Americas teams of the year

Author: | Published: 2 May 2012
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Methodology

IFLR's team of journalists began preparing for the awards in November, and over several months undertook detailed research from a variety of sources. Along with submissions from firms and in-depth interviews, IFLR also consulted private practice lawyers, in-house counsel and financing specialists at investment banks.

The IFLR awards reward international deals only. All must have a cross-border element. They also reward legal innovation and nothing else. IFLR does not take into account how big, high-profile, quick or commercially successful the deal was.

When searching for true legal innovation, IFLR looked for new legal structures, deals that overcome new regulatory hurdles and regional firsts that adapt existing technology to local regulation. The difficulty and intricacy of that innovation is assessed, as well as its likely market impact. There is never a connection between advertising and the success of a deal or firm in IFLR's surveys or awards. The IFLR legal awards are built on editorial objectivity.

In order to be recognised as international, the deals we rewarded had to fulfil certain criteria. For capital markets transactions, this meant that more than 10% of the securities must have been sold to investors outside the home market of the issuer or originator. M&A deals had to involve a cross-border element, with the target of the deal based in Europe. Project financings had to be carried out on an international basis, with the project based in the Europe.


Regulatory reform: H Rodgin Cohen, Sullivan & Cromwell

H?Rodgin Cohen gives his acceptance speech (left), and accepts the award from IFLR’s Danielle Myles (right)

Sullivan & Cromwell's executive chairman H Rodgin Cohen has earned a reputation as the dean of Wall Street lawyers. And when canvassing opinion for this year's contribution to regulatory reform award, practitioners across the US picked him as the most deserving recipient, hands-down. Presenter Michael Wiseman, also of Sullivan & Cromwell, spoke of Cohen's invaluable guidance within the firm and the broader profession.

As the most instrumental lawyer in mitigating the chaos of September and October 2008, the US's biggest banks also regard him as being at the top of his profession. He's respected as a clear and accurate voice on the state of financial reforms being carried out today.

Accepting his award, Cohen drew attention to the often overlooked facts surrounding what has been achieved in this area to date. Dramatically increased capital levels, many banks with high liquidity, greater resources devoted to risk management and the vast majority of US banks passing

March's stress tests are a testament to this. True financial regulation must recognise that financial institutions are in the risk taking business.

Cohen urged that the policy objective of regulatory reform should be control risk, rather than eliminating it entirely.

Lifetime achievement: Gary Lynch, Bank of America

Edward Herlihy of Wachtell Lipton Rosen & Katz (left) presents Gary Lynch with the lifetime achievement award

A thirty-five year career spanning private practice, the US Securities and Exchange Commission (SEC) and three investment banks made Bank of America's (BofA) Gary Lynch an inarguable choice for this year's Lifetime Achievement award. BofA's global chief of legal, compliance, and regulatory relations has excelled in every stage of his multi-faceted career.

Lynch was appointed the SEC's director of enforcement when he was 34-years-old. Accepting his award, Lynch reflected on the magnitude of such an opportunity at that age. Presenting the award, Wachtell Lipton Rosen & Katz's Edward Herlihy said this was a position in which Lynch exceeded all expectations. Through leading one of the most vigorous US efforts to eradicate insider trading, unprecedented and sensitive actions on corporate bribery and complex accounting, Lynch became known internationally as a smart but fair enforcer of great integrity.

Upon announcing he was leaving the SEC in 1989, a frenzied bidding war ensued among the biggest US firms. Lynch went to Davis Polk & Wardwell where he cemented his reputation for his pragmatic and problem-solving approach. His subsequent work for Credit Suisse, Morgan Stanley and BofA over the past decade, Herlihy said, came at a time when the corporate world needs top attorneys like never before.

Americas law firm of the year: Davis Polk & Wardwell

L-R: Tom Young of IFLR, Deanna Kirkpatrick of Davis Polk

Other nominated firms:
Cleary Gottlieb Steen & Hamilton
Morrison & Foerster
Shearman & Sterling
Skadden Arps Slate Meagher & Flom
Sullivan & Cromwell
White & Case

With eight team nominations and eleven deal nominations, Davis Polk & Wardwell has an impressive tally in this year's awards. But its nomination for Americas firm of the year is based on its central role on some particularly innovative deals. This includes acting for Embraport in securing financing for its landmark private terminal in Santos Port in Brazil, the US Treasury in AIG's closely watched re-IPO and Delphi in its $530 million IPO.

