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

Undoubtedly, Peru's headline event last year was the closely watched election of President Ollanta Humala. "It's kind of crazy what has happened here," says one attorney on the eve of the elections. "We've had two or three months where the political elections captured everyone's attention." With two polar-opposite candidates jockeying in a close race, the market entered into a holding pattern as investors waited for results. "People are quite terrified right now," one partner says in the heat of the campaign season.

For most of the election, polls could not predict a victor, inflaming market uncertainty due to the stark contrast of the candidates. "This is our nightmare right now," says one partner, leading up to the elections. "We have two candidates and one is . . . a continuation of Chavez. It will bring the country down." His emotive response to Humala's chances were mirrored in the market as the Peruvian stock dropped when the leftist pulled ahead and climbed when Fujimori appeared on top the polls.

Confident that conservative candidate Keiko Fujimori would win, many in the legal community believed that business as usual would resume and the neoliberal policies that guided Peru's economic ascendancy would continue. But the election of former Peruvian President Alberto Fujimori's daughter was not to be, and Peruvian stocks dropped 12.5% after Humala defeated the conservative candidate.

Change will likely come as a shock to the steady development of Peru's economic model. "One of the strengths of the Peruvian economy is how little it changes," says one partner. "Over the last 20 years, we've been modifying and improving it, but always in the same direction."

Practitioners mentioned that a drastic transformation of the economy was unlikely and pointed out that Humala will need to negotiate amendments with Congress. But higher taxes, along with a more activist government, are likely. Humala's economic advisor already signalled an intention to renegotiate parts of the eagerly-anticipated integration of the stock exchanges of Peru, Colombia, and Chile, a move that formed Latin America's second-largest stock market. Furthermore, Humala will need to dampen down southern Peru's civil uprisings that flared due to the tight electoral spread.

The question,, moving forward, will be whether the newly appointed leftist will follow the moderation of Brazil's Lula or the heavy-handed socialism of Venezuela's Chavez. Many in the legal community are hoping for the former, but remain positive about the future of the Andean nation regardless. "The Peruvian economic model will prevail," declares one attorney.

"A newcomer," says one competitor about Delmar Ugarte, a smaller, younger firm offering first-rate counseling for concession projects, in addition to other financial legal work. "They are respected lawyers and know the business," says another peer. But the firm also has also won praise for its M&A practice. "They are very professional and getting stronger. The firm is growing and are hiring. It's a firm to watch," says one competitor.

Based on stellar recommendations from clients and positive market feedback, Estudio Echecopar remains a top tier firm in all three categories. "They really are a firm that sets the way the legal market goes in Peru," remarks one client, discussing the firm's superior ability to innovate. "They are very creative with their solutions. They don't just provide one, but multiple solutions."

Competitors and clients alike speak highly of Pablo Berkholtz, a leading lawyer with experience in New York, despite being comparably younger than many other partners. "He's spent a lot of time in the United States and has enhanced their capital markets practice," explains one peer, whose view is shared by clients. "He's a calm negotiator . . . one of the best lawyers in capital markets here," says one. "He knows how to manage a transaction and the team handling the transaction."

Last year, a Berkholtz-led team advised Pesquera Exalmer's IPO on the Lima Stock Exchange. The Peruvian-based offering raised a little over $97 million and involved issuance of new stock in addition to a secondary offer for stock owned by one of company's previous shareholders. The deal marked the first IPO done by a local company on the Lima exchange.

Juan Carlos de los Heros, the firm's project finance head, and his team were busy advising Banco Internacional del Perú - Interbank in a medium-term credit facility for Hidroeléctrica Santa Cruz. The $20 million credit facility was joined by a $1 million revolving credit line. Both will be used to finance the construction, development and operation of two hydroelectric plants in the Peruvian Andes. The transaction was one of the first to finance the Peruvian government's renewable energy resources concessions.

Competitors note that Guillermo Ferrero of Estudio Ferrero Abogados is "calm, experienced, and a good lawyer" and many credit him with the steady rise of the firm's M&A practice. "He's done a very good job positioning the firm as an M&A player," says one peer. Last year, the firm advised Trafigura Beheer as they acquired a $190 million stake in Volcan, a local mining company. Additionally, Estudio Ferrero helped Australian giant One Steel with its $930 million acquisition of Moy-Cop and Alta Steel.

Despite the market's overwhelming acknowledgement of the firm's M&A practice, Estudio Ferrero also saw activity in banking and finance, as well. The firm advised a local retail company in its first corporate bond issuance, which involved a trust backed issuance of commercial papers along with a variety of leasing agreements.

