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

	Clifford Chance Uría Menéndez
	Allen & Overy Freshfields Bruckhaus Deringer Garrigues
	Cuatrecasas Gonçalves Pereira DLA Piper Gómez-Acebo & Pombo Linklaters
	Ashurst
	Hogan Lovells Jones Day KPMG Abogados

Spain has been surrounded by rumours since May this year, as the country is seen as the next victim that will require a sovereign debt bail-out. Though it is not clear whether the country would go ahead with such a rescue plan, the landscape of the banking sector has been severely affected by its ailing economy. "The situation in Spain has been quite tough, since we have seen little liquidity in the market, the banks are not lending a huge amount of new money," says one partner.

A considerable amount of work has been focused on restructuring and refinancing recently as a result. "Since late 2007, it has been overwhelmingly restructuring work," says a banking partner. "Some refinancing, restructuring, extension of loans, new financing to provide liquidity, it's mostly related to the crisis."

Spanish savings banks reform has been producing a lot of work for firms, most of the 'Cajas' "are going through a very large restructuring process" at the moment. The purpose of the reform is to consolidate and shrink the number of entities. "There were 42 savings banks one year ago, the idea is when the process is over, there will be less than ten," says a partner.

The restructuring process comes in the form of a flotation and merger, as one lawyer explains: "Some of these savings banks are going to be privatised or going to be floated in the stock exchanges, so they're going to be transformed into banks and the shares are going to be placed with investors." While another peer adds: "There has been a concentration of merger transactions involving the savings banks."

The banking sector is also now seeking to increase its core tier-one capital ratio in order to comply with the new universal capital rules under Basel III, which aims to prevent further financial meltdown. "The banks are increasing share capital, all the time they are simply divesting non-core assets, because this is another way of increasing their core capital," says a partner, while another practitioner says: "Listed banks need to have tier-one core capital of 8%, unlisted banks 10%."

"I've worked with Clifford Chance, so I know the firm very well. They're very strong, I think their quality is very high," says one client.... [more]

"I've worked with Clifford Chance, so I know the firm very well. They're very strong, I think their quality is very high," says one client. "They're generally better equipped than the local ones." Capacity is one of the firm's key strengths, however as one client points out, large teams can also lead to a variance in quality. "You are talking about hundreds of lawyers, so it really depends on which partner you are talking about".

The firm has had a pretty good year and has advised a couple of key clients on their acquisition financing matters. One substantial deal saw a Spanish team including Alberto Manzanares, Carl Fitzgerald, and Stuart Percival advise Citybank International who acted as lead arranger on an €8 billion acquisition financing of the Brazilian company Vivo by Telefónica.

Elsewhere private equity house Axa was on the firm's client list when Carlos Hernández-Canut, Rodrigo Uría and Eugenio Fernández-Rico worked together advising on an €87.8 million financing for the acquisition of a 10% stake in Spanish listed company Compañía Logística de Hidrocarburos.

Santander was also advised by the team when Manzanares and Epifanio Pérez acted for the bank as the lender on the acquisition financing of Gas Natural's 375,000 gas connection points by Morgan Stanley Infrastructure.

In the energy sector, two notable examples include a €26 million on-going transaction which saw Hernández-Canut and Fernández-Rico advising Siemens in relation to the acquisition financing of two solar photovoltaic plants' in Murcia; the other saw Hernández-Canut lead the team advising borrower REE on the €1.4 million financing for the acquisition of Endesa's grid distribution and transportation assets.

Another highlight saw the team advise a syndicate of banks, including Santander and La Caixa on the €1.8 billion debt restructuring of the Planeta Corporación Group and Planeta de Agostini Group, as well as the granting of the relevant securities.

In addition, the firm acted for a syndicate of lenders, including BBVA, Santander, La Caixa and Banco Sabadell in their role as coordinators and book runners, on a forward-start financing granted to Sol Meliá valued at €252 million.

