Latin American Investment: New York

THE FIRM For several years Cleary has had an office in Buenos Aires, and in August 2011 it opened its second Latin American outpost in São Paulo, boosting its regional presence as well as supporting the core team in New York. The group handles a wide range of finance, capital markets, and M&A matters. A transaction of particular note was advising Grupo Bimbo and its US subsidiary, BBU, regarding the acquisition of North American Fresh Bakery from Sara Lee. It also advised Amgen on its acquisition of Laboratório Químico Farmacêutico Bergamo, a Brazilian pharmaceuticals business.

Sources say: "Has the combination of dedication and expertise. I don't see anyone who matches them." "Very easy to work with and clearly understands the various Latin American markets."

KEY INDIVIDUALS Nicolas Grabar acted as lead counsel to Petrobras regarding its equity offering of $67 billion, intended to fund the company's acquisition of offshore drilling rights from the Brazilian government.

Another of the practice's leading lights, Richard Cooper is described as "a good mediator - even in complicated deals where the parties have very extreme positions, he can bring them to the table and find a good compromise." 

Peers commend Jeffrey Lewis as "a spectacular lawyer" who is "delightful to work with." One source went on to add: "He gets to the core of the deal and doesn't create unnecessary issues."

Work highlights of Francesca Odell include advising the underwriters' syndicate - comprised of Credit Suisse and several other leading financial institutions - in the BRL401.3 million IPO by Brazilian watchmaker Technos.

Carmen Amalia Corrales is advising the Argentine Republic on the restructuring of its external debt, estimated at $100 billion.

Jorge Juantorena's experience spans finance and capital markets as well as M&A, and his clients include Mexican mortgage loan provider Hipotecaria Su Casita. Interviewees regard him as "very business-minded."

Wanda Olson is an expert in securities and international finance law, whose work includes advising a state-owned Mexican utility on its debut senior notes offering, valued at $1 billion.

THE FIRM With a long history of transactions in the region, Davis Polk's Latin America group is particularly admired for its capital markets expertise. One highlight on the equity side was advising Arcos Dorados Holdings on its IPO, valued close to $1.4 billion. In M&A, the group's clients include Santander's Mexican subsidiary Grupo Financiero Santander, which it advised on the acquisition of GE Capital's consumer mortgage business in Mexico. The firm's newly opened São Paulo office supports the New York team, and a number of the lawyers now split their time between the two locations.

Sources say: "We have wide access to the partners, quick answers to our questions, and the results of the mandates have always been of high quality." 

KEY INDIVIDUALS Peers state that Manuel Garciadiaz "understands the complexities of deals and is a pleasure to work with." He advised the joint book runners, including Goldman Sachs, on the $681 million IPO of a Brazilian portfolio company of The Carlyle Group.

John Amorosi acted for GP Investments on its acquisition of a controlling stake in Brazilian restaurant chain Fogo de Chão.

THE FIRM Despite having one of the longest-established São Paulo offices of any international firm, much of Shearman's Latin America team remains based in New York. The group receives high praise for its outstanding technical knowledge and creative problem solving. Significant clients include Banco de Chile, Crédit Agricole and Ecopetrol. In one standout transaction, the firm advised the underwriters, including Merrill Lynch, on Petrobras' $67 billion equity offering.

Sources say: "Very attuned to the commercial needs of our business." "Their negotiation skills are impressive."

KEY INDIVIDUALS Clients describe Antonia Stolper as "a tenacious solution seeker" who is revered for her capital markets expertise, which includes advising Petróleos de Venezuela on a high-yield senior notes offering, valued at $3 billion.

Senior partner Cynthia Urda Kassis acted for Canada's Quadra FNX Mining regarding its joint venture with Sumitomo, through which the two parties will jointly develop the Sierra Gorda copper/molybdenum mining project in Chile.  

Gregory Tan is co-deputy head of the firm's project finance and development group, and is highly respected by his peers. Sources note: "He is very calm and doesn't get flustered in negotiations."

Finance partner Denise Grant represented a consortium including BNP Paribas Securities and Citi Global Markets as joint book runners and lead arrangers of a $2 billion five-year term loan to Pemex, Mexico's state-owned petroleum company.  

Sources note that capital markets partner Stuart Fleischmann "is very analytical and a great problem solver."

THE FIRM Simpson Thacher benefits from its long history in Latin America, and features one of the most experienced and respected teams in the region. The New York office advised Colombian conglomerate Mercantil Colpatria on its acquisition of a 49.77% share in Banco Colpatria from GE Capital. In the capital markets space, the firm has handled both equity and debt offerings on behalf of Barclays Capital, Deutsche Bank and JPMorgan, among others.

