Corporate/M&A: Latin America-wide

THE FIRM Cleary Gottlieb is one of the finest outfits currently operating in the region and is noted for its long-term commitment to Latin America and a securities and finance practice that is second to none. Sovereign wealth funds provide a flow of work that feeds a deep bench of talented and well-organised lawyers, and the firm is the first choice for advice on financing and debt restructuring. M&A plays its part in the success of the group, with highlights including advice to Grupo Bimbo on its USD2.38 billion acquisition of the US fresh bakery business of Weston Foods.

Sources Say: "You can always depend on what the lawyers at Cleary say; they get to know our company and the region inside-out. The finished product is always of the highest quality."

KEY INDIVIDUALS Andrés de la Cruz is one of the leading figures in the South American legal market, undertaking a broad range of cross-border transactions and securities work for some of the biggest and most successful clients involved in Latin America. He is now based in the firm's headquarters in New York but also runs the firm's new Buenos Aires branch, where he spends a significant amount of time handling Argentine matters. Jaime El Koury is well known in the Mexican market for his work on finance and M&A, and he recently advised on the acquisition of loans totalling USD860 million by Banco Inbursa. His expertise in privatisations and joint ventures is a further boon to his clients. Privatisations also feature prominently in the workload of Nicolas Grabar, although he is also particularly renowned for his capital markets skills, not least in Brazil. Jeffrey Lewis is "able to get to the essence of any deal we bring his way and always comes up with the most advantageous solution," clients say. He is closely associated with the mining, paper and energy sectors. Mark Walker is the managing partner for the firm and has acted for a broad range of Latin American governments on debt management. "There are few who can compare to Richard Cooper when it comes to restructuring arrangements," sources say, and his reputation extends across the region. He acted for Grupo Peterson on its USD2.2 billion acquisition, through a subsidiary, of an interest in Repsol YPF. Carmen Amalia Corrales spends much of her time handling debt and equity offerings, frequently working with sovereign wealth funds as part of her securities-led practice. Brazil is a focus area for Francesca Odell, a New York-based partner who covers the whole corporate transactional landscape, advising on M&A, capital markets and project finance. "An excellent communicator who gives his clients a multitude of alternatives," Jorge Juantorena has established himself as a deal maker of prodigious talent in Latin America. He advised Banco Inbursa and Inmobiliaria Carso on their joint USD250 million investment in The New York Times.

THE FIRM Strong links to financial institutions have stood Davis Polk in good stead in Latin America over the past couple of years, with banks and underwriters sending a sizeable flow of work its way. Its securities expertise has long been admired and its M&A practice has benefited from an expanding roster of clients in the region, resulting in a healthy range of activity. The team acted for AmBev on its acquisition of Quinsa, the Argentine brewer, and advised Compañía de Telecomunicaciones de Chile on a tender offer by Inversiones Telefónica Internacional.

Sources Say: "The firm responds well to everything the client needs in a deal; we feel really well looked after with Davis Polk on side." 

KEY INDIVIDUALS Head of the Latin America and Spain group Andres Gil advises many of the firm's most distinguished clients on international securities work and M&A. Manuel Garciadiaz is a strong player in Latin America and has worked for clients such as Telefónica on major acquisitions in Argentina, Brazil and Peru. He is also singled out for his capital markets expertise.

THE FIRM One of the world's premier transactional law firms, Simpson Thacher has made the most of its extensive deal flow from private equity sources over the past few years, and in Latin America in particular it has continued to find considerable success. M&A and securities are both areas of strength for the firm and the team received strong plaudits for its representation of ABN AMRO, Calyon and Citi, as initial purchasers, in the USD500 million debt offering issued by Braskem Finance.

Sources Say: "Its diverse practice has a focus on the region that impresses every time."

KEY INDIVIDUALS Todd Crider relocated to Brazil and co-heads the São Paulo office with Jaime Mercado will continue to be a regular visitor to Latin America while based in New York. Mercado has worked hard to further his activity in the region, and was notably involved in the USD1.3 billion debt offering by América Móvil.

THE FIRM This firm has a strong showing in Latin American M&A work. It has one of the most prestigious client lists and has deepened its roots in the region thanks to the São Paulo office. Its impressive mandates include the USD20 billion merger of Bovespa Holding, owner of the São Paulo stock exchange, with Bolsa de Mercadorias & Futuros. Capital markets work includes representing Tarpon Investment Group in its USD206 million IPO.

Sources Say: "Supremely efficient and extremely well organised."

KEY INDIVIDUALS Paul Schnell is a great M&A lawyer with a wealth of experience in US-related deals and is "superb at keeping on top of all the issues that Brazilian clients are interested in." 

