Upload
andrea-hart
View
217
Download
0
Embed Size (px)
Citation preview
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 1/14
LEGAL REPORT 201242Global review
43 League tables
45Project list
48Americas
50AsiaPacific
52EMEA
INTHIS SECTION
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 2/14Project Finance International November 14 201242
ACHANGINGWORLD
FORTHELAWTHE PROJECT FINANCE INTERNATIONAL (PFI) ANNUAL LAW SURVEY IS PUBLISHED AT A TIME OF IMMENSE
CHANGE FOR THE MARKET THAT LAWYERS SERVE. AND IT IS THEREFORE NOT SURPRISING THAT THE LAST
12 MONTHS HAVE SEEN SOME DRAMATIC UPHEAVALS IN THE PROJECT FINANCE LAW SECTOR, WITH NEW
MOVES AND ALLIANCES APLENTY.
INTRODUCTION
The changing world of international project
finance law and its proponents is discussed in
some detail in the regional review published with
this survey – for the Americas, Asia-Pacific and
EMEA. First things first, however, the annual deal
survey.
Allen & Overy once again came top in the
global table, with 25 mandates equally spread
across the lender and sponsor client base.
Linklaters was a big climber in the 2011/12 table,
rising from seventh to second. And it was
followed in the table by another Magic Circle
firm, Clifford Chance, up from sixth. The first
White Shoe firm was Milbank Tweed, which
came in fourth.
The strength of the Australian market
was shown by the fact that Allen came infifth. Allen is one of the firms that has seen
some big corporate changes this year, with
the strategic alliance signed with Linklaters.
However, unlike some other deals, this was
not a merger. UK/Australia-based firms Herbert
Smith and Freehills did conduct a merger
and the new firm came in ninth in the table.
Others in the global Top 10 were Latham &
Watkins, White & Case, Norton Rose, and
Chadbourne & Parke and Shearman & Sterling
in joint 10th.
The regional tables were headed by Milbank
Tweed in the Americas, Allens in Asia-Pacific and
Allen & Overy in EMEA.
Each year, PFI conducts its unique survey of the
law firms working in the primary – and
secondary – roles on the major deals. These deals
are defined as projects valued at more than
US$500m. The US$500m floor acts as an effective
snapshot to the market, in terms of measuring
both significant domestic project financings and
the cross-border international deals. To be
included in the tables the projects need to have
closed between October 2011 and September
2012.
The main event in the New York market this
year was the implosion of Dewey LeBoeuf, whichled many lawyers to seek new homes. Indeed, the
ramifications of this event were felt across the
world, given the global size and reach of Dewey.
It should not be forgotten that one of the firm’s
key strengths was in energy, utilities and project
finance. It is not often that a firm collapses. The
Dewey LeBoeuf merger was arranged just before
the global credit crash in 2007 and contained
embedded high costs and high debt. Who says
the law is safe! There was plenty of legal moves
in New York, both due to the Dewey problems
and from the market, which are described in the
Americas review article with this survey.
The people moves were just as frantic down
south in Latin America. US legal firms have
considered opening new offices in Brazil and
hired expert lawyers to guide the firms through
the legal LatAm thicket. Hogan Lovells hopes to
open its Rio de Janeiro office in the fourth
quarter and in 18 to 24 months it could open
another office in Sao Paulo. Chadbourne & Parke
already has offices in Sao Paulo – since 2010 –and Mexico City. But another leading proponent,
Milbank Tweed, has only one Latin American
office, in Sao Paulo, and the firm has no plans to
open other regional offices.
In Asia-Pacific, the region saw a host of
big mergers and alliances, mainly focused on
the local Australian firms and the UK Magic
Circle. Blake Dawson merged its Asian offices
with Ashurst and rebranded as Ashurst
Australia. Allens Arthur Robinson linked
with Linklaters to become Allens. Freehills
joined with Herbert Smith to become Herbert
Smith Freehills, and Mallesons took the China
option and merged with King & Wood to become
King & Wood Mallesons. There were plenty of
other moves and alliances, detailed in the Asia-
Pacific review article. Across the rest of Asia,
Singapore grew as an important legal business
centre and welcomed foreign firms with open
arms.
In the EMEA region, the changes in the project
finance market saw firms adapting to a new
climate. Project bonds, export credit agencies and
even a big move into Africa all represented new
opportunities and challenges. “How was 2012?” is
a question that elicits mixed reactions from
EMEA’s project finance lawyers. A sharp intake of breath from some, before they explain that the
European market is the worst its ever been. “A
record year,” cry others, as they reel off the multi-
billion dollar emerging markets deals that finally
reached close.
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 3/14ProjectFinance International November 14 2012 43
LEGAL SURVEY
GLOBAL- SEPT 2011 TOSEPT 2012
Law firm Lender Sponsor Total
Allen & Overy 13 12 25
Linklaters 8 10 18
Clifford Chance 11 6 17
Milbank Tweed 11 3 14Allens 7 3 10
Latham & Watkins 4 6 10
White & Case 7 3 10
Norton Rose 3 5 8
Herbert Smith Freehills 3 4 7
Chadbourne & Parke 1 5 6
Shearman & Sterling 4 2 6
Baker & McKenzie 1 3 4
Lee & Ko 0 4 4
Slaughter & May 1 3 4
Amarchand Mangaldas 3 0 3
Ashurst 2 1 3
Kim & Chang 3 0 3
Link Legal 3 0 3
Simpson Thacher & Bartlett 2 1 3
Skadden Arps 3 0 3
Clayton Utz 0 2 2
Galicia Abogados 1 1 2
Gide Loyrette Nouel 1 1 2
Leges Advokat 2 0 2
McCarthy Tetrault 0 2 2
Mijares Angoitia Cortes y Fuentes 1 1 2
