IFLR 1000
The Guide to the World's Leading Financial Law Firms

Uría Menéndez is one of Spain's three leading EU competition firms. Partner Edurne Navarro led the firm on all its major mandates. Notably, a number of non-Spanish clients engaged the firm for EU competition advice.

In 2010, it advised Spanish television company Telecinco in a case before the EU Commission and Spanish authorities on its €500 million purchase of a controlling stake in Digital+ from Prisa. The case involved second phase approval plus a referral from one authority to another.

The firm assisted the Austrian subsidiary of Roca in an appeal and lenience request relating to a commission cartel investigation, and French defence group Thales in a joint venture with Diehl to acquire the cabin components business of Airbus. In Telefónica's acquisition of Vivo, the firm helped Telefónica challenge the 'golden share' reserved for the Portuguese government in Portugal Telecom.

"What makes Uría stand out is their efficiency," one client claims. "The firm's ability compared to other law firms is in line or above." Elsewhere the Iberian law firm's commerciality also attracts clients' attention. "They're very commercial. They're not extremely aggressive, and not going to the bottom line of being inconvenient, or too pushy. They're aggressive in the right measure," says one.

Partners Carlos Costa Andrade and Pedro Ferreira Malaquias come in for specific praise. "I think they've done very good on both assignments I've worked with Carlos and Pedro on," says one client. "It's been one of the best experiences that I have had in terms of working with legal houses; they were very knowledgeable; they were very much updated on the topics that we require, for those specific transactions that we worked on."

The largest capital markets transaction the firm closed in 2010 saw a team of capital markets practitioners, headed by Costa Andrade, Ana Sá Couto, and Catarina Gonçalves de Oliveira, advising Telefónica (TEF) on the 50% acquisition of stakes held by Portugal Telecom (PT) in Brasilcel, a joint venture by PT and TEF providing telecommunication services primarily in Brazil. Elsewhere the team then advised TEF on the sale of 8% of shares in PT, thus entering into equity swap agreements with several financial institutions and the general shareholders' meeting of Portugal Telecom. The transaction was worth €7.5 billion.

In banking, the firm had a good start to 2011 and advised a number of key clients including Banco BPI and DBRS Ratings on transactions. One highlight saw Malaquias teaming up with Inês Caria Pinto Basto to advise Banco BPI who acted as originator on the Douro SME no. 2 securitisation valued at approximately €3.6 billion. Again the duo advised BPI, as originator, on the Douro RMBS no. 5 securitisation transaction worth €1.4 billion.

Uría Menéndez – Proenca de Carvalho has gained peers' praise as one says: "They do lots of M&A transactions, both Garrigues and Uría have this Spanish link, obviously they're doing a lot of M&A work coming from Spain."

A team of partners, including Carlos Costa Andrade, Ana Sá Couto and Catarina Gonçalves, advised Telefónica on the acquisition of the 50% shareholding stake held by Portugal Telecom in Brasilcel. Elsewhere the team was also involved advising the sale of approximately 8% of the shareholding held by Telefónica in Portugal Telecom. The transaction, closed in July 2010 priced at €7.5 billion, was the biggest ever made in the Portuguese market.

In other notable work, Sá Couto was again involved in when she worked alongside Francisco Brito e Abreu and José Costa Pinto advising Lafarge on the sale of its ready mix cement and stone quarries business in Portugal. In the same month in December 2010, the trio also advised BBVA on the 100% shareholding acquisition of Altitude Software.

There was a feeling in the market that it would be difficult for Uría Menéndez to maintain market position due to the significant loss of a team of lawyers in 2009. On the project finance side, the notable departure was Duarte Brito de Goes, who was believed to be the firm's figurehead on project financing work. "They probably will not have the same scope as before, and the same depth in the project space that they had before," says one peer. "Francisco Sá Carneiro and Duarte Brito de Goes who were responsible for most of the financing work and all of the projects work left and the move will affect Uría." While another also adds: "The firm lost lawyers Francisco Sá Carneiro and Duarte Brito de Goes, who are leading lawyer in project finance. They left to set up their own firm."

In the infrastructure sector, Bernardo Diniz de Ayala, Mafalda Ferreira and Francisco da Cunha Ferreira advised a consortium of banks on the Transmontana motorway concession project located in the north of Portugal, which was valued at €697.4 million.

Elsewhere Antonio Villacampa Serrano, Ferreira and Hélder Frias teamed up to advise borrower Artenius Sines PTA (currently Arlant PTA) on a €371 million financing for the construction, development and operation of a manufacturing plant in Sines, Portugal.

