Deal Maker of the Year Awards 2012 WINNER - ARGENTINA
DEAL: Swiss Medical Group acquires Liberty ART from Liberty Mutual
BIO:
Founded in 2010, Carassai – Durini | Abogados has grown steadily in importance and visibility in the market. The team specializes in banking, finance and corporate matters, and has extensive experience of capital markets and transactional work.
COMPANY: Carassai - Durini | Abogados ADDRESS: Florida 375 2° A.
(C1005 AAG),
City of Buenos Aires, Republic of Argentina
TEL: +54 11 4325 6997 - 4326 3562 - 4327 1416 FAX: +54 11 4325 6996 WEBSITE:
www.carassaiabogados.com
(1) Please summarise the transaction
Hernán Carassai Hernan Carassai earned his J.D. Degree from Universidad de Buenos Aires in 1994 and his Master of Laws (LL.M) in Banking and Financial Law from Boston University in 1998. Mr. Carassai worked in one of the leading and largest Argentine law firms for more than 15 years, where he was named partner in 2002 and was given the responsibility of running the Capital Markets & Corporate Law practice. In 2010, Mr. Carassai founded Carassai – Durini | Abogados. Email:
hernan@carassai.com
Federico Durini Federico Durini earned his J.D. Degree from Universidad Católica Argentina in 1997 and his Master of Laws (LL.M.) from Northwestern University – School of Law in 2004. Mr. Durini has more than 12 years of experience acquired in prestigious Argentinean law firms and also as contractual member -Legal Fellow- of the Legal Department of Inter-American Investment Corporation, (part of Inter- American Development Bank), headquartered in Washington, DC. In 2011, Mr. Durini joined the Firm. Email:
federico.durini@carassai.com
Herberto Robinson Mr. Herberto Robinson earned his law degree from Universidad Católica Argentina in 2003, where he also pursued his Masters Degree in Economic and Business Law 2009-2010 (thesis pending). In early 2004, Mr. Robinson joined a major Argentine law firm forming part of the Banking Litigation Department, and afterwards the Capital Markets, Corporate and Banking Department. In 2012, Mr. Robinson joined Carassai - Durini | Abogados. Email:
herbie.robinson@
carassai.com
66
DEAL OVERVIEW: Q
Last March 2012, Swiss Medical Group, one of the leading health and insurance conglomerates within the Argentine market, acquired Liberty ART, a leading labour risk insurance company in Argentina and member of the multinational conglomerate Liberty Mutual Group.
Q
What was your role within the transaction?
Our role in the transaction involved each and every stage of it. Our firm was engaged at the very outset of the commercial discussions, in which we were required to play an active advisory role to our client Swiss Medical aiding and assisting it to clearly identify opportunities and deal in a respectful and effective manner with the legal and regulatory framework.
Q
What were the challenges or difficulties presented
The challenges were twofold. On the one hand, the industry in which both companies develop their respective activity is a heavily regulated one. Hence, our first challenge was to understand the commercial and business interests and desires of our client and structure them in the best possible manner taking into account the legal requirements and making sure the structure was 100% compatible with all said requirements and acceptable to the different regulatory and governmental bodies which approval is needed.
On the other hand, we found ourselves regularly providing an innovative business/legal perspective to our client when the negotiations seemed to navigate uneasy waters.
Q
All in all, our efforts were effective and more than rewarding.
How were the challenges or difficulties overcome
With a deep knowledge and understanding of our client, its needs and business, as well as of the legal and regulatory environment. Also with a proactive attitude towards the other parties involved, always supporting our convictions with solid arguments yet in a very respectful environment. Finally, with a firm commitment of being a provider of solutions and not an obstacle for the success of the transaction.
Q
What other types of clients or transactions have you been involved with
During 2012 we have participated in a variety of transactions including structured and trade finance by local and foreign banking institutions, as well as by multilateral credit organizations, a spin-off transaction (currently ongoing), certain transactions within the local capital market (currently ongoing), real estate project (currently ongoing).
Q
What are your thoughts and predictions for 2013 and beyond
Our country is now facing certain macroeconomic difficulties which, among other consequences, result in Argentina not being attractive for foreign investment. Logically, this has a direct impact in the Corporate Law field, in which we develop our legal business. However, our competitive structure and our portfolio of clients allow us to have a moderately positive prediction for 2013 and the near future.
Page 1 |
Page 2 |
Page 3 |
Page 4 |
Page 5 |
Page 6 |
Page 7 |
Page 8 |
Page 9 |
Page 10 |
Page 11 |
Page 12 |
Page 13 |
Page 14 |
Page 15 |
Page 16 |
Page 17 |
Page 18 |
Page 19 |
Page 20 |
Page 21 |
Page 22 |
Page 23 |
Page 24 |
Page 25 |
Page 26 |
Page 27 |
Page 28 |
Page 29 |
Page 30 |
Page 31 |
Page 32 |
Page 33 |
Page 34 |
Page 35 |
Page 36 |
Page 37 |
Page 38 |
Page 39 |
Page 40 |
Page 41 |
Page 42 |
Page 43 |
Page 44 |
Page 45 |
Page 46 |
Page 47 |
Page 48 |
Page 49 |
Page 50 |
Page 51 |
Page 52 |
Page 53 |
Page 54 |
Page 55 |
Page 56 |
Page 57 |
Page 58 |
Page 59 |
Page 60 |
Page 61 |
Page 62 |
Page 63 |
Page 64 |
Page 65 |
Page 66 |
Page 67 |
Page 68 |
Page 69 |
Page 70 |
Page 71 |
Page 72 |
Page 73 |
Page 74 |
Page 75 |
Page 76