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

	Uría Menéndez
	Cuatrecasas Gonçalves Pereira Garrigues
	Allen & Overy Ashurst Clifford Chance CMS Albiñana & Suárez de Lezo Freshfields Bruckhaus Deringer Gómez-Acebo & Pombo Linklaters Pérez-Llorca
	Araoz & Rueda Baker & McKenzie DLA Piper Hogan Lovells Jones Day Latham & Watkins Ramón & Cajal SJ Berwin

"The main trend is that we have a very difficult transactional market, one of the consequences of the recession is that financing is not available as it used to be by banks because of the situation, as a result the transactional market is quiet with very few deals."

The above statement sums up the key issue at the heart of the Spanish and indeed the wider European M&A slump. The fact is that banks are not lending and though financing can be gained through the bond markets, transactions have been slow getting off the ground.

Of course there are plenty of wider factors which are also blocking the flow of transactions, as one partner says: "The global political situation affects the Spain market, Japan's earthquake and tsunami, war in Libya, questioning of nuclear power again."

What work there has been has been born out of restructuring mandates and distressed acquisitions. "Spain has been going through a tough economic down turn, so the pure transactions have been significantly reduced. The type of work for the law firms in general is lots of restructuring," says one practitioner.

Because of the country's well publicised economic woes, there are distressed targets available and though Spain may be teetering, it is certainly not in as bad a state as neighbouring Portugal or indeed Greece. As a result investors may be more inclined to take a risk on an asset in the hope of future growth. "There are good opportunities for money outside Spain to invest in Spanish companies because they might find cheap transactions with good companies," explains one partner. "Basically people realise value has come down; there is opportunity to buy good things at a low price."

Linked to this is the hope that private equity may pick up as well, with not much activity having been seen for some time. "The private equity area has suffered a big slow down in the last year. At the end of the 2010, there was one or two huge transactions," says one partner. "Private equity, has been slashed for most of the year, in terms of private equity investing in new deals," says another practitioner. "Now pure M&A transactions are picking ups; new acquisitions are starting to be planned."

As in so many areas, it is the newly consolidated savings bank that are actually producing the most optimism. Investors are turning their attention to the substantial assets held by these institutions, which are being offloaded as part of the merger process. "The sources could be portfolio companies, minority real estate, which are held by these savings banks, they could attract distressed investors, because these saving banks' are in a painful financial situation," explains one partner. "They are looking for companies which are able to grow a lot in the next year even though the Spanish economy is not growing."

Garrigues was dropped down one tier this year due to a number of peers suggesting that the firm has "inconsistent quality of its partners" when compared to its closest rival Uría Menéndez. "It depends on the team, because Garrigues has a big team.... [more]

Garrigues was dropped down one tier this year due to a number of peers suggesting that the firm has "inconsistent quality of its partners" when compared to its closest rival Uría Menéndez. "It depends on the team, because Garrigues has a big team. They've got excellent people, they've got good people and then they also have regular people," says one peer. "They would provide tier-one service if they were all good people, otherwise they would be tier two." While another adds: "Garrigues has lots of deals, but it doesn't have the homogeneous quality that Uría has. I don't think Garrigues is equal in terms of deals, qualities and clients as Uría."

Though Spain has experienced lots of difficulties due to the current debt crisis, Garrigues has still managed to pick up a number of substantial mandates. One of the largest saw a team of lawyers, including Fernando Vives, Álvaro López-Jorrín, Ignacio Corujo and Felipe Quintero, advise Iberia on its merger with British Airways resulting in the creation of a holding company IAG, one of the world's largest airline groups. The cross-border transaction was valued at approximately €6.5 billion and closed in January 2011.

Managing partner Fernando Vives is well respected by clients. "I like Fernando Vives very much, he's great to work with, and he's the guy you feel you can trust," says one. "He's very sharp, very intelligent and very nice to work with. He knows his job and he tries to defend his clients." While another one adds: "In the last year, he has demonstrated to the market that he's an excellent lawyer."

Another acquisition mandate worth €5 billion saw Fernando Vives, Gonzalo García-Fuertes and Jose Luís Ortín work together advising BBVA on the 24% share capital acquisition of the Turkish bank Turkiye Garanti Bankasi, as well as the agreement with Garanti shareholders.

Elsewhere Ángel Calleja Crespo, Javier Ybáñez Rubio and Renata Mendaña Navarro teamed up to advise Liberty on its acquisition of a stake in Prisa, and the transaction was valued at €1.1 billion.

