Capital markets: Equity in Spain

J&A Garrigues SLP

J&A Garrigues SLP’s work covers IPOs, equity issuances, private placements and takeover bids, as well as listing and delisting transactions. The practice is co-led by corporate and commercial expert Mónica Martín de Vidales and Álvaro López-Jorrín, who is active in the issuance of equity and fixed-income securities. Notable in their team are Gonzálo García-Fuertes, who specialises primarily in securities market, banking and finance law, and Fernando Vives, whose expertise includes tender offers, securities issues, public offerings and regulatory matters concerning listed companies. In a recent highlight, the firm advised Alzette Investment (an affiliate of Blackstone Group) on all aspects of its bid for the shares of Hispania Activos Inmobiliarios Socimi, under Spanish law.

Practice head(s):

Mónica Martín de Vidales; Álvaro López-Jorrín

Key clients

Värde Partners

Vía Célere

Blackstone

Bankinter

BBVA

Iberdrola

IAG

Zegona

Banco Sabadell

Air France Finance, S.A.S.

Work highlights

  • Advised Groupe Bruxelles Lambert on a public tender offer launched by Piolin BidCo (a special purpose company indirectly owned by EQT, Groupe Bruxelles Lambert and Corporación Financiera Alba) over Parques Reunidos, a Spanish listed company.
  • Advised International Consolidated Airlines Group on the preparation, launch and execution of a €500m share buyback programme and the corresponding €33m reduction in share capital through the redemption of the 65.9 million own shares acquired under the share buyback programme.
  • Advised Air France on the cancellation of a derivative on shares of Amadeus IT Group, secured with a securities loan subscribed with Deutsche Bank (London Branch).

Linklaters

Providing services in Spanish, US and English law, Linklaters is known for its ‘superior knowledge, expertise and top-quality advice’ in areas including liability management, hybrid instruments and regulatory capital. The ‘exceptionally good’ practice is co-led by managing partner and ‘go-to lawyerÍñigo Berrícano; Federico Briano, who focuses on capital markets transactions and products, notably equity and equity-linked securities; and Jorge Alegre, who has broad experience in equity offerings. Also notable is counsel Juan María Lamo, who is active in a range of capital markets transactions. The team advised CaixaBank, Société Générale, JB Capital Markets and Banco Cooperativo Español (as the underwriters) on the IPO of Solarpack Corporación Tecnológica.

Practice head(s):

Íñigo Berrícano; Federico Briano; Jorge Alegre

Testimonials

‘Best law firm in Spain for equity capital markets’

‘Think outside the box and provide tailored solutions to the client’s needs’

‘Íñigo Berrícano has expertise and legal mastery only matched by his relentless commitment to his clients’

‘Jorge Alegre and Pablo Medina are clearly the best of the next generation. Extremely experienced, total commitment to their clients, can anticipate our needs and issues and address them before they actually represent a concern’

‘Unique team with Spanish, UK and US lawyers’

‘High quality standards with an incomparable commercial approach’

‘They anticipate problems and have an outstanding knowledge not only of the legal aspects but of the technical ones’

‘Exceptionally good understanding and knowledge of our company and the sector’

‘Work well with other advisers’

‘Work efficiently with the internal team’

‘Response time, lateral thinking, familiarity with partners and top team’

Rapid response, understanding and helpfulness’

Key clients

Banco Santander

Credit Suisse

Barclays

Bank of America Merrill Lynch

Société Générale

Morgan Stanley

Barclays

OHL

Abengoa

Citi

UBS

Sacyr

Work highlights

  • Advising CS on the €96.8m accelerated bookbuild offering of 16,687,390 ordinary shares of Solaria Energía y Medio Ambiente.
  • Advising AmRest Holdings on the subscription by existing shareholders of 5,233,303 committed shares and an accelerated bookbuilt offering among qualified investors of 2,443,573, shares at a subscription price of €9.44.
  • Advising the joint global co-ordinators on the Cellnex Telecom €1.2bn capital increase carried out through the issue of 66,989,813 new ordinary shares with pre-emption rights.