"Mining is their strongest area," says one local practitioner about Estudio Grau. Last year, the firm assisted Antares Minerals as it was acquired by First Quantum Minerals for $450 million. Antares was owner of the Haquira Project, an undeveloped copper deposit with massive potential to become a large-scale copper mine. In other mining- related projects, leading lawyer Juan Carlos Escudero assisted Antamina in securing a $100 million credit agreement with Citibank Perú.

Additionally, the firm advised Andino Investment Holding in a public bid for an airport concession arrangement for six regional airports. The successful bid will likely lead to $265 million investment, spread over 25 years, by Aeropuertos Andinos del Perú.

"An old firm, an institution," is how one competitor describes Estudio Olaechea. "Everybody knows them because of their tradition, a well-known name." Equipped with a roster of well-known partners, Olaechea is one Peru's oldest firms and is described as "a very traditional firm" by the competition.

"They have very good...long-term clients," says one competitor about the firm. Estudio Olaechea is providing ongoing consultation to a worldwide logistics provider as well as providing regular advice to Caterpillar Leasing Chile. In December 2010, the firm advised Banco de Crédito del Perú (BCP) in granting a medium-term loan agreement to Sudamericana de Fibras. The firm assisted with drafting and negotiating the agreement, along with the due diligence process.

García Sayán Abogados is a "well-established" firm and is known in the market for a reputable energy practice, most notably in hydrocarbons. "In oil and gas, they are respected, recognised lawyers," notes one competitor. Clients point to the firm's overall capabilities in other areas. "In electricity, they are very knowledgeable, and for sure in general corporate, regulatory, and capital markets," says one, adding that the latter is the firm's strength.

In the mining sector, the firm handled legal aspects for Compañía de Minas Buenaventura in a joint venture with Minera Gold Fields, a South African company, to develop the Chucapaca Mining Project. In a separate transaction, García Sayán assisted Volcán Compañía Minera in a sale of $400 million worth of its shares.

Additionally, clients value their thoroughness and accessibility. "They are very analytical," says one. "We use a bunch of law firms, and [García Sayán Abogados] are very keen on the analysis and are meticulous with their reports."

The firm's banking and capital markets leader, Luis Gastañeta, advised Deutsche Bank Securities in the registration of senior notes issued by Emgesa, a Colombian energy company, for a private offering to pension funds administrators. Gastañeta did the same for Cencosud, a Chilean retail company, back in January 2011, as well. Furthermore, he advised SAVIA in a $100 million credit facility loaned by Banco Santander along with K-Sure, a Korean government insurance agency making their first entrance into Peru's markets.

"A traditional tax law firm" is how one competitor describes Hernández & Cía, a tag that may no longer fit the active, mid-sized firm. Market feedback contends that the relatively young firm has been able to leverage its celebrated tax expertise to expand into multiple disciplines, especially capital markets. According to one practitioner the firm is "very good on investment funds, asset managers, and tax."

Moreover, competitors note that Juan Luis Hernández has been able to cultivate a growing M&A practice in addition to finance work. Equipped with a bright young team, Hernández, a highly-respected lawyer, has been able to attract first-rate clients. "He kills the market on fees,' says one competitor. "He has a young team and is able to charge competitive prices."

Last year, Hernández advised private equity firm Aureos Capital as it acquired a 40% stake in Condor Travel, one of Peru's largest tour operators. He also assisted Citibank, Interbank and Banco Santander in arranging Pesquera Exalmar's IPO and public share sale in local and international markets, totalling $122 million.

In project finance, the firm advised Hidroeléctrica Santa Cruz on a medium-term financing arrangement offered by Interbank for the construction of two small-scale hydroelectric plants or "mini-hydros". Hernández & Cía also assisted Magma Energy with the legal aspects of the construction and development of several geothermal power plants.

Jorge Avendaño & Forsyth is a newer firm that has started to gain a solid foothold in the banking and finance sector. "They are beginning to have a presence in the market," says one competitor. But the comment begs the question of whether or not the firm has already arrived. Hatched from the partnership between litigator Jorge Avendaño and financial specialist Albert Forsyth, the firm is plenty equipped to handle clients' needs.

The firm advised Grupo Coril Sociedad Titulizadora in the private securitisation of cash flows from Tourist Entretenimientos, Euro Corporation, and Promotora Itza. Similarly, the team advised Moody's Investors Service's affiliate, Equilibrium Rating Agency in the securitisation of cash flows from Aventura Plaza, a vehicle created for a mall development in the city of Trujillo. On a different note, the firm guided Krese SAF in the creation of the Savile Peru Fund, capitalised at a maximum of $50 million at a term of six years.