Orrick 1 1 2
Sullivan & Cromwell 1 1 2
Willkie Farr & Gallagher 0 2 2
Akin Gump, Azizov & Partners 0 1 1
Albar & Partners 1 0 1Allen & Gledhill 0 1 1
Andrews Kurth 0 1 1
Arab Legal Consultants 0 1 1
Bahr 1 0 1
GLOBAL- SEPT 2011 TOSEPT 2012 CONTINUED
Law firm Lender Sponsor Total
Basch & Rameh 0 1 1
Blakes 1 0 1
Bredin Prat 0 1 1
Chandler & Tong-ek 1 0 1Colibri 0 1 1
DLA Piper 0 1 1
Freshfields Bruckhaus Deringer 1 0 1
Gibson Dunn 0 1 1
Gilbert & Tobin 1 0 1
Gomez Pinzon Zuleta 0 1 1
Hacohen Rozenberg 0 1 1
Helmy Hamza & Partners 1 0 1
Hogan Lovells 1 0 1
IDBI Legal Department 1 0 1
J Sagar Associates 1 0 1
Kim Chang & Lee 1 0 1
King & Wood Mallesons 0 1 1
Legist 0 1 1
Lovells 1 0 1
Loyens & Loeff 0 1 1
Mallesons Stephen Jaques 1 0 1
Miranda & Amado Abogados 0 1 1
Morrison & Foerster 0 1 1
Nishimura & Asahi 1 0 1
Osler 1 0 1
Philippi Yrarrazaval Puldido & B runner 0 1 1
Pilsbury Winthrop Shaw Pitt 0 1 1
Qiompmes Cruz Abogados 0 1 1
Rodrigo Elias & Medrano 1 0 1
Salans 1 0 1
SJ Law Advocates & Solicitors 1 0 1Stikeman Eliot 0 1 1
Vinson & Elkins 0 1 1
Wright & Cooney 0 1 1
Yigal Amon 1 0 1
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 4/14Project Finance International November 14 201244
LEGAL SURVEY
AMERICAS - SEPT 2011 TOSEPT 2012
Law firm Lender Sponsor Total
Milbank Tweed 10 2 12
Allen & Overy 2 5 7
Latham & Watkins 2 4 6
Chadbourne & Parke 1 4 5Linklaters 1 4 5
Clifford Chance 2 2 4
Simpson Thacher & Bartlett 2 1 3
White & Case 3 0 3
Galicia Abogados 1 1 2
Mijares Angoitia Cortes y Fuentes 1 1 2
Norton Rose 2 0 2
Andrews Kurth 0 1 1
Bahr 1 0 1
Baker & McKenzie 0 1 1
Basch & Rameh 0 1 1
Blakes 1 0 1
Gibson Dunn 0 1 1
Gomez Pinzon Zuleta 0 1 1
McCarthy Tetrault 0 1 1
Miranda & Amado Abogados 0 1 1
Morrison & Foerster 0 1 1
Nishimura & Asahi 1 0 1
Orrick 1 0 1
Osler 1 0 1
Philippi Yrarrazaval Puldido & B runner 0 1 1
Pilsbury Winthrop Shaw Pitt 0 1 1
Qiompmes Cruz Abogados 0 1 1
Rodrigo Elias & Medrano 1 0 1
Shearman & Sterling 1 0 1
Skadden Arps 1 0 1
Stikeman Eliot 0 1 1
ASIA PACIFIC - SEPT 2011 TOSEPT 2012
Law firm Lender Sponsor Total
Allens 7 3 10
Herbert Smith Freehills 2 4 6
Allen & Overy 5 0 5
Lee & Ko 0 4 4Amarchand Mangaldas 3 0 3
Kim & Chang 3 0 3
Link Legal 3 0 3
Clayton Utz 0 2 2
Latham & Watkins 1 1 2
Albar & Partners 1 0 1
Allen & Gledhill 0 1 1
Ashurst 1 0 1
Baker & McKenzie 0 1 1
Chandler & Tong-ek 1 0 1
Clifford Chance 0 1 1
Gilbert & Tobin 1 0 1
IDBI Legal Department 1 0 1
J Sagar Associates 1 0 1
Kim Chang & Lee 1 0 1
King & Wood Mallesons 0 1 1
Legist 0 1 1
Mallesons Stephen Jaques 1 0 1
Norton Rose 0 1 1
SJ Law Advocates & Solicitors 1 0 1
Sullivan & Cromwell 0 1 1
Wright & Cooney 0 1 1
EMEA- SEPT2011TOSEPT2012
Law firm Lender Sponsor Total
Allen & Overy 6 7 13
Linklaters 7 6 13
Clifford Chance 9 3 12
White & Case 4 3 7
Norton Rose 1 4 5
Shearman & Sterling 3 2 5
Slaughter & May 1 3 4
Ashurst 1 1 2
Baker & McKenzie 1 1 2
Gide Loyrette Nouel 1 1 2
Latham & Watkins 1 1 2
Leges Advokat 2 0 2
Milbank Tweed 1 1 2
Skadden Arps 2 0 2
Willkie Farr & Gallagher 0 2 2
Akin Gump 0 1 1
Arab Legal Consultants 0 1 1
Azizov & Partners 0 1 1
EMEA - SEPT 2011 TOSEPT 2012 CONTINUED
Law firm Lender Sponsor Total
Bredin Prat 0 1 1
Chadbourne & Parke 0 1 1
Colibri 0 1 1
DLA Piper 0 1 1
Freshfields Bruckhaus Deringer 1 0 1
Hacohen Rozenberg 0 1 1
Helmy Hamza & Partners 1 0 1
Herbert Smith Freehills 1 0 1
Hogan Lovells 1 0 1
Lovells 1 0 1
Loyens & Loeff 0 1 1
McCarthy Tetrault 0 1 1
Orrick 0 1 1
Salans 1 0 1
Sullivan & Cromwell 1 0 1
Vincent & Elkins 0 1 1
Yigal Amon 1 0 1
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 5/14ProjectFinance International November 14 2012 45
LEGAL SURVEY
PROJECT LIST SEPT 2011 TOSEPT 2012
Project Country Value (US$m) Lenders Sponsors Subsidiary roles Sector
Barzan Gas Qatar 10,000 Skadden Arps White & Case Allen &Overy advised the ECAs Oil & Gas
AP LNG Australia 8,500 Latham & Watkins, Allens Sullivan & Cromwell, – Oil & Gas
Clayton Utz
Agility Trains Ltd-Intercity United Kingdom 6,199 Ashurst DLA Piper Freshfields Bruckhaus Deringer TransportationExpress Partnership
Nord Stream Phase 1Refinancing Russian Fed 5,400 Clifford Chance White & Case – Oil & Gas
Cartagena Oil Refinery Colombia 5,000 Milbank Tweed Linklaters – Petrochemicals
Eiffarie Refinancing France 4,614 Gide Loyrette Nouel Clifford Chance, Bredin Prat – Transportation
Su rgil G as Field Uzbekista n 4,0 00 Nor ton Rose, LegesAdv okat Vi nson & El ki ns, Col ibri, Li nkl aters advi sed C DC Oil & Gas
Open Grid Europe Germany 3,879 Clifford Chance Linklaters Oil & Gas
Mo st oro d Refin er y Egypt 3,700 Allen & Over y, S laughter & May, S hear man & S terli ng, Arab Ful br ight & J awor ski a dvi sed Oil & Gas
Helmy Hamza & Partners Legal Consultants the AfDB
Western High-Speed Motorway Russian Fed 3,651 Freshfields Bruckhaus Deringer Linklaters Transportation
Sabine Pass Liquefaction Train USA 3,626 Chadbourne & Parke Andrews Kurth Latham & Watkins Oil & Gas
Xayaburi Hydroelectric Laos 3,400 Chandler & Tong-ek Legist – Power
SeverEnergy Russian Fed 3,000 White & Case Norton Rose – Oil & Gas
Al Qurayyah IPP Saudi Arabia 2,751 Allen & Overy Chadbourne & Parke Baker Botts advised the Power
concession awarder
Lundin Petroleum Refinancing Norway 2,500 Herbert Smith Freehills Ashurst Linklaters Oil & Gas
Sydney Desalination Australia 2,230 Gilbert & Tobin Allens King & Wood Mallesons advised PPP
NSW, Baker & Mckenzie and
Olser advised OTPP
Tanjung Bin Energy Issuer Bhd Malaysia 2,171 Albar & Partners In-house – Power
Jubail A crylic Monomers Saudi A rabia 2,000 Clifford Chance Linklaters Baker & Mckenzie advised Petrochemicals
Scheme Tasnee/Sahara Dow and Evonik