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Uría Menéndez's banking work has been praised by its peers as they refer to it as "definitely a top-tier firm in Spain". Another competitor says: "It's a very good firm, very reputable, and they're very good professionals.... [more]

Uría Menéndez's banking work has been praised by its peers as they refer to it as "definitely a top-tier firm in Spain". Another competitor says: "It's a very good firm, very reputable, and they're very good professionals."

In line with the market, the firm has been busy with a substantial amount of refinancing and restructuring work in the last 12 months. One highlight saw the team led by the lead partner Sebastián Sáenz de Santa María advising a syndicate of over 60 domestic and international banks, including Santander, Calyon, BNP Paribas/Fortis and Société Générale, in the €3.5 billion refinancing of ONO (Spain's main cable operator). It was one of the major finance transactions in Spain last year.

The innovative element of such a transaction is the design of a mechanism to allow the refinancing of the facilities under the facilities agreement through the issue of senior secured high-yield bonds by an SPV (special purpose vehicle). The team's creative method wins one client's applause, as he says: "They've got very good knowledge in different areas in terms of securities, in terms of structure, they're quite innovative. I'm pretty confident when I work with them."

In addition, partner Jaime de San Román teamed up with his fellow partner Ángel Pérez López to work on a €2.8 billion deal to refinance Celsa Group's financial indebtedness, which is also considered as one of the major finance transactions in Spain in 2010.

The firm's performance has also been praised by rivals, who noted partner Carlos De Cárdenas Smith's contribution to the team: "He's very rigorous, he puts the clients in the centre of everything, he's incredibly practical, he's always taking the lead on the transactions."

In terms of Uría's international network, clients hold different views, with one saying it is a weakness of the firm: "This is not a real network, it's just some good relationships, especially in Latin American countries, but it's not the franchise in a Baker & McKenzie style." However, another client feels the way it is organised is quite satisfactory, by saying "Very good. They have been recommending us law firms in other countries, they have good contacts, we're satisfied with that."

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"Innovative" and "wide legal knowledge" are the main features of Allen & Overy's banking practice according to clients, as one says: "They're brilliant and they're very good at innovation, they come out with very clever solutions. Their legal knowledge is very wide, they know all the aspects of the financial deals in which they're involved.... [more]

"Innovative" and "wide legal knowledge" are the main features of Allen & Overy's banking practice according to clients, as one says: "They're brilliant and they're very good at innovation, they come out with very clever solutions. Their legal knowledge is very wide, they know all the aspects of the financial deals in which they're involved. For me, they know everything they have to know, they're always bringing something new in the market."

Another client adds that the team is not just very strong on the main part of their collaboration, but also "it is very strong on more unusual part of the business". "They're good at products that are infrequent and few people know about it," says one. "Allen & Overy is strong in all of them, the frequent one and the infrequent one."

Banking work is of course second nature to the firm who have built a global reputation in this area, as one partner says: "Allen & Overy has probably the best bank branding in the world." However there are some question marks as to whether the Madrid office itself has got such a well defined reputation. "I mean internationally they have a brand, but in Spain, the banking transactions they're involved in, they're not Uría Menendez," says one partner. "It also depends who from Allen & Overy is dealing in the matter." Though the team, compared to some of the domestic firms, is relatively small, some steps have been taken to address this. The firm has bulked up its practice with the hire of Uría Menendez's investment funds head Salvador Ruiz Bachs, who also specialises in banking and capital markets.

Following last year's restructuring and refinancing work, the team advised on a number of similar transactions, including syndicated lending, acquisition and project financing. The leading individual on these matters was Juan Barona. "I would commend Juan Barona," says one rival. "He's one of the most intelligent lawyers I have ever met, extremely intelligent. He's not going to discuss a silly point, wasting the time of the people on the table; he goes straight to the point and contributes very intelligent solutions."

Barona led the team advised La Caixa on a "forward start facility" for the Spanish-listed company FCC, which means that the entity would have obtained a €1.13 billion credit extension until 2014, and also will possibly receive an additional financing worth €275 million.

Another highlight involved Ignacio Ruiz-Cámara who advised a syndicate of banks on the restructuring of Noriega Group, a real estate entity operating in Spain. The total amount of debt restructuring was worth approximately €1.2 billion.

