, retail, telecoms and financial services. The team has experience handling due diligence and advising on M&A transactions and joint ventures. The firm's four founding partners Alberto Levy, Felipe Escalona, Diego Corró and Ricardo Delvalle, who draw on former experience both in-house and at leading Panamanian law firms, head the practice.

Testimonials

‘All DELCO lawyers are trained in the best universities and business schools in the world, and they are prepared to serve you with the diligence and quality of a large firm. In particular, Alberto Levy and Felipe Escalona are exceptional lawyers; they are very responsive and attend to you at any time. As well as legal advisers, they are true business advisers.’

‘DELCO stands out for its dedication and high quality of work. The firm offers fair prices. The experience of the four partners at large law firms in Panama, together with the fact that they are young and not afraid of the changes brought about by technology, makes DELCO a different firm from the rest.’

‘I highly recommend Alberto Levy and Diego Corró for corporate and M&A matters, Felipe Escalona for commercial and aeronautical work, which is a specialty that few people practise in Panama, and Ricardo Delvalle for commercial and energy matters. The four partners are very well connected in the country, and this, together with their high-quality work, will make DELCO one of the best firms in Panama in a couple of years.’

‘Felipe Escalona is ​​a great professional who always acts quickly, demonstrating his knowledge of the applicable law and internal procedures in Panama.’

‘Fabulous work, energetic and business driven. Bang-for-your-buck, they have a clear advantage.’

‘Alberto Levy and Felipe Escalona bring all the skills and experience of a large Panamanian law firm into a lean, modern way of lawyering.’

Key clients

Petróleos Delta

Turkish Airlines

Air Europa

N Solar

Gate Gourtmet

BYD

La Unión Publicitaria

The Oxford Schools

Workings Latam

Eversheds Sutherland

Work highlights

  • Advised Air Europa on the establishment of its Panamanian branch.

Lovill

Companies operating in key sectors of Panama's economy, including services and commerce, construction and infrastructure, turn to LOVILL's corporate department for advice on M&A, restructurings and joint ventures. The team also assists a number of multinational companies with day-to-day issues such as commercial contracts and compliance. Elizabeth Heutermatte, whose clients include local and international companies, as well as family offices, leads the practice. Isabel Cristina López is also noted.

Practice head(s):

Elizabeth Heurtematte

Key clients

Unilever

Dekel Holdings

Prosegur

Pearl Island

Banapiña de Panamá

Aj Dayan

Ceva Logistics

SGS Panamá Control

Services INC

Grupo Especializado de Seguridad, S.A.

Visa INC

Work highlights

  • Advised Hacienda San José on the spin-off of its livestock and agriculture business.

Pardini & Asociados

Pardini & Asociados is noted for its strength in foreign investment, and also advises on M&A, joint ventures and commercial issues. It has experience acting on corporate transactions in the aviation, energy, retail, hotels and maritime sectors, among others. The practice is jointly led by Juan Francisco Pardini, who is experienced in advising international clients, and Juan José Espino, whose expertise includes foreign investment and corporate governance.

Key clients

EGT

Global Engine Maintenance

Miniso

Sea Las Perlas S.A

Fast Cat Ferries

Repsol

Work highlights

  • Advised Repsol on setting up its global petroleum supply operations in Panama.

SB&Co. Legal

The 'agile' and 'dynamic' team at Sucre, Briceño & Co. has experience advising local and international clients, ranging from start-ups to large corporations, in sectors such as finance, real estate and insurance. It assists with establishing operations, corporate governance, due diligence and contract drafting and M&A. The team is led by senior associate Natalia De Obaldia, who advises on corporate transactions and compliance, with founding partner Fernando Sucre another key contact.

Practice head(s):

Natalia De Obaldia

Testimonials

‘They provide a very personal and detail-oriented service in all transactions. All of the partners know the case perfectly and this saves us time and the quality of responses is high.’

‘There is excellent coordination between the team members. They have broad knowledge of the matters and of other related issues, including aspects that are not necessarily legal but are essential to know in order to provide good advice. In my experience, there are few firms where you can find this depth of knowledge about a case.’

‘They stand out for their availability, as well as their in-depth knowledge of the subject. In addition, they can understand the problem areas from the client’s point of view, which makes it much easier to get good results. The teamwork is excellent and there is strength in depth in the team, which avoids trivial problems. Fernando Sucre was outstanding in his work with us.’

‘One of their strong points (which is key for our company) is the immediate access to partners and associates. There is no unnecessary bureaucracy, which makes them much more agile.’

‘The team at Sucre Briceño is young and dynamic, but this doesn’t mean they lack expertise – quite the opposite. I received an excellent service from Fernando Sucre and Natalia De Obaldia.’