DLA Piper in Latin America: 2018 in review
DLA PIPER IN LATIN AMERICA: 2018 IN REVIEW
Letter from the Chair
2018 has been a year of growth and expansion for DLA Piper across Latin America. We are realizing our vision of developing an integrated client service model in the region that reflects how and where multilatinas and other multinationals operate. Despite challenges that Latin America has seen this past year – several political changeovers, large-scale investigations and allegations of bribery and corruption, as well as natural disasters – companies are thriving and metropolitan areas are experiencing unprecedented growth. While challenges always lie ahead, DLA Piper Latin America is invested in the region for the long term.
In Chile, we expanded by merging with Noguera Larrain y Dulanto and adding capabilities to the already sophisticated and top-tier team of lawyers in Santiago. We opened our doors in Buenos Aires, joining with a prominent law firm providing companies with the full suite of legal services with a focus on securities and capital markets, energy, infrastructure and P3. In both Mexico and Colombia, we welcomed several high-profile lateral partners in the corporate/M&A practice, all of whom have significantly contributed to the level of service for our clients undertaking large- scale transactions with the concurrent recognition in ranking putting us among the most prominent firms. Peru’s team participated in a fundraising trek in Machu Pichu for the firm’s support of UNICEF. Our Puerto Rico team’s work on P3 projects is contributing to the island’s rebuilding and has had a material impact. In Brazil, Campos Mello Advogados has seen significant growth and success serving clients on large cross-border transactions, building brand equity.
There are great challenges to meet and opportunities to realize in 2019. Among them: the steep deficits in Brazil; the election of Lopez-Obrador in Mexico with a new trade deal to contend with; continuing questions about protectionism with the most important trading partners in the region; ongoing multijurisdictional investigations affecting companies and governments alike; the political crisis in Venezuela; the political environment and lagging economy in Peru; and the effects of a recessionary
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rebound and the fiscal vulnerability of both Argentina and Brazil. At the same time, we also are excited by the region‘s continuing growth in consumer demand, and numerous planned infrastructure and energy projects.
In 2018, we inaugurated our Latin America Women’s Initiative and are proud of the Initiative’s leadership team, composed of the senior women partners and counsel across our Latin America offices. The group brings together the cultures and talent of many diverse and committed lawyers and staff. The group will produce significant, valuable events and advocacy throughout 2019.
In this publication, we provide you with a brief look at Latin America in 2018 through the prism of legal services our team provides on behalf of our valued clients across the spectrum of industry sectors.
Roger Meltzer Global Co-Chairman and Americas Co-Chairman New York T +1 212 335 4550 [email protected]
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Q&A with Roger Meltzer, Co-Chairman, DLA Piper, and Co-Chairman, Americas; Noah Mamet, Former US Ambassador to Argentina and DLA Piper Strategic Advisor; and Marcelo Etchebarne, Country Head, DLA Piper Argentina
DLA Piper welcomed Argentina-based law firm Cabanellas Etchebarne Kelly into the firm in an agreement signed in August 2018.
Roger: Tell us a little about the firm and the strategy of heads the G20. President Mauricio has been forward- this cooperation. thinking in his strategy of carrying out structural reforms. Interestingly, strong support for Argentina Marcelo: We had been approached by a few is one of the few policies that both Democrats and international firms, but after conducting a thorough Republicans agree on in Washington. diligence, we concluded that DLA Piper’s M&A, capital markets and global platform was the best fit for CEK. Marcelo: We have no doubts that Argentina will The agreement our firms reached was complementary do well in the medium and long term, despite the for both firms – ours is also a full-service business law exchange rate crisis. The complete deregulation of firm with a focus on foreign investments, M&A, cross- the financial and exchange markets, coupled with a border disputes, restructuring and capital markets. We very gradual reduction of its deficit and balance of had worked extensively with Chris Paci (partner, New payments, generated US$120 billion in inflows, while the York) on numerous deals, so we already knew how the Central Bank reserves only increased by US$35 billion. firm worked and how well we worked together. We have The government initiated major long-term reforms significant capabilities in international disputes and to have a more competitive economy but failed in arbitration, white collar and investigations, real estate, macroeconomics. The IMF solved the fiscal deficit and employment, corporate governance and tax. the market reacted positively through adjustments of the exchange rate. Stability will depend in large part Roger: For a global firm with 5,500 lawyers with more on the government’s ability to provide the necessary than 90 offices in 40 countries, Buenos Aires is a restraint until the economy and employment recover in commercial and financial center where it was natural for 2019, but we trust that today it has the tools to do so, us to want a presence in order to build out our platform unlike in 2002. in South America. In implementing our pan-hemispheric strategy in Latin America, we saw Argentina as the last Roger: We see opportunities for our clients in a number critical piece in our expansion in the region. of sectors. Equity pricing of public companies (listed on the stock exchange) suffered enormous adjustments There are a lot of uncertainties about the Argentina in their valuations, with losses of up to 80 percent. economy and political situation. Why is now the right While a factor for sure, stock market volatility does not time for a tie-up? necessarily impact the sale and valuations of non-listed companies. We see opportunities in the infrastructure, Noah: Argentina is the third largest country in Latin oil and gas, electricity generation, transmission and America, both in population and GDP. It has a large, distribution and technology sectors. educated middle class and is one of the main trading partners of Brazil. It maintains an important strategic Noah, how did you develop the relationship with Marcelo relationship with the US as well as China and this year Etchebarne and what is your role?
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Noah: As part of my responsibilities as ambassador, I My decision to work as a senior advisor to DLA Piper regularly met with top business leaders and lawyers in was also influenced by my meetings with Roger Meltzer Argentina, including Marcelo, who was well known and and his team, in which they demonstrated a strong highly respected, as was his firm. After returning to the commitment to expand their footprint in Latin America, business sector last year, I was able to work with Marcelo aligning perfectly with my goal to increase trade within on a number of important business transactions. the region.
Q&A with Chile Managing Partners Matias Zegers and Felipe Bahamondez
With the NLD combination, the firm’s Santiago office What are some of the main issues that multinationals now includes approximately 50 lawyers, making it one face when seeking to expand operations or invest of the largest legal services providers in Chile. Can in Chile? you tell us how clients can benefit from DLA Piper’s presence in Chile ? It depends on the industry, but, in general, I think that the main issue investors face is the uncertainty of Clients can benefit in several ways. First, thanks to obtaining governmental permits (eg, environmental DLA Piper’s global platform, local clients can receive permits) that can be contested later at the courts due to services not only in Chile but also in other countries, pressure from local communities. and such matters can be handled through us in case they want to work with someone whom they know. What are some of the key sectors and practices that Foreign clients also can be assured that they will receive you expect to work with the most across the global the highest level of service since we are now part of a DLA Piper platform? prominent international firm with high standards. Since we are a full-service business law firm covering all How has the political environment affected the matters that are relevant for large companies, we expect delivery of legal services in Chile, and what is the to work with the broader firm on corporate matters and outlook for business looking to invest in the future? especially M&A, litigation, tax and IT.
The current political environment has had a positive impact on the economy in general, especially in attracting more investment from local and foreign investors. We have seen a meaningful increase in M&A, project finance and work generally related to new projects and investment. The outlook for businesses seeking to invest in Chile in the future is extremely positive.
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About our pro bono work
On any given day, DLA Piper’s lawyers and staff across the country and around the world are committing their time, talent and energy to pro bono works that ensures access to justice, promotes the rule of law, and provides legal services to those unable to afford a lawyer. In 2017, the firm devoted nearly 200,00 hours to pro bono work globally.