THE FIRM This firm may be more compact than some of its competitors, but it is still a magnet for premium deals and it has the resources to handle even the most complex and extensive transactions. For M&A in the region it is virtually unrivalled, with an endless stream of high-quality deals and often running transactions out of its excellent New York hub. Sullivan & Cromwell is a serious player in the corporate space. It acted for InBev on the acquisition of Anheuser-Busch for USD52 billion, a deal that had significant Latin American elements thanks to the Brahma brands involvement.

Sources Say: "A terrific transactional shop that deserves the heavyweight plaudits that come its way."

KEY INDIVIDUALS Sergio Galvis leads the Latin American group and collects the utmost praise from commentators, who admire his command of M&A and securities law as much as his capacity for managing deals effectively.

THE FIRM Mexico is a centre of strength for White & Case in Latin America. Its lawyers in that locale advise on Mexican law and are also experienced in US-based advice, co-ordinating with teams in Miami and New York. The São Paulo office continues to act on the US aspects of Latin America transactions and financings, with IPOs a notable feature. The firm has a good geographic spread in the region and covers a broad range of practice areas, all of which attracts both regional and international clients. The team advised Cosan Group on its acquisition of ExxonMobil’s fuel distribution service, Esso Brasileira de Petróleo, in a deal valued at approximately USD890 million.

KEY INDIVIDUALS Donald Baker has enjoyed much success in São Paulo in particular. He is recognised by banks and financial institutions as an expert in Brazilian finance: "Baker is a quality figure in the Brazilian market, especially in debt-related matters." Pedro Antonio Alvarez is based in Miami and is well versed in the Mexican market, advising on M&A, joint ventures and equity investments. Victor Alvarez is "extremely clear about where the interests of the client lie and defends those interests to the max." He works closely with financial institutions such as BBVA and JPMorgan Chase. Emilio Alvarez-Farré conducts work for clients throughout the region, including cross-border M&A and restructurings. He represented Tyson Foods in several acquisitions and joint ventures in the Brazilian poultry industry, including the acquisition of Macedo Agroindustrial. Well known for his work on banking and financing arrangements, Carlos Viana worked with Alterra Partners, and its joint owners Bechtel Enterprises and Singapore Changi Airport, on the sale of their interests in Curaçao Airport Partners. "Viana never fails to impress with his grasp of the finance involved in complex sales," sources agree. Thomas Heather has left the firm.

THE FIRM This magic circle outfit has established itself as a competitive force throughout Latin America, with teams in São Paulo and New York spearheading its efforts in the region. Finance is a core strength, with project finance, securities and structured finance transactions sitting comfortably alongside the M&A deals. Banks and institutional investors make up a sizeable quota of the client list, although multinationals also frequently turn to the firm's corporate experts. The team represented Brazilian beef producer JBS in its USD565 million acquisition of the Smithfield Beef business and Five Rivers Ranch Cattle Feeding from Smithfield Foods in the USA.

KEY INDIVIDUALS Cathleen McLaughlin is the leading name for both securities and M&A transactions. She recently acted for BBVA and Banco Santander Chile on a USD170 million syndicated loan to finance the acquisition of Cryogas by Indura Industria y Comercio.

THE FIRM The broad sweep of the corporate practice at this firm is the thing that clients laud most highly. For a US slant on corporate finance transactions and M&A, including project finance and energy-related deals, this firm is hard to beat. Its heartland of New York still carries much of the Latin American workload, though the Mexico City office has continued to grow over the past twelve months. Highlights include representing Horamar Group in its joint venture with a Greek shipping company to form a South American logistics business.

Sources Say: "The amount of work the team manages to get through is impressive – it's a solid group for many different types of deal." 

KEY INDIVIDUALS New York-based Talbert Navia is the co-head of the Latin America group and closely linked to the private equity community, advising such clients on fund formation and negotiations. Allen Miller is the other co-head of the group and is acknowledged as a leader in securities investment and an expert on cross-border M&A connected to the region. Clients say: "Miller is always a welcome presence on a deal – he is just great to work with." Carlos Albarracín is also in New York and has a practice that bridges M&A and capital markets. He recently worked with Pan American Energy in Argentina on a USD200 million syndicated financing arranged by Calyon.

THE FIRM São Paulo is the centre of activity in the region for this magic circle firm, though its sizeable international network certainly pulls its weight, with New York, Madrid and London the foremost offices involved in Latin American work. The truly global scope of the outfit attracts the largest corporates and institutional investors, who turn to the firm for advice on the ever-increasing flow of opportunities in Brazil. The team worked with Bicbanco on its BRL477 million Brazilian IPO and Rule 144A/Regulation S preferred share offering.

