IT tops LatAm deal flow in 2016

Posted on
TTR-Deal-Tracker

TTR Deal Tracker
www.TTRecord.com

LATIN AMERICA

TTR Deal Tracker is a monthly email update identifying M&A trends in Latin America and compiling YTD rankings of leading financial and legal advisors

BRAZIL: IT sector leads dealmaking in 2016

Transactions in Brazil’s IT sector led dealmaking in 2016 with volume up 17% over the previous year, according to TTR data (www.TTRecord.com).

The number of cross-border deals in the space led by international buyers fell slightly, meanwhile, from 82 in 2015 to 68 in 2016. As in 2015, North American bidders demonstrated the strongest appetite for Brazilian firms from among the pool of foreign investors targeting the space.

MEXICO: IT deal volume up 23%

Dealmaking in Mexico’s IT space was up 23% in 2016 over the previous year, according to TTR data (www.TTRecord.com).

The number of transactions led by foreign buyers fell slightly from 13 in 2015 to 11 in 2016, meanwhile. The largest deal in the space in 2016 was the USD 55m capital injection in e-commerce company Linio.

Rankings / League Tables

Latin America Ranking – 2016*

Financial Advisory by number

Banco Itaú BBA leads TTR’s Latin America financial advisory ranking for 2016 with 46 deal mandates for the year on transactions worth a combined USD 32.1bn. Itaú’s 2016 performance represents a 13% dip in deal volume and a 55% spike in aggregate value compared to its 53 mandates on deals worth a combined USD 20.7bn in 2015, when it also led the chart. Banco Bradesco BBI climbed from third in 2015 to take second place in 2016 region-wide, its volume up 67% from 21 to 35 deals, the aggregate value of those transactions up 145% from USD 12.3bn to USD 30bn. Banco BTG Pactual was bumped from second in 2015 to third in 2016, meanwhile, its deal volume down 18% from 40 to 33, its aggregate value down 4% from USD 15.5bn to USD 14.9bn. BAML grew its deal volume 186% to place fourth while the aggregate value of its transactions climbed 1,494% to USD 22bn after not placing among the top 10 regionally for full year 2015. Banco Santander fell one place in the chart to take fifth despite increasing volume 50% from 12 to 18 and upping aggregate value 25% from USD 8bn to USD 10bn between the two twelve-month periods. Lazard, in sixth with 14 deals worth a combined 1.6bn, did not place among the top 10 regionally in 2015, nor did Citigroup, in seventh with 13 mandates on deals together worth USD 8.3bn, nor JPMorgan, in eighth with 12 worth USD 14bn combined. BBVA fell three positions to take ninth, despite adding one deal to its count and the aggregate value of it deals increasing 205% from USD 1.4bn to USD 4.3bn. BNP Paribas, in tenth, also with 12 mandates for the year in the region, was not among the top 10 financial advisors in Latin America in 2015.

Latin America Ranking* – 2016
Legal Advisory by number

Baker & McKenzie leads TTR’s Latin America legal advisory ranking for 2016 with 29 mandates on deals together worth USD 3.2bn, representing a 12% drop in volume and a 50% increase in aggregate value compared to its performance the previous year, when it also led the chart. White & Case follows in second, its deal count up by two to 15, the aggregate value of its transactions up 158% from USD 1.3bn to USD 3.5bn relative to its 2015 performance when it placed third. Clifford Chance also climbed one position in the chart to take third, its 14 deals worth a combined USD 9bn, representing a 56% increase in volume and a 6% increase in aggregate value compared to its nine together worth USD 8.5bn in 2015. Jones Day fell two positions from second to take fourth, its deal volume down by 10 to 14, its aggregate value down 61% from USD 2.8bn to USD 1bn. Linklaters is up three positions in the ranking from eighth to fifth, its deal count nearly doubling from seven to 13, the combined value of its transactions up nearly 4,000% from USD 233m to USD 9.3bn. Cleary Gottlieb Steen & Hamilton also advised on 13 deals in 2016, in its case worth a combined USD 4.9bn, after not placing among the top 10 legal advisors in Latin America in 2015. Skadden, Arps, Slate, Meagher & Flom, ranked seventh, advised on nine deals in 2016, the same volume as in 2015, while the aggregate value of its transactions increased 372% from USD 1.2bn to USD 5.6bn. Shearman & Sterling fell three positions to take eighth, its deal volume remaining constant, its aggregate value up 109% from USD 1.2bn to USD 2.6bn. Simpson Thacher & Bartlett is up one place in the chart in ninth after adding three deals to its count in 2015 while its aggregate deal value fell 2% from USD 6.4bn to USD 6.2bn. Hogan Lovells, in tenth with seven deals worth a combined 6.6bn, was not among the top 10 in 2015.

Brazil Ranking* – 2016
Financial Advisory

Banco Itaú BBA leads TTR’s Brazil financial advisory ranking for 2016 with 37 mandates on deals worth a combined USD 24.6bn. Brazil’s top investment bank also led the chart in 2015 when it’d advised on 46 deals worth a combined 20bn, representing a 20% decline in volume and a 23% increase in aggregate value. Banco Bradesco BBI is up one place in the chart to take second, its volume increasing 75% from 20 to 35, its aggregate value up 145% from USD 12.3bn to USD 30bn. Banco BTG Pactual fell one place to take third, its volume down 17% from 29 to 24, its aggregate value down 37% from USD 14bn to USD 8.9bn. BAML ranks fourth with 16 deals worth a combined USD 15.9bn after not placing among the top 10 investment banks in Brazil for full year 2015. Cypress Associates, in fifth with 11 deals together worth USD 22m, was also absent from the top 10 in 2015. Vinci Partners ranks sixth, as it did in 2015, its deal count increasing by one, its aggregate value up 164% from USD 184m to USD 487m. BR Partners fell two positions in the chart to take seventh, its volume on par at nine, its aggregate value up 353% from USD 347m to USD 1.6bn. JPMorgan, in eighth with seven deals for the year worth a combined USD 9bn, was not among the top ten in 2015, nor was BNP Paribas in ninth with six deals together worth USD 712m. Rothschild fell one place in the chart to take tenth, its deal count falling by one, its aggregate value up 3% from USD 8.2bn to USD 8.5bn.