Recognizing the significant contributions and Appleseed Mexico Foundation has awarded the firm tremendous impact of this work, Global Co-Chair the Alexis Rovzar Pro Bono Medal of Merit for its pro Roger Meltzer announced 2018 award winners who best bono contributions to access to justice in Mexico. exemplify the firm’s commitment to giving back to its The Appleseed Mexico Foundation is a nonprofit that communities. The top criteria in selecting winners were is part of a network of 17 public interest justice centers each nominee’s overall pro bono accomplishments, the in the United States and Mexico whose mission is to difficulty of the matters handled, the courage involved in create a sustainable pro bono culture and network taking the assignment and the positive impact of his or within the legal profession in Mexico. At an award her work. Isabel Gallastegui, an associate in our Mexico ceremony on February 13, Maru Cortazar, Executive City office, was among the award winners, recognized Director of Appleseed Mexico Foundation, said of for her leadership in the legal efforts to help rebuild DLA Piper, “There is a complex path towards equality homes destroyed in the massive Puebla earthquake. in Mexico, but recognizing lawyers and law firms who John Guarin, project manager for the Tax team in our work tirelessly to grant equal access to justice is a big New York office, was honored for his work as a faculty step towards the improvement of the social conditions member for the Toluca Justice Institute’s Vital Voices in Mexico. On behalf of the nonprofit sector and the program in Mexico, giving members of the police force, civil society, we are truly thankful for all the work and the court system and authorities the tools to raise commitment that DLA Piper offers to the community.” awareness of domestic violence issues.
Isabel De Obaldia (Northern Virginia) and Tom Reynolds (Washington, DC) are assisting DLA Piper’s pro bono client Vital Voices, a nonprofit that works with women leaders in the areas of economic empowerment, women’s political participation and human rights, on the compilation of domestic violence laws in different countries in the region. This is an ongoing project spanning several years.
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Work highlights across Latin America
Here are representative examples of our key achievements on behalf of our clients in 2018.
• In an example of cross-disciplinary and multi-jurisdictional • Campos Mello Advogados, our cooperation firm in Brazil, service, we successfully represented Inicia Ltd., a leading Latin advised Starboard Restructuring Partners, a Brazilian private American asset management company organized under the equity and special situations advisory firm in partnership laws of the British Virgin Islands, in a lawsuit brought in the with Apollo Global Management, on the debt restructuring Philadelphia Court of Common Pleas by 41 pseudonymous of Maquina de Vendas Group, one of Brazil’s largest retail Dominican plaintiffs who alleged they were exposed to groups. The debt restructuring of Maquina de Vendas Group pesticides while working in sugar cane fields. We successfully involves R$3 billion (US$730 million) and is considered to be argued that the court lacked personal jurisdiction over Inicia, Brazil’s largest ever debt restructuring by a retailer. Starboard’s because the plaintiffs did not plausibly allege a relationship investment of R$250 million (US$61 million) will play a between the sugar cane fields in which they worked and Inicia, fundamental role in the group’s debt restructuring. nor did they show that any act by Inicia – let alone an act • DLA Piper Mexico represented Invia Capital in its acquisition relating to their claims – occurred in or was directed toward of Contenidos Financieros, S.A. de C.V. (Infosel). Contenidos the Commonwealth of Pennsylvania. The court agreed and Financieros and its subsidiaries, Infoselective, S.A. de C.V. and dismissed the case. Cartera, S.A. de C.V., are leaders in the financial information • Our San Juan office is helping a large multinational bank on services industry and have been providing content related to corporate structuring as the bank moves certain operations financial matters in Mexico and around the world for more than to the island to take advantage of its favorable tax framework. 40 years. DLA Piper Mexico’s involvement included the creation In the wake of the 2017 US Tax Cuts and Jobs Act, the bank of a special purpose vehicle, a subsidiary of the search fund, was pondering a transfer of its LatAm Treasury Hub from which acquired the companies of this transaction. the Bahamas. The bank’s Puerto Rico branch convinced the • DLA Piper represented Cabletica, part of Televisora de Costa Rica bank’s senior management in New York to transfer the LatAm S.A. (Televisora), in a an all-cash definitive agreement for Liberty Treasury Hub to Puerto Rico rather than Singapore or Dubai. Latin America to acquire controlling interest in the Costa Rican It is estimated that the first transfer was $31 billion in assets. cable operator. The bank’s Puerto Rico International Banking Unit should grow to around $70 billion after that transfer. Our client’s goal is to • Goldman, Sachs & Co. LLC, Barclays Capital Inc., Credit Suisse continue to grow its LatAm business through its operational hub Securities (USA) LLC, Credit Agricole Securities (USA), Inc., in Puerto Rico. Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and SMBC • The team in our Mexico City office was lead Mexican counsel Nikko Securities America, Inc. as underwriters in the Telefonica to Grupo Interacciones in Grupo Financiero Banorte’s Emisiones S.A.U. shelf takedown of senior notes guaranteed MX$26.6 billion (US$1.4 billion) merger with counterpart Grupo by Telefónica S.A., the international telecommunications group Financiero Interacciones to create Mexico’s second largest bank. (US$2 billion). Our team in Mexico City handled this challenging deal, which involved both the Mexican antitrust and financial authorities. • Thesan Clean Energy Latam S.A.S. and Thesan USA Corp. as This is the first deal in Mexican history involving two holding borrowers for a US$10 million secured revolving loan facility companies of financial groups, two banks, two stockbrokers, from CIFI Panama S.A. and CIFI Latam S.A. two insurance companies and two managers of investment funds entities merging simultaneously. Additionally, both GFInter’s and GFNorte’s stock traded on the Mexican stock exchange. With this deal, Banorte became the second largest financial group in Mexico.
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• BBVA Chile, Banco del Estado de Chile, Itaú • Copa Airlines (Compañía Panameña de Aviación), one Corpbanca and Banco BICE on Iridium Concesiones of the most important airlines in Latin America, in its de Infraestructuras’ sale of share capital of Sociedad technology transaction deals and negotiations, among Concesionaria Ruta del Canal to Fondo de Inversión them the acquisition and implementation of new Público Penta Las Américas Infraestructura Tres. technology to be deployed worldwide.
• Banco del Estado de Chile and BBVA in the US$317 million refinancing for Sociedad Concesionaria Autopista Costa Arauco.
• Canacol Energy Ltd. in its $320 million aggregate principal amount of 7.25 percent senior unsecured notes due 2025.