Sources Say: "A sound choice for corporate and finance work in Latin America, the firm is dedicated to the client's cause and offers sheer quality."

KEY INDIVIDUALS The São Paulo office is headed by Anthony Oldfield; Sara Hanks is no longer working with the firm.

THE FIRM Cravath is well known for its expertise in all things corporate and features in a multitude of acquisitions and disposals. Latin America remains an important part of its strategy, with New York and London providing rallying points for an expansive team that is skilled in capital raisings and deal execution. Recent highlights include representing Banco Santander in the sale of its Latin American pension fund management companies in Colombia, Argentina, Mexico and Chile to ING. 

KEY INDIVIDUALS David Mercado is the leading figure for the group, having made his move from New York to London in 2008, and is a renowned financing and M&A practitioner. He led on the Santander deal and enjoys a close working relationship with brewer Modelo.

THE FIRM This firm has a wide coverage in the region, though it has seen the majority of its work in Mexico and Brazil in recent times. High-value cross-border deals are the lifeblood of the group. These are handled chiefly from the New York office, and include the completion of the USD700 million acquisition by Capital Group of the McDonald's franchise in Latin America and the Caribbean. 

Sources Say: "A terrific law firm with a corporate division that meets with great success in Latin America."

KEY INDIVIDUALS Gregory Gooding is the most prominent figure of the team involved in this region and wins widespread positive endorsements for his technical expertise. Michael Gillespie is well regarded for advice on M&A in the region and is especially well known for his work in the field of media and telecoms.

THE FIRM This firm has a strong corporate transactional team with a leaning toward Latin America and benefits from an extensive network of offices throughout the USA, with a focus on its Miami operations. Seen to be on the up once more, the group handles finance, joint ventures and cross-border M&A. Work includes representing Smithfield Foods in its sale of Smithfield Beef Group, including 100% of Five Rivers Ranch Cattle Feeding, to JBS for USD815 million in Brazil. 

Sources Say: "Excellent negotiation skills and business knowledge." 

KEY INDIVIDUALS Fernando Alonso "totally understands the clients' work, protecting their interests as closely as if they were his own." He was heavily involved in a large transfer of assets for Spanish financial institution Banco de Sabadell. Carlos Loumiet has an impressive breadth to his practice, from forming and regulating banks to advising on power plant projects.

THE FIRM Jones Day made the unusual move of transferring its Latin American operations to Madrid, and it continues to achieve the high standards that characterise its work in the region. It recently secured a new office in Mexico City, thanks to a merger with De Ovando y Martínez del Campo, which emphasises its commitment to the region and opens up an array of new opportunities. The group worked on the sale of Chevron's fuels marketing business in Brazil for USD730 million to Ultrapar Participações, and represented Intesa Sanpaolo in the sale of its remaining equity interest in Scotiabank Peru.

KEY INDIVIDUALS New York-based María Fernanda Farall is renowned for her work in financing arrangements and is "a deal maker of considerable clout." She works closely with the Argentine subsidiary of Daikin Industries. Luis Riesgo heads the team from Spain.

THE FIRM This sizeable team has been handling a growing volume of corporate transactions over the past couple of years and has also broadened its expertise beyond the private equity-led buyouts that originally made its name on a global scale. Mid-market M&A and project finance are productive areas for the firm, with recent work including acting for Chilean retailer Cencosud on the acquisition of GBarbosa. Other typical transactions include representing Carlyle Mexico Partners in the sale of a 65% stake in Universidad Latinoamericana, an accredited private university based in Mexico City, to Apollo Global.

Sources Say: "The team has a diverse practice that means it can work at a high level on any number of issues."

KEY INDIVIDUALS Antonio Del Pino has a high profile in private equity-linked deals and is often found working with The Carlyle Group, though he also covers wider M&A transactions. He and Sony Ben-Moche have been appointed as global co-chairs of the firm's Latin American practice, following the US Senate's recent appointment of Jose Fernandez as assistant secretary of state for economic, energy and business affairs.

THE FIRM This firm's São Paulo office has been open for over a year and is already a success story, developing work for the group as a whole whilst providing a link on the ground for the firm's many clients in Latin America. Besides its own capabilities, the firm entered into an association with Brazilian law firm Tauil & Chequer Advogados in 2009. This development is closely followed by the market. Elsewhere, an affiliation with a Mexican firm is also a useful link into the region. The majority of the group is based out of New York and Chicago and is heavily involved in a plethora of corporate and finance deals. It represented George Weston in the sale of the US fresh bread and baked goods business of its subsidiary Dunedin Holdings to Grupo Bimbo for approximately USD2.5 billion.