Uría Menéndez

The ‘exceptionalUría Menéndez provides ‘knowledgeable and helpful’ advice on the spectrum of equity capital markets transactions, notably IPOs, follow-on offerings, rights issues, equity-linked instruments and public M&A. The multi-jurisdictional expertise of the firm enables the practice to act for issuers and underwriters in outbound and inbound matters. Luis de Carlos Bertrán advises on corporate governance, M&A, banking and corporate law matters. He co-leads the practice with Javier Redonet, who specialises in company, finance and securities law. Notable in their team is Gabriel Núñez, whose experience covers public offerings and IPOs, takeovers and project finance deals. The department is advising NH Hotel Group on the mandatory tender offer by Minor International Group for 100% of the company’s shares.

Practice head(s):

Luis de Carlos Bertrán; Javier Redonet

Testimonials

‘Uria are the most qualified lawyers regarding listed companies in Spain’

‘They have strong knowledge and know the Spanish regulator very well, having fluent communication with them’

‘This law firm is exceptional at rendering services to their clients and providing legal advice in due time and from a practical point of view’

Key clients

NH Hotel Group, S.A.

AmRest Holdings SE

Testa Residencial, SOCIMI, S.A.

Papeles y Cartones de Europa, S.A. (Europac)

Cellnex Telecom, S.A.

Providence Equity Partners

Distribuidora Internacional de Alimentación, S.A. (DIA)

KKR

Distribuidora Internacional de Alimentación, S.A. (DIA)

Abertis Infraestructuras, S.A.

Promotora de Informaciones, S.A.

Berkeley Energía Limited

Investindustrial Advisors, S.L.

Duro Felguera, S.A.

Árima Real Estate SOCIMI, S.A.

Laboratorios Farmacéuticos Rovi, S.A.

Work highlights

  • Advising AmRest Holdings on the migration of its registered office from Poland to Spain followed by the admission to listing of its shares on the Madrid, Barcelona, Bilbao and Valencia stock exchanges through the Spanish Stock Market Interconnection System (SIBE) while maintaining its dual listing on the Warsaw Stock Exchange.
  • Advising on the admission to trading of the shares of Testa Residencial, Socimi on the Spanish alternative market (MAB) and on the frustrated IPO and admission to listing of the shares of Testa Residencial Socimi on the Spanish stock exchanges through the SIBE.
  • Advising Papeles y Cartones de Europa  (Europac) and the Isidro family (Europac’s principal shareholders) in connection with the voluntary public takeover bid launched by DS Smith plc over 100% of Europac’s share capital.

Allen & Overy

Allen & Overy has expertise in takeovers, IPOs, flotations and securities, as well as secondary offerings and follow-on capital offerings. The practice is led by corporate governance expert Fernando Torrente, who also specialises in M&A and capital markets. His team advised Citigroup, JB Capital Markets, Mirabaud, Morgan Stanley, BBVA, ING and Kempen on the €100m IPO of Arima Real Estate Socimi and the listing of its shares on the Spanish stock exchanges.

Practice head(s):

Fernando Torrente

Key clients

Mubadala

Cepsa

Arima

Mirabaud

Rothschild

Work highlights

  • Advised Bank of America Merrill Lynch on the sale of a 0.8% stake in airport operator Aena via ABB.
  • Advised Logista on the sale of the 9.9% stake via ABB.
  • Advised Banco Santander, Bankia, BBVA, Kutxabank, Liberbank, Banco Sabadell and CaixaBank on the sale of a controlling stake in the listed company General de Alquiler de Maquinaria.

Clifford Chance

Clifford Chance advises on a range of equity and equity-linked capital markets products for financial institutions in the public and private sectors, as well as corporates. The firm is also active in the real estate sector, advising Spanish REITs (Socimis). The practice is co-led by debt and equity capital markets expert Yolanda Azanza; José Manuel Cuenca, who specialises in securitisation, derivatives, structured finance and regulation issues; Eduardo García, whose experience includes structure debt, general lending and fintech; Javier García de Enterría, who focuses on corporate, M&A and equity capital markets; and international debt and equity offerings specialist Antonio Henríquez. The team acted for Banco Santander, Citigroup Global Markets, Morgan Stanley & Co International and the other joint bookrunners on the proposed multi-jurisdictional IPO of Spanish petroleum company Cepsa.