In the energy sector, a team led by Rafael González Gallarza, José L Ortín, Daniel Armesto and Antonio Matute advise Iberdrola on the 99.68% acquisition of Elektro Electricidade e Servicos, a Brazilian electricity distribution company. The €1.8 billion mandate aims to expand Iberdrola's operations into Latin America. "Gallarza is a good lawyer and he's very active," says one peer. "Rafael is very active in doing savings banks and renewable related [M&A] transactions," says one peer.

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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.... [more]

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."

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Cuatrecasas has been "very active last year" according to its peers. "I like Cuatrecasas, and the quality of its service is good.... [more]

Cuatrecasas has been "very active last year" according to its peers. "I like Cuatrecasas, and the quality of its service is good." While another one says: "The firm's M&A work is good and solid. In terms of partners, some of them are very good. It's a very good firm."

The firm was also highlighted as one of the few operations to maintain quality across its domestic offices with partner Rais Segura coming in for personal praise. "Rais is a partner in Bacelona. He's very sharp," says one peer. "He has good attention to detail and a consistent approach and he's a very good drafter as well."

One of the largest mandates saw a team, led by Federico Roig, Javier Carvajal and José Luis Rodríguez, advise Endesa Distribución Eléctrica on the sale of the electricity distribution assets to Red Eléctrica de España. The same team also advised Enel Green Power on its 60% acquisition of Endesa's stakes. The overall amount of the transaction was more than €2.13 billion.

In another energy-related transaction, a group of practitioners, including Víctor Xercavins, Emilio Coco and Gerard Correig, acted for Criteria Caixacorp in relation to the sale of a 24.5% shareholding interest in Grupo Agvar to Suez Environnement; elsewhere the team also advised the same entity on the acquisition of a 99.77% stake in Compania de Seguros Adeslas. The mandate was worth over €1.8 billion.

Elsewhere a €7.5 billion mandate saw Emilio Cuatrecasas involved in advising Telefónica on the acquisition of 50% stake in Brasilcel; while Javier Villasante worked alongside Mariana Norton advising Ferrovial on the €880 million sale of Swissport to PAI Partners.

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Freshfields Bruckhaus Deringer has been downgraded to tier three this year because a number of peers suggest that due to the crisis, "the firm's deals have not been around in the market, it's more silent". One rival says that when comparing Freshfields to Garrigues and Cuatrecasas, "It's really like comparing apples and pears here".... [more]

Freshfields Bruckhaus Deringer has been downgraded to tier three this year because a number of peers suggest that due to the crisis, "the firm's deals have not been around in the market, it's more silent". One rival says that when comparing Freshfields to Garrigues and Cuatrecasas, "It's really like comparing apples and pears here". Though one also commented that the team has been active in refinancing.

One of the largest mandates closed in February 2011 saw partner David Franco advise Total on the sale of its 48.8% €3.7 billion stake in the Spanish oil company Cepsa to the International Petroleum Investment Company (IPIC), an Abu Dhabi sovereign wealth fund.

Another notable mandate saw partner Armando Albarrána advise Qatar Holding on the acquisition of a 6.16% €2.1 billion stake in the Spanish listed energy and utilities companies Iberdrola.

In January 2011 the firm also closed a deal for China Unicom in relation to its mutual investment with Telefónica. The agreement, advised by the firm's Spanish and Hong Kong teams, will see it increase its 1.37% stake in Telefónica and Telefónica increase its interest in China Unicom to around 9.7%.

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The market indicates that Linklaters has suffered a bit more from the financial crisis, and it has not yet come back to the market at the same level as before. "Because of the kind of deals they typically do, I would suggest that the firm should go to tier three," says one peer.... [more]

The market indicates that Linklaters has suffered a bit more from the financial crisis, and it has not yet come back to the market at the same level as before. "Because of the kind of deals they typically do, I would suggest that the firm should go to tier three," says one peer. In addition, the firm has recently suffered from a couple of partner moves to Herbert Smith and other firms in Madrid.

In light of the Spanish savings banks' reform, Linklaters has been kept busy on related mandates. Sebastián Albella and Iñigo Berrícano led the team advising Nomura who acted as advisor to the Bank of Spain and the FROB (a fund created by the Spanish government to manage the restructuring process of financial institutions), on the sale of Cajasur. The Bank of Spain seized control of the Spanish savings bank Cajasur on May 2010, and subsequently appointed Nomura to lead the sale process of the said institutions.

Albella was again involved working alongside Alejandro Ortiz to advise International Petroleum Investment Company (IPIC), an Abu Dhabi sovereign wealth fund, on the approximately €4 billion acquisition of a stake of around 53% in Spanish listed oil corporate CEPSA.

