GUYER & REGULES
Prestige in banking and corporate work with continued growth from this prestigious Uruguayan institution, Guyer & Regules’s reputation as a dealmaker, and the natural home to the country’s blue-chip corporates and investors, remained unchallenged. Rarely does a major deal go past in Uruguay without Guyer & Regules involved – and 2009 evidenced that very strongly indeed – on top of which, most gallingly for competitors, the firm is also widely seen as being one of the most profitable in Uruguay.
PEOPLE & PRACTICES
The corporate department is seen time and again on Uruguay’s high-profile deals, and wins effusive praise from its clients. One regards Guyer & Regules as the best corporate legal adviser in Uruguay: “The firm provides comprehensive coverage of all areas of investment banking and corporate finance as well as sound tax advice.” In particular the two most prominent dealmakers, Nicolás Herrera and Nicolás Piaggio, have gained their clients’ confidence. Herrera leads transactions across a range of practice areas while maintaining relations with major clients, and with impressive results. One client calls him “one of the most experienced lawyers and smartest dealmakers in Uruguay in the last 20 years for large and complex transactions.” And Piaggio wins acclaim for his leadership of “a team that executed its role with accuracy and creative solutions when needed.” Another of the corporate department’s clients finds corporate and tax lawyer Juan Manuel Albacete “meets our needs with excellence.” Álvaro Tarabal (“extremely competent, knowledgeable and well connected”) is mentioned for his commercial skills and abilities in getting deals closed. Clients also praise M&A lawyer Diego Baldomir and labour and litigation lawyer Leonardo Slinger. And litigation lawyer Carlos Brandes, along with Eloisa Cerdeña, is recognised as having “vast experience in civil litigation, and particularly in international commercial arbitration.” The firm assists in negotiations between unions, the government and businesses in banking and chemical sectors among others. With its centenary coming up next year, Guyer & Regules is not scared of modernising, as evidenced by the relative youth of its partners: the eldest is 58 and the youngest 39. In comparison with the other Uruguayan firms on this list, a notably high proportion of the firm’s lawyers, especially its associates, have worked or studied abroad.
The banking team represents a sizeable portion of the country’s banking sector. Citigroup is a regular client, while other banking custom comes from Dutch development bank FMO and Standard Bank. One of Uruguay’s biggest banking clients says: “It has significant experience and access to regulators, lawmakers, major business players and the judicial system, which works to the advantage of its customers. Given its legal experience and networking capabilities, we confidently recommend the firm to our customers.” Another banking client, who boasts a 15-year relationship with the firm, says it “always finds strong teams that deliver quality under pressure.” A leading emerging markets investment manager says, “The firm provides an excellent, client-focused and professional level of service.” Meanwhile McDonald’s Latin American franchisee Arcos Dorados has retained the firm to advise on a US$350 million refinancing and, taking advantage of the firm’s dealmaking skills, cement maker Loma Negra, oil field operation and maintenance company AESA and media group CBS Corporation have all sought its advice on M&A work. Mining company Rio Tinto, meanwhile, retained the firm to advise on a US$210 million port project.
Indeed, the firm has a history of work connected to port projects, and has worked for, among others in the sector, Anglo-Australian mining group Rio Tinto. Unilever is a long-standing client, with a relationship stretching back over 50 years, and country manager Luis Maria Rodriguez says, “They have provided excellent practical and commercial advice [...] the best legal service we require. The team has demonstrated deep knowledge in these areas and go beyond the legal aspects, taking the time to understand our business.”
Lawyers complete an average of 19 hours each per year. Pro bono clients include Fundación Niños con Alas, Junior Achievement, Endeavor, El Refugio, Fundación Liceo Jubilar and AIESEC Uruguay.
In addition to its Montevideo headquarters, Guyer & Regules has recently opened an office in the city’s main free-trade area, Zonamerica.
ALLIANCES AND NETWORKS
The impeccably connected Guyer & Regules is a member of the Club de Abogados, the Lex Mundi network, Multilaw and the World Services Group.
Real estate lawyer Federico Susena became a partner of the firm in the New Year promotions round in 2010, while the firm also continued its steady build-up of associate talent.
Early in 2009, the firm acted for Brazilian private equity fund Advisors Investment as it acquired a stake in one of Uruguay’s leading construction companies. Capitalising on an overspill of real estate work from Argentina which, in view of that country’s political difficulties, has seen some agricultural companies preferring to hold land in Uruguay, the firm attracted work from Argentine venture capital firm Consultatio when it made a US$140 million real estate project in Punta del Este.
In 2009, Uruguay saw its record for the largest ever M&A deal broken twice, and Guyer & Regules had a role to play each time. In May, it acted for Swedish-Finnish paper company Stora Enso, as it and Chile’s Celulosa Arauco agreed the joint acquisition of 130,000 hectares of plantation land and other operations in central and western Uruguay, in a deal valued at US$344 million. That deal closed in October, and two months later, the firm helped shatter the record it had established, by acting for the finance company Calyon and Nordea Bank Finland in Finnish forestry company UPM’s US$2.4 billion acquisition of Uruguayan assets from fellow Finns Botnia and its partner Metsäliitto.
Other significant deals saw it designing a unique structure to allow a Uruguayan venture capital fund to sell and purchase shares in two local software companies. In June, the firm’s finance practice helped HSBC agree a financing deal with Uruguay’s state-owned electricity company, UTE, and in September it teamed up with Argentina’s Bruchou, Fernández Madero & Lombardi to assist the International Finance Corporation in providing financing to Argentine citrus fruit producer San Miguel.
The firm advised Rio Tinto in its US$1.6 billion sale of assets to Vale, and the banking practice acted for placement agents Citigroup and Barclays as the government of Uruguay sold US$500 million in bonds. The firm was also Uruguayan deal counsel as Latin America’s biggest restaurant operator Arcos Dorados made a US$450 million bond offering in the US.
A special project saw Herrera and Piaggio leading a team which helped Uruguay’s National Housing Agency draft legislation to encourage financing for housing projects.
In its disputes work the firm won a precedent-setting ruling against Uruguay’s social security agency, Banco de Previsión Social, on behalf of a pension fund manager, in a dispute over administrative fees for collecting pension fund contributions. During the summer, it helped Spain’s Telefónica win a lawsuit against Uruguay’s state-owned telecoms operator, ANTEL, over interconnection fees, and in September it advised UK private equity fund Ashmore as it saw off a compensation claim from 100 former employees of a bankrupt Uruguayan airline, Uair. In arbitration, the firm acted for French-owned hotel operator La Maison de Sophie in a dispute over a real estate development, setting another precedent by securing a ruling that arbitral tribunals must base their decisions on law rather than on principles of equity, in cases where the contract’s arbitration clause is silent on the matter and the parties disagree.