Practice head(s):

Yolanda Azanza; José Manuel Cuenca; Eduardo García; Javier García de Enterría; Antonio Henríquez

Key clients

Banco Santander, S.A.

Citigroup Global Markets Limited

Morgan Stanley & Co. International plc

Go Madrid Benz SOCIMI

MásMóvil Ibercom, S.A.

Distribuidora Internacional de Alimentación, S.A.

Cellnex Telecom, S.A.

Work highlights

  • Advised Banco Santander, Citigroup Global Markets, Morgan Stanley & Co International and the other joint bookrunners in connection with the proposed sale of up to 133,787,471 shares of Cepsa by its sole shareholder.
  • Advising GreenOak on the listing of Go Madrid Benz Socimi on the Spanish alternative stock exchange (MAB).
  • Advising MásMóvil Ibercom on its share capital increase through the issue of 3,600,000 ordinary shares with exclusion of shareholder’s pre-emption rights.

Cuatrecasas

Specialising in the Spanish alternative stock exchange, Mercado Alternativo Bursátil (MAB), Cuatrecasas also provides global advice on a range of equity capital markets transactions. The firm has experience advising on large public share transactions involving listed companies. Practice head Juan Aguayo’s expertise ranges from securities offerings and issuances to IPOs, takeover bids and structural changes to listed companies.

Practice head(s):

Juan Aguayo

Key clients

General Alquiler De Maquinaria

Tyrus Capital

Vivenio Residencial, Socimi

Mapfre

Acciona

Quabit Inmobiliaria

Sociedad Rectora De La Bolsa De Valores

Altocapital Inversiones

DP World

Corpfin Capital

Work highlights

  • Advising Acciona, a listed Spain-based company, on selling its 20% stake in Testa Residencial, the largest multi-family housing REIT in the Spanish market, to Blackstone.
  • Advising Tyrus Capital, a UK-based hedge fund, on granting itself certain options or conversion rights to acquire minority stakes of shares in Grupo Villar Mir, its subsidiary OHL (the listed Spain-based concession and construction company) and other companies of the group, in the framework of its refinancing process.
  • Advising Vivenio Residencial Socimi on the listing process for the MAB.

Latham & Watkins LLP

The ‘competent and experiencedLatham & Watkins LLP provides ‘knowledge of the subject and flexibility’ in the equity capital markets field. Experienced in acting for corporates and financial institutions, Ignacio Gómez-Sancha leads the team and advised photovoltaic systems company Solarpack on the listing of its ordinary shares on the Bilbao, Madrid, Barcelona and Valencia stock exchanges; the initial offering represents 38.5% of the company’s capital and gives Solarpack €100m in proceeds.

Practice head(s):

Ignacio Gómez-Sancha

Testimonials

‘Good professionals, with experience and good disposition’

Work highlights

  • Advised Nextil in the capital increase subscribed last December.
  • Advised KKR on the public takeover bid over the shares of Telepizza Group.
  • Advised Enagás on its partnership with Blackstone Infrastructure Partners and GIC for the acquisition of a stake in New York Stock Exchange-listed company Tallgrass Energy.

Pérez-Llorca

Pérez-Llorca advises on takeover bids, IPOs, public M&A and corporate governance of listed companies. Capital markets and corporate law expert Julio Lujambio leads the practice and has broad expertise in the field, notably in IPOs, public and private M&A transactions, private equity deals and corporate governance. His team is representing LetterOne in all aspects related to the share capital increase in DIA, including drafting a prospectus to be filed with the National Securities Market Commission (CNMV) and providing support and advice in the discussions with the CNMV.

Practice head(s):

Julio Lujambio

Key clients

DS Smith

Grupo Inversor Hesperia

CCMP Capital

Blackstone

Deoleo (CVC Group)

Prosegur

Iberpapel Gestión

Volotea

Sacyr Group

Work highlights

  • Advised Grupo Inversor Hesperia in the context of the hostile takeover bid launched by Minor International Public Company over 100% of the share capital of NH Hotel Group.
  • Acted as the lead adviser to Blackstone on all Spanish legal aspects regarding Blackstone’s acquisition of 99% of Testa Residencial Socimi.
  • Advised DS Smith on all Spanish law matters relating to the voluntary tender offer for 100% of the issued share capital of Papeles y Cartones de Europa (Europac).