Brazil Ranking* – 2016
Legal Advisory

Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados leads TTR’s Brazil legal advisory ranking for full year 2016 with 71 transactions worth a combined USD 25.6bn, representing a 20% increase in volume and a 99% jump in aggregate value from the 59 deals together worth USD 12.9bn in 2015 when it ranked second. Pinheiro Neto Advogados fell from its leadership position in 2015 to rank second, its volume down 9% from 67 to 61, its aggregate value down 7% from USD 20.4bn to USD 19bn. Machado, Meyer, Sendacz e Opice Advogados ranks third with 59 deals worth a combined USD 6bn, up 16% by volume, down 73% by aggregate value compared to its performance in 2015, when it also ranked third. Souza, Cescon, Barrieu & Flesch Advogados ranks fourth, as it did for full year 2015, its deal count up from 51 to 58, the combined value of its deals up 18% from USD 6.7bn to USD 7.9bn. TozziniFreire Advogados climbed three positions in the chart to take fifth, its volume up by 10 to 41, its aggregate value up by 867% from USD 875m to USD 8.5bn. Barbosa, Müssnich, Aragão is down one position in the chart in sixth, its deal count down from 45 to 37, its aggregate value down 39% from USD 11.8bn to USD 7.2bn. Veirano Advogados, in seventh, also fell one place in the chart, its volume down 23% from 43 to 33, its aggregate value up 647% from USD 1.5bn to USD 11.2bn. Demarest Advogados too is down one place in the ranking, its volume having declined 24% from 38 to 29 while the aggregate value of its deals rose 178% from USD 1.9bn to USD 5.4bn. Stocche, Forbes, Padis, Filizzola, Clapis, Passaro, Meyer e Refinetti Sociedade de Advogados ranks ninth with 27 mandates in 2016 worth a combined 1.5bn, after not placing among the top 10 for full year 2015. Lefosse Advogados, in tenth with 24 deals together worth USD 8.7bn, was also absent from the top 10 in 2015.

Mexico Ranking* – 2016
Financial Advisory

BBVA leads TTR’s Mexico financial advisory ranking for full year 2016 with nine deals worth a combined USD 4.1bn, up from seven together worth USD 960m in 2015 when it also led the chart. Citigroup ranks second with four transactions worth a combined USD 4.5bn, leading the chart by aggregate value after not ranking among the top 10 for full year 2015. PC Capital ranks third, as it did the previous year, its deal count down by one to three. Deutsche Bank, in fourth with two deals in 2016, is tied by volume with JPMorgan, Morgan Stanley, Lazard, Credit Suisse Group, Alfaro, Dávila y Ríos and AZ Capital. Of the lot, only Lazard and Alfaro, Dávila y Ríos ranked among the top 10 in 2015, also with two transactions each. Lazard ranked sixth for full year 2015, its two deals amounting to USD 1bn combined, compared to USD 1.2bn in 2016, while Alfaro, Dávila y Ríos ranked fifth, its two transactions together worth USD 2.2bn, compared to USD 575m a year later.

Mexico Ranking* – 2016
Legal Advisory

Creel, García-Cuéllar, Aiza y Enríquez leads TTR’s Mexico legal advisory ranking for full year 2016 with 25 mandates on deals worth a combined USD 3.7bn, representing a 7% decline in volume and a 74% drop in aggregate value compared to its 27 transactions together worth USD 14bn in 2015, when it also topped the chart. Galicia Abogados is up one position in second with 14 deals worth a combined USD 4.5bn, on par by volume and up 57% by aggregate value compared to its performance for full year 2015, when it ranked third. White & Case México climbed one position in the chart to third, despite a slight decline in volume from 11 to nine transactions and a 26% drop in aggregate value from USD 1.3bn to USD 973m. Ritch, Mueller, Heather y Nicolau, in fourth with eight deals worth a combined USD 2bn, was not among the top 10 for full year 2015. Mijares, Angoitia, Cortés y Fuentes ranks fifth, also with eight advisory mandates in 2016, down from 15 in 2015 when it ranked second, while the firm’s aggregate deal value dipped 23% from USD 2.4bn to USD 1.8bn. Jones Day México is down one position in the chart in sixth, its deal count down by two to eight, its aggregate value down 55% from USD 2.2bn to USD 1bn. Santamarina y Steta Abogados, absent from the top 10 ranking for 2015, advised on six transactions in 2016 to place seventh, its deals together worth USD 2bn. González Calvillo Abogados, in eighth, is tied by volume with Von Wobeser y Sierra, the former’s five worth USD 1.8bn combined, the latter’s together worth USD 1.2bn. Neither firm was among the top 10 for 2015. Baker & McKenzie México fell four positions to bring up the rear with four transactions in 2016, half the volume of the previous year, while its aggregate value increased 86% from USD 366m to USD 680m.

* TTR Rankings are generated with transactions announced or closed in 2016 year-to-date. The ranking includes sales and acquisitions of shares and of assets, creation of joint ventures, and Private Equity/Venture Capital investments. The legal advisor rankings for Brazil and Mexico take into consideration advisory services regarding domestic laws. All rankings only include deals where a company of the respective country was the target of the transaction. In the case of LATAM, it would be a Latin American country. The LATAM ranking does not specify the origin of the advisory law, so the filter only considers firms from the UK/US.

In case of a draw, the adopted criteria will be the following: if the draw is due to number of transactions, the total deal value prevails; if it is due to deal value, the number of transactions prevail. When a draw of both number of transactions and deal value occurs, the same position will be retained and the deals will be arranged alphabetically.