Debt and equity-linked: Davis Polk& Wardwell

L-R:?Deanna Kirkpatrick of Davis Polk, Danielle Myles of IFLR

Other nominated firms:
Cleary Gottlieb Steen & Hamilton
Shearman & Sterling
Skadden Arps Slate Meagher & Flom
Sullivan & Cromwell
White & Case

Davis Polk & Wardwell earns its nomination for its work as underwriters counsel for two shortlisted deals, plus a string of other impressive mandates. The firm acted for the banks in ITT and Emegsa's notes offering. These are two very different deals, showcasing the breadth of the firm's expertise.

Last year the firm was also at the forefront of tech companies' growing desire to tap the debt markets to readjust their balance sheets.

Equity: Simpson Thacher

L-R:?Tom Young of IFLR, Joe Kaufman of Simpson Thacher

Other nominated firms:
Cahill Gordon & Reindel
Clifford Chance
Cravath Swaine & Moore
Davis Polk & Wardwell
Skadden Arps Slate Meagher & Flom

Simpson Thacher & Bartlett represented the issuer of the largest private equity-backed IPO in the US last year, and then it did it again. Nielsen held this title for a short time, before HCA's value dwarfed it by over $2 billion. These aren't the only equity shortlisted deals Simpson Thacher worked on, though. The firm also represented Mosaic's special committee of the board of directors. Combined, these three mandates gave the firm leading roles in three of the top grossing and legally challenging equity deals of the year.

Financial regulation: Sullivan & Cromwell

L-R: Donald Crawshaw of Sullivan &?Cromwell, Danielle Myles of IFLR

Other nominated firms:
Cleary Gottlieb Steen & Hamilton
Davis Polk & Wardwell
Morrison & Foerster
Shearman & Sterling
Skadden Arps Slate Meagher & Flom

Under the stewardship of H Rodgin Cohen, Sullivan & Cromwell has embedded itself as an indispensible resource in the US's financial regulatory framework.

The firm's representation of key US and foreign financial institutions in enforcement actions exceeds that of any other firm in the Americas.

M&A: Skadden Arps

L-R: Peggy Brown of Skadden, Danielle Myles of IFLR

Other nominated firms:
Cleary Gottlieb Steen & Hamilton
Davis Polk & Wardwell
Paul Weiss Rifkind Wharton & Garrison
Shearman & Sterling
Weil Gotshal & Manges

Another M&A extraordinaire, Skadden Arps Slate Meagher & Flom, answered Shearman & Sterling's credentials with three shortlisted deals of its own. The firms worked across from each other on the Braskem/Dow Chemical deal. Elsewhere the firm represented Tianfu Yang in the Harbin Electric take-private and EMC Corporation, a member of Rockstar Bidco, rounding up another great year for Skadden's M&A team.

Private equity: McCarthy Tétrault

L-R: Cheryl Slusarchuk, Ian Palm and David Tennant of McCarthy Tétrault

Other nominated firms:
Davis Polk & Wardwell
Milbank Tweed Hadley & McCloy
Simpson Thacher & Bartlett
Weil Gotshal & Manges

Across from Davis Polk in the sale of Taylor Morrison and Monarch Homes sale was McCarthy Tétrault which acted for TMM Holdings member JH Investments. The firm's role as Canadian counsel to Berkshire Partners and OMERS Private Equity, another deal shortlisted for private equity deal of the year, was an even more admirable feat.

In that deal McCarthy represented both a US private equity fund and a Canadian pension fund, and found a way for Husky International assets to be held by the pension fund in accordance with Canadian exchange controls and investment criteria.

Project finance: White & Case

L-R: Victor J. DeSantis of White &?Case, Danielle Myles of IFLR

Other nominated firms:
Allen & Overy
Davis Polk & Wardwell
Freshfields Bruckhaus Deringer
Milbank Tweed Hadley & McCloy
Skadden Arps Slate Meagher & Flom

It was a stellar year for White & Case, acting on three deals shortlisted for IFLR's project finance deal of the year. With mandates from the lenders on the OSX2 vessel financing, Caixa Econômica Federal Caixa in the Embraport deal, and the sponsors in the Russell City Energy Center project, the firm showcased its strength across north and Latin America. In other work White & Case acted for DnB NOR in the $1.46 billion funding of the Desert Sunlight Solar Project.

Restructuring: Goodmans

L-R: Joe Pasquariello and Jay Carfagnini of Goodmans

Other nominated firms:
Davies Ward Phillips & Vineberg
Fasken Martineau DuMoulin
Latham & Watkins
Morrison & Foerster
Skadden Arps Slate Meagher & Flom

Goodmans is considered a restructuring force not just in Canada, but throughout north America. In 2011 the firm had instrumental input into two shortlisted deals. It represented the ad hoc committee of Angiotech noteholders, devising the crucial plan for an in-court restructuring of subordinated notes accompanied by an exchange offer of floating rate notes. In the Graceway deal, it was Goodmans' idea to use a court-appointed receiver.