"Ignacio is one of the best lawyers in his field in Spain," explains one client. "He knows the legal aspect very well. Also he can go down to the financial aspect and give solutions to find a way to sign the deal. He is very commercial."

One banking client was particularly pleased with the team's commerciality, saying that "it is one of the features that distinguishes the firm from others. I think they really really understand where we on the bank side are coming from. Not everybody understands that, some of the top law firms are too conscious of being lawyers sometimes." He continues: "In the case of Charles Poole-Warren and his team, they're very very aware and sensitive to the banks' needs and perspectives, and they're very practical. They don't insist on points when they're not important, they don't explain too much of the details on small issues and are extremely pragmatic, which is very important."

The firm also got a role in the Opodo disposal transaction when Poole-Warren led the team advising the senior banks in relation to the financing of Amadeus' sale of Opodo to Axa Private Equity and Permira, which was valued at €450 million.

Alongside the Madrid office's solid performance, its international network serves as additional support. One client says Allen & Overy is quite helpful whenever they need to sign a deal abroad: "They can offer different solutions from different parts of the world."

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Freshfields' "innovative ability" and "strong international network" has won clients' applause. "We've been working with them, they prove that they have a good ability to innovate," says one.... [more]

Freshfields' "innovative ability" and "strong international network" has won clients' applause. "We've been working with them, they prove that they have a good ability to innovate," says one. "Their international network is very good. Because in many cases, we need English law, so we needed in a few situations the help from their London office, and the help that was provided was of the highest standard."

However, clients also point out that the problem with Freshfields is the firm has a very small banking team in Spain, sometimes they are quite overloaded. "When we had a very high level of activity, you could tell that they had been overloaded," says one. "It hasn't been a problem though, because they sorted it out working very long hours."

Peers also point out that the firm, due to its corporate strength, is very much focused on borrower side mandates. "I've always seen Freshfields acting for borrowers, not for ledners or for the banks," says one partner, "but they represent Spanish corporations, which are loyal clients, so they're still involved in very important deals".

An on-going mandate worth €6 billion saw a group of partners, including Iñaki Gabilondo, Rafael Murillo and David Franco, advising the Spanish real estate company Metrovacesa, on both English and Spanish law perspectives of its debt restructuring following the debt-to-equity swap granted in 2009.

August 2010 meanwhile saw lead partner Ana López lead the team acting for both CVC and ACS on its joint acquisition financing of a 26% shareholding stake in Abertis worth €1.5 billion.

López was involved again on another occasion when she led the team advising a group of senior lenders, including ING, Caja Madrid, ECM, Harbourmaster and Babson, on the restructuring of a €667 million acquisition financing granted to Apax. The team advised on both the Spanish and English law aspects of the transaction.

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The market suggests that Garrigues is more involved in "middle-size transactions", says one peer. While another one adds: "The firm is more on project finance rather than general banking.... [more]

The market suggests that Garrigues is more involved in "middle-size transactions", says one peer. While another one adds: "The firm is more on project finance rather than general banking."

A number of substantial mandates has been conducted by Garrigues since August 2010. One highlight saw Pablo SanGil and Alvaro Becerril lead the team advising a syndicate of financial entities on the restructuring of the real-estate based financing of Realia, in order to enable the 35% stake acquisition of Realia's subsidiary SIIC de Paris by Société Foncière Lyonnaise.

BBVA group also called in the team, including Luis de la Peña, Juan Ignacio González, Pedro Portellano and Eduardo Abad to advise on the conversion of a fondo de inversión mobiliaria (Spanish real estate mutual fund) into a real estate regulated company with the status of sociedad de inversion inmobiliaria (collective investment scheme). The fund involved is believed to be the second largest real estate mutual fund in Spain with underlying assets amounting to €1.4 billion.

In August 2010, the team also advised on the restructuring of all the syndicated and bilateral financing transactions of VDP, a real estate division of Sacyr Vallehermoso (SV).