Financial Services deals up by 50% in Peru

Posted on
TTR-Deal-Tracker

TTR Deal Tracker
www.TTRecord.com

LATIN AMERICA

TTR Deal Tracker is a monthly email update identifying M&A trends in Latin America and compiling YTD rankings of leading financial and legal advisors

BRAZIL: Construction deals double

Deal volume among Brazilian construction companies grew 112% in the first 11 months of 2016 over the same period last year, according to TTR data (www.TTRecord.com).

Joint ventures and asset sales have also increased in the sector, while the number of foreign-led transactions jumped from five to eight between the two 11-month periods. The BRL 328m (USD 92m) 50% stake acquisition of Cimentos Apodi by Greece-based TITAN Cement Group is the largest inbound transaction in the sector YTD.

PERU: Financial Services deals up by 50%

Financial services transaction volume rose 50% in Peru between January and November 2016 over the same 11-month period in 2015, according to TTR data (www.TTRecord.com).

Eight transactions YTD have been inbound cross-border deals, compared to five in the 11 months ending 30 November 2015. The most recent deal in the sector was ACP’s sale of a 9.99% stake in Paraguay-based Fielco – Financiera El Comercio to New York-based investment fund WWB Capital Partners.

Rankings / League Tables

Latin America Ranking – 2016*

Financial Advisory – Year to Date (YTD)

Banco Itaú BBA maintains a healthy lead in TTR’s Latin America financial advisory ranking by volume and value with 46 transactions to the close of November together worth USD 32bn. Brazil’s top investment bank also led the chart a year ago with 42 mandates on deals worth a combined USD 17.8bn by the end of November. Banco BTG Pactual follows in second, as it did a year ago, its deal count down by two to 31, its aggregate deal value up 6% to USD 14.7bn. Banco Bradesco BBI is in third, as it was a year ago, but has increased deal volume by 76% and aggregate deal value by 150% from its 17 transactions worth USD 10.8bn to the close of November 2015. Banco Santander is up three positions in the chart in fourth, its deal volume rising from nine a year ago to 19 YTD, the aggregate value of its deals up 31% from USD 7.7bn to USD 10.1bn. BAML, in fifth, was not among the top 10 financial advisors in the region at the close of November 2015, nor was Citigroup, in sixth, BNP Paribas, in seventh, JPMorgan in eighth, or Morgan Stanley, in ninth. Vinci Partners landed the same number of deals and grew aggregate value 164% to USD 487m, but fell two places in the ranking to bring up the rear.

Baker & McKenzie leads TTR’s Latin America legal advisory ranking at the close of November, its 29 deal mandates nearly matching its 30 of a year ago, while the aggregate value of its deals is up 53% to date this year over the same period last. Jones Day follows in second, as it did a year ago, notwithstanding a decline in deal count from 20 to 14 and a 76% fall in the aggregate value of its deals to USD 654m. Clifford Chance is up four positions in the chart at third, its deal count increasing from six to 13, its combined deal value up 8% from USD 8.4bn to USD 9bn. White & Case gained two deals on its 10 of year ago and increased aggregate deal value by 127% but was bumped from third to fourth, nonetheless. Linklaters, in fifth, was not among the top 10 legal advisors in Latin America a year ago, nor was Cleary Gottlieb Steen & Hamilton, in sixth. Skadden, Arps, Slate, Meagher & Flom fell three places from fourth to seventh, despite maintaining the same deal count of nine and increasing the aggregate value of its deals 374% from USD 1.2bn to USD 3.8bn. Hogan Lovells, in eighth with seven mandates YTD, is tied by deal volume with Shearman & Sterling in ninth, and Norton Rose Fulbright, in tenth. Of the three, only Shearman & Sterling appeared among the top 10 a year ago, when it ranked fifth, with seven deals also, then worth USD 1.1bn combined, compared to USD 1.8bn in aggregate value a year later.

Brazil Ranking* – 2016
Financial Advisory – Year to Date (YTD)

Banco Itaú BBA dominates by deal volume in TTR’s Brazil financial advisory ranking at the close of November with 37 transactions worth a combined 24.6bn. Brazil’s leading investment bank had the same number of deals under its belt by this time last year, together worth USD 17.3bn then. Banco Bradesco BBI follows in second with 30 transactions, nearly double its 16 of a year ago when it ranked third by the end of November. Its deals are worth USD 27bn combined, representing a 150% increase from USD 10.8bn, putting Bradesco in the lead by aggregate value. Banco BTG Pactual was bumped from second to third, its deal count down by a single transaction, the combined value of those deals down 28% from USD 12.4bn to USD 8.9bn. BAML, in fourth, was not among the top 10 financial advisors in Brazil for the same 11-month period of 2015. Vinci Partners occupies the same fifth-place position it held at the close of November 2015, its deal count also on par at nine; its aggregate value is up 164% from USD 184m to USD 487m. Cypress Associates, in sixth with eight deals YTD, and Banco Santander, in seventh with six, were both absent from the chart a year ago. BR Partners, in eighth, has also advised on six deals YTD, in its case together worth USD 1.5bn compared to eight worth USD 347m at end-November last year when it ranked seventh. Rothschild occupies the same ninth place it held a year ago, its deal count down from six to five, the combined value of its deals up 3% from USD 8.2bn to nearly USD 8.5bn. JPMorgan holds the rear, also with five mandates in Brazil YTD, in its case worth a combined USD 6.5bn. The New York bank was not among the top 10 financial advisors in Brazil in the 11 months that ended 30 November 2015.


Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados has a healthy lead in TTR’s Brazil legal advisory ranking at the close of November, by volume and value, with 63 deal mandates on transactions worth a combined USD 25.2bn in the first 11 months of the year. The top M&A firm in Brazil climbed from second place in the corresponding period last year, when it’d advised on 48 deals together worth USD 10.9bn. Machado, Meyer, Sendacz e Opice Advogados climbed two positions from fourth, its deal count up from 41 to 50, its aggregate value down 73% from USD 13.3bn to USD 3.6bn. Pinheiro Neto Advogados led the chart at the close of November 2015 when it’d advised on 57 deals in the first 11 months of the year; the firm ranks third for the corresponding period this year, its deal volume down 14% to 49, the aggregate value of its deals up 68%, meanwhile, from USD 10.9bn to USD 18.3bn. Souza, Cescon, Barrieu & Flesch Advogados was bumped one position to fourth, despite adding five deals to its count of 44 a year ago to tie by volume with Pinheiro Neto. The firm is behind in the chart for its lesser aggregate deal value of USD 4.6bn. TozziniFreire Advogados ranks fifth with 41 deals worth a combined USD 8.6bn, up from ninth a year ago when it’d advised on 25 together worth USD 798m. Barbosa, Müssnich, Aragão fell one position to sixth, its volume down from 37 to 28, its aggregate value down 29% from USD 9.5bn to USD 6.7bn. Stocche, Forbes, Padis, Filizzola, Clapis, Passaro, Meyer e Refinetti Sociedade de Advogados, in seventh, was not among the top 10 legal advisors in Brazil by the close of November 2015. Veirano Advogados fell two positions from sixth a year ago to eighth, its deal count down from 36 to 26, the combined value of its deals growing 731% from USD 1.3bn to just shy of USD 11bn. Demarest Advogados fell from seventh to ninth in the ranking, its deal flow down 19% from 31 to 25, the combined value of its deals up 1,391% from USD 316m to USD 4.7bn. Lefosse Advogados, in tenth with 23 mandates YTD, was not among Brazil’s top 10 M&A firms at the close of November last year.

Mexico Ranking* – 2016

Financial Advisory – Year to Date (YTD)

BBVA continues to lead TTR’s Mexico financial advisory ranking with six mandates YTD together worth USD 3.3bn combined, versus four worth USD 869m a year ago when it also led the chart. Citigroup is up from last place at the close of November 2015 to second for the first 11 months this year, its deal count increasing fourfold from one. PC Capital, in third, is up one position while maintaining the same number of deals as in the 11 months ending a year ago. Deutsche Bank, in fourth with two deals, was not among the top 10 advisors in Mexico at the close of November 2015; the bank is now tied by volume with JPMorgan, in fifth, Morgan Stanley, in sixth, Lazard, in seventh and Credit Suisse Group, in eighth; the lot were also absent from the top 10 a year ago. Alfaro, Dávila y Ríos fell four positions to ninth and RIóN M&A is down eight positions in tenth. Both have also advised on two transactions YTD, the same tally of each in the first 11 months of 2015.

Creel, García-Cuéllar, Aiza y Enríquez leads TTR’s Mexico legal advisory ranking for the first 11 months of 2016, as it did for the corresponding period last year, despite losing two deals on its count and a 74% decline in aggregate transaction value from USD 13bn to USD 3.4bn. Galicia Abogados, in second, is up by one deal and up one place in the chart, the value of its 13 deals up 61% to USD 4.5bn on the USD 2.8bn its 12 represented at the close of November last year. Mijares, Angoitia, Cortés y Fuentes fell one place to third, its deal count down from 15 to eight, its aggregate value contracting 23% from 2.4bn to USD 1.8bn. Jones Day ranks fourth, as it did a year ago, its deal count also on par at eight, while its combined deal value is down 73% from USD 2.2bn to USD 584m. White & Case, in fifth, also holds to the same ranking of a year ago, its deal count down by one to seven, its aggregate value down 21% from USD 1.2bn to USD 973m. Ritch, Mueller, Heather y Nicolau, in sixth with six mandates YTD on deals together worth USD 1.8bn, was not among the top 10 a year ago, nor was Santamarina y Steta Abogados, in seventh with five worth USD 1.9bn combined. Von Wobeser y Sierra had the same five deals under its belt at the close of November 2015, jumping from tenth to eighth, nonetheless. The value of Von Wobeser’s deals is up 229% from USD 358m to nearly USD 1.2bn. González Calvillo Abogados ranks nine with four deals YTD; it did not place among the leading 10 at the close of November a year ago. Baker & McKenzie is down four places in the chart in tenth, also with four mandates between January and the close of November. The firm had advised on twice as many deals by the end of November a year ago, but its aggregate deal value is up 86%, notwithstanding, from USD 366m to USD 680m.

* TTR Rankings are generated with transactions announced or closed in 2016 year-to-date. The ranking includes sales and acquisitions of shares and of assets, creation of joint ventures, and Private Equity/Venture Capital investments. The legal advisor rankings for Brazil and Mexico take into consideration advisory services regarding domestic laws. All rankings only include deals where a company of the respective country was the target of the transaction. In the case of LATAM, it would be a Latin American country. The LATAM ranking does not specify the origin of the advisory law, so the filter only considers firms from the UK/US.

In case of a draw, the adopted criteria will be the following: if the draw is due to number of transactions, the total deal value prevails; if it is due to deal value, the number of transactions prevail. When a draw of both number of transactions and deal value occurs, the same position will be retained and the deals will be arranged alphabetically.

Engineering & Consulting Deals up 100% in Colombia

Posted on
TTR-Deal-Tracker

TTR Deal Tracker
www.TTRecord.com

LATIN AMERICA

TTR Deal Tracker is a monthly email update identifying M&A trends in Latin America and compiling YTD rankings of leading financial and legal advisors

BRAZIL: Tech industry gains ground

Transaction volume in Brazil’s tech industry grew 35% in the first 10 months of 2016 compared to the same period last year, according to TTR data (www.TTRecord.com).

The share of deals led by international buyers declined, meanwhile, from 24% to the close of October 2015 to 17% in the corresponding period this year.

The largest transaction YTD in the sector was the USD 1.26bn acquisition of Serviços e Tecnologia de Pagamentos (STP) by CCR.

COLOMBIA: Engineering and consulting deals up 100%

M&A among engineering and consulting firms in Colombia jumped 100% in the first 10 months of 2016 over the same period last year, according to TTR data (www.TTRecord.com).

The number of cross-border deals led by international firms targeting Colombian peers grew from four in the first 10 months of 2015 to six in the same 10-month period this year, meanwhile.