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Events around Latin America
Legal and business issues affecting Earlier in his career, Noah worked for the California companies operating in Latin America Democratic Party on President Bill Clinton’s 1992 DLA Piper panel in Cartagena presidential campaign and, from 1995 to 2003, worked In October, DLA Piper hosted a high-level event for as a senior advisor and national finance director for US C-suite executives and general counsel in Cartagena, Representative Dick Gephardt (D-MO), who then was Colombia, focusing on legal and business issues House Democratic leader. Ambassador Mamet also affecting companies throughout Latin America. Panel worked on Gephardt’s 2004 presidential campaign and discussions were led by industry and government founded a business and political consulting firm with leaders, among them Flavia Santoro, president of offices in Los Angeles and San Francisco. He received his Procolombia; Xiaomin Chen of China Construction BA from the University of California in Los Angeles. América; Luisa Ortega Díaz, former prosecutor general of Venezuela; General Oscar Naranjo, former vice Silicon Valley hosts business president of Colombia; and Rodrigo Janot, former delegation from Buenos Aires attorney general of Brazil. Topics ranged from judicial In September, DLA Piper’s Silicon Valley office hosted a reform to identification of investment projects in the business delegation from Buenos Aires, led by former region. The invitation-only panels were followed by such US Ambassador to Argentina Noah Mamet and Buenos social events as a day trip by catamaran to the Rosaria Aires Mayor Horacio Rodríguez Larreta. The mayor’s Islands. This was the first in a planned annual series economic and international relations staff, as well as that DLA Piper will host in cities across Latin America to representatives of the University of Buenos Aires and engage clients and company leaders. the Buenos Aires Institute of Technologies, attended. Taking part in the discussions were partner Craig Lang DLA Piper welcomes Ambassador and associate André Thiollier (both Silicon Valley).The Mamet interactive discussions, featuring speakers Ken Sawyer Noah Mamet, who served as US Ambassador to (Saints Capital), Jim Doehrman (Sierra Ventures), Gus Argentina under President Barack Obama, has joined Alberelli (Sunstone Partners) and Rob Coneybeer (Shasta the firm as a strategic advisor on Latin American issues. Ventures), allowed the participants to ask experienced Ambassador Mamet is advising on the continuing venture capitalists about funding, market trends and development of our practice in Latin America, with business strategies. a specific focus on Argentina, where we recently announced an agreement with Argentinian firm DLA Piper sponsors P3 summit in Cabanellas Etchebarne Kelly (CEK). His nuanced San Juan understanding of the economic and political landscape D LA Piper was a sponsor of the P3 Summit in San Juan, in the region will be an invaluable resource as we strive held in June 2018 to address topics related to public- to meet clients’ legal needs and expand across the private partnerships in Puerto Rico and how P3 initiatives crucial Latin American market. Ambassador Mamet’s can be the key to achieving the island’s recovery and experience will be instrumental. Ambassador Mamet was transformation in the wake of Hurricanes Irma and nominated to serve as ambassador of Argentina in 2013, Maria. Francisco Cerezo (Miami) moderated a panel was sworn in the following year and served until January called “The 360º View: Update of Puerto Rico’s 2.0 – Fiscal 2017. In that role, he focused on building connections Plan and Economic Development Efforts,” featuring between the US and Argentina through science, three prominent government officials discussing the technology, energy and student exchange. progress, objectives and next steps of the updated fiscal plans and economic development efforts for Puerto Rico and exploring how this framework supports P3 developments.
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Seminar in São Paulo: doing business in Miami Independent law firm Campos Mello Avogados partnered with DLA Piper in São Paulo to host the seminar “Doing Business in Miami,” presented by the Miami-Dade Beacon Council and exploring business opportunities in Miami.
• DLA Piper participated in the Advising Latin American Families in a Transparent World conference in Miami. This event targeted private client advisors with the goal of providing practical solutions for Latin American family wealth preservation and succession. Michael Silva (Miami) presented on “Efficient US Real Estate Investments for Latin America Clients.”
• Sandro Espinoza (Lima) participated in the 10th Latin American Arbitration Conference, an important From right: Noah Mamet, Marcelo Etchebarne and Roger Meltzer gathering for the Latin American arbitration at the opening reception of our Buenos Aires office community, which took place in Cusco, providing an update on regional developments. Inaugurating our Buenos Aires office • DLA Piper was a sponsor of the Nuestro Futuro On September 27, DLA Piper inaugurated our Buenos Symposium hosted by the Puerto Rican Leadership Aires office with a large celebration attended by over Council of South Florida in Miami. The event brought 300 clients and friends, welcoming our new lawyers together leaders in Florida business, government, into the firm and telling the marketplace that DLA Piper media and academia to examine the role Puerto now has a significant footprint in Argentina. Horacio Ricans will play in the future of Florida and Puerto Rodriguez Larreta, mayor of Buenos Aires, was among Rico in the aftermath of Hurricanes Maria and Irma. the dignitaries attending the event. DLA Piper Global Co- Francisco Cerezo (Miami) spoke on a panel entitled chairman Roger Meltzer joined our Argentina managing “Turning Challenges into Opportunities,” joining partner, Marcelo Etchebarne, to welcome Noah Mamet, political, business and civic leaders to discuss best former US ambassador to Argentina, as senior advisor to practices in development. the Latin America practice.
The firm also hosted several client events in Buenos DLA PIPER PIZARRO BOTTO ESCOBAR HAS Aires throughout the week, including a luncheon at the LAUNCHED ITS OWN LINKEDIN PAGE. FOLLOW Four Seasons Buenos Aires featuring Roger Meltzer THE FIRM. (New York), Ambassador Mamet, Chris Paci (New York) and Marcelo Etchebarne (Buenos Aires), with leading C-level executives from Microsoft, WeWork, Vista Energy, JPMorgan and more.
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Awards and accolades
DLA Piper has once again earned the top legal advisor ranking globally for overall M&A deal volume, according to Mergermarket’s league tables. Our ranking reflects our involvement in more than 670 deals worldwide, valued at more than US$182 billion. DLA Piper was also ranked #1 by Thomson Reuters in its 2018 M&A deal volume ranking. Our regional ranking is also climbing the list with our recognition by Mergermarket as #3 for Americas M&A, up significantly from our #104 ranking in 2016. And in 2018, Acritas recognized DLA Piper as the third most powerful global legal brand.
• Legal 500 hosted its Private Practice Powerlist – Mexico • The Latin American Corporate Counsel Association celebration event in New York City. Bill Candelaria (LACCA) announced its list of Latin America’s leading (New York) was among those named to this high- business lawyers. The following lawyers were profile list of practitioners recognized by clients and recognized as LACCA Approved for 2019: peers as having an exceptional practice. • Eduardo Gallastegui (Mexico City) – Arbitration • Cecilia Guzmán-Barrón (Lima) has been appointed • Matias Zegers (Santiago) – Capital Markets as a member of the “Working group to analyze and elaborate a proposal for the reform of Law No° 29497, • Paulo Larrain (Santiago) – Corporate/M&A New Labor Procedure Law,” in Peru, which seeks to • Camilo Martinez (Bogotá) – Corporate/M&A update the regulation of judicial procedures about labor matters. • Roberto Vianna Barros (CMA – São Paulo) – Banking and Finance • Brazilian independent law firm Campos Mello Advogados was ranked by the Leaders League as an • Paulo Lopes (CMA – Rio de Janeiro) – Corporate/ excellent firm in the Banking & Finance area. The firm M&A, Energy was also recommended in the areas of Life Sciences, • Vinicius Duarte (CMA – Rio de Janeiro) – Labor Corporate Law and M&A, Equity and Debt Capital Markets and White-Collar Crime. Campos Mello is also • Alex Jorge (CMA – São Paulo, New York) – Tax recommended as Corporate Tax counsel. Terence • Rosana Jayme (CMA – São Paulo) – Tax Trennepohl (CMA – São Paulo) was acknowledged as a leader in Life Sciences and Paula Mena Barreto (CMA • Renato Lopes da Rocha (CMA – São Paulo) – Tax – Rio de Janeiro) was recognized for her practice in Intellectual Property and Data Protection.
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DLA Piper and the firm’s Latin • The group was recognized in the areas of Banking America relationship firms have and Finance, Capital Markets, Corporate and M&A, Project Development, and Restructuring and been once again recognized by Insolvency. In addition, Campos Mello Advogados, the IFLR 1000 in the publication’s an independent law firm working in cooperation with DLA Piper in Brazil, received high accolades along 2018 rankings of the world’s with the firm in Colombia. leading financial and corporate • Eduardo Gallastegui (Mexico City) was recognized law firms and lawyers by Best Lawyers as a Lawyer of the Year for 2018 in Mexico. Eduardo has been recognized by Best Lawyers in every year since 2008.