Ramón y Cajal Abogados

Ramón y Cajal Abogados is known for its ‘deep knowledge’ of capital markets as well as its ‘available and engaged’ practice. The firm provides experience in a range of matters, including right and share offerings, bond offerings, IPOs, public M&A and securitisations. In addition, the team has expertise in regulatory and compliance advice. The practice is co-led by Francisco Palá Laguna, who acts for listed companies and debt issuers; Andrés Mas, who focuses on IPOs, equity and debt offerings; and Carlos Lao, who specialises in representing issuers and financial institutions in matters relating to domestic and cross-border capital markets and financing transactions.

Practice head(s):

Francisco Palá Laguna; Andrés Mas; Carlos Lao

Testimonials

‘They care about the clients’

‘Experts in capital markets’

‘The Ramón y Cajal team is excellent, optimally combining the participation of partners with greater responsibility as well as the rest of the team in the execution of tasks’

‘Someone of the highest level is always involved’

‘Roberto Tojo has first-rate knowledge, and is also directly involved in the operation, accessible, creative and rigorous’

‘Total control of the scope of action’

‘Great work capacity and high level of professionalism’

Key clients

Inmobiliaria Colonial

Repsol

Liberbank

Bankinter

Atlantica Yield

Borges Agricultural & Industrial Nuts

Atom Hoteles SOCIMI

Témpore Properties SOCIMI

Unión Financiera Asturiana

Work highlights

  • Advised Inmobiliaria Colonial as acquirer in connection with the merger by acquisition of Axiare (a listed company) following a €1.4bn takeover.
  • Advised Inmobiliaria Colonial in relation to the acquisition of a 22.20% share stake in Société Foncière Lyonnaise, a listed company on the Paris Stock Exchange (Euronext Paris), for a total amount of approximately €718m.
  • Advised Atom in connection with its IPO on the MAB for a total amount of €264.7m.

White & Case LLP

The ‘very experienced team’ at White & Case LLP specialises in cross-border matters, particularly in relation to Latam jurisdictions. The firm acts for financial institutions as well as large corporate entities in Spain. Dual qualified in the US and Spain, Juan Manuel de Remedios leads the practice and provides expertise in domestic and global capital markets. Also notable is the ‘standoutYoko Takagi, who is ‘the right person to go to in difficult moments’.

Practice head(s):

Juan Manuel de Remedios

Testimonials

‘Proximity to the client and quick understanding of the business together with experience in similar cases’

‘Availability and dedication combined with experience’

‘The team led by Yoko Takagi provides quick and savvy responses to highly complex matters, usually with a multi-jurisdictional angle’

‘Yoko Takagi always provides very confident advice in every aspect of the transaction, with innovative solutions to complex questions’

Key clients

Morgan Stanley & Co.

Goldman Sachs

Société Générale

BNP Paribas

Neoenergía, S.A.

Iberdrola Energía

Work highlights

  • Represented Neoenergía in its IPO in Brazil and Rule 144A/Reg S offering outside Brazil.
  • Represented Morgan Stanley & Co International plc, Barclays Bank plc, Goldman Sachs International, Société Générale and BNP Paribas in a liability management exercise relating to a bond issuance by the Spanish listed telecoms carrier MásMóvil.
  • Representing Fidentiis Equities in an accelerated book building/capital increase offering for Laboratorios Farmaceuticos Rovi.

Baker McKenzie

The 'highly qualified' Baker McKenzie has particular expertise in equity capital markets, including IPOs and capital increases. The firm is also active advising on convertible bonds. Enrique Carretero leads the practice and focuses on capital markets, IPOs, takeovers and public M&A. His team advised the board of directors of Spanish listed company Telepizza Group on the public takeover bid launched by a subsidiary of KKR & Co.