Among the inbound cross-border deals YTD was the USD 18m complete takeover of Laboratorios Contecon Urbar by Switzerland-based SGS Group.

Rankings / League Tables

Latin America Ranking – 2016*

Financial Advisory – Year to Date (YTD)

Banco Itaú BBA and Banco BTG Pactual are tied neck and neck by deal volume in TTR’s Latin America financial advisory ranking at the close of October, with 30 deal mandates apiece YTD, the former ahead only by aggregate deal value of USD 16.3bn compared to USD 12.1bn for its top rival. Itaú held a more comfortable lead a year ago when it had advised on 40 transactions to the close of October, compared to BTG Pactual’s 27. Both have seen declines in aggregate value between the corresponding 10-month periods, Itaú down 8% from USD 17.8bn, BTG Pactual also down about 8% from USD 13.1bn. Banco Bradesco BBI follows in third with 26 deals YTD, up from 14 a year ago when it held the same place in the chart. The combined value of Bradesco’s deals grew by nearly 118% from USD 10.7bn to USD 23.3bn, meanwhile, putting it in the lead by aggregate value. Banco Santander gained one position in the ranking to take fourth with 21 transactions, up from fifth a year ago when it had advised on nine deals in the first 10 months of the year. Santander grew its aggregate deal value by 33%, meanwhile from USD 7.7bn to USD 10.3bn between the two periods. BAML jumped from tenth to fifth in the chart, increasing deal volume from seven to 11 and growing the combined value of its transactions from USD 1.4bn to USD 13.2bn. Citigroup, in sixth, also with 11 mandates YTD, was not among the top 10 financial advisors in Latin America a year ago, nor was BNP Paribas, also with 11 deals, ranked seventh. JPMorgan, in eighth, was also absent from the top 10 ranking a year ago, as was Morgan Stanley, in ninth, and Credit Suisse Group, pulling up the rear in tenth.

Baker & McKenzie leads TTR’s Latin America legal advisory ranking at the close of October with 22 transactions together worth USD 2.6bn, representing a 27% decline in volume and a 22% increase in aggregate value relative to its 30 mandates on transactions worth a combined USD 2bn in the first 10 months of 2015. Clifford Chance gained six positions in the chart to take second with 13 mandates in the region YTD, more than double its six of a year ago, while the combined value of its deals is up 8% to USD 9bn. Jones Day fell one position in the chart to take third, its deal volume down from 19 a year ago to 13, the combined value of its deals down 76% from USD 2.7bn to USD 654m. White & Case also slipped one position in the ranking, despite adding two transactions to its tally, placing fourth with 12 mandates YTD. The firm’s aggregate value is up 127%, meanwhile, from USD 1.2bn to USD 2.8bn between the two 10-month periods. Linklaters, in fifth, was not among the top 10 law firms advising on M&A in Latin America to the close of October 2015, nor was Clearly Gottlieb Steen & Hamilton, in sixth, Hogan Lovells in seventh or Norton Rose Fulbright, in eighth. Skadden, Arps, Slate, Meagher & Flom fell from fourth to take ninth, it’s deal volume down by three transactions, its aggregate value up 389% from USD 988m to USD 4.8bn. Shearman & Sterling lost one transaction from its tally of a year ago, falling from fifth to tenth to close October 2016 with six deals, the combined value of its transactions up 32% from USD 1.1bn to USD 1.5bn.

Brazil Ranking* – 2016
Financial Advisory – Year to Date (YTD)

Banco Bradesco BBI leads TTR’s Brazil financial advisory ranking at the close of October with 26 mandates YTD, nearly double the 14 of a year ago that had put it in third place. Brazil’s leading investment bank has grown the aggregate value of its transactions by 118%, meanwhile, from USD 10.7bn to USD 23.3bn between the two 10-month periods. Banco Itaú BBA fell from its lead a year ago to take second, its deal count down from 35 to 24, the combined value of its deals down 31% from USD 17.2bn to USD 11.9bn. Banco BTG Pactual fell from second to third, meanwhile, despite an increase in deal count form 19 to 22, while its aggregate value slipped 46% from USD 11.8bn to USD 6.4bn. BAML, in fourth, was not among the top 10 investment banks advising in Brazil in the first 10 months of 2015. Vinci Partners fell one position in the chart to take fifth, its tally down by one, its aggregate value up from USD 184m to USD 487m. Cypress Associates, in sixth, was absent from the top 10 ranking a year ago, as was Banco Santander, in seventh. BR Partners is down by two deals and one place in the chart, notwithstanding its 341% increase in aggregate value from USD 347m to USD 1.5bn. Rothschild, in ninth with five deals, fell one position in the chart despite maintaining its deal count and growing aggregate value by 4% from USD 8.1bn to USD 8.5bn. BNP Paribas, in tenth with an equal number of mandates, was not among the leading 10 banks advising on M&A in Brazil at the close of October 2015.Legal Advisory – Year to Date (YTD)


Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados leads TTR’s Brazil legal advisory ranking at the close of October by volume and value, with 55 mandates, up from 44 a year ago when it ranked second. Brazil’s top M&A firm grew its aggregate deal value by 25% between the two 10-month periods, from USD 10.7bn to USD 21.5bn, meanwhile. Souza, Cescon, Barrieu & Fleisch Advogados jumped from fourth to second in the chart, its deal count up from 37 to 46, the combined value of its transactions down 21% from USD 5.8bn to USD 4.6bn. Machado, Meyer, Sendacz e Opice Advogados ranks third, as it did a year ago, after adding nine transactions to its count of 37 to close October 2016 with 46 advisory mandates too. The third-ranked firm’s aggregate deal value fell 73%, meanwhile, from USD 12.8bn to USD 3.4bn. Pinheiro Neto Advogados lost six deals from its tally of a year ago, falling from its leading position in the chart to place fourth, notwithstanding a 61% increase in aggregate deal value from USD 10.7bn to USD 17.2bn. TozziniFreire Advogados climbed from eighth to fifth, increasing deal count from 24 to 38 and increasing the combined value of its deals from USD 798m to USD 5.9bn. Barbosa, Müssnich, Aragão fell one position to take sixth, its deal count down by 10 from 35 to 25, its aggregate value down 38% from USD 9.3bn to USD 5.8bn. Stocche, Forbes, Padis, Filizzola, Clapis, Passaro, Meyer e Refinetti Sociedade de Advogados ranks seventh, also with 25 mandates YTD, after not placing among the top 10 M&A firms to the close of October 2015. Demarest Advogados is down one place in the chart to take eighth, its deal count lower by two, its aggregate value up from USD 261m to USD 4.4bn. Lefosse Advogados, in ninth, was absent from the top 10 at the close of October a year ago, while Derraik & Menezes Advogados holds the same tenth ranking, its tally up by one transaction, its aggregate value down 76% from USD 71m to USD 17m.