KEY INDIVIDUALS Douglas Doetsch is based in Chicago and co-heads the team. He is regarded as a terrific finance lawyer and handles capital markets, securities and M&A transactions.

THE FIRM This firm's corporate transactional arm is closely linked to the finance practice and provides a full service to clients, many of which come from the higher echelons of institutional investors and corporations. The firm has close working relationships with private equity funds and enjoys a good reputation for its advice on significant acquisitions and disposals connected to the Latin American region. Highlights include advising Chilean copper cable and pipe manufacturer Madeco on US securities law matters relating to the sale of its cables business to France-based Nexans, in a deal estimated to be worth approximately USD822 million.

KEY INDIVIDUALS Michael Fitzgerald is "a terrific asset for the group and an ebullient character who is fun to work with." His capital markets expertise stands him in good stead to steer the team on the full gamut of corporate  transactions.

THE FIRM Proskauer Rose has only had a presence in the region for a couple of years, with an office in Brazil, but it has come on in leaps and bounds, undertaking ever larger mandates for cross-border M&A and capital markets-related work.

Sources Say: "They really get to know our culture, addressing the most important business issues while being technically on the ball."

KEY INDIVIDUALS Carlos Martinez is the leader of the group and features in many of the most important deals and instructions. Split between New York and São Paulo, he represented Compañía Minera Milpo, a Peruvian mining company, in a USD130 million syndicated acquisition financing led by Credit Suisse.

THE FIRM This firm has been active in Latin America for longer than most competitors, reaping the benefits of a deeply established reputation in the area. Its office in São Paulo combines with the firm's base in New York to provide a comprehensive coverage of corporate transactions and financing arrangements throughout the region, with Brazil a core focus. Losing the likes of Richard Aldrich to Skadden and Alberto Luzárraga to Linklaters cannot help but rock the boat a little here, though work continues to flow in. The group represented Votorantim Novos Negócios in the USD290 million sale of its subsidiary Aly Participações to Monsanto.

KEY INDIVIDUALS Stuart Fleischmann is based in New York and is the most prominent lawyer in the team, acting on an array of securities-based deals.

THE FIRM This Spanish firm does not have offices in the region under its own name, but its Affinitas partner network provides a broad presence, enabling it to handle the full gamut of Latin American corporate needs. Work feeds into the group via the network and also directly into Madrid and New York, where the Garrigues partners have established a strong reputation for cross-border transactions. The team worked with Grupo Petersen on the purchase of a 14.9% stake in YPF for approximately EUR3 billion, and represented Itinere Infraestructuras in the public sale and offering of its shares.

KEY INDIVIDUALS Fernando Vives is the head of the department and the key contact.

THE FIRM Miami is the centre of gravity for the Latin American group at Greenberg Traurig, and corporate finance and M&A are the key drivers of the firm's workload in this area. Central America is a strong focus for the team, while Brazil has also featured in some of its recent prominent transactions. Clients particularly laud its ability to get to grips with the local and regional aspects of deals.

Sources Say: "A superb choice for work that touches both Latin America and the USA."

KEY INDIVIDUALS Patricia Menendez Cambo is a leading light for the group and has a practice that leans toward Central American securities-based deals. "There aren't many better lawyers for mid-market M&A and her commerciality is a winning feature," sources say. She combines legal expertise with deeply ingrained business sense. Juan Pablo Cappello is more frequently seen on deals involving private equity interests, advising on high-level investments and acquisitions for funds and banks throughout the region.

THE FIRM This firm is headquartered in Washington, DC but uses its Miami office as the cornerstone of its Latin American practice. It undertakes cross-border M&A and project finance on behalf of both local and international clients, while its office in Caracas has been used as a launch pad for further advancement into the region. If the choice of Venezuela for its first staging post in the area is slightly unusual, it has certainly proved productive, particularly when it comes to energy sector work. Latin America highlights include representing AES in the development of a USD450 million coal generation facility in El Salvador. In 2009 Hogan & Hartson announced its decision to join forces with London-headquartered law firm Lovells. Market sources are closely watching this development.

KEY INDIVIDUALS Luis Perez acted for Iberdrola on a USD1.7 billion financing of Mexican gas-fired generation facilities. He is based in Miami and is warmly regarded by clients.

THE FIRM This full-service group is based in New York and Miami, and there is a strong finance bent to the corporate practice, with syndicated loan financings, private equity investments and financial restructurings particular areas of specialism. It acted for Grupo Elektra, assisting its international money transfer business with Western Union on a joint venture valued at USD190 million.