Sources say: "Extremely diligent team. They go above and beyond to provide high-quality advice."

KEY INDIVIDUALS Peers describe corporate partner Glenn Reiter as "an outstanding lawyer who provides great advice." He acted for the initial purchasers in Comisión Federal de Electricidad's $1 billion debt offering.

Clients commend David Williams for "his hands-on approach, client service and overall knowledge of the region." His expertise spans finance, capital markets and M&A matters.

THE FIRM This compact team punches above its weight when it comes to complex, groundbreaking transactions. It represented Grupo Bimbo regarding a $1.3 billion credit facility to finance its acquisition of Sara Lee's fresh bakery businesses. The team is particularly active in Brazil, thanks to its office in São Paulo. Another notable mandate was advising Pfizer on its $240 million acquisition of a minority stake in pharmaceuticals company Laboratório Teuto Brasileiro.  

Sources say: "Quick to respond, always available, and provide a good and thorough analysis."

KEY INDIVIDUALS Paul Schnell's principal focus is on cross-border M&A. He garners great acclaim as "a very creative and experienced lawyer who is always willing to assist his clients."  

Sources were unanimous that Paola Lozano "is one of the best Latin America lawyers in the market today." She acted for Inversiones de Guatemala in establishing a joint venture with UK-based Diageo for the production and distribution of Zapaca brand rum.  

THE FIRM Peers single out this firm's mining practice as one of the best in the region. It is also regularly involved in high-stakes M&A transactions. Work highlights include representing BP on the $7.1 billion sale of its assets in Argentina's Pan American Energy, and advising Kinross Gold regarding its Fruta del Norte mining project in southern Ecuador.  

Sources say: "We feel that S&C is not working just for the current deal but also the deal we'll handle in ten years' time or more." "Brings solutions to the table and puts the interests of our company first."

KEY INDIVIDUALS Practice head Sergio Galvis is advising Peru's LAN Airlines on its merger with Brazilian carrier TAM, which is set to create the world's third largest airline, LATAM. "His expertise on corporate matters is remarkable," say sources.

A key client of Christopher Mann is First Bauxite. He is advising the Canadian natural resources company on the contractual and capital aspects of its operations in Guyana.

THE FIRM Allen & Overy is active on a range of matters across the region, with clients and peers acknowledging the strength of its finance group. The firm represented HSBC, Bancolombia and Export Development Canada as joint lead arrangers in the financing of a 512 MW greenfield power project in Peru.   

Sources say: "Has an excellent track record in Latin America."

KEY INDIVIDUALS Latin America practice founder Cathleen McLaughlin represented Mexican housing developer Corporación GEO in a $160 million notes offering.

Regarding Robert Kartheiser, one fellow practitioner noted: "He is fully trilingual in English, Spanish and Portuguese and willing to work side by side with the client instead of relying on his associates." Kartheiser leads the projects, energy and infrastructure group.  

THE FIRM With offices in Mexico City and São Paulo, Chadbourne is well positioned in the Latin American market. It counseled Pan American Energy on a $350 million syndicated loan jointly arranged by HSBC, JPMorgan Chase and Crédit Agricole. Other major clients include UBS, Macquarie Bank and BNP Paribas. 

Sources say: "Easy to work with and competitively priced." "Lawyers who think commercially and respond to clients' needs." 

KEY INDIVIDUALS Among Allen Miller's recent mandates was representing Grupo ACS on its receivables securitization program, intended to finance the construction of South America's largest water treatment plant.   

Talbert Navia receives high praise for his "commercial approach" and his ability "not only to advise on legal matters but also on aspects of deal-making."  

THE FIRM This magic circle firm is consistently active on high-value matters throughout Latin America, handling work in a variety of sectors. For example, it represented Brazilian retail chain Magazine Luiza in its $586 million IPO in early 2011.

Sources say: "Very business-friendly and driven to succeed in closing a transaction."

KEY INDIVIDUALS Jay Gavigan is a main New York finance contact. The New York lawyers are supported by a substantial team in São Paulo.

THE FIRM This firm's New York and Miami offices complement each other, with the former handling many of the top M&A matters. The growing team continues to raise its profile among its peers, and work highlights include advising HBO Latin America on its regional licensing agreements, and counseling Mexican conglomerate Grupo Salinas on corporate tax issues.

Sources say: "It's a proactive firm, business-oriented and flexible on fees."