• Miriam Figueroa (San Juan) was recognized in the sixth • Gabriela Alana (Mexico City) was shortlisted for the edition of The Best Lawyers in Puerto Rico for her work Chambers Women in Law Awards: Latin America 2018. in Project Finance and Development. • DLA Piper won Latin Lawyer’s Project Finance Deal of • Jorge Benejam (Mexico City) was awarded Best in TMT the Year Award for its representation of Abengoa in Law Services at the Corporate LiveWire Global Awards. the refinancing of Mexico’s Norte III power plant case. The judges highlighted Jorge’s “particular expertise in • DLA Piper was ranked 6th in deal value for Latin the M&A, healthcare, corporate and banking sectors – America Infrastructure Finance by IJ Global for Q1 such a tight focus provides him with the abilities and 2018, up from 21st in 2017. flexibility to achieve exceptional results for clients.”
• DLA Piper and the firm’s Latin America relationship firms have been once again recognized by the IFLR 1000 in the publication’s 2018 rankings of the world’s leading financial and corporate law firms and lawyers.
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Marcelo Etchebarne Managing Partner, Argentina Buenos Aires T +54 11 41145500 [email protected]
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Argentina
DLA Piper announced in August that it has established an agreement with Argentine firm Cabanellas Etchebarne Kelly (CEK). With an office in Buenos Aires, we will operate in Argentina as DLA Piper (Argentina). Find out more here.
Work highlights • Province of Mendoza in the reopening of the 144/Reg • Agua y Saneamientos Argentinos S.A. (AYSA), the third S notes due 2024 for US$90 million. largest water sewage company in the world serving • Capital markets transactions for the Provinces of over 13 million customers, in the successful placement Mendoza, Entre Ríos and Chaco and the Municipality of US$500 million of notes due 2023 (the transaction of Tucumán that had been put on hold. closed in February 2018). AYSA was a first-time issuer, 90 percent of which is owned by the Argentine • An energy group in the acquisition of energy Government and controlled by the Minister of Interior generation assets with combined EBITDA of of the Republic of Argentina. DLA Piper developed a US$50 million. strategy to place the notes in under 10 weeks. • Several clients in the renewable energy market in • Province of Buenos Aires, Argentina’s largest connection with the government’s RenovAr renewable province, in the offering of notes for AR$30 million energy PPA programs. Significant matters include (US$1.5 billion) due 2025, a landmark peso- advising a renewable energy player in a US200 million denominated transaction, subject to Argentine law but project development. placed under a 144A/Reg S format in the international • GRM Investment Ltd in the acquisition of a minority capital markets. stake in Stoneway Group Ltd. • Deal counsel for the Province of Río Negro in the • GRM Investment Ltd in a credit facility agreement for offering of notes for AR$2.3 billion (US$115 million) US$168 million entered into with Gramercy Energy due 2021. Secured Holdings II LLC, Gemcorp Fund I Limited and • CCA Civil Panama SA and Green SA in the bidding Gemcorp Multi Strategy. process to build a highway in Argentina under the • Special Argentine counsel to European lenders in the Plan de Vialidad- Red de Rutas y Autopistas Seguras, €57.7 million syndicated financing of a major spirits Argentina’s first PPP program, involving US$2.1 and wine products producer. billion in debt securities. CCA Civil Panamá S.A. is a wholly owned subsidiary of China State Construction • A major Argentine participant in the LNG products Engineering Corporation (CSCEC), the world largest market in a joint venture with a major US-based construction company. energy company for the deployment and operation of LNG assets in the United States). Our work included • Sponsors in three of the six winning consortia under the negotiation and drafting of LNG equipment Argentina’s PPP Program – DLA Piper is the only law purchase agreements, support agreements, off- firm representing more than one sponsor. take agreements, LNG marketing agreements, an • Deal counsel for the issuance of several tranches of investment agreement and shareholder agreements. short-term notes (letras de tesorería) issued by the Province of Chaco.
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Fabio Campos Mello Managing Partner, Brazil Campos Mello Advogados Rio de Janeiro T +55 21 3262 3027 [email protected]
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Brazil
In Brazil, DLA Piper works in cooperation with independent law firm Campos Mello Advogados.
New arrivals
Paulo Lopes Maysa Verzola Partner – Oil and Gas Partner – Litigation and Arbitration T +55 21 3262 3007 T +55 11 3077 3552 [email protected] [email protected]
Work highlights its first hotel in Brazil, to be located in São Paulo. • Samsung Heavy Industries in its acquisition of The luxury project will have 216 branded residences, a 10 percent interest in the corporate capital of 179 hotel guest rooms, two theaters, rooftop dining Estaleiro Atlântico Sul, a shipyard in Brazil. and other amenities, with a projected opening date in September 2023. • BB Investimentos S.A. / Fundo único de Previdência Social do Estado do Rio de Janeiro - Rioprevidência, • Technip FMC in its downsizing in Brazil. in its securitization of oil royalties, together with BNP • Marriott International, a worldwide hotel operator Paribas in Brazil (US$2 billion). and franchisor, in its sale of JW Marriott Hotel Rio • Syngenta in the acquisition of Nidera Seeds de Janeiro, in Brazil, to an affiliate of US hospitality real estate company Host Hotels & Resorts • Starboard Restructuring Partners, a Brazilian (US$47.5 million). private equity and special situations advisory firm in partnership with Apollo Global Management, in the • Unilever in its construction of a new ice-cream plant debt restructuring of Maquina de Vendas Group, one in the Northeast part of Brazil and advising on of the largest retail groups in Brazil (US$730 million). the bid procedure to select a general contractor – construction value of R$600 million. • Votorantim Cement in its administrative and judicial litigations involving environmental issues in Brazil • Fibria in tax matters related to the production and commercial activities of cellulose in Brazil • QBE in Zurich’s acquisition of QBE Insurance Group’s Latin America business, making Zurich the leading • Fleury, a major Brazilian healthcare laboratory in insurer in Argentina and third largest in Ecuador Brazil, in its agreement with Sabin, another healthcare (US$409 million). laboratory in Brazil, to invest in healthcare startups, including an initial investment in venture capital • W brand Hotel and Residences, in the drafting, review in Israel. and negotiation of all agreements with regard to
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Campos Mello Advogados: accolades
Chambers Latin America 2019 Leaders League 2019
FIRM RANKING FIRM RANKED IN 11 AREAS • Banking and Finance – Band 4 • Real Estate – Leading • Corporate/M&A – Band 5 • Banking and Finance – Excellent • Energy and Natural Resources: Oil and Gas – Band 3 • Oil & Gas – Excellent • Real Estate – Band 1 • Compliance – Highly Recommended
RANKED LAWYERS: 11 LAWYERS • Capital Markets – Recommended • Roberto Vianna Barros – Band 3 • Environmental – Valuable Practice • Jorge Luiz Gallo – Associate to Watch • Fabiano Gallo – Band 5 • M&A and Corporate – Valuable Practice • Leonardo Costa – Band 4 • Projects & Infrastructure – Valuable Practice • David Meiler – Band 4 • Paula Mena – Up and Coming • Tax Litigation – Valuable Practice • Mauricio Tanabe – Up and Coming • Labor Counsel – Other Notable Practices • Bernardo Buarque Schiller – Band 1 • Theo Keiserman de Abreu – Band 4 • Tax Counsel – Other Notable Practices • Ivandro Trevelim – Band 4 • Rafael Jordão Bussière – Up and Coming • Juliana Miranda – Band 3 Chambers Latin America 2019