"I believe that Miranda has the best clients in the banking industry," says one competitor referring to Miranda & Amado, a firm known by the competition for its strong banking and capital markets practice. "A good firm in all areas...but banking is their strongest," another peer comments. The firm recently advised Citibank, RBS, and the Bank of Nova Scotia in a $150 million secured syndicate loan agreement granted to Gold Fields de Lima in order to develop a mining project.

"They are good on the transactional side, and also good on the regulatory side," one practitioner notes. And clients value the firm's "excellent quality of service" while citing the "professionally outstanding" trio of partners, Roberto MacLean, Luis Miranda, and Luis Vinatea, as being particularly impressive.

Although the market may know Miranda more for financial services, the firm's M&A practice was involved in one of the more publicised mergers last year. Leading lawyer Luis Miranda is helming a team advising the Colombia Stock Exchange as it seeks to merge with the Lima Stock Exchange, forming a more competitive regional entity.

In other M&A activity, the firm assisted Ashmore Engery International with two separate sales in excess of $4 billion. Asmore's 38% stake in Luz del Sur, a massive Peruvian electricity distributor, was sold to Sempra, and a 60% stake of Calidda was sold to Energía de Bogotá. Additionally, the firm helped Iberia with their Peruvian branch as the Spanish airline carrier merged with British Airways.

Competitors point out the sheer volume of transactions that Muñiz Ramírez Pérez-Taiman & Olaya is able to handle when talking about Peru's largest firm. The transactional quantity is likely due to their streamlined fee structures and low prices. "[They] have a very low retainer fee," says one competitor. "They can do it because they have a very good organisation. They can handle it."

Mauricio Olaya has built what a competitor calls an "extensive" M&A practice. In January, Olaya advised Inkafarma, a Peruvian drugstore chain with 340 pharmacies, when it was acquired by Interbank for $360 million. He also helped Pesquera Alejandría as it was acquired by China Fisheries in a $30 million deal to create the sixth-largest fishmeal company in Peru. And to round things out, Olaya assisted the Corporación Infamarsa a Peruvian laboratory as it was acquired by Israeli pharmaceutical company, Teva.

In project finance, a team led by partner Sergio Oquendo counselled Gas Natural de Lima y Callao (GNLC) who were granted a $135 million credit facility. The club deal was lent by Corporación Andina de Fomento, International Finance Corporation (IFC), and the ICF Debt Pool to finance GNLC's investment programs, aimed at expanding natural gas distribution. Additionally, the firm helped Transportadora de Gas del Perú (TGP) secure long-term financing from Banco Nacional de Desenvolvimento Econômico e Social (BNDES) for an expansion project in the Peruvian jungle for the Camisea field. This was the first "buyer's credit" given by BNDES to a Peruvian company.

"Estudio Payet is another big player in Lima," says one competitor about Payet Rey Cauvi. Despite being smaller than some of Peru's more traditional market leaders, Payet Rey Cauvi remains a leading firm in the M&A and banking and capital market categories. "The partners of the firm are always involved in the transactions," says one competitor. "They get involved in the details. They have high standards and execute well."

The competition ascribes the ascendancy of the mid-sized firm to the highly-regarded and very active José Antonio Payet. "You'll see him in securities, M&A's...he covers a lot," says one peer. Clients value Payet and Juan Antonio Eguez's "knowledge and ability to solve problems during the negotiation of financial transactions".

The firm's M&A practice was especially active in the mining sector. Payet Rey Cauvi advised Dia Bras, a Canadian mining corporation in its $350 million acquisition of Sociedad Minera. It also acted for Compañía Minera Miski Mayo as it transferred a 60% equity stake in a phosphate rock project valued at $660 million to Japan-based Mitsui and Mosaic Group, a producer of concentrated phosphate. Finally, the firm helped private equity fund Altra Investments acquire a majority stake in Servicios Mineros Gloria.

As for banking and finance, the firm counselled Banco de Crédito del Peru in a massive $800 million corporate bond issuance pursuant to Rule 144a/Reg S. Additionally, Egüez helped Banco de Crédito del Perú in a $350 million loan from granted by 19 foreign banks, which will be used to diversify the bank's funding sources and establish relations with overseas banks.

"They work hard and fast, without undermining quality," says one client about Rebaza Alcázar & De Las Casa, adding that the legal team is composed of "proactive and serious professionals". Rebaza is known in the local market for its strong M&A practice, but has also gained a respectable foothold in financial work. Partner Alberto Rebaza comes highly recommended, with one peer calling him "a top player, a tier one attorney, absolutely."