KEY INDIVIDUALS  

Since publication, Eduardo Vidal has left this firm. Federico Goudie is the main client contact.

THE FIRM Mayer Brown has gained traction in Brazil through its association with full-service local firm Tauil & Chequer. In that jurisdiction, it acted for Merrill Lynch in connection with a multiple-tranche credit facility - totaling $250 million - to electricity provider Companhia Paulista de Força e Luz.

Sources say: "We felt very comfortable with their work."

KEY INDIVIDUALS David Duffee's clients include HSBC, Citibank and JPMorgan. He was the lead partner on the Merrill Lynch credit facility.

THE FIRM Peers acknowledge this firm is a leader in project finance and development. It has a diverse workload and a deep bench, with many of the key lawyers located in New York. In the capital markets arena, the firm is regularly involved in significant debt and equity issuances. Clients praise the team's particularly strong knowledge of the Mexican market.

Sources say: "Full of talented lawyers with deal-specific knowledge."

KEY INDIVIDUALS Marcelo Mottesi leads the firm's securities group and acted for Cencosud concerning the retail group's issue of senior notes, valued at $750 million.  

Projects practitioner Daniel Bartfeld is highly esteemed by other professionals. "He's smart, friendly, good to work with and organized," said one interviewee.

Carlos Albarracín recently joined the firm from Chadbourne & Park LLP. He impresses clients with his "deep knowledge of the law, procedures and regulations" in complex, multijurisdictional transactions.

THE FIRM In Latin American transactions, White & Case's New York office supports the firm's dedicated teams in Miami, Mexico City and São Paulo. It is chiefly engaged in financing matters, such as representing the initial purchasers in a senior notes offering of $1.5 billion by Odebrecht Drilling.

Sources say: "Always available and the firm dedicates resources to you, without making it expensive."

KEY INDIVIDUALS Troy Alexander specializes in project finance and sovereign borrowing, and combines his work in Latin America with a flourishing domestic practice.

THE FIRM Cravath has earned a reputation as an M&A powerhouse in the domestic space, and it brings this might to bear on deals in Latin America too. Focusing on high-end, complex transactions, the team earns praise for its pragmatic and business-friendly approach.

Sources say: "Provides precise and business-oriented advice."

KEY INDIVIDUALS Craig Arcella is the first point of contact in New York.

THE FIRM Clients point to cultural sensitivity and good negotiating skills as being among the strengths of this practice. It is particularly strong in private equity and one major highlight was advising The Carlyle Group in connection with a 63.6% investment in tour operator CVC Brasil Operadora e Agência de Viagens.

Sources say: "They understand complex investment arrangements, know the laws and remain extremely responsive throughout a deal."

KEY INDIVIDUALS Michael Gillespie was the lead partner advising Brazilian media group Globo Comunicação e Participações on the divestment of a major equity stake in SKY Brasil to DIRECTV.

Gregory Gooding is a specialist in private equity, and clients appreciate his "sensitivity to Brazil's corporate and legal environment."

Ivan Mattei cochairs the firm's project finance group and is fluent in Spanish. Peers note his regular involvement in major infrastructure projects.

THE FIRM Latham's depth of resources and strong client relationship skills make it a popular choice for transactions throughout Latin America. It handled the legal aspects of Repsol Brasil's combination with Sinopec, creating one of the region's largest energy companies, with a value of approximately $17.8 billion.

Sources say: "Very specialized practice and a strong presence in Latin America."

KEY INDIVIDUALS Sources commend Antonio Del Pino as "an intelligent and hands-on partner." His clients include GE and Linzor Capital Partners.

THE FIRM Widely recognized for the strength of its São Paulo office, New York is still at the core of Proskauer's Latin American work. It assisted Spanish pharmaceuticals company Grifols in securing multicurrency financing facilities, valued at EUR550 million and $2.65 billion, and guaranteed by its subsidiaries in Brazil and Mexico.

Sources say: "Responsive and very professional."

KEY INDIVIDUALS Carlos Martinez is the main client contact.

THE FIRM The New York office of this prestigious firm attracts a steady stream of clients with business interests in Latin America. A regular client is KPMG, which it counsels regarding the corporate operations of its Latin American affiliates.

Sources say: "Very solid firm, with expertise across all the areas we need."

KEY INDIVIDUALS Seasoned practitioner Andrew Quale represented Cervecería Nacional Dominicana regarding the acquisition of several Caribbean brewing companies from Royal Unibrew.

According to sources, Alyssa Grikscheit is "outstanding at client service." Her work highlights include acting for Genesis Systems in establishing a joint venture in Mexico.