Meja Thermal Power India 1,958 Link-Legal In-house Power
Nim es an d Mon tpell ier By pa ss Fran ce 1 ,866 Lin kla ters Wi llk ie Fa rr & Gall agher Gi de Lo yretter Nouel advi sed a Tran spor tati on
lender, Allen & Overy and
Clifford Chance advised
guarantor/ECA/multilateral
Oleoducto Bicentenario Colombia 1,800 In-house Allen & Overy, Gomez Pinzon – Oil & Gasde Colombia Zuleta, Qiompmes Cruz
Abogados
Sierra Gorda Copper Mine Chile 1,800 MilbankTweed, Nishimura Baker & McKenzie, Philippi Morrison & Foerster advised Mining
&Asahi YrarrazavalPuldido&Brunner junior lenders,Atsumi & Sakai
advised JOGMEC
Sangju - Youngcheon Expressway South Korea 1,677 Kim & Chang Lee & Ko – Transportation
Ma’aden Alcoa Alumina Refinery Saudi Arabia 1,666 Clifford Chance Baker & McKenzie – Industry
GW Lincs (Centrica) Wind Farm United Kingdom 1,584 Linklaters Slaughter & May – Power
Lon don T ham es Gat eway Uni ted Kin gdom 1 ,55 9 Cli ffo rd C han ce Allen & O very Fresh fields a dvi sedguara nto r/ Tran spor tati on
Greenfield Port ECA/multilateral, Norton Rose
Cernambi South FPSO Brazil 1,500 Norton Rose Linklaters – Oil & Gas
Jorf Lasfar Power Plant Morocco 1,500 Linklaters Allen & Overy Chadbourne & Parke advised Power
Expansion ONE
Montes del Plata Pulp Uruguay 1,500 Milbank Tweed Simpson Thacher – Energy
Nigerian Reserve Nigeria 1,500 Milbank Tweed Latham & Watkins – Oil & Gas
Development Financing
Sur IPP Oman 1,500 Allen & Overy Norton Rose DLA Piper advised concession Power
awarder, White & Case advised
Chubu Electric, Linklaters
advised guarantor/ECA/
multilateral
Abhijeet Thermal Power India 1,472 SJ Law Advocates & Solicitors In-house – Power
Guri Pocheon Expressway South Korea 1,457 Kim & Chang Lee & Ko – Transportation
Ecotax Toll France 1,432 White & Case Willkie Farr & Gallagher Linklaters PPP
Kishangarh Udaipur India 1,388 Link-Legal In-house – Transportation
Ahmadabad Road
Mallavaram-Bhopal-Bhilwara- India 1,307 Amarchand Mangaldas In-house Oil & GasVijaipur Pipeline
Vattenfall Assets Sale Finland 1,304 Linklaters Allen & Overy – Power
Mehsana-Bhatinda-Jammu- India 1,300 Amarchand Mangaldas In-house Power
Srinagar Pipeline
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 6/14Project Finance International November 14 201246
LEGAL SURVEY
PROJECT LIST SEPT 2011 TOSEPT 2012 CONTINUED
Project Country Value (US$m) Lenders Sponsors Subsidiary roles Sector
Dolphin Energy bond UAE 1,300 Sullivan & Cromwell Shearman & Sterling – Oil & Gas
Queiroz Galvao Two Drillships Brazil 1,300 White & Case Basch & Rameh – Oil & Gas
Eastlink PPP Project Refinancing 2Australia 1,290 Allens King & Wood Mallesons – Transportation
Singapore Power Cross Singapore 1,244 Allen & Overy Allen & Gledhill – PowerIsland Tunnel
Tufanbeyli Lignite-Fired Turkey 1,232 Clifford Chance White & Case – Power
Nong Saeng Gas-Fired Thailand 1,220 Allen & Overy Baker & McKenzie – Power
Combined-Cycle Power
S am balpur I ntegr ated St eel I ndia 1, 205 I DB I Legal Depar tm en t Sponsor sc oun sel - In -h ouse Allen & Ov er y, Si nghan i I ndu str ial
Plant Project Phase V & Partners, TrilegalSui Juris
United Steel Company Bahrain 1,200 Baker & McKenzie Clifford Chance – Industrial
Topaz Solar Farms USA 1,195 Latham & Watkins Gibson Dunn – Power
Farac Toll Road PPP Bond Mexico 1,160 Allen & Overy Mijares Angoitia Cortes y – Transportation
Refinancing Fuentes
Parkville (Victoria) Australia 1,138 Herbert Smith Freehills Clayton Utz Allens acted for Honeywell PPP
Comprehensive Cancer Centre
Northwind Offshore Wind Belgium 1,132 White & Case Loyens & Loeff – Power
Medina International A irport Saudi A rabia 1,100 Linklaters Norton Rose White & Case advised IFC and Gaca Transportation
Presido Parkway USA 1,100 Orrick Milbank Tweed Nossaman advised Caltrans Transportation
OSX-2 FPSO Brazil 1,093 White & Case Allen & Overy Oil & Gas
Cidade de Ilhabela FPSO Brazil 1,050 Norton Rose Allen & Overy Milbank Tweed advised Oil & Gas
Guara-Norte Mitsubishi
Embraport Terminal Expansion Brazil 1,039 White & Case Milbank Tweed Davis Polk & Wardwell Transportation
Kansanshi Copper Mine Zambia 1,000 Linklaters Allen & Overy – Mining
Expansion
QSTec Polysilicon Qatar 1,000 Skadden Arps Milbank Tweed – Power
Highway 407 East Extension Canada 993 Osler Stikeman Eliot – Transportation
La Muralla IV Brazil 993 Milbank Tweed, Galicia Clifford Chance – Oil & Gas
Abogados
NH8 Ahmedabad Vadodara- India 988 Link Legal In-house – Transportation
Six Laning & NE1 ExpresswayEquipower Portfolio Financing USA 985 Milbank Tweed Latham & Watkins – Power
Oaxaca Marena Renovables M exico 962 Clifford Chance, Mijares Chadbourne & Parke, Galicia – Power
Wind Farm Angoitia Cortes y Fuentes Abogados
Gatwick Airport Bond United Kingdom 960 Allen & Overy Slaughter & May – Transportation
Incheon-Gimpo Expressway South Korea 920 Kim & Chang Lee & Ko – Transportation
Cikampek-Palimanan Toll Road Indonesia 915 Allen & Overy – – Transportation
Paris Palais de Justice France 914 Salans Orrick Clifford Chance advised the PPP
guarantor
Cerro Del Aguila SA Peru 909 Milbank Tweed, Rodrigo Elias Morrison & Foerster, Miranda – Power
& Medrano & Amado Abogados
M5 South West Motorway Australia 903 Allens Herbert Smith Freehills Ashurst Transportation
Expansion
Tamar Natural Gas Israel 900 Shearman & Sterling Allen & Overy – Oil & Gas
Senoko Sembawang Gas Singapore 875 Allen & Overy Latham & Watkins Power
Fired Power
Schahin Black Diamond Brazil 865 Milbank Tweed Linklaters Shearman & Sterling Oil & Gas
IDO Privatization Turkey 861 Latham & Watkins – – Transportation
North Eastern Maharashtra India 847 Amarchand Mangaldas In-house – Power
Transmission Line