FIRM RANKING • Banking and Finance – Band 4 • Corporate/M&A – Band 5 • Energy and Natural Resources: Oil and Gas – Band 3
RANKED LAWYERS: 6 LAWYERS • Roberto Vianna Barros – Band 3 • Jorge Luiz Gallo – Associate to Watch • Fabiano Gallo – Band 5 • David Meiler – Band 3 • Leonardo Costa – Band 4 • Juliana Sá de Miranda – Band 3
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The Legal 500 2018
RANKED PRACTICES: 11 AREAS RECOMMENDED LAWYERS: 15 • Sandoval Amui • Banking and Finance – tier 4 • Roberto Vianna • Leonardo Costa Energy and • Capital Markets – tier 4 • Marcus Bitencourt Natural Resources: Electricity – • Corporate and M&A – tier 4 • Fabiano Gallo tier 4 • Compliance – tier 4 • Terence Trennepohl • Energy and Natural Resources: • Environment – tier 5 • Juliana Sá de Miranda Hydrocarbons – tier 4 • Insurance – tier 4 • Marcella Hill • Projects and Infrastructure – • Theo Keiserman de Abreu NEXT GENERATION LAWYERS: 3 tier 5 • Fabio Campos Mello • Jorge Luiz Gallo • Real Estate – tier 1 • Ivandro Trevelim • Rafael Jordão Bussière • Tax – tier 3 • Humberto Marini • Rosana Gonzaga Jayme • Alex Jorge LEADING LAWYER • Carolina Marcondes Sant’Angelo Bernardo Buarque Schiller • David Meiler
IFLR 1000 2019
FIRM RANKED IN 6 AREAS RANKED LAWYERS: 4 LAWYERS RISING STARS: 2 • Banking – tier 3 • Fabiano Gallo – Highly regarded • Bárbara Bittencourt – Rising • M&A – tier 4 • David Meiler – Highly regarded star • Banking – tier 3 • Fabio Campos Mello – Highly • Jorge Gallo – Rising star • M&A – tier 4 regarded • Project Development – tier 2 • Roberto Vianna – Highly • Capital Markets – tier 4 regarded • Private Equity – Other Notable • Project Finance – Other Notable
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Felipe Bahamondez Matias Zegers Co-Managing Partner, Chile Co-Managing Partner, Chile Santiago Santiago T + 56 2 2798 2602 T +56 2 2798 2604 [email protected] [email protected]
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Chile
Highlights: Merger between BAZ | DLA Piper and NLD In April, BAZ | DLA Piper merged with the prestigious Noguera, Larrain & Dulanto law firm in Santiago, Chile. With the merger, the firms will operate as DLA Piper (Chile). The merger allows us to consolidate and to enhance several practice areas, such as corporate and M&A, labor and employment, regulated markets, dispute resolution and natural resources. Find out more.
New arrivals
Diego Noguera Paulo Larrain José Pablo Dulanto Partner Partner Partner M&A – Capital markets Corporate – M&A M&A – Natural Resources T +562 2798 2654 T +562 2798 2655 T +562 2798 2653 [email protected] [email protected] [email protected]
Ramón Dominguez Manola Quiroz Juan Pablo Mesías Partner Senior Associate, Governmental Of Counsel Dispute resolution – Labor Law Regulations, Natural Resources Labor Law – Social Security T +562 2798 2651 and Environment T +562 2798 2667 [email protected] T +562 2798 2662 [email protected] [email protected]
Ricardo López María Teresa Fernández Carolina Bawlitza Senior Associate Counsel Counsel Litigation Real Estate Antitrust T +562 2798 2668 T +562 2798 2613 T +5622 798 2600 [email protected] [email protected] [email protected]
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Work highlights
• Cornershop Technologies LLC, • Viña Concha y Toro, advising on its • SCM Antakena, the owner of a Cornershop Technologies, corporate governance structure, copper project. Inc., Cornershop, Delivery procedures and practices • Distal SA and Soser SA in judicial Technologies SpA, assisting to in accordance with specific actions filed before the Tribunal obtain approval from the Antitrust regulation and best practices. de Contratación Pública to Agency for the acquisition by • Colbún, advising on corporate challenge the result of a bidding Walmart of operative companies governance structure, procedures process called by the Junta in Chile owned and/or controlled and practices in accordance Nacional de Auxilio Escolar y Beca by Cornershop valued at with specific regulation and (JUNAEB) US$225 million. best practices. • Instituto Profesional IACC, assisting • Industrial y Comercial Baxter • SQM S.A, defending directors in in a constitutional injunction filed de Chile Ltda., defending this a sanctions procedure before the against the Comisión Nacional de healthcare company before the capital markets regulator. Acreditación. Antitrust Court in an alleged bid- rigging case. • CarbonFree Technology Inc., • SB Group S.A. (part of Giddings assisting in all stages of Fruit Group), counselling in a • Quiñenco S.A.in a corporate development of PV plants, from cross-border multi-jurisdictional bond issuance, valued at the due diligence process through tax reorganization. US$296 million. acquisition and negotiation of • Groupon Latam in a private the EPC. placement as a step towards an • Sky Solar Chile SpA., assisting in IPO – deal valued at US$25 million due diligence and acquisition of – 40 million. several PV plants and drafting and • Fortress in matters related to negotiation of EPC agreements feeder funds in Chile. for the project financing and development valued to date at • TVN in restructuring of the US$60 million. corporate governance structure of this heavily regulated state- • Atiaia Energia S/A (Brazil) in the owned company. acquisition by China International Water & Electric Corp. of all the • Codelco, providing compliance shares of Atiaia Energía Chile SpA, structure analysis as well as a using a Chilean SPV. reorganization of the compliance unit within the company, taking • Drillco Tools S.A. , assisting in a into account its state-owned complex collective bargaining structure. negotiation with a labor union.
• Codelco, advising on a claim • Cominor, advising in the sale of 50 arising from an industrial accident. percent of Minera Pompeya SpA to Minera Mantos de Oro (Kinross) • Translec, advising on its corporate for the development of a gold- governance structure, procedures silver mine in the La Coipa area, and practices in keeping with valued at US$65 million. regulations and best practices.
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Pro bono
In Chile, DLA Piper is working with key organizations to provide pro bono counsel that helps them achieve their missions.
FUNDACIÓN CARLOS VIAL RED DE ALIMENTOS AFRICA DREAM ESPANTOSO is the first food bank in Chile, is an NGO that send Chilean is an NGO that promotes good labor operating since October 2010. professional volunteers, doctors, practices within companies. We We provide legal assistance in teachers and agronomists, among provide general counseling, such as corporate, tax, permits, among others, to Africa. We provide general assisting in bidding processes called others. Additionally, our Partner counseling in an array of areas - for by the Chilean Ministry of Work to Paulo Larraín is director of Red example, assisting with applications apply for funds for sindical formation de Alimentos and member of the for public funds offered by the and collaborative labor relationships. advisory committee. Chilean government.
THE NATURE CONSERVANCY UNICEF The mission of The Nature We prepared a public policy report Conservancy is to conserve the lands for Unicef about the rights of and waters on which all life depends. children in labor matters in Chile, covering such areas as child labor, We provide legal assistance in matters maternal benefits, food benefits for related to conservancy in Chile. children, immigrant child rights, and the status of disabled children.
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Awards 2018 – 2019
During 2018, several leading lawyer-ranking publications recognized the work of our firm and our lawyers.