Mexico Ranking* – 2016

Financial Advisory – Year to Date (YTD)

BBVA leads TTR’s Mexico financial advisory ranking at the close of October with six mandates, up from four a year ago when it also led the chart. The Spanish bank’s aggregate deal value is up 282%, meanwhile, from USD 869m to USD 3.3bn. Citigroup, in second with four mandates YTD together worth USD 4.5bn, is up from a sole transaction a year ago worth USD 1.2bn when it ranked ninth. Deutsche Bank, in third, did not place among the top 10 investment banks advising in Mexico to the close of October 2015, nor did JPMorgan in fourth, or Morgan Stanley, in fifth. Lazard too was absent from the top 10 a year ago, now in sixth ahead of seventh-ranked Credit Suisse, which also failed to make the chart in the corresponding 10-month period last year. Alfaro, Dávila y Ríos fell from fifth to eighth, despite maintaining the same tally of two, its aggregate value down 73% from USD 2.2bn to USD 575m. RIóN M&A ranks ninth compared to third a year ago, its tally down by one transaction. Goldman Sachs ranks tenth, its sole transaction in Mexico YTD worth USD 2.3bn. Goldman didn’t place among the top 10 a year ago.

Creel, García-Cuéllar, Aiza y Enríquez leads TTR’s Mexico legal advisory ranking at the close of October, as it did a year ago, despite losing two transactions on its total for the first 10 months of 2015 and a 74% dip in aggregate value from USD 13bn to USD 3.4bn. Galicia Abogados is up by one deal and one position in the chart to take second, the combined value of its transactions increasing 61% between the two 10-month periods from USD 2.8bn to USD 4.5bn. Mijares, Angoitia, Cortés y Fuentes slid from second a year ago to third, its tally down from 15 to eight, its aggregate deal value down 23% from USD 2.4bn to USD 1.8bn. White & Case México holds onto the same fourth-place ranking it held a year ago, despite losing one transaction in its tally and a 21% decline in aggregate value from USD 1.2bn to USD 973m. Jones Day México is up one place in the chart after maintaining its deal count of seven between the two 10-month periods, while its aggregate value fell 73% from USD 2.2bn to USD 584m. Ritch, Mueller, Heather y Nicolau, in sixth, was not among the top 10 M&A firms advising in Mexico a year ago, nor was Santamarina y Steta Abogados, in seventh, González Calvillo Abogados in eighth or Von Wobeser y Sierra, in ninth. Basham Ringe y Correa is down by three deals and two positions in the chart to bring up the rear, its aggregate value down 93% from USD 1.4bn to USD 91m.

* TTR Rankings are generated with transactions announced or closed in 2016 year-to-date. The ranking includes sales and acquisitions of shares and of assets, creation of joint ventures, and Private Equity/Venture Capital investments. The legal advisor rankings for Brazil and Mexico take into consideration advisory services regarding domestic laws. All rankings only include deals where a company of the respective country was the target of the transaction. In the case of LATAM, it would be a Latin American country. The LATAM ranking does not specify the origin of the advisory law, so the filter only considers firms from the UK/US.

In case of a draw, the adopted criteria will be the following: if the draw is due to number of transactions, the total deal value prevails; if it is due to deal value, the number of transactions prevail. When a draw of both number of transactions and deal value occurs, the same position will be retained and the deals will be arranged alphabetically.

Appetite Grows for Chilean Food Assets

Posted on
TTR-Deal-Tracker

TTR Deal Tracker
www.TTRecord.com

LATIN AMERICA

TTR Deal Tracker is a monthly email update identifying M&A trends in Latin America and compiling YTD rankings of leading financial and legal advisors

BRAZIL: Telecom dealmaking gains ground

Dealmaking in Brazil’s telecom sector inched ahead in the first nine months of 2016, with a 46% increase in transaction volume compared to the same period last year, according to TTR data (www.TTRecord.com).
Inbound deals in the sector were sparse in both periods, with just two of 13 transactions led by international buyers in the first nine months of 2015, and one of 19 by the close of September this year.

CHILE: Appetite grows for food industry

Transactions in Chile’s food and beverage industry rose 57% in the first nine months of 2016 over the same period in 2015, according to TTR data (www.TTRecord.com).
The participation of foreign buyers in the space was constant between both periods, though inbound deals fell relatively, with four of seven transactions led by international bidders to the close of 3Q15, compared to four of 11 to the close of 3Q16.

