| Methodology |
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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.
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Regulatory reform: H Rodgin Cohen, Sullivan & Cromwell
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| H?Rodgin Cohen gives his acceptance speech (left), and accepts the award from IFLRs 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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
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| 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.