Leaders League
• Labor Law: Recommended • Merger & Acquisition: Highly Recommended • Competition & Distribution – Antitrust • Tax Law – Corporate tax: Recommended and Merger Control: Recommended • Banking and Finance: Recommended
LACCA Best Lawyers in Chile • Matías Zegers – Capital Markets Rodrigo Alvarez • Ramón Domínguez – Litigation • Insolvency and Reorganization Law – • José Pablo Dulanto – Banking and Finance Lawyer of the Year • Paulo Larrain – Corporate and M&A • First year listed - 2018
Felipe Bahamondez • Corporate and M&A Law Chambers and Partners • Energy Law • First year listed - 2013 CAPITAL MARKETS, BAND 4 Josefina Consiglio • Diego Noguera, Band 4 • Corporate and M&A Law
CORPORATE AND M&A, BAND 3 • Corporate Governance & Compliance Practice • Paulo Larrain, Band 2 • Energy Law • José Pablo Dulanto, Band 4 • First year listed - 2016 • Matias Zegers, Band 5 Ramón Domínguez Flidalgo
DISPUTES RESOLUTION, BAND 4 • Arbitration and Mediation • RamÓn Dominguez, Band 4 • First year listed - 2015
LABOR AND EMPLOYMENT, BAND 4 José Pablo Dulanto G. • Luis Parada, Band 2 • Corporate and M&A Law • Project Finance and Development Practice
Paulo Larrain • Banking and Finance Law IFRL 1000 • First year listed - 2016
• Banking and Finance – Tier 4 Diego Noguero E. • M&A – Tier 3 • Corporate Governance & Compliance Practice • Project Development – Tier 3 • First year listed - 2019
Luis Parada • Employee Benefits Law • First year listed - 2018
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The Legal 500 Chambers and Partners 4 practice areas, 6 ranked lawyers CORPORATE AND M&A – INCLUDING COMPLIANCE, BAND 3 IFLR 1000 • Paulo Larrain – leading lawyer 3 practice areas, 5 ranked lawyers • Diego Peña – next generation lawyer • Marco Salgado The Legal 500 • Matias Zegers 10 practice areas, 14 ranked lawyers • Mauricio Halpern • Diego Noguera Best Lawyers • Jorge Timmermann 11 practice areas, 9 ranked lawyers • José Pablo Dulanto Leaders League DISPUTES RESOLUTION, BAND 5 5 practice areas • Marco Salgado • Jorge Timmermann LACCA • José Pablo Dulanto 4 practice areas, 4 ranked lawyers LABOR AND EMPLOYMENT, BAND 3 • Luis Parada • RamÓn Dominguez
PUBLIC LAW, BAND 3 Highlighted Lawyer 2019 • Felipe Bahamondez Felipe Bahamondez – Highly regarded • Paulina Farias • Industry sector: energy, natural resources ENERGY AND NATURAL RESOURCES, • Practice area: capital markets, banking, ELECTRICITY, BAND 4 financial services regulatory, restructuring • Felipe Bahamondez and insolvency, M&A
ENERGY AND NATURAL RESOURCES, OIL AND Paulo Larrain – Highly regarded GAS, BAND 2 • Practice area: project finance, M&A • Paulina Farias Matias Zegers – Highly regarded • Diego Peña • Practice area: capital markets, private equity, ENERGY AND NATURAL RESOURCES, MINING, M&A BAND 3/3 Diego Noguera – Highly regarded • José Pablo Dulanto • Practice area: banking, M&A PROJECTS AND INFRASTRUCTURE, BAND 3 José Pablo Dulanto – Highly regarded • Felipe Bahamondez • Industry sector: energy, natural resources • Mauricio Halpern • Practice area: M&A • Diego Peña • Paulina Farias
REAL ESTATE, BAND 4 • Rodrigo Alvarez
TAX, BAND 4 • Rodrigo Alvarezz
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Camilo Martinez Managing Partner, Colombia Bogotá T +57 1 317-4720 [email protected]
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Colombia
In Colombia, DLA Piper continues to expand its capabilities, boosting key practices and supporting the firm’s platform in Latin America and globally.
New arrivals
Felipe Quintero Juan Manuel de la Rosa Partner – M&A Partner – Corporate, M&A and Finance T +57 317 441 4422 T +57 317 366 1933 [email protected] [email protected]
Andrés González Becerra José Miguel Mendoza Partner – Tax Partner – Corporate and Litigation T +57 1 317 4742 T +57 317 853 0270 [email protected] [email protected]
Work highlights • The minority shareholders of GENA S.A. in the • Grupo Odinsa, through Odinsa Holding, together acquisition of all of the shares of GENA S.A., a with our clients Kevran S.A., I.C. Advisors & Projects Panamanian company providing thermal generation and Saturde Investment International, in the sale of of energy, as well as all of the accounts receivable due 100 percent of GENPAC to Termopacífico Energy – a by the company to its majority shareholders. The deal deal was valued at US$48 million. GENPAC, based was valued at US$37 million. in Santiago, is engaged in the thermal and solar • Dominican Republic-based Putney Capital generation of electric energy. Management in its purchase of 50 percent of Bogotá- • Elaboradora de Alimentos Frutale, based in Santiago based Gerdau Diaco, a producer of carbon steel. and a subsidiary of Grupo Castaño, acquired the The deal was valued at US$85 million. business lines of the Kingsbury and Pan Pierre brands, • Accel-KKR, a Menlo Park, California-based private which were owned by BredenMaster, a subsidiary of equity firm, in its acquisition of a majority stake in Colombia-based Team Foods. Colombia-based Siigo, provider of accounting and administrative software for SMEs, from INVTECINF. The investment will allow Siigo to continue its leadership
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position in Colombia and expand in the Andean Pro bono region and to Central America. The deal was valued at Our pro bono work in Colombia helps significant US$18.5 million. nonprofits reach their goals and fulfill their missions.
• Eléctricas de Medellín in its US$56 million purchase • We advised Fundación Tiempo de Juego, in all its of Pacific Midstream’s stake in Colombia-based legal matters Petroeléctrica de Los Llanos. • We assisted the Global Foodbanking Network in labor • Permanent legal advisors regarding all contractual, matters as well as its incorporation in Colombia. risk and liability matters related to Atrio, a mixed- • We presented conferences on labor matters for use commercial development in central Bogotá. nonprofit entities. The project includes two mixed-use towers, • We assisted an array of nonprofit entities in their offices, shopping centers, a large open public incorporation as foundations. space, communal areas, underground parking and complementary services. The Atrio towers will modify and modernize Bogotá’s urban landscape, updating its profile with the world’s great cities. Atrio is an initiative of a group of Colombian construction companies.
• Corficolombiana in the public offering of equity in the Colombian Stock Exchange for US$500,000. It was the only public offering of equity in Colombia for 2018.
• Finsocial in the public offering of notes on the Colombian Stock Exchange.
• Bancolombia in the public offering of notes by Banco Pichincha.
• Terpel in the integration of the business with Exxon Mobil in Colombia. The deal was valued at US$1.2 billion.
• Chevron in an arbitration proceeding against Ecopetrol.
• Cementos Argos in an action against the Antitrust Agency of Colombia.
• Exito in a shareholder class action.
• All sugar mills in Colombia in an action against the Antitrust Agency of Colombia.