Practice head(s):

Enrique Carretero

Testimonials

‘An experieced team, always oriented to the execution of deals’

‘Always available and even helped in matters that were not theirs’

‘What made the Baker McKenzie team exceptional was the knowledge of the product and its ability to provide solutions to the problems that arose’

‘Stand out for looking after the client’s interests and following the deal very closely, explaining what is not clear and working to solve even the most complex problems that arise’

Key clients

Bankia

Minor International Public Company Limited

Telepizza

Cajamar

Euskaltel

ACS

Alquiber Quality

Técnica Universal Solar

Work highlights

  • Advised on the acquisition by a wholly owned subsidiary of Minor International Public Company, a Thai listed company, of a 38.2% stake in the Spanish listed company NH Hotel Group, and on the subsequent launching of a public takeover bid over the entire share capital of the Spanish entity.
  • Advised on the renewal of ACS’ negotiable commercial paper programme registered with Banque de France with Crédit Agricole CIB as arranger.
  • Advised the investors on the private financing round of Sanifit Therapeutics, which consisted of a €55.2m series D round, led by Caixa Capital Risc, in addition to a recent capitalisation of €17m convertible bonds.

CMS Albiñana y Suárez de Lezo

CMS Albiñana y Suárez de Lezo has experience in a range of capital markets transactions, notably IPOs. Corporate and M&A specialist Carlos Peña is active in this area.

DLA Piper

DLA Piper advises on a variety of capital markets products and transactions, particularly multi-jurisdictional matters. The firm provides expertise in equity, derivatives, investment management, securitisation and regulatory matters. Iñigo Gómez-Jordana leads the team and has experience in equity, corporate finance and transactions, notably in cross-border M&A and public takeovers.

Practice head(s):

Iñigo Gómez-Jordana

Key clients

Atlantia, S.p.A.

Europac, S.A.

EDP Renováveis, S.A.

Azora Gestión SGIIC, S.A.U.

Banco Santander, S.A.

Natixis, S.A.

Repsol, S.A.

Goldman Sachs & Co.

Abengoa, S.A.

Clínica Baviera, S.A.

Société Générale

Altura Markets S.V., S.A.

Global Dominion Access, S.A.

Citigroup Global Markets Limited

Work highlights

  • Advising Atlantia, as bidder, in connection with the authorised voluntary takeover bid launched for 100% of the shares of Abertis for around €16.3bn, and, subsequently, on the joint investment transaction in Abertis entered into between Atlantia, Hochtief and ACS.
  • Advising EDP Renováveis (EDPR) on the intended acquisition by China Three Gorges (Europe) of a controlling position in the EDP Group through takeover bids launched for the acquisition of the entire share capital of EDP and EDPR, both listed on the Euronext Lisbon regulated market.
  • Advised Azora Gestión SGIIC, as shareholder and investment manager of the Spanish listed Hispania Activos Inmobiliarios Socimi on the takeover bid made by Alzette Investment, an affiliate of the Blackstone Group, to acquire the remaining shares in Hispania.

Freshfields Bruckhaus Deringer

Gómez-Acebo & Pombo

Gómez-Acebo & Pombo provides ‘excellent service’ in relation to equity capital markets, particularly international equity offerings and takeover bids. The practice is focused on socimis and biotechs, with expertise in public takeovers of Spanish and Portuguese listed companies. Capital markets and corporate governance specialist Guillermo Guerra co-leads the team with Ferran Foix, who is known for representing foreign clients in Spanish matters. Also notable is Santiago Gómez-Acebo, who acts in structured finance, project finance and capital markets transactions.

Practice head(s):

Guillermo Guerra; Ferran Foix

Testimonials

‘They were very professional and helped us if we had any requests’

‘They were much more flexible than others’

Key clients

Ibercaja Banco, S.A.

Masmovil Ibercom, S.A.

Fomento de Construcciones y Contratas, S.A.

Deutsche Bank Trust Company Americas (Ger/ US)

Goldman Sachs (US)

Morgan Stanley (US)

Axiare

Banco Bilbao Vizcaya Argentaria – BBVA (Esp)

Banco Sabadell (Esp)

Banco Santander (Esp)

Haya Titulización (Esp)

Meridian

ZAMBAL Spain Socimi (Esp)

Work highlights

  • Advising Fundación Bancaria Ibercaja, Ibercaja Banco’s main shareholder, on its IPO.
  • Advised Másmóvil Ibercom in relation to the capital increase excluding pre-emptive subscription rights which was subscribed by BNP Paribas Arbitrage and Barclays Bank plc, and subsequent listing of the new shares on the Spanish stock exchanges.
  • Advised Másmóvil Ibercom in relation to the capital increase excluding pre-emptive subscription rights which was subscribed by PLT VII MC (Providence) and subsequent listing of the new shares on the Spanish stock exchanges.