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Cuatrecasas Gonçalves Pereira was involved in a number of notable regulatory mandates last year. One saw the team led by Jesús Mardomingo advising Caja Castilla la Mancha on the retail banking entity’s integration into the Cajastur group.... [more]

Cuatrecasas Gonçalves Pereira was involved in a number of notable regulatory mandates last year. One saw the team led by Jesús Mardomingo advising Caja Castilla la Mancha on the retail banking entity’s integration into the Cajastur group.

The other saw Fernando Mínguez involved advising Banco Popular on a joint-venture to create a banking institution by combining 123 offices from Banco Popular Español into Banco Popular Hipotecario and the sale of 50% of the capital to Crédit Mutuel. The transaction was worth €312 million.

When comes to the corporate and acquisition financing, Fernando Bernad and Íñigo Rubio teamed up to advise La Caixa on its €4 billion corporate financing granted to Gas Natural with a purpose of partially refinancing the debt derived from the acquisition of Unión Fenosa, and also for general corporate purposes.

Elsewhere Fernando Navarro advised KKR on the acquisition financing of a stake in Inaer Group worth €350 million.
In line with the market, the firm was also kept busy with a number of restructuring and refinancing deals. A €4.5 billion mandate saw Iñigo de Luisa advise Oaktree on the purchase of debt in the restructuring process of the ONO group.

Another highlight saw Bernad work alongside Rubio again to advise ING Real Estate Finance EFC on the restructuring of a syndicated financing agreement worth €4.2 billion granted by ING and other financial entities to Inmobiliaria Colonial.

Héctor Bros and Manuel Follía also teamed up acting for Grupo Planeta on the €946 million debt refinancing of Planeta Corporación and its affiliates. In addition, the duo also advised on Planeta de Agostini’s €525 million debt refinancing with its affiliates.
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The core banking team at DLA Piper is made up of Clifford Chance partners and its peers generally believe that “they have a strong banking team with the three partners there”, according to one “The firm's good at general banking. It's very active and they're a strong competitor.... [more]

The core banking team at DLA Piper is made up of Clifford Chance partners and its peers generally believe that “they have a strong banking team with the three partners there”, according to one “The firm's good at general banking. It's very active and they're a strong competitor.”

Last year the team advised on the restructuring of Spanish listed company Grupo Empresarial ENCE. The team also advised the syndicate secured by a mortgage security under which the initial mortgaged amount would step up in case of ENCE’s financial deterioration rendering a tax efficient transaction.

In a notable debt restructuring mandate, partner Javier López Antón led the team advising a syndicate of banks led by Banco Español de Crédito on a €532 million debt restructuring of Grupo Isolux Corsan. “Javier's clearly the leader of the [practice area],” says one peer.

Another highlight also saw partner César Herrero involved in a similar transaction when a team advised Telvent group on a €225 million existing debt refinancing in an attempt to realise the expansion of the company worldwide.
Elsewhere the firm has also involved advising on acquisition-financing mandates. One notable deal saw a group of lawyers act for Sun Capital Partners on the €189.5 million acquisition financing of the Famosa Group.

Leading lawyers
Javier López Antón
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Gómez-Acebo & Pombo is recognised as “a good firm, they've a good team doing financing, they did a lot of things before crisis”, according to one competitor.

One of the biggest mandates at the firm last year saw Ángel Varela act for both Caixanova and Caixa Galicia on all the banking related work including regulatory aspect in relation to the savings banks’ merger.... [more]

Gómez-Acebo & Pombo is recognised as “a good firm, they've a good team doing financing, they did a lot of things before crisis”, according to one competitor.

One of the biggest mandates at the firm last year saw Ángel Varela act for both Caixanova and Caixa Galicia on all the banking related work including regulatory aspect in relation to the savings banks’ merger. The move enabled the newly created institution NovaCaixagalicia to raise its capital base amounting to €78 billion and it is now ranked on the fourth place among the largest savings banks in Spain.

The firm has also involved in a couple of refinancing transactions. One example was when Verónica Romaní led the team advised Assignia Infraestructuras on the €280 million debt refinancing, motivated by the acquisition of Assignia by the Essentium Group.