Sources Say: "With vast experience and a commitment to understanding a client's needs, the group is excellent at developing its relationships."

KEY INDIVIDUALS Eduardo Vidal is one of the co-chairs of the Latin American practice, in addition to being a capital markets expert, and is based in New York. Amy Dulin is located in Miami and is a specialist in corporate and structured finance transactions.

THE FIRM This London-headquartered international firm has made changes in its São Paulo office in the past year and has stepped up its efforts in Latin America considerably. Linklaters' global network affords clients the benefit of one of the most extensively resourced firms in the world.  

KEY INDIVIDUALS The São Paulo team has benefited from the lateral hire of Alberto Luzárraga from Shearman & Sterling. Based in the firm's New York office, he is one of the foremost names associated with deals and investment coming into the region from the USA, and vice versa. His experience and detailed knowledge of cross-border M&A will no doubt prove influential for the group.

THE FIRM The past couple of years have seen Morgan Lewis develop and expand a sizeable Latin American team across the whole of the USA, though especially centred on Miami, New York, Houston and Los Angeles. M&A and corporate finance lead the way for the group, providing some juicy mandates such as representing Diageo in a global distribution and option agreement with Zacapa Centenario Rum. It also represented One Equity Partners in its acquisition of the professional wound care portfolio of Ethicon.

KEY INDIVIDUALS Based in Houston, Carlos Treistman has been at the firm for more than a year now and is well thought of for cross-border M&A and his wealth of experience of deals in Mexico. Dino Barajas left the firm in 2010 to join Akin Gump Strauss Hauer & Feld.

THE FIRM Few international firms can boast as many people on the ground in Latin America as Baker & McKenzie, which has 15 offices in six different key jurisdictions, providing an extensive coverage of the region. The team typically acts for local acquisitive companies and foreign investors eyeing opportunities in the region. Deal highlights include representing Oxiteno in its acquisition of Arch Chemicals Andina for USD7.6 million.

KEY INDIVIDUALS Roberto Mendoza chairs the firm's Latin American regional council and serves as its first point of contact.

THE FIRM The finance practice at Gibson Dunn undertakes a variety of corporate transactional work that includes M&A. Its project finance and private equity expertise is well established, and its Latin American group is well integrated across the whole firm, though largely centred on the USA, and New York in particular. Clients commonly come from the institutional investment sector and highlights include advising Petrobras on its USD2 billion debt and equity offerings in the USA.

KEY INDIVIDUALS William Campbell and Kevin Kelley co-chair the Latin America practice group.

THE FIRM This firm has long been associated with work in Mexico, a market that continues to supply the majority of the firm's mandates in Latin America. It recently worked with new client Grupo Saba on its tender offer for Aeroméxico on the Mexican stock exchange, raising USD250 million in the process, and acted for Commercial Metals Company on the purchase of a steel joist facility in Ciudad Juárez. It has also worked with client FirstCity on finance arrangements across Latin America.

Sources Say: "It has the breadth and depth to handle large deals at a sophisticated level."

KEY INDIVIDUALS Larry Pascal was the leading partner on the Commercial Metals deal and is the head of the group in this region, albeit based out of Dallas.

THE FIRM This international firm is enormously esteemed for the prowess of its corporate group and it has continued to further its profile in Latin America. The team has seen a rush of private equity-based deals in Brazil, but it is most renowned for the strength of its work in Colombia. Examples here include representing Mercantil Colpatria in its sale of a controlling interest in Banco Colpatria of Colombia to GE Capital for more than USD500 million. It also acted for BCSC, a Colombian financial institution, on a strategic investment by Brysam Global Partners.

KEY INDIVIDUALS Drew Quale is the leading light of the group. Based in New York, he represents financial institutions and sovereign governments.

THE FIRM This Spanish firm has broad expertise in corporate matters, advising on M&A, finance and project finance, in addition to many other more niche practice areas. It largely represents Iberian-based clients or handles deals involving Iberian interests, winning wide market respect for the quality of its lawyers and the depth of its resources when it comes to transactions at the upper end of the scale. Highlights include advising CBS Outdoor on the acquisition of International Outdoor Advertising in Brazil, Mexico, Argentina, Uruguay and Chile for EUR74 million.

KEY INDIVIDUALS Eduardo Rodríguez-Rovira is based in Madrid and is a frequent contributor to deals involving Latin America, providing "no-nonsense, business-minded advice." Javier Valle is based in Barcelona, having previously headed the firm's São Paulo office.