FIRM BRIEFINGS INTERNATIONAL FIRMS
He’s very practical, always helpful, and he knows the markets very well. He’s one of my preferred lawyers to work with because I always know I can rely on his advice.” Partner Waide Warner advised Linea Amarilla as issuer and borrower
in relation to an $885 million financing for the construction and ex- pansion of the Via Parque Rimac toll road in Lima, Peru. Under the innovative bank/bond structure of this financing, there are two series of local currency notes with a total value of $445 million, as well as an approximately $82 million senior secured term loan. BNP Paribas was the arranger, BNP Paribas Securities Corporation served as placement agent and Citibank del Peru served as common security subagent, ad- ministrative agent and representative of the indenture trustee in Peru. Partners John D Amorosi and H Oliver Smith advised Eike Batista’s
natural resources and logistics affiliate in Brazil, EBX Group, in a strate- gic partnership with Mubadala Development Company, a sovereign wealth fund managed by the government of Abu Dhabi in the United Arab Emirates. Mubadala carried out a $2 billion investment in EBX- affiliated offshore holding companies including Centennial Asset Brazilian Equity. Partner Maurice Blanco provided counsel to Citigroup Global Mar-
kets as lead dealer manager and Evrofinance Mosnarbank as dealer manager in relation to Petróleos de Venezuela’s Rule 144A/Regulation S offering of $3 billion of 9.75% senior notes due 2035, guaranteed by PDVSA Petróleo. On the litigation and white-collar criminal side, some of the world’s
most powerful companies trust Davis Polk to protect their interests. Partners Scott Muller and Angela Burgess are providing ongoing coun- sel to the world’s biggest mining corporation, BHP Billiton, in a For- eign Corrupt Practices Investigation. Muller, Burgess and Paul Spagnoletti are also currently representing Siemens in connection with corruption-related resolutions from the Securities and Exchange Com- mission, the Department of Justice and the World Bank.
Freshfields Bruckhaus Deringer
2012 Firm Overview Active jurisdictions
Argentina, Belize, Brazil, Chile, Colombia, Costa Rica, Cuba, Dominican Republic, Ecuador, El Salvador, Guatemala, Guyana, Haiti, Honduras, Jamaica, Mexico, Nicaragua, Paraguay, Peru, Puerto Rico, Uruguay, Venezuela
Key offices London, New York, Washington
Most active disciplines
Disputes: Financial and corporate, Public, Tax, White-collar crime Financial and corporate: Banking, Commodities trading and energy derivatives, Investment funds, M&A, Private equity, Project finance Public: Construction, Environmental, Projects, Regulatory Tax: Transfer pricing
Key energy sectors
LNG, Mining and metals, Oil and gas, Power networks and distribution, Renewables, Traditional power
Key infrastructure sectors Airports and aviation, Defence, Education, Healthcare, Ports and shipping, Rail, Roads, Water and sewage
Law capability Canadian, Chinese, English, Japanese, Spanish, US
Key partners Nigel Blackaby, Laurie McFadden, Melissa Raciti-Knapp
Under co-heads Melissa Raciti-Knapp and Nigel Blackaby, the Latin America practice at Freshfields is emerging as one of the most versatile and capable practices at any global law firm. It has a presence in almost
ENERGY & INFRASTRUCTURE | LATIN AMERICA 2013 15
every jurisdiction in the region and is strong in both transactions and litigation, as a sampling of recent deals illustrates. In October 2012, Raciti-Knapp provided counsel to the Desalina-
tion Company of Trinidad & Tobago (Desalcott) and Hafeez Karamath Engineering Services Limited (HKESL) in a financing arrangement with First Citizens Bank. The deal provided funding for HKESL’s ac- quisition of 40% of shares in Desalcott from US-based desalination company Ionics, which is part of the General Electric group of com- panies. This resulted in HKESL becoming Desalcott’s sole shareholder. Raciti-Knapp engineered highly complex inter-creditor agreements with First Citizens Bank and Republic Bank, both of which became involved in financing the construction of a Desalcott desalination fa- cility. In November 2012, partner Graham Watson represented BG Group
in the sale of its 60.1% holding in Brazilian gas distributor Comgás. This $1.7 billion deal required both BG Group and the purchaser, Cosan, to obtain approval from the São Paulo State Sanitation and En- ergy Regulation Agency and the Economic Defense Administrative Board. The firm characterises this transaction as one of 2012’s largest M&A deals in Brazil and claims credit for the deal being signed just hours in advance of a new mandatory pre-clearance antitrust regime took effect in Brazil. This deal also purports to be Cosan’s biggest ac- quisition since its 2005 IPO. Freshfields stands out for having successfully handled high-profile
cross-border litigation in which its client was none other than the Re- public of Guatemala. In August 2012, Washington-based partner Nigel Blackaby oversaw a team of attorneys representing the Republic in highly charged litigation where the government had to defend itself against claims by Iberdrola, the operator of a local electricity distributor. Iberdrola’s position was that the government electricity regulator’s pol- icy of setting tariffs based on an independently commissioned technical study led to a lowered aggregate value of distribution for the electricity supplied by Iberdrola’s affiliate and amounted to an expropriation under an investment treaty between Spain and Guatemala. The Fresh- fields lawyers obtained a favorable judgment for their client, with an International Centre for Settlement of Investment Disputes tribunal ruling that neither the jurisdictions covered by the treaty nor the type of protections the treaty enforced had bearing here. The tribunal also ruled that the plaintiff had to cover the $5.3 million legal expenses ac- crued by the Republic.
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