Seigneurie de Beaupre II & III Canada 842 Blakes, Clifford Chance McCarthy Tetrault – Power
Windfarm
Nottingham Express Transit United Kingdom 801 Hogan Lovells Linklaters – Transportation
Lines 2 and 3
AEI Fenix Chilca Combined Peru 779 Allen & Overy Clifford Chance – Power
Cycle Power
Perth A irport Refinancing and Australia 778 Mallesons Stephen Jaque s, Allens Herbert Smith Freehills Transportation
Expansion Allens advised guarantor/ECAHeritage Oil Nigeria 765 White & Case McCarthy Tetrault – Oil & Gas
Iskenderun Port Turkey 750 Linklaters Clifford Chance – Transportation
Schahin II Brazil 750 Milbank Tweed Linklaters – Oil & Gas
LSP Madison Portfolio USA 750 Shearman & Sterling Latham & Watkins – Power
Recapitalization
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 7/14ProjectFinance International November 14 2012 47
LEGAL SURVEY
PROJECT LIST SEPT 2011 TOSEPT 2012 CONTINUED
Project Country Value (US$m) Lenders Sponsors Subsidiary roles Sector
Sipchem/Hanwha Saudi Arabia 750 Allen & Overy Norton Rose – Petrochemicals
Petrochemical Scheme
Interlink M 5 Project Refinancing2 Austral ia 74 5 Allens Herbert S mit h Freeh il ls Ashu rst a dv ised t he guar an tor, Tran spor tati onKing & Wood Mallesons advised
on equity and tax aspects
2nd Seoul-Incheon South Korea 698 Kim Chang & Lee Lee & Ko – Transportation
Linking Highway
Essential Power Portfolio USA 665 Simpson Thacher Latham & Watkins – Power
Alta Wind V II & A lta Wind IX USA 649 Simpson T hacher & Bartlett Latham & Watkins Chadbourne & Parke advised P ower
Terra-Gen as tax counsel
Hope Downs 4 Iron Ore Australia 617 Herbert Smith Freehills Wright & Cooney – Mining
Edinburgh Airport United Kingdom 616 Allen & Overy Slaughter & May – Transportation
Tropicana Gold Mine Australia 606 Allens – Mining
Delhi-Agra Road India 600 J Sagar Associates In-house – Transportation
Samapco Integrated Saudi Arabia 599 Clifford Chance – – Oil & Gas
Chemical Complex
Allen & OveryDoug Owston Australia 593 Allens Herbert Smith Freehills – PPP
(Darwin) Prison PPP
Odebrecht Drillship Acquisition Brazil 587 Linklaters Chadbourne & Parke – Oil & Gas
Pisto Oil Refinancing France 583 Clifford Chance Linklaters – Oil & Gas
Imperial Solar Energy Center USA 581 Skadden Arps Pilsbury Winthrop Shaw Pitt – Power
South LLC (CSolar IV PV Project)
Arlington Valley Solar PV USA 550 Latham & Watkins Chadbourne & Parke Shearman & Sterling Power
Gorgon LNG Tranport Australia 545 Allen & Overy Clifford Chance – Oil & Gas
Free State Windpower LLC USA 542 Milbank Tweed Chadbourne & Parke – Power
Queensland Airports Refinancing Australia 535 Ashurst Herbert Smith Freehills – Transportation
Ohio State University USA 529 Millbank Tweed Allen & Overy – Transportation
Parking System
Brisbane Airport Refinancing Australia 509 Allens Norton Rose – Transportation
Blaise Diagne Senegal 500 Lovells Gide Loyrette Nouel – TransportationInternational Airport
Khauzak-Shady Uzbekistan 500 Shearman & Sterling, Akin Gump, Azizov &Partners – Oil & Gas
LegesAdvokat
Leviathan Bridge Israel 500 Shearman & Sterling, Allen & Overy, Hacohen – Oil & Gas
Yigal Amon Rozenberg
OSX-3 FPSO Project Brazil 500 Bahr Allen & Overy – Oil & Gas
Tihama Cogeneration Project Saudi Arabia 500 Clifford Chance Linklaters White & Case Power
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 8/14
The legal rankings in North America included
infrastructure deals such as the Presidio Parkway,
which took years to make it to financial close, as
renewables and more traditional power
continued to make a big dent. The mammoth
Sabine Pass liquefaction financing was a big part
of the year for three firms, Chadbourne & Parke,
Andrews Kurth, and Latham & Watkins. Milbank
Tweed was the most active in terms of number of
transactions, representing lenders on 10 deals
and working on the sponsor side on two.
One of the first major developments of the
year came with Jay Worenklein’s move to Akin
Gump, reinforcing the firm’s standing as a
renewable energy powerhouse. He joined Ed
Zaelke and Adam Umanoff as co-head of the
firm’s global project finance practice. Worenklein had most recently been with
Bingham McCutcheon. Earlier in his career he
founded and headed the power and project finance
practices at Milbank, where he practised for 20
years; founded and served as chairman and chief
executive officer of US Power Generating Company;
headed global project finance and independent
power at Lehman Brothers; and served as global
head of Société Générale’s energy, power,
infrastructure and project finance sectors.
Worenklein has guided the financing and
development of some of the largest electricity,
natural gas, water, oil, nuclear and transportation
infrastructure projects across the US internationally.
Early in the year, Stephen Davis also joined Akin
Gump as a partner in its energy and global
transactions practice. Davis was a partner in the
Houston office of Vinson & Elkins, where he was a
founding member of its project finance and
development practice and former managing partner
of its first Asian office. He has experience in handling
project finance and development-related matters for
refining, petrochemical and other energy projects in
the Americas, the Middle East, Africa and Asia.
The fallout from the Dewey LeBoeuf implosion
started in May and resulted in several firms
bulking up their project finance and energy teams.O’Melveny & Myers added a team of attorneys
from Dewey to its New York office. The team of
Richard Shutran, Junaid Chida, Arthur Hazlitt, Mark
Caterini, and Dev Sen has worked in the areas of
finance, development and M&A, and has represented
investors, lenders and sponsors in large-scale energy,
renewable and infrastructure transactions.