Ferreira was also involved in another €16.5 million infrastructure mandate when he worked alongside Pedro Ferreira Malaquias and Mafalda Almeida Carvalho advising Banco Espírito Santo and Banco Espírito Santo Investimento in relation to their financing agreement with Sadoport - Terminal Marítimo do Sado for the refinancing of the operation of the handling of loads, in the terminal 2 of the Setubal Port.

In light of the Portuguese government's approval of a new management and financial model for the motorway infrastructure sector, a Uría Menéndez team acted for the concessionaire Euroscut – Sociedade Concessionária da SCUT do Algarve in the negotiation with the Portuguese state on the amendments of the concession agreement and other agreements.

Uría Menéndez's equity capital markets team has drawn much attention from its peers, as many of them agree with its tier-one status. "Uría is obviously one of the top equity capital markets firms in Spain", says one, while another agrees: "They stand alone in tier one, it is correct."

Head of the practice Javier Redonet was also praised by peers. "Redonet has had a lot of experience in IPOs, he's very good from a technical perspective, so he likes studying things in the end and understanding all the mechanics. He's also very pleasant to work with," says one, while another peer adds: "I worked with Redonet on several transactions, and he's aware of what's going on in the market. He's very commercial and very reliable. He knows very well the legislation and has the confidence of the clients. I think he's a sound lawyer."

One of the largest mandates for the firm on the equity side was led by Luis de Carlos, Rafael Sebastián and Javier Tortuero, who advised Iberdrola on an approximately €2 billion investment from Qatar Holding in Iberdrola's share capital through the subscription of a capital increase and a sale of treasury stock. The transaction was the first straight investment by the Qatar Investment Authority (QIA) in a Spanish company.

Another highlight saw Salvador Sánchez-Terán and Eva Ferrada lead the team acting for Banco Santander in relation to the €2.7 billion issue of 6.75% bonds from Qatar Holding in exchange for the 5% shares in Banco Santander Brasil's share capital. Again it was the first investment from QIA in underlying equity of a Brazilian issuer.

December 2010 a rights issue mandate, worth €500 million, saw a Uría team lead by Carlos Paredes and Alfonso Ventoso advising Telecinco in relation to its share capital increase, which leads to an acquisition of Cuator as well as 22% acquisition of Digital+.

Clients praised the team's legal knowledge. "Their knowledge of the Spanish law is excellent, and they have the absolute knowledge of the tools they're handling. They're very well prepared," says one. "Our communication is very good and they're available at any time."

On the debt side, peers think that the firm "has done a lot of work in the field". One notable example saw a team of practitioners, headed by Jaime Pereda, advise Caja Madrid on an exchange offer for 12 series of senior notes, Cédulas Hipotecarias (Spanish covered bonds), and government guaranteed notes issued by both Caja Madrid and Bancaja, with an aggregate value of €16.8 billion.

In light of the Spanish savings banks' restructuring, Pereda was again involved when he advised Banco Financiero y de Ahorros on the issuance of €4.5 billion participaciones preferentes convertibles en acciones (preferred shares convertible into ordinary shares), subscribed by the Fondo de Reestructuración Ordenada Bancaria (FROB), a Spanish public fund for restructuring of the financial sector. The mandate was followed by the remaining issuances of preferred shares convertible into ordinary shares subscribed by the FROB.

The firm's securitisation team also caught clients' attention. "Their technical ability is very good, and it's one of the best in Spain," says one.

Asset-backed securities were the order of the day for the firm's capital markets team last year, where it acted for key clients including Caja Madrid (CM) and Caja de Ahorros del Mediterráneo on a number of transactions. One example saw Ramiro Rivera head the team advising originator CM on the setting up of Madrid residential II, Fondo de Titulización de Activos (FTA - asset securitisation fund) of €456 million in asset-backed notes. The other saw Rivera involved again when he advised CM on the establishment of Madrid Ftpyme I, fondo de titulización de activos (Ftpyme - a programme with the purpose of facilitating the access of SMEs to efficient financing channels) worth €850 million asset-backed notes.

The team's swiftness of completing the tasks gained much appreciation from its clients. "They work very fast and they always comply with the calendars proposed, we don't have any problems with that," says one.

In order to dispose of mortgage loans from the country's savings banks, a number of offshore-based securitisation vehicles have been designed to tackle the issue and the team also had a hand in this area. In one example Elizabeth Torrecillas led the team advising Caja de Ahorros del Mediterráneo (CAM) who acted as originator on the issue of €333 million certificados de transmisión de hipoteca (mortgage-backed securities) and the subsequent securitisation by Fondo Privado de Titulización Hipotecas Residenciales I Finance. Elsewhere a similar mandate saw her advise CAM on the issue of €550 million mortgage-backed securities and its subsequent securitisation by Fondo Privado de Titulización Pymes I.

