IFLR Americas Awards 2022: winners announced

IFLR was delighted to host the IFLR Americas Awards 2022 at a live ceremony at Essex House, New York, on Thursday 19.

Before a packed room of lawyers, in-house counsel and corporate finance professionals from across the US, Canada and Latin America, IFLR announced the region’s most innovative deals, teams and individuals.

Davis Polk & Wardwell was one of the night’s big winners, scooping multiple awards, including Americas Firm of the Year. The firm advised across a range of innovative, cross-border transactions, with key roles on Nubank’s winning IPO, Grupo Bimbo’s revolving credit facility and Hertz Global’s restructuring.

Cleary Gottlieb and Shearman & Sterling also both had a successful evening, reaping the rewards of having featured heavily across the shortlist.

Meanwhile, on the individual side, Moshe Sendacz of Machado Meyer received the Outstanding Achievement Award, Cadwalader’s Lary Stromfeld took home the award for Outstanding Contribution to Regulatory Reform and Anna Pinedo of Mayer Brown became the first inductee into the Americas Women Dealmakers Hall of Fame.

The ceremony caps of months of research into the Americas legal market, drawing on written submissions and in-depth interviews with clients and counsel to reveal the most legally innovative cross-border deals from across the Americas in 2021, and the teams and individuals who made them happen.

IFLR would like to thank everyone who took the time to contribute to this year’s awards through submissions and interviews. The calibre of work showcased this year made the judging process extremely challenging, and our congratulations go to all those shortlisted, and the winners. The full list is below.

IFLR's Outstanding Achievement Award considers candidates whose careers have made a significant impact on market practice, shaped standards, influenced the market legal framework, and mentored the next generation of lawyers. This year’s winner, Moshe Sendacz, stood out in all regards.

Sendacz is a pioneer in Brazil’s telecommunications sector and a founding member of one of the country’s most prominent law firms: Machado Meyer Sendacz e Opice, which turns 50 years old this year. Sendacz’ career spans over half a century, during which time the legal landscape in Brazil, and in the Americas more broadly, has changed dramatically. He has seen the country through radical political change and has played a role in shaping the accompanying legal developments.

His expertise in M&A and capital markets is substantial, and he is well practised in representing public companies before the Brazilian Securities Commission. Perhaps most notably, Sendacz has served as counsel to Telefonica Brasil for over 20 years. He has advised the company on several landmark deals during this period, including its takeover of GVT and the delisting of its programme of Brazilian depositary shares, which was a first for the country’s stock market.

The winner of this award must have made a substantial, impactful and positive contribution to regulatory progress in the region over the last year. Our winner, Lary Stromfeld, has played a key role in one of the biggest issues facing the financial sector for most of the last decade: Libor transition.

While the transition is all but wrapped up in the UK and in Europe, in the US dollar market there is still some way to go. In 2020, one outstanding issue stood out from the rest: what to do with legacy contracts that reference Libor after it is no longer published. In 2021, Stromfeld played a key role in passing legislation in New York State that mandated legacy contracts revert to the Secured Overnight Financing Rate, plus a spread. This marks a crucial step in streamlining and simplifying the transition process for the whole industry. The move enabled several states to follow suit with laws of their own and represents a pivotal moment in the transition.

Stromfeld, along with his Cadwalader colleagues, has been instrumental in assisting the ARRC in its bid to replace Libor with SOFR. While our awards do not recognise work finished this year, it would be remiss not to mention his successful bid to introduce a similar legacy law on a federal scale.

Anna Pinedo is a mainstay of the securities and derivatives market in the Americas and is co-leader of Mayer Brown’s global capital markets practice. Based in New York, she oversees a truly global practice, and has consistently demonstrated an exceptional ability to advise on complex and innovative capital markets transactions. Her expertise spans a variety of industries, and she is a go-to for financial institutions looking to create and structure new products and techniques. As well as her transactional work, Pinedo is thought leader in the industry.

Pinedo is the author of an impressive catalogue of published work, including co-authoring Corporate Finance and the Securities Laws. She also counsels multiple industry bodies and associations, and serves as chair of the American Bar Association's subcommittees on Securities Registration, and Annual Review. Pinedo is also a member of the taskforce on the future of securities regulation.