Though the Spanish real-estate sector has been extremely difficult in the recent years, the firm has managed to advise on some notable deals. Romaní was again involved when his team advised a banking syndicate, led by Caja Sur, on the €100 million refinancing of Fergo Aisa, a listed Spanish construction company.

Miguel Lamo de Espinosa then led the team advising a syndicate of lenders, led by Caja Madrid, on the debt restructuring of the Filmax Group for approximately €100 million, as well as its subsequent insolvency proceedings of the group.
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A Spanish team from Linklaters has advised on a fair amount of banking transactions, including corporate, acquisition financing, restructuring and refinancing mandates. “Linklaters has a strong banking practice.... [more]

A Spanish team from Linklaters has advised on a fair amount of banking transactions, including corporate, acquisition financing, restructuring and refinancing mandates. “Linklaters has a strong banking practice. It's a small one because it has a small team but it has a very good team,” according to its peer.

One notable example saw a team led by Ben Crosse advising the finalist bidder Macquarie Infrastructure and the winning bidder Goldman Sachs Infrastructure in relation to its acquisition and financing worth around €800 million. The mandate involved the sale of a gas distribution business in Madrid by Gas Natural, which consists of approximately 504 thousand connection points covering 412 thousand households as well as small-and-medium sized businesses.

Another highlight on the acquisition financing side saw Crosse advise a consortium of banks on the €1.4 billion loan granted to Red Electrica España on its acquisition financing of the electricity distribution assets of Endesa.

Restructuring and refinancing work has once again proved to be a lucrative area for the firm who advised a group of 51 financial institutions including BBVA, Banco Pastor and Banco Popular who act as lenders on the approximately €1.6 billion restructuring and refinancing of the existing debt of SOS Corporación Alimentaria.

In a €3.2 billion refinancing mandate, Pedro de Rojas and Paloma Fierro led the team advising Morgan Stanley in relation to the conversion into a loan of the hedge agreement entered into with Reyal Urbis.

On the financial service regulatory side, a Spanish team advised a consortium of banks on the forward start facility granted to a subsidiary of Actividades de Construcción y Servicios (ACS) for refinancing an existing facility worth €2 billion approximately entered into in 2006.
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One of the biggest mandates at Ashurst saw partner Jose Christian Bertram lead the team advising Grupo SOS, a listed food groups in Spain, on the €1.1 billion debt restructuring of a large number of financial institutions.... [more]

One of the biggest mandates at Ashurst saw partner Jose Christian Bertram lead the team advising Grupo SOS, a listed food groups in Spain, on the €1.1 billion debt restructuring of a large number of financial institutions. “Ashurst has been doing a nice amount of work,” says one competitor. “It has been very active.”

In another deal, Gonzalo Jiménez-Blanco led the team advising Caja Madrid and BBVA as lenders on the refinancing of the National Football League. Elsewhere Cristina Calvo Ortega also advised Hines on the refinancing of the Zielo Shopping centre in Madrid.
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One of the notable mandates from KPMG Abogados in the last 12 months saw a group of lawyers, including Francisco Uría, Augusto Piñel, Borja Sola and Jorge Ferrer, involved in advising Caja Rural del Sur, Caja Rural de Extremadura and Caja Rural de Cordoba in the integration process of creating SIP. The deal was completed in March 2011.... [more]

One of the notable mandates from KPMG Abogados in the last 12 months saw a group of lawyers, including Francisco Uría, Augusto Piñel, Borja Sola and Jorge Ferrer, involved in advising Caja Rural del Sur, Caja Rural de Extremadura and Caja Rural de Cordoba in the integration process of creating SIP. The deal was completed in March 2011.

Uría and Piñel then advised a number of Spanish savings banks’ on their integration due to the banking sector’s reform in the country. One example saw the duo advising Cajasol’s integration with Banca Civica; the other saw them acting for Caja de Ahorros del Mediterraneo in relation to the integration process with Cajastur, Caja Cantabria and Caja Extremadura.
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