Another notable mandate saw Ortiz lead the team advising on a series of mandates for private equity firms Permira and Axa. In July 2010, a Spanish team advised Permira on the acquisition of eDreams, an online travel agency business based mainly in Spain, Portugal and Italy. Then early in 2011, the team advised both Axa and Permira as a consortium on the acquisition of Opodo, an online travel agency formerly owned by Amadeus. Elsewhere both private-equity houses have further agreed to merge their respective portfolio companies, including eDreams and Go Voyages, with Opodo to create a new pan-European online travel agency.

In an €800 million gas asset distribution mandate, Albella and Victor Manchado teamed up to advise Goldman Sachs Infrastructure Partners on an approximately €800 million acquisition of a 80% stake of the gas distribution and transmission business of Endesa in Spain.

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Allen & Overy is “less visible with its corporates mandates” according to one peer, “the firm is much stronger in banking and finance rather than corporate M&A”.

Last year partner Juan Barona advised the Japanese oil manufacturer Nisshin Oillio on its acquisition of Industrial Química Lasemn (IQL), a business unit of Grypo Lasem, which is a portfolio company of Mercapital.... [more]

Allen & Overy is “less visible with its corporates mandates” according to one peer, “the firm is much stronger in banking and finance rather than corporate M&A”.

Last year partner Juan Barona advised the Japanese oil manufacturer Nisshin Oillio on its acquisition of Industrial Química Lasemn (IQL), a business unit of Grypo Lasem, which is a portfolio company of Mercapital.

One cross-border transaction which involved partners Iñigo Gómez-Jordana from Spain and Timothy Polglase in London saw the team advise CVC Capital Partners on its acquisition of Capio Sanidad, a Swedish manager which covers 25 hospitals in Spain, for €900 million.

Gómez-Jordana was again involved when he led the team advising on Mitsubishi Corporation’s 15% investment in Acciona Termosolar which is the holding company for the thermo solar projects of group Acciona.

In the media industry, Barona teamed up with Richard Hough to advise British Sky Broadcasting (BSB) on the disposal of its Easynet enterprise Business, European telecommunications and internet services provider to LIoyds Development Capital.
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Leading the M&A team at Ashurst is partner Jesús Almoguera who advised Caja Madrid acting as the main shareholder of Iberia in relation to the Spanish airline’s merger with British Airways.

Another highlight saw Almoguera work alongside partner Jorge Vázquez advising TA Associates and other shareholders acting as sellers on the sale of eDreams to Permira.... [more]

Leading the M&A team at Ashurst is partner Jesús Almoguera who advised Caja Madrid acting as the main shareholder of Iberia in relation to the Spanish airline’s merger with British Airways.

Another highlight saw Almoguera work alongside partner Jorge Vázquez advising TA Associates and other shareholders acting as sellers on the sale of eDreams to Permira. eDreams is a travel agency in Southern Europe.
 
In the online sales market, Almoguera advised General Atlantic and Index Ventures on the shareholders agreement, as well as on the acquisition of a stake, of approximately 30%, in Privalia.
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“Clifford Chance's a very good firm, the present managing partner in Madrid office is very good, they're solid people,” says one peer, while another adds: “I see that they've been more active than Freshfields and Linklaters.”

The biggest ongoing mandate at the firm, worth €7 billion, saw Javier Garcia de Enterría advise ACS on the management of its stake in Iberdrola and also ACS’ intention to access the company’s board of directors.... [more]

“Clifford Chance's a very good firm, the present managing partner in Madrid office is very good, they're solid people,” says one peer, while another adds: “I see that they've been more active than Freshfields and Linklaters.”

The biggest ongoing mandate at the firm, worth €7 billion, saw Javier Garcia de Enterría advise ACS on the management of its stake in Iberdrola and also ACS’ intention to access the company’s board of directors.

In Eastern Europe, José María Fernández-Daza and Mar Oña teamed up to advise Neinver on the negotiation and execution of a joint venture agreement with Meyer Bergman for the joint development of several centres in Katowice in Poland. The transaction was valued at €350 million.
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The M&A team at CMS Albiñana & Suárez de Lezo has gone through lots of in-house restructuring rather than focusing on their M&A deals, according to one observer. “They've done good to build up the team, the team has been recruiting a lot of people, and they were more focused on themselves,” says one observer.... [more]

The M&A team at CMS Albiñana & Suárez de Lezo has gone through lots of in-house restructuring rather than focusing on their M&A deals, according to one observer. “They've done good to build up the team, the team has been recruiting a lot of people, and they were more focused on themselves,” says one observer.

One M&A highlight last year saw César Albiñana work alongside Luis Miguel de Dios advising Iberdrola Renovables on its merger with Iberdrola. The mandate, priced at €11 billion approximately, is still ongoing.