Marco Araújo - Nubank

David Galainena - Hertz Group

Ignacio Rodríguez-Viña - Inter-American Development Bank

Andrew Krause - Paul Weiss Rifkind Wharton & Garrison

Ignacio Lagos - Cleary Gottlieb Steen & Hamilton

Jennifer Ying Lan - Davis Polk & Wardwell

Claudia Arietti - Ferrere

José Alejandro Cortés Serrano - Galicia Abogados

Natalia de Santis - Mattos Filho Veiga Filho Marrey Jr e Quiroga Advogados

The Editor’s Choice Award exists to enable IFLR to recognise outstanding initiatives or projects that do not fall into our predefined categories. In recognition of its extraordinary effort on Belize’s blue bond, this year’s winner is The Nature Conservancy. The Conservancy’s tireless work was vital in closing one of 2021’s most impactful transactions. Deal parties described The Nature Conservancy team at as the engine of the deal. They were consistently impressed with the team’s ability to manage both the legal and business challenges of the bond, as well as to bring together a huge number of different stakeholders.

The Nature Conservancy’s lead counsel, Steve Valdés Robles, in particular stood out. “Without him the transaction would never have closed. His dedication, skill, creativity and persistence made it happen,” said a lead lawyer on the deal.

This award recognises a firm or in-house team that has taken positive steps towards net-zero transition. The award considers initiatives that materially improve sustainability, work with clients to aid them in decarbonising, or legally innovative deals that are advancing market policy, framework, and regulation in the sustainable corporate finance space. This year’s winner is a founding member of Chapter Zero Mexico, a not-for-profit which aims to create a community of directors in Mexico committed to transition to a net zero economy by 2050. Its work includes providing advice on all legal and regulatory implications of implementing climate governance in boards of Mexican companies and is responsible for developing the materials for companies to understand the implications of climate change in their business, and the fiduciary duties, risks and opportunities of implementing the principles on climate governance.

ESG was a clear theme in this year’s shortlist, which featured the Republic of Chile’s landmark ESG bond, the Montes de María project bond - a first-in-kind social bond tied to an infrastructure project in Latin America - and Mexico’s first local law sustainability-linked bond. The Brazilian government’s offering of its participating debentures in Vale also caught attention as the first secondary public offering in the country, while Davivienda’s became the first Colombian issuer of AT1 bonds, followed closely with similar firsts from Chile and Panama later in the year.

However, this year’s winner broke new ground in debt-for-nature swaps and saw Belize become the first country in the Americas to complete a debt conversion that will fund ocean conservation. The Belize blue bond is a highly complex and innovative deal, and had to be largely structured from scratch, to bring together a variety of different instruments. A significant number of lawyers had to come together to get this deal over the line, and it is hoped that it provides a template in the nascent blue bond market. You can read further coverage of this deal from IFLR here.

Law firms

Allen & Overy

Barrow & Company

Davis Polk & Wardwell

DLA Piper

Hunton Andrews Kurth

Linklaters

Maples Group

Orrick Herrington & Sutcliffe

Richards Layton & Finger

Ropes & Gray

Shearman & Sterling

Sullivan & Cromwell

This year’s shortlist was competitive, showcasing high calibre deals such as Roblox’s direct listing. Roblox’s switch from a traditional IPO to a direct listing shortly before close was unprecedented and navigated multiple novel challenges. Roblox was also the first metaverse company to list and, as such, set a precedent for accounting rules with the SEC. Caixa Seguridade’s IPO also stood out. The IPO was the first by a state-owned company under the current Brazilian government and will serve as a model for further privatisations.

Keeping in Brazil, this year’s winner was the first neobank to list in the US and the first IPO to list in both Brazil and the US concurrently. To achieve this simultaneous listing legal counsel had to navigate a swathe of untested regulatory challenges. Transaction counsel worked closely with regulators both in the US and in Brazil, where new regulations were being road-tested for the first time.

Law firms

Campbells

Davis Polk & Wardwell

Mattos Filho Veiga Filho Marrey Jr e Quiroga Advogados

Pinheiro Neto Advogados

White & Case

Several of the deals on this year’s shortlist stand out for their innovative. Unlike many of its peers, Gol responded to the impacts of Covid-19 on the airline industry by raising funds. The deal involved a novel security package, which included IP rights, aircrafts, engines, frequent flier miles, shares and spare parts as collateral. Pemex’s liability management also caught the eye, testing relatively new SEC rules around a five-day tender offer and exchanged and crafting an innovative waterfall structure.

This year’s winner is the YPF exchange offer and consent solicitation. The transaction had to overcome several challenges around Argentina’s foreign exchange restrictions. The deal also had to navigate regulatory obstacles and undertake extensive negotiations with the Argentine Central Bank to land on a suitable structure.