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Awards 2018 – 2019
Chambers 2019 IFLR 1000 2019
FIRM RANKING: 4 AREAS FIRM RANKED: 3 AREAS • Banking and Finance – Band 3 • Banking and finance – tier 3 • Corporate/M&A – Band 2 • M&A – tier 2 • Capital Markets – Band 3 • Project Development – Other Notable • Dispute Resolution – Band 4 HIGHLY REGARDED LAWYER: 3 LAWYERS RANKED LAWYERS: 5 • Camilo Martínez – Banking • Camilo Martinez • Juan Manuel de la Rosa – Private equity, • Felipe Quintero M&A • Juan Manuel de la Rosa • Felipe Quintero – Restructuring and • Andrés González Insolvency; Private equity • Julian Solorza
The Legal 500 2018 Leaders League 2019
RANKED PRACTICES: 11 AREAS FIRM RANKED: 3 AREAS • Banking and Finance – tier 2 • Banking and Finance – Highly • Competition and Antitrust – tier 4 Recommended • Corporate and M&A – tier 2 • M&A and Corporate – Highly Recommended • Compliance – tier 4 • Labor law – Recommended • Dispute Resolution: Litigation – tier 1 • Dispute Resolution: Arbitration – tier 4 • Insurance – tier 3 • Labour and Employment – tier 6 • Projects – tier 4 • TMT – tier 5 • Tax – tier 4
Transactional Activity • Colombia in 2018
• The fourth most active law firm in M&A in 2018 in Colombia
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Eduardo Gallastegui Managing Partner, Mexico T +52 55 5261 1807 [email protected]
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Mexico
New arrivals
Xavier Mangino Duenas Diego Martinez Partner – Corporate and Finance Partner – Corporate, Finance and Capital Markets T +52 55 5261 1857 T +52 55 5261 1855 [email protected] [email protected]
Work highlights Pro bono honors • Qualitas Controladora, S.A.B. de C.V., the leading • Isabel Gallastegui (Mexico City) was selected as one of Mexican automobile insurance company, in its DLA Piper’s 2017-2018 Pro Bono Award winners. acquisition of HDI Seguros, S.A., a Peruvian insurance • Gerardo Lozano, María Eugenia Ríos and Marcelo company. The transaction is effective pending Páramo (all Mexico City) were recognized by Best approval of the relevant governmental agencies. Lawyers in Mexico 2019. • Lead Mexican counsel to Grupo Interacciones • Appleseed Mexico Foundation has awarded the firm in Grupo Financiero Banorte’s MX$26.6 billion the Alexis Rovzar Pro Bono Medal of Merit for its (US$1.4 billion) merger with counterpart Grupo pro bono contributions to access to justice in Mexico. Financiero Interacciones to create Mexico’s second The Appleseed Mexico Foundation is a nonprofit largest bank. Our team in Mexico City handled this that is part of a network of 17 public interest justice complex and challenging deal involving the Mexican centers in the United States and Mexico. The honor antitrust and financial authorities – the first time two especially acknowledges the leading role of partner holding companies of financial groups, two banks, Gabriela Alaña and associate Isabel Gallastegui (both two stockbrokers, two insurance companies and two Mexico City). managers of investment funds entities had merged simultaneously. Additionally, both GFInter’s and GFNorte’s stock traded on the Mexican stock exchange. Chambers recognitions • Invia Capital in its acquisition of Contenidos • Mexico Banking • Bankruptcy Financieros, S.A. de C.V. (Infosel) – along with its and Finance subsidiaries, Infoselective, S.A. de C.V. and Cartera, • Dispute Resolution S.A. de C.V., are leaders in the financial services • Mexico Corporate • Energy and Natural information industry. The firm’s involvement included and M&A Resources the creation of a special purpose vehicle, a subsidiary • Mexico Energy and of the search fund, which acquired the companies of • Telecoms, Media, Natural Resources this transaction. Tech • Mexico Real Estate • Tax • Mexico Tax
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Ricardo Escobar Managing Partner, Peru Lima T +1 511 616 1200 [email protected]
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DLA Piper in Peru
New arrivals
Jorge Córdova Benavides Cecilia Guzmán-Barrón Co-head, Projects, Energy and Infrastructure Head, Labor and Migratory T +51 616 1200 T +51 616 1200 [email protected] [email protected]
Work highlights • Autoniza in the purchase of Automayor Peru, • Liquefied natural gas company Peru LNG in the largest Nissan and GM dealer in Colombia. obtaining a US$75 million loan. Additionally, we The transaction was carried out simultaneously in helped Peru LNG close a US$940 million issuance on Colombia and Peru. the same date. • General Electric International Inc. in the • Peruvian subsidiaries of Bodytech as guarantors of establishment of a Peruvian branch and transfer of a 2016 loan in the refinancing of a US$90 million assets and liabilities to the new entity. loan with a syndicate of banks, in a novel deal that • WeWork in the negotiation of a long-term usufruct involved shareholder loans and the borrower’s contract on part of a building that has allowed equity as a backstop. WeWork Perú SRL to allocate 8,000 square meters of • Mexican car insurance company Quálitas office space to co-working spaces in San Isidro. Controladora in the purchase of its Peruvian • Peruvian fishery Seafrost in the acquisition of a tuna counterpart, HDI Seguros. processing plant, Conservera de las Américas, from • FMO and DEG in the restructuring of a loan granted Panamanian company Tri Marine International. to Polaris de Generación Andina for US$59 million. • Edpyme Santander Consumo Perú in its first • Dresden Lab in the acquisition of 100 percent of the issuance of short-term debt share capital of Representaciones y Distribuciones • Ajegroup, a multinational that manufactures, Iver, a company dedicated to the commercialization, distributes and sells beverages, in the acquisition production, processing, distribution, representation, of the portfolio of brands Vida, Don Isaac Kola and import and export of chemical products and Perú Kola from bottling company Don Jorge. supplies. • Constructora Cumbres and Machiels Perú in the • Inmobiliaria Alcar (Grupo Nuovit) in the transfer corporate, tax and contractual structuring and in of an office building to Renta Inmobiliaria JDA 700 the acquisition of two mega real estate projects of (Banchile Inversiones). social housing from Constructores Iberoamericanos • Rabobank in a US$36.5 million loan to Agrícola S.A.C. (LIVIT). La Venta.
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• Minera Chinalco Perú in a short-term loan from Banco Santander (Spain) for US$100 million.
• Consorcio Carsol-JRM in a medium-term guaranteed loan from Banco Santander Perú to be allocated for working capital and other purposes in the production of blueberries in Piura.
• Vidriera 28 de Julio (Corporación Furukawa) in long- term financing from Banco de Crédito del Peru and Banco Santander Perú.
Rankings
• Chambers Latin America Associate Janilú Badiola – Associate to Watch
• The Legal 500 Associate Víctor Velásquez – Next Generation Lawyer
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Pro bono
CONSERVATION INTERNATIONAL UNICEF ALIANZA PRO BONO PERÚ Conservation International’s goal In October, several DLA Piper Alianza Pro Bono’s mission is to is to protect nature as a source of lawyers from around the globe promote pro bono work in Peru. food, fresh water, livelihoods and embarked on a global challenge We are coordinating with this a stable climate. We provided legal in support of our global partner association with the goal of assisting research and review support of its Unicef, trekking the Inca Trail to the those in vulnerable situations. Wildlife Trafficking Report focusing ancient Inca city of Machu Picchu in on Peru. Peru. Their excursion was part of an initiative that brought together 80 DLA Piper colleagues from around the world and ultimately raised US$285,000 for Unicef, with whom we have been working since 2013 to strengthen the protection of children around the world.
Honors
Partner Cecilia Guzmán-Barrón Labor and Social Security Law in Principal associate Daniel has been appointed to Peru’s Chiclayo, discussing the gender pay Flores has been inducted “Working group to analyze and gap and what specific actions should into the Betta Gamma Sigma elaborate a proposal for the be taken into account in order to International Business Honorary reform of Law No° 29497, New eliminate it. Society, which recognizes Labor Procedure Law,” which high-performing students seeks to update the regulation of Partner Jorge Córdova conducted around the world, a result of judicial procedures about labor a vocational orientation for high his achievements at the ESAN matters. Cecilia also participated school students interested in a Graduate School of Business. at the VIII National Congress of career in law.