Another notable deal saw Carlos Peña leading the team advising LIoyds Bank on several transactions worth in total €394 million. One instance saw the team advise LIoyds on the purchase of Easynet while another was to advise the bank on the substitution of the previously granted securities and the granting of new securities over shares in the Spanish company Virgin Active España.

Elsewhere in the renewable energy sector, the firm wasted no time acting for Inversiones Empresariales Vapat on its 49% stake €93 million sale to the RREEF infrastructure fund, a division of Deutsche Bank’s asset management division. The mandate involved the sale of the stake spread in three companies operating five wind farms in Castilla-León with an installed capacity of more than 200 MW.
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Gómez-Acebo & Pombo’s biggest deal last year saw lead partner Fernando de las Cuevas lead the Spanish team advising Allianz on the acquisition of 60% of the Spanish companies, including Europensiones, Eurovida and Popular Gestión which are involved in insurance, pensions and asset management respectively. “Gómez-Acebo is a good firm, they represent the sellers, it's a good firm in tier three,” comments one peer.... [more]

Gómez-Acebo & Pombo’s biggest deal last year saw lead partner Fernando de las Cuevas lead the Spanish team advising Allianz on the acquisition of 60% of the Spanish companies, including Europensiones, Eurovida and Popular Gestión which are involved in insurance, pensions and asset management respectively. “Gómez-Acebo is a good firm, they represent the sellers, it's a good firm in tier three,” comments one peer.

De Las Cuevas also advised Grupo Interbank, a Peruvian financial service provider, on the acquisition of Peruvian pharmacy chain Inkafarma, as well as acting for the borrower Interbank on the acquisition finance provided by a group of banks. The mandate was worth €350 million.

One competitor points out that “Pérez-Llorca is a good firm. They've very strong real-estate market, but now have suffered a lot”.

Partner Iván Delgado was involved in a number of notable M&A transactions last year. In one occasion, he led the team advised Johnson & Johnson Group on the 100% share acquisition of McNeil Consumer Healthcare as part of the group’s restructuring process in Spain. In another Delgado advised an LSE-listed distribution group Bunzl on the 100% share capital acquisition of Juba Personal Protective Equipment and Guantes Juba.

In the infrastructure sector, Pedro Pérez-Llorca and Vicente Conde led the team advising a private-equity firm CVC on the acquisition, together with ACS, of a 25.8% stake in Abertis, which has a global interest in toll roads, telecoms, airports and other assets. The deal is priced at €3 billion.
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Spanish law firm Araoz & Rueda is considered to have good quality in the M&A practice, “I would say excellent quality, very good client service, as far as we hear from clients who're dealing with them. [They're] nice people,” says one peer.... [more]

Spanish law firm Araoz & Rueda is considered to have good quality in the M&A practice, “I would say excellent quality, very good client service, as far as we hear from clients who're dealing with them. [They're] nice people,” says one peer.

The firm advised on a number of acquisition transactions last year. One saw Pedro Rueda advise a private-equity fund Ibersuizas on the acquisition of Ice Cream Factory Co-Maker, the deal was closed in July 2010. Another saw Rueda act for Ferroatlántica on the acquisition of China Silicon Corporation, owner of a ferroalloy plant in Mangshi in China.

Elsewhere, Francisco Aldavero advised the management team of Conservas Garavilla on the sale of a stake in the company to MCH Private Equity. Aldavero was again involved when he advised BC Partners acting as the main selling shareholder on the sale of its stake to the private-equity fund Magnum Capital Industrial Partners, and the subsequent reinvestment in Centro Médico Teknon.
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US giant Baker & McKenzie has been revamping its corporate practice, according to its peers, and the firm is widely believed to in the words of one peer to “have good quality and should be in tier three”.

Partner Luis Casals led the team advising NYSE-listed American multinational Dresser-Rand on the €500 million share capital acquisition of the Basque Guascor Group.... [more]

US giant Baker & McKenzie has been revamping its corporate practice, according to its peers, and the firm is widely believed to in the words of one peer to “have good quality and should be in tier three”.

Partner Luis Casals led the team advising NYSE-listed American multinational Dresser-Rand on the €500 million share capital acquisition of the Basque Guascor Group. The merger of both companies will give rise to the largest energy solutions and renewable energy group in the world.

