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 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
 |
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.