In June, a trio of lawyers from Dewey joined
Baker Botts in New York and Houston. William
Lamb and Michael Didriksen of New York and
Thomas Moore of Houston have experience
working with energy clients internationally on
mergers and acquisitions, project development and
strategic investments. The team complemented the
addition of Elaine Walsh, who represents a wide
array of electricity, oil and gas, and mining clients
in a number of major transactional and regulatory
matters. Walsh joined the Washington office of
Baker Botts from Kirkland & Ellis.
In June, Washington DC-based project finance
partner Gregory Smith left Dewey & LeBoeuf to
join Allen & Overy. Smith represents clients inthe development, financing, and privatisation of
infrastructure projects, with an emphasis on
emerging markets.
Hunton & Williams added six partners from
Dewey to its global energy and infrastructure
practice, including Bud Ellis, formerly co-head of
Dewey’s utilities, power and pipelines industry
group, Kevin Felz, Michael Fitzpatrick, Steven
Friend, Steve Loeshelle and Peter O’Brien.
The team that moved to Hunton represents
companies and investment banks in the power and
utility industries, focusing on public and private
capital markets transactions. In addition to their
capital markets deals, the new partners have advised
various power companies and infrastructure funds
on the acquisition and divestiture of both domestic
and international assets, as well as dedicated utility
rate securitisations, synthetic leases, and project
financings in various jurisdictions. The group is
based in New York.
Chadbourne managed to recover somewhat from
the loss of its team of renewables lawyers in 2011
with the hiring of Paul Kaufman and Evelyn Lim,
who joined the firm as partners on August 1 in the
Los Angeles office. Both hires brought extensive
experience working with renewables. Kaufman was
executive vice-president for enXco, while Lim cameto Chadbourne from Element Power.
In infrastructure project law, Geoff Yarema
stepping down as chair of Nossaman infrastructure
group was big news. Patrick Harder, who worked
for several years at Nossaman and for a period was
Project Finance International November 14 201248
LAWYERMOVESPUSHEDBY
DEWEYANDLATAMA HANDFUL OF FIRMS WERE ABLE TO BENEFIT FROM THE LOSS OF DEWEY & LEBOEUF, WITH THE ADDITION
OF EXPERIENCED PROJECT FINANCETEAMS IN THE US. IN LATIN AMERICA, FIRMS HAVE RACED TO EXPAND
INTO BRAZIL. BY ALISON HEALEY AND ALAN GERSTEN.
FEATURES
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 9/14ProjectFinance International November 14 2012 49
AMERICAS
co-chair of the infrastructure practice with Yarema,
took over in the position, and Yarema stayed on at
Nossaman as a senior attorney. Nossaman
frequently acts as an adviser to governments and
business in highway construction procurements
and contracts including public-private partnershipsand toll concessions.
Squire Sanders was selected for a significant
new engagement when the firm was chosen by
the US Department of Transportation, Federal
Highway Administration to provide legal services
to FHWA under the Transportation Infrastructure
Finance and Innovation Act (TIFIA) programme.
In Latin America, US legal firms have
considered opening new offices in Brazil and
hired expert lawyers to guide the firms through
the legal LatAm thicket. Hogan Lovells hopes to
open its Rio de Janeiro office in the fourth
quarter and in 18 to 24 months it could open
another office in Sao Paulo, said Claudette M
Christian, the partner who will head the Rio
office.
“We are in the midst of becoming a foreign legal
institution,” she told PFI. That means the
international law firm could handle non-Brazilian
law clients. For example, some US clients might
want to do business in Brazil, but use New York law.
Christian expects to have a four-person office,
with two partners and two associates, all of who
know Brazilian law well. Currently, she is taking a
course in Portuguese and hopes to become proficient
in the language, something she has already achieved
in Spanish. She estimated the whole process toestablish the law office could take six to nine
months, not an inordinate amount of time. Hogan
Lovells went through the proper channels.
“You don’t challenge the rules of the OEB [the
Brazilian bar association],” said Christian, who
has found office space in Rio at Rua Santa Luzia,
651, which is in the downtown area.
While Hogan Lovells was the only US law firm
to plan on a LatAm opening, that firm and others
have been hiring Latin American experts.
Diogenes Bermudez, former general counsel for
Petrobras Venezuela, has joined the Caracas office
of Hogan Lovells as counsel in the infrastructure
and project finance practice.
“Diogenes is one of the best oil and gas lawyers
in Venezuela, and he brings a wealth of
experience that will be of great value to our
clients,” said Bruno Ciuffetelli, co-head of Hogan
Lovells’ Latin American practice. “Diogenes will
help us further strengthen and expand our
energy practice in Latin America, where he has
great contacts and an exceptional reputation.”
In his previous position with Petrobras
Venezuela, Bermudez counselled on oil and gas
law and led complex negotiations with national oil
companies, government officials and international
partners, related to major energy projects. He hasextensive experience negotiating oil and gas
contracts and granting instruments, such as mixed
companies, joint venture agreements, operating
services agreements and gas licences. Hogan
Lovells has an office in Caracas, which is doing
well, Christian said. That’s so despite Hugo
Chavez, who was just re-elected president. “We
don’t get involved in politics,” Christian said.
In September, Carlos T Albarracin, who specialises
in Latin American deals, joined Milbank Tweed
Hadley & McCloy as a partner in the global securitiesgroup of the international law firm. Albarracin, an
Argentine native, was formerly a partner at
Chadbourne & Parke. He has worked on project
finance deals in Mexico, Colombia, Argentina, Chile,
Peru and elsewhere, and has advised foreign and
domestic clients on matters across Latin America.
At Milbank, he will work with the law firm’s
Latin American group, which advises on project
finance deals, among others. While concentrating
on several Latin American countries, Albarracin
will support the firm’s Mexico practice. Milbank’s
only Latin American office is in Sao Paulo.
Meanwhile, Chadbourne, which has offices in Sao
Paulo and Mexico City, had its own plans. First, the
international law firm issued a statement, saying:
“Due to our deep bench strength, we don’t plan any
particular changes in light of Carlos’ departure.”
Allen Miller, LatAm practice co-head, added that
“Carlos is a talented lawyer, and we wish him well.”
Chadbourne has named Silvia Fazio as an
international partner in the corporate practice.
She will be resident in Chadbourne’s Sao Paulo
and London offices and will establish a Brazil
desk in the London office to service the firm’s UK
and European clients that are active in Brazil.
Chadbourne’s Sao Paulo office, which opened in
2010, regularly advises corporations, internationalcommercial and development banks, investment
funds and international investors, multilateral
agencies and export credit agencies on a wide
range of capital markets, bank and project finance
and debt restructuring transactions. Chadbourne
said Fazio was not a replacement for Albarracin,
but just an addition to the Latin American team.
Milbank Tweed’s only Latin American office is in
Sao Paulo, and the firm has no plans to open other
regional offices. “Our strategy is to be in the financial
capitals and not practise local law. In Brazil, we
practise non-Brazilian law, and local firms practise
local law,” said Dan Bartfeld, a partner in Milbank’s
global project finance group, based in New York.