Rankings / League Tables

Latin America Ranking – 2016*

Financial Advisory – Year to Date (YTD)

Banco Itaú BBA holds a comfortable lead in TTR’s Latin America financial advisory ranking at the close of 3Q16, with 28 transactions worth a combined USD 16bn. The region’s top bank is two deals behind by volume and 8% up by aggregate value on its nine-month performance to the close of 3Q15, when it also led the chart. Banco Bradesco BBI is up one position to take second place, its deal count up 140%, the combined value of its transactions leading the pack at USD 23bn. Banco BTG Pactual fell from second place a year ago to third, its mandates down 43% from 23 and aggregate deal value down 41% from USD 10.6bn. Banco Santander added four deals to its tally of eight a year ago to take fourth place, its aggregate value up 43% from USD 5.3bn to USD 7.5bn. Citigroup jumped 450% by volume and 440% by aggregate value to take fifth, after not placing among the top 10 investment banks in the region to the close of 3Q15. BAML is up one place to take sixth after adding four deals to its count of six a year ago and increasing aggregate value 882% to USD 12.2bn. BNP Paribas was absent from the top 10 ranking at the close of 3Q15 and now ranks seventh, tied with BAML by volume. BBVA is down two positions in eighth, despite adding two transactions to its count of a year ago and increasing aggregate deal value by 179%. Morgan Stanley, in ninth, and Vinci Partners, in tenth, were both absent from the regional top 10 chart a year ago.

Baker & McKenzie leads TTR’s Latin America legal advisory ranking at the close of 3Q16 with 18 transactions worth a combined USD 2.5bn. Baker also led the chart at the close of 3Q15, when the firm had advised on 27 deals together worth USD 2bn in the first nine months of the year. Jones Day follows in second, as it did a year ago, though deal volume is down by a similar 32%; its aggregate value is down 58%. Clifford Chance ranks third by volume with 10 deals and leads by aggregate value of USD 8.5bn. Clifford Chance closed 3Q15 ranked fifth with six deals together worth a similar USD 8.4bn. Cleary Gottlieb Steen & Hamilton, in fourth, and White & Case, in fifth, have the same deal count. Cleary was not among the top 10 a year ago, while White & Case fell from third, despite increasing volume from seven to 10 and growing aggregate value from USD 1.2bn to USD 1.8bn. Linklaters, in sixth, and Hogan Lovells, in seventh, were both absent from the chart a year ago. Shearman & Sterling lost one deal compared to its tally of a year ago and fell four positions to take eighth. Simpson Thacher & Bartlett also lost a transaction on its tally of a year ago, but held on to its ninth place ranking, nonetheless, the combined value of its deals down 56%. Skadden, Arps, Slate, Meagher & Flom is down two transactions and three positions in the chart, to pull up the rear with four mandates on deals worth USD 2.7bn, a 207% jump in aggregate value from USD 866m a year ago.

Brazil Ranking* – 2016
Financial Advisory – Year to Date (YTD)


Banco Bradesco BBI tops TTR’s Brazil financial advisory ranking at the close of 3Q16, one deal ahead of Banco Itaú BBA. With 24 mandates YTD, Bradesco is up 140% by volume, 122% by value on its performance for the nine-month period ending a year ago, when it ranked third. Itaú has slipped to second in the ranking, its volume down 15%, the combined value of its deals down 19%. At the close of 3Q15, Itaú led Banco BTG Pactual by 11 transactions and Bradesco by 16. BTG’s volume is down from 15 to 11, placing it in third, its aggregate value down 50% from 26 deals a year ago. BAML more than doubled its mandates in Brazil, climbing from tenth to fourth in the chart, its nine deals worth USD 10bn in aggregate compared to USD 1.2bn a year ago. Banco Santander ranks fifth with seven deals worth a combined USD 5.7bn, not having placed among Brazil’s top-10 financial advisors a year ago. Vinci Partners, in sixth, was also absent from the ranking at the close of 3Q15, and is now tied with Santander by volume, its seven deals together worth USD 455m.
BR Partners, in seventh, maintained its deal count of a year ago while falling two positions in the chart, the value of its six deals YTD worth USD 1.5bn compared to USD 256m in the first nine months of 2015. Rochschild is up by one deal and one place in the chart on its performance of a year ago, placing eighth with five mandates on transactions together worth USD 8.4bn, compared to four worth USD 7.7bn at the close of 3Q15. Magma, in ninth, and Cypress Associates, in tenth, were both absent from the top 10 a year and also have five deal mandates apiece at the close of 3Q16, together worth USD 33m and USD 3m, respectively.

Legal Advisory – Year to Date (YTD)


Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados leads TTR’s Brazil legal advisory ranking to the close of 3Q16, with a whopping 50 mandates YTD on transactions worth nearly USD 21bn combined. The leading transactional law firm in Brazil has climbed from second a year ago, when it had 10 fewer deals worth just under USD 11bn in aggregate. Machado, Meyer, Sendacz e Opice Advogados climbed from third a year ago to take second place, adding 11 deals to its count of 31 at the close of 3Q15. The combined value of its transactions fell 79% from a chart-leading USD 12.6bn to USD 2.7bn, meanwhile. Pinheiro Neto Advogados fell from first to third by deal count and places second among the top 10 by aggregate value, with USD 17.2bn in combined deals. Souza, Cescon, Barrieu & Flesch Advogados holds on to its fourth-place ranking of a year ago, with 35 deals worth USD 3.4bn combined, compared to 29 together worth USD 5.5bn at the close of 3Q15. TozziniFreire Advogados is up four positions from ninth a year ago to take fifth in the chart at the close of September. TozziniFreire increased its tally from 20 at the close of 3Q15 to 35 a year later, and bumped aggregate value up from USD 798m to USD 3.4bn. Stocche, Forbes, Padis, Filizzola, Clapis, Passaro, Meyer e Refinetti Sociedade de Advogados ranks sixth, after not placing among the top 10 M&A firms in Brazil in the first nine months of 2015. Barbosa, Müssnich, Aragão lost four deals from its tally of a year ago and fell one position in the chart to take seventh, closing 3Q16 with 21 mandates on transactions together worth USD 5.7bn, compared to 25 together worth USD 9.1bn to the close of September 2015. Not among the top-10 a year ago, Lefosse Advogados closes the quarter in eighth, with 19 mandates on deals together worth USD 7.7bn. Demarest Advogados is tied with Lefosse by deal volume, but follows in ninth for its lesser aggregate transaction value of USD 2.7bn. Veirano Advogados slid from fifth at the close of 3Q15 to tenth a year later, its deal volume falling from 26 to 17 while the combined value of its deals grew from USD 799m to USD 5.7bn.