Herbert Smith Freehills LLP

Herbert Smith Freehills LLP handles cross-border IPOs and listings, providing multi-jurisdictional advice and expertise in compliance with regulatory practices. The firm also has experience in equity-linked and hybrid securities, including convertible and exchangeable bonds and VWAP-style hybrid securities. The team is co-led by Aberto Frasquet, who is known for public and private M&A, restructuring and equity capital markets transactions; Gonzalo Martín de Nicolás, who advises on IPOs, rights issues and convertible bond issues; and Leopoldo González-Echenique, who acts for wholesale and retail banking, as well as other financial institutions.

Practice head(s):

Aberto Frasquet; Gonzalo Martín de Nicolás; Leopoldo González-Echenique

Key clients

Rubicon Infrastructure Advisors

Banco Santander

Consorcio Transportista Occher

Banc Sabadell

Caixabank

Work highlights

  • Provided Spanish and English law advice to Banco Sabadell, acting as issuer, in relation to the issue of €750m 1.625% senior unsecured notes under its EMTN programme.
  • Provided Spanish and English law advice to Banco Sabadell, acting as issuer, in relation to the issue of €500m 5.375% tier 2 subordinated notes under its EMTN programme.
  • Advised Banco Santander on a €229m refinancing for Autopista de Guadalmedina in relation to the AP-46 Las Pedrizas Toll Road, which forms part of the highway connecting Madrid and Malaga.

KPMG Abogados, Spain

The ‘pragmaticKPMG Abogados is strong in IPOs on the Spanish continuous market as well as the MAB. The firm has experience in a range of equity-related matters, including listings, public share offers and public offers for subscription. Francisco Uría Fernández leads the team and specialises in financial regulation, notably related to the banking, capital markets and insurance sector.

Practice head(s):

Francisco Uría Fernández

Key clients

Técnicas Reunidas, S.A.

Asturiana De Laminados, S.A

Oryzon Genomics, S.A.

ADL Bionatur Solutions, S.A.

Endesa, S.A.

Repsol, S.A.

Black Toro Capital

Banco De Sabadell, S.A.

Work highlights

  • Advised Oryzon on a €13m capital increase executed by means of a private placement process targeted to both Spanish and international investors.
  • Advised ADL Bionatur on a €12m private placement carried out by means of a capital increase through the issuance of new shares to be subscribed by qualified investors.
  • Advised Endesa on corporate governance issues related to its status as a listed company.

ONTIER

ONTIER has experience advising on takeover bids in Spain, public and private offerings of shares and other securities, and acting for investment funds. The firm also advises on tender offers, as well as the listing and delisting of securities on the Spanish stock market and other trading platforms. Notable in the area is Bernardo Gutiérrez de la Roza, who has expertise in business law, particularly in relation to the energy sector. He co-leads the practice with capital markets, finance and corporate law specialist Ramón Ruiz de la Torre Esporrín.

Practice head(s):

Bernardo Gutiérrez de la Roza; Ramón Ruiz de la Torre Esporrín

Testimonials

‘Ramón Ruiz de la Torre Esporrín has a great capacity for negotiation and in-depth knowledge of the market and its players. This is very valuable for the firm and his clients’

Key clients

Urbar Ingenieros

Netex Knowledge and Learning

Group of Mexican investors headed by Antonio del Valle

FCC

Inversora Carso S.A. de C.V.

Work highlights

  • Acting as secretary to the board of directors for the listed company Urbar Ingenieros.
  • Acting as secretary to the board of directors for the listed company Netex.
  • Advising Antonio del Valle and other Mexicans investors regarding the resolution by the EU Single Resolution Board (SRB) on Banco Popular Español and the decisions taken by the Spanish fund for orderly bank restructuring (Frob), as the national execution authority of the decisions taken by the SRB.