Marcelo Mottesi, also a New York partner, said:
“The focus is in New York. There’s no need to
open anywhere else.” The whole Latin American
region has been “extremely active. Different
funds and investors are looking for yields they
can’t get locally,” said Mottesi, who heads the
firm’s global securities group and is a member of
the Latin America Practice Group.
Besides Brazil, Peru, Chile, Colombia, Mexico
and Venezuela, activity is accelerating in the
Caribbean and Central America. “We’re seeing
sovereign business and representing a large bank
in an international [stock] issuance,” Mottesi said.He declined to be more specific.
Despite the political problems in Venezuela,
Milbank is involved in oil transactions in that
country, helping Asian investors and others
extract the oil and gas there, Bartfeld said.
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 10/14
The move to partnerships is a recognition that the
legal business is not only global but that big deals
are now taking place in the Asia-Pacific region
rather than solely in the northern hemisphere. In
Australia, the profession has been largely
dominated by Mallesons, Clayton Utz, Freehills,
Blake Dawson, Allens, and Minter Ellison, which
have generated a combined A$2.7bn in fees
accounting for 57% of the Australian legal market
served by the largest 20 firms.
But as the Asia-Pacific century looms ever larger,
the big UK firms from the magic and silver circles
have set their sights firmly on opportunities in
Australia with a spurt of mergers over the past year
or so. Blake Dawson merged its Asian offices with
Ashurst and rebranded as Ashurst Australia. Allens
Arthur Robinson linked with Linklaters to become Allens. Freehills joined with Herbert Smith to
become Herbert Smith Freehills, and Mallesons
took the China option and merged with King &
Wood to become King & Wood Mallesons.
But it hasn’t been all about finding a partner, the
arrival of Norton Rose (takeover of Deagons),
Clifford Chance and Allen & Overy in the Australian
market, as well as the integration of DLA Piper and
DLA Phillips Fox, represented a quantum shift in
thinking. No longer is it sufficient for larger firms
to simply focus on Australia, but rather it is now
critical to understand Australia’s role in the Asian
region and the opportunities that this role presents.
This has certainly provided a boost to people
movements, as was seen when Allen & Overy
poached several Clayton Utz partners and the
move by Clifford Chance to takeover some of the
smaller law firms as it did last year with Chang
Pistilli & Simmons in Sydney and Cochrane
Lishman Carson Luscombe in Perth.
Late last year, Squire Sanders entered Australia
when it launched its Perth office after poaching 14
partners from Minter Ellison. On November 1 it
opened a Sydney office after poaching Allens’ M&A
partner Campbell Davidson to head it up. Also, Clyde
& Co set up offices in Perth and Sydney on October 1
and has been busy poaching lawyers to extend itspractice from insurance to the resources sector.
According to legal recruiter firms, there has
been “a lot of movement in banking and
finance”, which is reflected in the recent partner
appointments across firms. Almost one in three
of 29 partner promotions made across a number
of firms in late June were in B&F groups,
according to the lawyers weekly newsletter.
Perhaps nowhere was the trend for law firms to
position themselves in the Asia-Pacific deal-making
centre as obvious as the merger between King &
Wood and Mallesons. When Australian top-tier law
firm Mallesons Stephen Jacques merged with
China’s largest law firm by head count, King and
Wood, it created one of the biggest law firms in
Asia. The merger takes the new name of King &
Wood Mallesons and will draw on the expertise of
more than 380 partners and 1,800 lawyers,
making it the world’s largest law firm
headquartered outside of the US and the UK.
The firm said the amalgamation represented
the changing shift in opportunities for the twofirms’ respective clients in Asia-Pacific markets.
“It reflects the need to re-orientate around Asia as
the new economic centre of gravity, accounting
for over half of the world’s GDP by 2050 and with
China’s economy forecast to overtake that of the
US in real terms by 2016,” says KWM.
King & Wood chairman Wang Junfeng has been
appointed the chairman of the new combined
firm. Stuart Fuller, who succeeds Robert Milliner
as chief executive partner of Mallesons, is the
global managing partner of the combined firm,
based in Hong Kong.
Allens is taking a similar approach. From May 1,
Allens discarded Arthur Robinson from its name
and enter into two profit-sharing joint ventures in
Asia with Linklaters – one that targets energy,
resources and infrastructure work in the region
and another focusing on Indonesia.
The year 2012 saw opportunities opening up in
the Asia-Pacific region, especially in frontier
markets such as Mongolia and Myanmar. One new
entrant is Hogan Lovells, which has started gearing
up for the opening of the Burmese market. The
firm has appointed Sean Conaty, who was
previously from A&O in Bangkok. He will focus on
the Mekong region as well as Indonesia. Hogan
Lovells has continued to hire and expand itsSingapore team. Alexander McMyn joined from
Linklaters and works on export financing
structured debt. Another joiner is Jennifer Chao,
who moved in from Shearman & Sterling and will
be working on PPP, energy and PF deals.
Project Finance International November 14 201250
AYEAROFLEGALMARRIAGES
ANDNEWWINDOWSIT HAS BEEN A YEAR OF LEGAL MARRIAGES IN THE ASIA-PACIFIC REGION, PARTICULARLY IN AUSTRALIA.
UK LAW FIRMS HAVE BEEN PARTICULARLY ACTIVE SEEKING MARRIAGE PARTNERS DOWN-UNDER AND THE
RESULT IS THAT AUSTRALIAN LAW FIRMS HAVE NOW BECOME IN NAME, RATHER THAN SIMPLY INTENTION,
TRULY GLOBAL. THE REGION ALSO OFFERS WINDOWS OF OPPORTUNITIES AS NEW FRONTIER MARKETS ARE
BEGINNING TO OPEN UP. BY JOHN ARBOUW AND MINERVA LAU.
FEATURES
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 11/14ProjectFinance International November 14 2012 51
ASIA PACIFIC
Another firm is doing the same. Baker &
McKenzie has appointed a Myanmar lawyer, Saw
Yu Win, to its Bangkok office. Win who is from
Myanmar Thanlwin Legal Services in association
with DFDL Mekong, has more than 15 years of
experience advising foreign clients in Myanmar. At B&M, she will be assisting in building the
firm’s Myanmar practice. That includes advisory
work on cross-border investment in the energy,
mining, and telecommunications sectors.
B&M continues to maintain a close watch on
India. Its Indian practice includes more than 300
multi-disciplinary lawyers globally. The American
firm has appointed Ashok Lalwani this year as
the new head of its global India practice and he
takes over from David Jacobs, who has led the
practice since 2005 and is retiring as a partner.
Lalwani, however, will be based in Singapore, the
city state that seems to be the favourite base for
regional activities for the law firms.
India itself is still to deregulate its legal
industry. Foreign law firms are not allowed to set
up offices there, even just merely representative
offices. However, many Indian companies have
started to expand and to seek investment
opportunities outside the country.