Uría Menéndez is recognised as having quality running throughout the firm. Though its headcount may not match up to some close rivals, there is a feeling that the team has a "very high homogeneous quality" according to peers. "I would say that the tier-one firm in Spain is just Uría," says one rival.

Managing partner Rafael Sebastián and Luis de Carlos have impressed their contemporaries and are seen as two of the firm's leading figures. "I think the two of them are good. In terms of legal quality, technically speaking, they know the markets, they know the deal, but also they have a commercial approach that helped the deal to be successfully executed," says one peer.

The firm has advised on a number of substantial mandates related to the savings banks' restructuring and reorganisation over the last 12 months. One highlight saw a team of partners, including Carlos, Gabriel Núñez and Eva Ferrada, advise seven Spanish savings banks' on the creation of an 'institutional protection system' (SIP) and its partial merger into Bankia. The mandate was worth €339 billion.

Elsewhere, a €73 billion mandate involving Eduardo Geli and Sánchez-Terán saw the team advising four Spanish savings banks on their integration under an SIP structure. In another the team led by De Carlos and Daniel Ripley acted for La Caixa in relation to the group's €9.5 billion reorganisation through a banking business transfer to the Criteria CaixaCorp.

One peer praised partner Salvador Sánchez-Terán in particular: "He's very active, though I've always considered him more as a finance lawyer rather than an M&A lawyer. I know he works very much for Bank Santander, for financial institutions." While another says of Christian Hoedl: "She's very well-known in the market."

In January 2011, the firm also got a role advising British Airways in its merger with Iberia who was assisted by Garrigues on the other side. The mandate, worth approximately €7.4 billion, produced one of the world's largest airline groups.

In the energy sector, Juan Martín Perrotto and Juan Francisco Falcón teamed up to advise a group of target companies, including Elecnor Transmissão de Energia, Lintran do Brasil Participacoes and Isolux Energía e participacoes in relation to a €1.4 billion acquisition by a Chinese power grid operator of the electricity transmission lines based in Brazil.

Partner Juan Miguel Goenechea also came in for personal praise, "Juan is a fantastic negotiator, and he has excellent negotiation skills," says one peer, while another one adds: "Juan has been in Uría for ages. He's a traditional partner at the firm. He's very good and very reputable."

Uría Menéndez retains its place this year, with the market in agreement that the firm is still a market leader. "Garrigues and Uría are fine, they're everywhere. [They're] perfectly fine," says one peer.

The firm has advised both the borrowers and lenders on project finance transactions last year. One substantial mandate saw Daniel Ripley and Juan Martín Perrotto act for the borrower on the financing of the construction of part of the Barcelona Underground Line 9 valued at €1 billion.

On the lender side, the firm was involved in advising two notable deals. One saw Sebastián Sáenz de Santa María lead the team advising a club of banks, including BBVA and BNP Paribas alike, on the Spanish law aspect of the financing for the construction and launch of a Hispasat satellite, for an amount of €178 million. The other saw De Santa María again involved in advising a lending syndicate from the Spanish legal perspective on the financing of the two hospitals' construction in Chile.

Uría's track-record for both in-court and out-of-court work is recognised by its peers, as one says: "I think these three Spanish law firms [together with Garrigues and Cuatrecasas] have long track-records in this respect."

One major deal at the firm saw a team of partners, including Sebastián Sáenz de Santa María, Fernando Azofra and Ángel Alonso, advise a syndicate of over 50 domestic and international banks on the €4.6 billion restructuring of Reyal Urbis, one of the main real estate companies in Spain.

Another similar mandate saw the firm involved again when Carlos de Cárdenas teamed up with Ángel Pérez López advising a syndicate of banks led by ING on the €120 million restructuring of Saprogal. The mandate includes the restructuring of the senior facilities agreement and the conversion of part of the senior facilities, the mezzanine facilities and part of the hedging into a profit participating loan.

On the insolvency side, partner Alonso led the team advising Kavaal Real Estate in relation to the defence against credit held by Kavaal against Nozar in its insolvency proceeding. The mandate was valued at €140 million, and the Nozar insolvency proceeding is believed to be the 4th biggest case ever in Spain worth €1.6 billion.

Another notable insolvency mandate saw Alberto Núñez-Lagos and Iratxe Celaya advising Papelera del Besaya on its insolvency proceeding priced at €20 million.