Law firms

Bomchil

Bruchou Fernández Madero & Lombardi

Cleary Gottlieb Steen & Hamilton

Clifford Chance

Dechert

DLA Piper Argentina

Milbank

Tanoira Cassagne Abogados

The shortlist included the financing of TDR Capital and I Squared Capital’s acquisition of Aggreko, which successfully adopted certain Europe-style terms for a US market financing and resulted in a unique covenant package. In many ways it was a year for ESG, where The Carlyle Group’s ESG subscription facility was among the most novel of this year’s nominees. The deal represented a first-in-kind structure to promote gender balance in the company.

The winner stood out as the first large corporate loan in Mexico to have a full suite of ESG-dependent pricing adjustments, setting a precedent for marquee companies in the region. Counsel spent a lot of time structuring Grupo Bimbo’s sustainability-linked revolving credit facility to ensure that the KPI metrics it was linked to were measurable and watertight. The facility includes a step-up mechanism, whereby the interest rate increases if targets are not met, and also includes multiple currency arrangements. Getting the interplay of these loan metrics in place was key to the success of the deal.

Law firms

Davis Polk & Wardwell

Galicia Abogados 

Ritch Mueller y Nicolau

Skadden Arps Slate Meagher & Flom

This year’s M&A shortlist showcases some extremely complex cross-border transactions in regulated markets. One of the standout deals was AerCap’s acquisition of GE Capital Aviation Services, GE’s aircraft and engine leasing business. The transaction executed a complex global carve out, at high speed and with maximum confidentiality. The London Stock Exchange’s acquisition of Refinitiv was another headline deal. The teams had to think outside the box to structure the deal, coming up against a challenging regulatory environment in the process.

The winner this year is Canadian Pacific Railway’s acquisition of Kansas City Southern. There are several legal aspects to the deal that merit attention. At the Mexico end, which accounted for about a third of the deal, there were no precedents to fall back on. The transaction broke new ground with Mexican transport, energy and competition regulators. It required first-time coordination and alignment between Mexican and US transport regulators. There were complex cross-border issues spanning Mexico, the US and Canada and demanding structural challenges raised by a late competing bid. It is seismic deal for Mexico’s transport sector.

Law firms

Baker & Miller

Bennett Jones

Creel García-Cuéllar Aiza y Enríquez 

Davies Ward Phillips & Vineberg

Law Office of David L Meyer

Osler Hoskin & Harcourt

Sullivan & Cromwell

Wachtell Lipton Rosen & Katz

WilmerHale

White & Case

The private equity shortlist showcases a number of eye-catching transactions. Global Infrastructure Partners’ acquisition of Saaví Energía is among the highlights. The deal took place against the backdrop of regulatory upheaval in Mexico, and required Saaví to overhaul its corporate and labour structure. EQT Infrastructure’s purchase of First Student and First Transit also stood out, necessitating a complex carve out of three separate but highly interconnected businesses.

This year’s winner is an innovative, Latin American cross-border deal, with a complicated backdrop of criminal investigations and financial distress. Two of the company’s shareholders and executives were under involved in corruption investigations, which led to their shares being frozen. In order to navigate this issue, the legal teams had to devise agreements to assign political rights to allow IG4 the capacity to vote on the frozen shares, but without purchasing them. In addition, the company is dual-list in the US and Peru, which meant that two concurrent tender offers had to take place simultaneously. This was a first-in-kind deal between the two jurisdictions, and the first of its kind in the Peruvian market for a number of years, which created some challenges for the regulator.

Law firms

Hernández & Cía

Miranda & Amado

Rubio Leguía Normand

Shearman & Sterling

Simpson Thacher & Bartlett

The advisers who worked on this year’s shortlisted deals are commended for grappling with a range of legal, regulatory and political issues, drawing on innovation and expertise to see their projects reach close. The shortlist includes milestone projects such as the first commercial offshore wind project to close in the US, as well as the first non-recourse long-term financing project for operating solar photovoltaic or wind in Colombia, amongst others.

The winning deal combines an innovative financing structure with a series of significant precedents in the US PPP market, as well as providing a template for dealmakers working on projects dedicated to flood diversion, an emerging tactic in the fight against the effects of climate change. The Fargo-Moorhead flood diversion transaction is the first flood protection PPP in the US, and imaginatively combined tax-exempt private activity bonds with a private placement for long-term debt financing. In addition, the consortium established a green financing framework, so all financial components of the deal were designated as green.