Alberto Rebaza advised Andino Investment Holding in an $85 million syndicated financing structured by Goldman Sachs' private equity arm. Additionally, the firm helped Peruvian savings and loan association, CMAC Arequipa, raise $90 million on the bond market. It marked CMAC's first bond issuance and was also the first for a local savings and loan company to raise funds in Peru's capital market.

One client names associate Felipe Boisset, Juan José Cárdenas, and Rebaza as three lawyers who deserve special recognition. "They are very clear-minded and give us wise advice ," he said, adding that the firm is highly accessible and responsive. "You can always get in touch with them no matter what."

Active in shipping and port infrastructure last year, the firm enters the project financing rankings this year. Rebaza was counsel to the National Port Authority in financing infrastructure improvements granting access to the Port of Callao. Additionally, the firm assisted Penta Tanks in negotiations for build-own-operate-transfer (BOOT) and engineering-procurement-construction (EPC) contracts for a port terminal exporting ethanol.

"They have a particular strength in mining" and "very good lawyers with a well-built clientele," is how one competitor describes Rodrigo Elias & Medrano, a legal team that sits atop all three categories. The firm's depth also captures the attention of the local market, affording its legal team the ability to handle multiple complex cases at a time. The firm "has a strong team of partners who are on top of their game and all very capable", another competitor adds.

In M&A, Rodrigo helped Trafigura Beheer as it sold its $400 million minority stake in Volcan Compañía Minera, and in a separate transaction, the firm assisted First Quantum acquire Antares Minerals in a $450 million deal. Additionally, the firm advised Sempra Energy as it acquired Luz del Sur, amongst several other South American utilities, for $855 million.

Leading lawyer Diego Peschiera guided Inkia Energy in a $300 million international debt issuance arranged by Credit Suisse and Bank of America Merrill Lynch. The proceeds will help finance construction of a 402MW hydroelectric power plant.

Additionally, in project finance, Rodrigo had a stellar year. Led by Jean Paul Chabaneix, the project finance group advised the Bank of New York Mellon in a debt securities financing for the Huascacocha water infrastructure project. Chabaneix also helped with Kuntur Transportadora de Gas del Perú with the development of a gas pipeline in Peru's southern region.

The firm also handled a couple hefty transactions in the local market by advising Southern Copper on a $1.5 billion international debt issuance and helping Consorcio Minero with a secured financing deal worth $800 million.

"Rubio is very strong in mining and tax," says one competitor, referring to Rubio Leguía Normand. "They have positioned themselves well . . . have become stronger in banking and finance." That strengthened practice is likely due to the firm's broadening of its client base, including BNP Paribas, Bank of America Merrill Lynch and Banco de Crédito del Perú.

In one notable financial transaction, the firm was Peruvian counsel to Bank of America Merrill Lynch and Morgan Stanley in a sovereign bond issuance by the Republic of Peru. The transaction included a local issuance denominated in Peruvian Nuevos Soles, worth roughly $1.5 billon, and a second $1 billion placement on international debt markets.

And reflective of their extensive mining experience, the firm was Peruvian counsel to Nyrstar in the acquisition of Minera Huallanca, and in a separate transaction, Minera Domingo Savio. Both deals allow the global metal company to consolidate its presence in Peru.

The mid-sized firm was also busy with project finance work last year, garnering attention with its participation in toll-road projects. The firm was counsel to the Andean Development Corporation (CAF), Banco de Crédito del Perú and Crédit Agricole Corporate and Investment Bank in financing the Red Vial 4 Highway. The highway will span across northern Peru and be developed by Autopista del Norte. Moreover, the firm advised BNP Paribas, as arranger and underwriter for the financing of two different concessions: the Taboada Wastewater Treatment Plant Project and the Huascacocha-Rímac Water Derivation Project.

Santivañez Abogados is well-known in the market for its expertise in the energy sector. One peer mentions that partner Roberto J Santivañez Seminario is "widely known as an expert in electricity regulation - his main area of expertise" and "a very good consultant in electricity".

The firm's leading lawyer, Santiváñez, advised Consorcio Transmantaro (CTM), a subsidiary of Grupo ISA, in the financing of the Zapallal-Trujillo 500kV transmission line. The $230 million deal utilised a trust as a special purpose vehicle (SPV) that acquired the rights of the build-own-operate-transfer (BOOT) concession contract.

Additionally, the firm assisted with two toll road concessions. Santivañez acted for the Ministerio de Transportes y Comunicaciones (MTC) with regulatory approval of a financing scheme for the Autopista del Sol Project and advised Apoyo & Asociados Internacionales regarding the local credit risk of Línea Amarilla's financial structure. In an M&A deal, the firm also counselled Compartamos, a holding company for Compartamos Banco, as it acquired Financiera Crear, a leading microfinance bank in Peru.