Mexico Ranking* – 2016

Financial Advisory – Year to Date (YTD)

BBVA tops TTR’s Mexico financial advisory ranking at the close of September with seven deals together worth USD 3.3bn, up from four worth USD 869m a year ago, when it also led the chart.Citigroup climbed from eighth a year ago to runner-up, with four transactions YTD worth a combined USD 4.5bn, leading the top 10 by aggregate value. Deutsche Bank ranks third with two mandates at the close of 3Q16, tied by deal count with JPMorgan, in fourth, Morgan Stanley, in fifth, Lazard, in sixth, Credit Suisse Group, in seventh, and RIóN M&A, in eighth. Of the lot, only RIóN placed among the top 10 a year ago, when it ranked third. Goldman Sachs, in ninth, and PC Capital, in tenth, have advised on one transaction each in Mexico, YTD; both were absent from the top 10 chart a year ago.

Creel, García-Cuéllar, Aiza y Enríquez leads TTR’s Mexico legal advisory ranking at the close of September, with 18 mandates on deals worth a combined USD 3.3bn. The leading firm’s deal count compares with 21 together worth USD 13bn in the nine-month period ending a year ago, when it also stood at the top. Galicia Abogados added two deals to its tally to take second place with 12 mandates on transactions together worth USD 4.5bn. Mijares, Angoitia, Cortés y Fuentes slipped from second place a year ago, to third, its seven deals worth USD 1.8bn at the close of 3Q16, compared to 15 together worth 2.4bn at the close of 3Q15. Jones Day México is tied with Mijares by volume, with the same seven deals as a year ago. Ritch, Mueller, Heather y Nicolau, in fifth, was not among the top 10 a year ago, its six deals YTD together worth USD 1.8bn. White & Case México climbed two places in the chart to take sixth, despite static deal count and a 26% drop in aggregate value between the two periods. Santamarina y Steta Abogados, in seventh with five mandates YTD, and González Calvillo Abogados, in eighth with four, were both absent from the top 10 a year ago, as was Von Wobeser y Sierra, in ninth with four deals too. Basham Ringe y Correa slipped from seventh a year ago, to tenth, its deal count halved from six to three, its aggregate value down 93% from USD 1.4bn to USD 91m.

* TTR Rankings are generated with transactions announced or closed in 2016 year-to-date. The ranking includes sales and acquisitions of shares and of assets, creation of joint ventures, and Private Equity/Venture Capital investments. The legal advisor rankings for Brazil and Mexico take into consideration advisory services regarding domestic laws. All rankings only include deals where a company of the respective country was the target of the transaction. In the case of LATAM, it would be a Latin American country. The LATAM ranking does not specify the origin of the advisory law, so the filter only considers firms from the UK/US.

In case of a draw, the adopted criteria will be the following: if the draw is due to number of transactions, the total deal value prevails; if it is due to deal value, the number of transactions prevail. When a draw of both number of transactions and deal value occurs, the same position will be retained and the deals will be arranged alphabetically.

TTR Dealmaker Q&A – Moacir Zilbovicius

Posted on

TTR Dealmaker Q&A

September 2016

Kroton Educacional acquires Estácio Participações

USD 1.63bn

Moacir Zilbovicius
Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados

On 16 August 2016 Estácio Participações accepted Kroton Educacional’s USD 1.63bn takeover bid. Moacir Zilbovicius was part of the legal team at Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados that advised the seller in this monumental transaction.

Q: How did Mattos Filho land the advisory mandate and when was the firm retained?

A: We were engaged in the first week of June thanks to our relationship with Estácio’s board members and owing also to referrals from financial institutions involved in the deal.

Q: What prompted your client to explore strategic alternatives?

A: Both Kroton’s and Grupo Ser´s offers were unsolicited. As far as I know, Estácio was not pursuing strategic alternatives at the time. What ensued after Kroton’s offer was made public was basically the board members assessing the offer and pursuing the best alternative available for its shareholders.

Q: Beyond the economic factor, what made Kroton’s bid more enticing than Grupo Ser’s previous offer?

A: Several factors came into play, but, beyond the economic and strategic factors, one that played an important role was management´s assessment of the likelihood of shareholders from both companies approving the deal. 

Q: How does this transaction impact Brazil’s higher education landscape?

A: Both the Brazilian antitrust authorities and Ministry of Education are assessing the impacts of this deal, if any, and should issue their views on this, hopefully, sooner than later.

Q: What practice areas were critical in the deal and in what way did the transaction require Mattos Filho to employ its unique capabilities?

A: I am proud to say that Mattos Filho was involved in almost all of the recent merger transactions involving public companies in Brazil. This gives us not only a competitive edge, but also relevant know-how and expertise in handling such complex transactions. We have also actively participated in numerous deals involving corporations with no controlling shareholder or group, which enabled us to provide Estácio’s management with the specific guidance it needed to handle the unique situation it found itself in. Obviously, addressing the antitrust circumstances involved in the transaction was also highly important. We have a highly specialized antitrust group that allowed us to live up to the task at hand.

Q: What antitrust hurdles does the transaction face?

A: Though the deal was approved in the general shareholders meetings of both companies, it remains subject to the approval of the Brazilian antitrust authorities and Ministry of Education. The businesses of Kroton and Estácio are very complementary, in particular from a geographic standpoint, and the parties are confident that the necessary antitrust approval will be obtained in due course. 

Q: What distinguished this transaction from other M&A deals Mattos Filho has advised on?

A: The fact that it involved two companies with no controlling shareholder or group of shareholders, and that it was prompted by an unsolicited offer that led to competing offers from the market, and almost the launching of a tender offer by a relevant shareholder and member of the target´s board, made the deal very unique.

Q: How is the legal advisory work different in such a transaction where there is no controlling shareholder? 

A: Our work was mainly focused on advising the board of directors and the special committee that was created specifically to negotiate the transaction with Kroton.

See-Full-Transactions-Details

Download PDF