“India presents one of the best growth
opportunities for business today, with strong
economic fundamentals and burgeoning domestic
consumption. As Indian companies continue to go
global to gain access to overseas markets, acquire
natural resources, new technologies and established
brands, our priority is to further assist our Indianclients with their global aspirations,” said Lalwani.
Singapore, on the other hand, welcomes foreign
firms with open arms. Singapore’s Law Minister K
Shanmugam announced in July this year that there
would be a second round of qualifying foreign law
practice licence applications. He said that more
QFLP licences would be awarded by 2013. The move
is aimed to liberalise legal services in the country,
and in turn boost its reputation as a vibrant legal
hub. The programme was introduced in 2008 and
now has six international law firms. They are Allen
&Overy, Clifford Chance, Herbert Smith, Latham &
Watkins, Norton Rose and White & Case.
In addition there are six joint law ventures
between international and local law firms –
Singapore’s own version of law partnership. They are
Baker & McKenzie, Dacheng Wong Alliance, Duane
Morris & Selvam, Hogan Lovells Lee & Lee, Pinsent
Masons MPillay, and Watson Farley & Williams Asia
Practice. All these are in addition to some 110 foreign
law practices registered in the country.
Singapore remains an important base for law
firms with clients in the region. Probably the
most significant move during the year was the
return of Freshfields Bruckhaus Deringer to the
city state after a five-year absence. It has secured
a new licence to operate in the city state andstarted operating the new office in October. The
new office is led by partners Stephen Revell, who
heads the firm’s global capital markets practice,
and Gavin MacLaren, who will lead its Asia
energy and natural resources practice.
According to Revell, the time is right and there
is a strong outlook for PF, including natural
resources. “There is a lot of infrastructure needs
that will drive project finance,” he said.
UK-based Berwin Leighton Paisner has added a
new partner to its Singapore office. Nomita Nair,an energy project finance specialist, has joined its
finance practice and works with Alistair Duffield,
the managing partner who also heads the project
finance team that comprises 30 partners,
associates and paralegals.
B&M has enhanced its team of project finance
practitioners to be based in Singapore. There is Erik
Begin, a senior legal consultant whose main areas
of practice are power and infrastructure projects
and who was previously with Latham & Watkins,
and prior to that with Allen & Overy. There is also
Milan Radman, another senior legal consultant
who is considered knowledgeable on the
Indonesian resources sector, including the mining
sector. He was previously with Blake Dawson and
based in Australia, before flying up to Singapore.
White & Case has promoted three lawyers in
Asia to partnerships, effective from January 2013.
Two will be based in Singapore and one in Tokyo.
Based in Tokyo will be Alexander Woody, a
member of the global project finance practice
and who focuses on energy project development
and financing, with particular expertise in the
LNG sector. The Singapore-based lawyers will be
Jonathan Olier, a partner in the global M&A
practice, and Nandakumar Ponniya, a partner in
the global international arbitration practice.Mayer Brown JSM has similarly strengthened its
Singapore-based team with the addition of Nathan
Dodd, who has more than 13 years of experience
in the Asian market, with a particular emphasis on
the energy, natural resources and infrastructure
sectors. Dodd was previously with Linklaters.
Recently, White & Case LLP hired Tim Jeffares
to its finance practice in Tokyo. Jeffares, who was
the head of Clifford Chance’s Tokyo Office from
2004 to 2008 specialises in debt finance, with his
practice ranging from syndicated loan
transactions to leveraged acquisitions,
securitisations and real estate finance.
The addition of Jeffares to White & Case in Tokyo
follows the transfer of English-qualified project
finance partner Paul Harrison from the London
office to Tokyo at the beginning of 2012. Jeffares and
Harrison join finance partner Simon Collins, whose
principal area of practice is asset finance. In South
Korea, Kim & Chang has around 30 people in the
project finance practice group and is regularly touted
as one of the leading firms in banking and finance.
The sophistication of deals in Australia,
Singapore and Hong Kong has certainly created
the bulk of work in the PF sector but other
jurisdictions such as Japan have also been active.
Movements and expansion continue in the region. Yes, it is the Asia-Pacific century but success
throughout the region is not about the names on
the marquee but the depth of the relationships
with sponsors and lenders that individual firms
and partners are able to make and sustain.
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 12/14
So, how was 2012 for you? It’s a question that
elicits mixed reactions from EMEA’s project
finance lawyers. A sharp intake of breath from
some, before they explain that the European
market is the worst its ever been. “A record year,”
cry others, as they reel off the multi-billion dollar
emerging markets deals that finally reached close.
The divergence of opinion reflects the fact that
while project finance has always been a broad
church, the boundaries of its definition have
stretched ever further in 2012, as fewer and
fewer pure long-term non-recourse loans have
been transacted.
For lawyers, this means being ever more nimble
with hybrid structures, and finding new ways of
channelling the liquidity sponsors crave as the
bank market dries up. It arguably means that
specialising in either sponsor or in lender advisory is now less viable, as project finance lawyers with
a broad view of the market are better able to cope
with this shifting landscape. It’s an environment
that is seeing developers eschew greenfield project
finance debt on an ever more regular basis.
“With bank capital becoming ever tighter, I’m
seeing more and more sponsors financing the
construction or initial stages of a project through
equity or shareholder loans, says John Balsdon,
energy finance partner at Herbert Smith
Freehills. “It is at the operational phase that they
then refinance with debt. For a law firm, this
means that you have to help sponsors tailor their
structure for a bank take-out from day one.
“Of course, you don’t have to be make
arrangements excessively bank-friendly, but you
do need to ensure that those contracts that are
cash-generative are also bankable. A good law
firm can help sponsors structure things properly,
whereas a sponsor alone might create a structure
that works perfectly for them commercially but
the structure may need to be completely
overhauled when the banks come in.”
Despite the difficulties in the bank market,
international sponsors in EMEA still want banks
involved, and not just to boost their returns on
equity. The legal strength of project financeframeworks is highly desirable for sponsors,
particularly when operating in new markets.
Balsdon says that the main reason international
sponsors still seek bank involvement in EMEA is
“for the discipline and the political coverage they
can provide, particularly if a project gets into
trouble. with the involvement of the banks
international sponsors have greater comfort the
host state will behave appropriately.”
With project finance as much in demand as
ever, but liquidity increasingly strained, the rise
of the export credit agencies has continued apace
in 2012. The importance of ECA money is not a
new trend, but it seems that hardly a big deal has
got done in 2012 without their help.
Japan Inc was indispensable to the closing of the
£2.4bn Intercity Express Programme in the UK,
which saw support from both JBIC and Nexi for a
UK PPP for the first time. Taqa’s US$2bn Jorf Lasfar
expansion project in Morocco featured both direct
loans from JBIC and Kexim, as well as cover from
Nexi. Finally, few European wind farms were
financed without ECA support, and Denmark’s EKFcemented its dominance in this regard through an
institutional debt link-up with PensionDanmark.
For lawyers, this means that getting close to
the main players is more important than ever.