In the natural resources sector, Maite Diez advised Citic Heavy Industries on the acquisition of Gandara-Censa, a heavy steel-works company, in Spain. In addition, partner Xavier Junquera also advised Osaka Gas on the acquisition of a minority stake in Planta de Regasificación de Sagunto.
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One of the largest transactions at DLA Piper involved partner Javier Santos who advised Banco Santander on the acquisition of Allied Irish Banks’ 70% stake in Poland’s Bank Zachodni WBK for €2.9 billion.... [more]

One of the largest transactions at DLA Piper involved partner Javier Santos who advised Banco Santander on the acquisition of Allied Irish Banks’ 70% stake in Poland’s Bank Zachodni WBK for €2.9 billion.

In a €900 million mandate, partner Juan Picón led a multi-jurisdictional team advising PAI Partners on the acquisition of 100% capital of the Swiss company Swissport international. The important feature of this transaction was to involve lawyers from more than 40 jurisdictions. “Juan is a very good guy. He's dynamic, very client-focused, to the point and nice to work with,” comments on one competitor.

Another highlight saw partner José Antonio Sánchez Dafos advise Fondo Nazca II and other sellers on the sale of 86% share capital of Grupo Editorial el Derecho y Quantor to Ediciones Francis Lefebvre.
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In the food industry, Hogan Lovells was involved in a notable mandate when he advised on the €900 million sale of Mivisa by CVC Capital Partners to Blackstone and Spanish private-equity entity N+1. The acquirer gained the majority stake in the business while the management team will retain a minority stake.... [more]

In the food industry, Hogan Lovells was involved in a notable mandate when he advised on the €900 million sale of Mivisa by CVC Capital Partners to Blackstone and Spanish private-equity entity N+1. The acquirer gained the majority stake in the business while the management team will retain a minority stake.

In a multi-jurisdictional transaction, a team led by partners José M. Balañá from Madrid and Amit Nayyar from London, in coordination with seven other offices and 8 international law firms, advised Syncreon on the acquisition of Compuspar. The transaction, aiming to strengthen the group’s key target markets including USA, Poland and Brazil, was closed in Barcelona and simultaneously in 15 other countries worldwide.

Another highlight saw a multi-jurisdictional team led by partners Alex Dolmans and José María Balañá advising Amazon on the acquisition of Spanish online retailer BuyVIP. It is a strategic move for Amazon as it represents its entry into the European “private sales” business and increases its footprint in the southern European internet retail market.
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One notable mandate at Ramón y Cajal Abogados saw partner Daniel Alaminos lead the team advising SOS Corporación Alimentaria on the sale of the rice business of Grupo SOS to Ebro Foods through asset and share transactions in Spain, USA and Holland.

Partner Alberto Alonso Ureba was involved extensively in the savings banks consolidations, which proved to be a lucrative area for the law firms in Spain.... [more]

One notable mandate at Ramón y Cajal Abogados saw partner Daniel Alaminos lead the team advising SOS Corporación Alimentaria on the sale of the rice business of Grupo SOS to Ebro Foods through asset and share transactions in Spain, USA and Holland.

Partner Alberto Alonso Ureba was involved extensively in the savings banks consolidations, which proved to be a lucrative area for the law firms in Spain. One highlight saw the team advising the Spanish savings bank Caixa Galicia on its merger with Caixa Nova, which was part of a restructuring process of the Spanish financial institutions. Elsewhere he was also involved advising Banca Cívica in relation to the Spanish savings banks’ split, including Caja Navarra, Caja de Burgos, Caja Canarias and Cajasol; as well as their global assets and liabilities transfer to Banca Cívica.

On the private-equity side, partner Fernando Marroquín advised a private-equity fund on the acquisition of a majority stake in a Spanish telecommunications company for an amount over €30 million, including global due diligence on the target company.
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SJ Berwin was involved in a notable mandate in the renewable energy sector last year. Roberto Pomares, Carlos Pazos and Pablo Díaz led the team advising EDP group on its acquisition of minority stakes owned by Ente Vasco de la Energía (EVE) and CajaMadrid.... [more]

SJ Berwin was involved in a notable mandate in the renewable energy sector last year. Roberto Pomares, Carlos Pazos and Pablo Díaz led the team advising EDP group on its acquisition of minority stakes owned by Ente Vasco de la Energía (EVE) and CajaMadrid. Naturgás, one of the group’s subsidiaries, is to acquire 30% from EVE while Generaciones Especiales I, another subsidiary from the group, will acquire 20% from CajaMadrid.

Another highlight saw Pomares, Gonzalo Olivera and Díaz advise RREEF Infrastructure on the acquistion of 49% stakes in the SPVs owning five wind farms of more than 200MW in aggregate, located in the Castilla y León region. The transaction was believed to be the first in the renewable energy industry in Spain after the enacting of the regulations on the new regulatory framework as regards to renewable energy.
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