Law firms

Ashurst

Hogan Lovells

Orrick Herrington & Sutcliffe

Torys

Von Briesen & Roper 

Winston & Strawn

The shortlist highlights the most innovative and consequential - for the practice - restructurings spanning Latin America and the US. Many of cases involved multiple jurisdictions worldwide. Arguably the most watched case from Latin America was Avianca’s, a sprawling multinational aviation restructuring which tackled critical questions about the treatment of aircraft across borders. In the US, Carlson Travel stands out as the first ever international one-day pre-pack, setting a clear precedent for the market. Speedcast was in many ways the most demanding legal restructuring, which also included the first US restructuring of an Australia-headquartered and ASX-listed business.

The winner this year goes to Hertz. It was a dramatic case with a heavy global footprint. The key milestone that the Hertz restructuring will be remembered for was its innovative legal strategy which led to Hertz being the first company to raise equity financing (via a share issuance) while in Chapter 11. It was the first time the SEC had to issue a statement and take a position on such an issuance. The restructuring offers the market an important case study.

Law firms

Akin Gump Strauss Hauer & Feld

Arnold & Porter Kaye Scholer

Clifford Chance

Davis Polk & Wardwell

Glenn Agre Bergman & Fuentes

Kirkland & Ellis

Kramer Levin Naftalis & Frankel

Latham & Watkins

Mayer Brown

Paul Weiss Rifkind Wharton & Garrison

Wachtell Lipton Rosen & Katz

Weil Gotshal & Manges

White & Case

Willkie Farr & Gallagher

This year’s shortlist features a number of novel transactions. Among them, Redwood Trust’s SEMT 2021-6 is particularly significant as the first ever super prime jumbo RMBS transaction to include blockchain elements. This deal marks the first step towards the full digitisation of mortgages. Also worthy of note is the landmark Konfio whole loan sale, which is the first warehouse take out of SME loans in the Mexican market and sets the template for future cross-border Mexican whole loan purchase transactions. Nuevo Elektra del Milenio future flow issuance secured by remittance flows was also an important deal, setting a precedent for deals of this kind.

The winning deal captured attention as Latin America’s first ever tariff stabilisation securitisation, and pioneers a structure designed to monetize present and future Tariff Stabilization Law credit rights. The deal utilised a novel legal structure behind the receivables, in addition to creating the first Chilean SPV for an international securitisation. IDB Invest helped to finance the deal, and believes that the transaction is a template which can be replicated in other countries to support the stability of the energy sector in the region.

Law firms

Carey  

Claro & Cia  

Clifford Chance

Guerrero Olivos   

Holland & Knight

Latham & Watkins

Morales & Besa 

Shearman & Sterling

Santander

Morgan Stanley

IBM

Televisa

Shearman & Sterling

Davis Polk & Wardwell

Cleary Gottlieb Steen & Hamilton

Skadden Arps Slate Meagher & Flom

Paul Weiss Rifkind Wharton & Garrison

Simpson Thacher & Bartlett

White & Case

Weil Gotshal & Manges

Mayer Brown

Covington & Burling

Cadwalader Wickersham & Taft

Davis Polk & Wardwell

Bruchou Fernández Madero & Lombardi

Winner: Pinheiro Neto Advogados

Banking & Finance firm of the year: Pinheiro Neto Advogados

Capital Markets firms of the year: Mattos Filho Veiga Filho Marrey Jr & Quiroga Advogados

Corporate firm of the year: Demarest Advogados

Winner: Osler Hoskin & Harcourt

Banking & Finance firm of the year: Torys

Capital Markets firms of the year: Osler Hoskin & Harcourt

Corporate firm of the year: Bennett Jones

Winner: Arias

Banking & Finance firm of the year: Arias

Capital Markets firms of the year: Consortium Legal

Corporate firm of the year: Arias

Claro y Cia

Brigard Urrutia

BLP

Pellerano Nadal

Bustamante Fabara

Arias

Arias

Consortium Legal

Winner: Galicia Abogados

Banking & Finance firm of the year: Galicia Abogados

Capital Markets firms of the year: Galicia Abogados

Corporate firm of the year: Creel García-Cuéllar Aiza y Enríquez

Arias

Arias Fábrega & Fábrega

Colab

Miranda & Amado

Ferrere

Banking & Finance firm of the year: Philippi Prietocarrizosa Ferrero DU & Uría

Capital Markets firms of the year: Brigard Urrutia

Corporate firm of the year: Miranda & Amado

Banking & Finance firm of the year: Morales & Besa

Capital Markets firms of the year: Bruchou Fernández Madero & Lombardi

Corporate firm of the year: Bruchou Fernández Madero & Lombardi