Securitisation and structured finance: Cadwalader Wickersham & Taft

L-R: Bryon Mulligan, Steven Lofchie and Ray Shirazi of Cadwalader

Other nominated firms:
Chadbourne & Parke
Davis Polk & Wardwell
Mayer Brown
Morrison & Foerster
White & Case

It was a stellar year for Cadwalader Wickersham & Taft's practice, with two standout deals being nominated for IFLR's structured finance deal of the year. The first saw it assist BNP Paribas create a capital protection agreement which offered US retail investors a degree of downside protectionand the second, saw it advise VelocityShares on the VIX-related ETNs offered by Credit Suisse.

In-house debt: Citigroup

L-R: Tom Young of IFLR, Darrell Bridgers of Citigroup

Other nominated firms:
Bank of America
Barclays
Credit Suisse
Deutsche Bank
JP Morgan
Morgan Stanley

As a dominant player in the emerging markets, it comes as no surprise to see Citigroup's strong showing this year. The bank had lead roles on two unprecedented Latin American deals last year. It was lead bookrunner on BBVA Securities' $100 million offering which was the first cross-border capital markets transaction to come out of Paraguay, and lead arranger on ICE's $350 million 144A offering, the first from a Costa Rican issuer.

In-house equity: JP Morgan

L-R: Elizabeth Dempsey and Eileen Shin of JP Morgan

Other nominated firms:
Bank of America
Citigroup
Credit Suisse
Goldman Sachs
Morgan Stanley

A lot of the most innovative equity deals nominated for this year's awards had JP Morgan as a book running manager, and it served as an underwriter in the majority of equity submissions.

The financial services powerhouse led a total of 18 underwriters in Delphi Automotives offering alongside Goldman Sachs.

It also served as underwriter in the large private equity backed Nielsen and HCA IPOs.

National law firms of the year

Argentina, Brazil and Canada

L-R: Pablo Viñals Blake of Marval, Patricia Scharlau of Machado Meyer, Santiago Carregal of Marval, David Tennant, Ian Palm, Paulina Tam, Stephanie Yarmo and Jerald Wortsman of McCarthy Tétrault

Argentina's Marval, O'Farrell & Mairal advised on Adecoagro's listing on the NYSE and Grupo Bimbo's acquisition of Alimentos Fargo.

In Brazil, Machado Meyer advised on the Embraport financing, and acted for the banks on OGX's high yield offering.

The Canadian winner McCarthy Tétrault was present on two winning deals: Rockstar Bidco's acquisition of Nortel's patent portfolio, and Berkshire Partners and OMERS' takeover of Husky.

Central America

L-R: Rolando Laclé Castro, José Ramón Paz, José Evenor Taboada, Aquiles Delgado and Mario Archila of Consortium

In Central America, the winning firm, Consortium Centro América Abogados, was local counsel to the banks on ICE's unprecedented notes offering. The $250 million issuance by government-run power company Instituto Costarricense de Electricidad (ICE) created a myriad of tax and structural issues to be worked through with the local securities regulator.

Another highlight this year saw the firm advise El Salvador's government on its landmark public bond issuance.

Chile, Colombia, Mexico and Panama

L-R: Guillermo Carey of Carey y Cia, Miguel Jáuregui Rojas of Jáuregui y Navarrete, Martín Carrizosa of Prieto & Carrizosa, Julianne Canavaggio of Arifa, Martín Acero and Juan Fernando Gavira of Prieto & Carrizosa, Ricardo M Arango of Arifa

Chile's Carey y Cia was local counsel to ING on its sale of Latin American businesses and advised on Electrolux's acquisition of CTI.

In Colombia, Prieto & Carrizosa acted on Grupo Sura's takeover of ING's Latin American businesses.

In Mexico, Jáuregui y Navarrete advised on the shortlisted Grupo Sura/ING deal, along with TV Azteca's euro notes sale.

Panama's Arifa acted on the securitisation of receivables to finance the government's acquisition of a toll road concession.

Peru and Paraguay

L-R: Sigfrido Gross Brown of Estudio Gross Brown Abogados, Oscar Arrús of Rubio Leguía Normand

In Paraguay, the winning firm, Estudio Gross Brown Abogados, advised BBVA Paraguay on its landmark notes offering which won IFLR's debt and equity-linked deal of the year.

The winning firm from Peru, Rubio Leguía Normand, worked on the Taboada Wastewater treatment plant financing which was shortlisted for deal of the year.

The firm also advised on the innovative high yield offering by Intercorp Retail Trust.

 


 

 

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