“Relationships with the big three ECAs – JBIC,
Kexim, US Ex-Im – are critical to any PF business
these days,” says Tim Pick, head of Shearman &
Sterling’s project development and finance
group. “Most practices have people on the ground
in Washington and Tokyo. The recent free-trade
agreements between South Korea and the US and
EU means that many projects groups are
considering opening offices in Seoul.”
For law firms hoping for roles on the multi-billion
dollar deals this year, having a solid oil and gas
practice was just as important as cosying up to the
ECAs. Whether due to short tenors or its ability to
meet banks’ internal hurdles, the once niche area of
reserved-based lending has become big business in
2012, with Tullow Oil in Ghana and Lundin
Petroleum in the UK two of the year’s biggest deals.
“It’s not a case that RBL deals have increased
dramatically, but rather that it’s an area that has
stayed healthy while the rest of bank lending has
shrunk,” says Balsdon. “European banks
dominate here, but there’s no real reason why.
The RBL structure was originally American, andthere’s nothing stopping American or Japanese or
South African banks developing their RBL
business. There are already signs of these banks
looking to expand into these areas.” A number of
long-delayed O&G deals finally closed this year, a
Project Finance International November 14 201252
LAWYERSADAPTTOA
BRAVENEWWORLDAS EUROPEAN DEAL FLOW CONTINUED TO EBB, PROJECT FINANCE LAWYERS IN EMEA HAD TO PURSUE NEW
STRUCTURES AND NEW GEOGRAPHIES. CANTHE ARRIVAL OF PROJECT BONDS GIVE THINGS A SHOT IN THE
ARM NEXT YEAR? BY ROBERT SMITH.
FEATURES
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 13/14ProjectFinance International November 14 2012 53
EMEA
boon to those with roles on the Egyptian
Refinancing Company project for example. The deal
also heralded the reopening of a key market
following the fallout from last year’s Arab Spring.
“Egypt is very much open for business again.
Even before the Arab Spring, with Mubarak’sadvancing age it was clear that there would be
some kind of shake-up during the life of a typical
PF deal, so I don’t think people were that
unprepared,” says Pick. “Shearman & Sterling
helped bring the US$3.7bn ERC to close this year
– after six years of work. There is now talk of IPPs
in the country again, and EGAS recently issued an
RFP for a regasification terminal. Egypt has
always been a strong market for us, and we are
obviously keen for that to continue.”
Turkey continued to assert itself as a key market,
capping off its year by receiving a much coveted
investment-grade rating from Fitch. “Turkey is a
market full of promise, but it’s incredibly
competitive,” said one projects lawyer. “As well as
the usual competition between European and
American firms, you have strong Turkish law firms
in contention for mandates as well.”
One big market that every EMEA project’s practice
is focusing on is Africa. “We’re seeing a lot of big
new deals in Africa – I’m doing three major deals in
Mozambique alone right now,” says Pick. “Whereas
big deals have always been on the drawing board in
Africa, now they seem to be actually happening.”
Once upon a time, asking a project finance
lawyer for his opinion on Mozambique would’ve
led to a quizzical eyebrow being raised. Now, with several IPPs in the offing and the prospect of
LNG projects following several big gas field
discoveries, everyone is clamouring for mandates.
Renewables projects in Africa are also finally
gathering pace. The first phase of South Africa’s
renewables programme reaches financial close
this month, with 28 projects, billions in debt and
plenty of juicy advisory roles.
This all raises the question, how do lawyers
capitalise on this new market? Tim Picks says: “To
do business in Africa you have to be that much
more creative, as there is a much more diverse
range of political risks and the lack of track record
and standardised documents often mean you have
to build structures from first principles.”
The unique challenge of doing business in
Africa has led some firms to determine that they
need expertise on the ground. Norton Rose
opening up in Tanzania and Herbert Smith
Freehills in Guinea shows that this is the case for
both Anglophone and Francophone countries.
“The whole point of opening an office in
Guinea is to create an office that is successfully
locally whilst also acting as a hub, particularly for
the countries signed up to OHADA law,” says
Herbert Smith Freehill’s Balsdon. “Once upon a
time people could do their African business fromLondon and Paris, but these days if you don’t
have men on the ground, or if you’ve not
travelling there regularly, that doesn’t provide
the value and clients will not take you seriously..”
The fact that Africa is a patchwork of vastly
different nations presents further challenges to
project finance lawyers. “As with any emerging
market, you try to inject as much English and New
York law as possible into the documentation, in the
EPC contract and finance documents for example,
and use local law for certain governmentagreements and security documents,” says Pick. “In
Francophone Africa you have the OHADA treaties,
which provide some unity and standardisation of
legal systems – we are now able to issue Shearman
& Sterling opinions on OHADA law.”
Another complication coming over the horizon
for Africa is the arrival of the new set of Equator
Principles next year. “EP III is coming over the
horizon fast for projects,” says Balsdon. “It’s going
to govern a wider range of instruments and as it
will apply to deals over a hundred million dollars,
any significant deal will be potentially covered.”
The growing importance of EMEA’s last initial
has matched by the decline of its first initial this
year. Europe, once the mainstay for any project
finance practice, has been hit especially hard by
the double-punch of constrained bank tenors and
weakened sovereigns. It is perhaps no surprise
then that the call for institutional investor
finance is coming strongest from Europe.
“Every year, people speculate that now is the time
when finally project bonds will emerge,” says Nick
Bliss, infrastructure and energy partner at Freshfields
Bruckhaus Deringer. “What’s struck me as being
different this year is the sheer political momentum
and will behind bond solutions across Europe. Bank
capacity is becoming more and more constrained,and we’re seeing a build-up of initiatives on both a
European scale and a nation state scale to remedy
this. With this increasing pressure one has to think
that a solution must emerge soon.”
When project bonds do emerge, which law firms
will benefit? “When they do get moving, the US
firms have a big competitive advantage as they tend
to be New York law governed and require deep US
capital markets expertise,” says Tim Pick. “We’ve
seen all the major bond mandates in the Middle
East go to American firms. For some, English firms
haven’t even been invited to bid for the work.”
Those at European firms are at pains to counter
this US-led argument, with Bliss stating: “The US
capital markets are very deep and sophisticated,
but I don’t think it necessarily follows that US
law firms will have an advantage if project bonds
take off. All the big firms in Europe have advised
on US issuance after all. If project bonds do
emerge, then it will boost deal flow, which has
frankly been abysmal in Europe recently, and
that will benefit everyone in the market.”
So how was 2012 for you? Probably very good if
you were advising on a raft of O&G deals or
attending closing ceremonies with JBIC and Nexi.
For those used to strong European deal flow,
however, things were probably less rosy. With2012 nearly over, however, project finance
lawyers are now focusing on how best to
approach 2013. Whether this means battling hard
for those first bond mandates or clocking up the
air miles to Africa remains to be seen.
8/16/2019 06 Legal Report@p41-54NEW
http://slidepdf.com/reader/full/06-legal-reportp41-54new 14/14
(1)
Breaking views