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Nikos Buxeda Managing Partner, Puerto Rico San Juan T +1 787.945.9114 New York T +1 212 335 4500 [email protected]
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Puerto Rico
New arrivals
Janine Guzman Mariana Muñiz Lara Partner – Employment Associate – Employment T +1 787 945 9148 T +1 787 945 9106 [email protected] [email protected]
Laura Rozas Hans Riefkohl Attorney – Environmental and Planning Associate – Corporate T +1 787 945 9147 T +1 787 945 9103 [email protected] [email protected]
Work highlights • In the wake of US tax reform in late 2017, the Puerto • The Government of Puerto Rico for work to be Rico branch of a large financial institution (currently performed in Puerto Rico and the mainland US: with $40 billion in assets) requested an analysis of how such tax reform affected the Puerto Rico branch and • Continuing our work with the Puerto Rico Financial what opportunities it presented to transfer the Latin Advisory and Fiscal Agency Authority. America business of the client to Puerto Rico. As a • Contract with Puerto Rico Department of the Treasury result of our advice, the client has decided to transfer to help develop an opportunity zones strategy for the business to Puerto Rico and is considering Puerto Rico. DLA Piper’s Washington, DC, Miami and establishing a second banking facility in Puerto Rico New York offices are also involved in this matter. through an international financial entity. This second banking facility would be used to transfer assets from • Contract with the P3 Authority for concession of the other foreign jurisdictions and begin the origination of San Juan Maritime Passenger Ports renewed. DLA new transactions from Puerto Rico. Piper teams from the New York, Miami, Washington, DC and San Juan offices are involved in this matter. • The San Juan office continues to advise clients on the organization of International Financial Entities (IFEs) • Advising the Puerto Rico Aqueduct and Sewer in Puerto Rico. We are in the process in obtaining Authority (PRASA) in connection with its energy licenses for clients involved in blockchain technologies and resiliency program. We are also advising on a and FinTech companies and traditional banking as P3project for the purchase and rehabilitation of all well. During the past year we have helped four clients hydroelectric plants from Puerto Rico Electric Power obtain new IFE licenses and we are in the process Authority (PREPA) to PRASA.
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of requesting nine new IFE licenses. All in all, we • Redevelopment of the Roosevelt Roads Naval have 31 clients that are international banks or are Station (RRNS), among the largest real estate in the process of obtaining IFE licenses to operate developments in Puerto Rico’s history, an 8,000-acre as such. One of such clients is acquiring an IFE in former US naval base, advising the entity that will receivership under the laws of Belize. coordinate the redevelopment as project manager and executive agent on behalf of the Government of Puerto Rico.
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• Redevelopment of the Ferry Terminal Facilities, Pro bono Fajardo, advising the same company that is Camille Alvarez was nominated for a DLA Piper Pro redeveloping the RRNS in its negotiations with the Bono Award as a result of her work in the aftermath of Municipality of Fajardo to redevelop the currently Hurricane María. vacant Ferry Terminal Facilities into a commercial, tourist and residential development on the waterfront. Recognitions
• Nagnoi LLC in all corporate matters, as this data analytics software developer exports its software and Chambers Latin America analytics tools and its intellectual property licenses • Manuel López – Band 1 in Tax for state agencies and health plans from Puerto Rico into the continental US. • José Sosa and Nikos Buxeda – Band 2 in Corporate • Putney Capital in the structuring, procurement and potential development of a propane gas/natural • Janine Guzmán – Band 3 in Labor and gas upgrade and expansion project for the Palo Employment Seco power plant as part of the transformation of • Laura Rozas – Band 3 in Environmental PREPA. This plant, one of the largest in Puerto Rico, is currently owned and operated by PREPA but is not in compliance with US EPA clean air restrictions and standards.
• SunRun, the largest residential solar company in the US, in its operations in Puerto Rico.
• Human resources company Brenda Marrero & Associates in financing the company’s expansion into Latin America.
• A cryptocurrency fund in obtaining rulings from the Office of the Commissioner of Financial Institutions (OCFI) authorizing it to operate as an investment adviser. This is believed to be the first such authorization granted by the OCFI.
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Francisco Cerezo US Head, Latin America Corporate Miami T +1 305 423 8551 New York T +1 212 335 4500 [email protected]
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United States
New arrivals
Lida Rodriguez-Taseff Vanina Guerrero Partner – Litigation, Arbitration Partner – Corporate and Securities, and Investigations Mergers and Acquisitions T +1 305 423 8525 T +1 650 833 1530 [email protected] [email protected]
William Candelaria Amala Nath Partner – Finance Of Counsel – Finance T +1 212 335 4602 T +1 202 799 4234 [email protected] [email protected]
Work highlights court that it lacked personal jurisdiction over Inicia, • QBE in Zurich’s acquisition of QBE Insurance because the plaintiffs did not plausibly allege a Group’s Latin America business, making Zurich the relationship between the sugar cane fields in which leading insurer in Argentina and third largest in they worked and Inicia, nor did they show that Ecuador (US$409 million). any act by Inicia – let alone an act relating to their claims – occurred in or was directed toward the • Cabletica, part of Televisora de Costa Rica S.A., in Commonwealth of Pennsylvania. The court agreed a definitive agreement for Liberty Latin America to and dismissed the case. acquire controlling interest in the Costa Rican cable operator. The deal was an all-cash transaction for • Banco do Brasil S.A., Brazil’s largest bank by assets, US$250 million. acting through its Grand Cayman Branch, as borrower, in a $300 million senior secured liquidity • Inicia Ltd., a leading Latin American asset facility provided by JPMorgan Chase Bank, N.A., management company organized under the laws London Branch, as administrative agent and lender. of the British Virgin Islands, which had been sued in the Philadelphia Court of Common Pleas by 41 • Crédito Real, S.A.B. de C.V., SOFOM, E.R., a leading pseudonymous Dominican plaintiffs who alleged Mexican consumer finance company, as borrower, they were exposed to pesticides while working in in a $50 million senior syndicated bridge loan sugar cane fields. We successfully argued to the arranged by Barclays Bank PLC.
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• A large multinational financial • The international shareholders institution based in Latin of an independent solar America in a highly confidential power generation company multi-jurisdictional internal based in Central America investigation. We engaged and in the resolution disputes supervised an international among shareholders private investigation firm, involving issues under the reviewed a huge volume of shareholders agreement, the email and other records and EPC contract and other related conducted interviews in Latin documentation. America over the course of several months, then provided the client a report summarizing our findings and providing recommendations.
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Recognitions
• Latin Lawyer 250, 2018 – • Mergermarket Latin America • Chambers Latin America, 2019 Recommended Law Firm League Table 2017 – Top 3 in (Latin America-wide) M&A Deal Value • Corporate/M&A • Thomson Reuters Emerging • Banking & Finance Markets M&A League Tables • The Legal 500 Latin America, – Top 10 2018 (International Firms) • IJ Global, Latin America • Banking & Finance Infrastructure Finance League • IFLR 1000 2018 – One of the • Capital Markets Table Q1 2018 – #6 World’s Leading Financial and • Corporate and M&A Corporate Law Firms • International Arbitration • Projects & Energy
43 DLA Piper is a global law firm operating through DLA Piper LLP (US) and affiliated entities. For further information please refer to www.dlapiper.com. Note past results are not guarantees of future results. Each matter is individual and will be decided on its own facts. Attorney Advertising. Copyright © 2019 DLA Piper LLP (US). All rights reserved. |FEB19 | MRS000120904