Introduction. Rodrigo Uría Meruéndano

Transcription

1 Private Equity Area

2 Introduction Uría Menéndez is an independent law firm that was founded in Madrid in 1946 by Professor Rodrigo Uría González. We currently have seventeen offices in Spain, Portugal, where we operate as Uría Menéndez - Proença de Carvalho, and major cities in Europe, the Americas and Asia. We advise on Spanish, Portuguese and EU law in business-related matters and assist our clients in their international transactions through our network of offices and our close links with prestigious law firms around the world. After almost two decades in Latin America, we have further strengthened our ties to the region with the creation of the first major Ibero-American law firm Philippi, Prietocarrizosa, Ferrero DU & Uría (PPU). PPU was set up in January 2015 following the merger of Philippi (Chile) and Prietocarrizosa (Colombia) and grew in January 2016 with the incorporation of the Peruvian law firms Ferrero Abogados and Delmar Ugarte. PPU now has more than 350 lawyers and offices in Chile (Santiago), Colombia (Bogotá and Barranquilla) and Peru (Lima). We are one of the most prestigious law firms in Continental Europe and have adhered at all times to our core principles: rigorous analysis of the law, professional services of the highest quality and long-lasting relationships with clients, capacity for innovation and honesty, decency and strict compliance with high ethical and professional standards; in a nutshell, we strive to excel at all levels. Rodrigo Uría Meruéndano 02

3 Private equity firms require a level of service of the highest calibre, first-class M&A capabilities, proven financing expertise, creative deal structuring (including equity structures and attractive management incentives), and experienced counsel in all types of exits. Recently sponsors increasing by request specialised advice on debt refinancing and restructuring of portfolio companies. Uría Menéndez is a premier Iberian law firm with international presence offering full service, integrated legal advice in all areas of business law. We are a pre-eminent firm in private equity; quality and diligence are defining features of the practice. Our lawyers have an in-depth knowledge of the Iberian private equity industry, which enables us to anticipate market trends and innovate in terms of the legal instruments required by the firms in the sector. We have broad experience and unparalleled reputation in the industry; advising on the full range of transactions from venture capital investment to national or cross-border, public or private deals and exits. The combination of our leading M&A, banking & finance, restructuring, capital markets, tax, anti-trust, labour and litigation practices places the firm in a strong position to cover every aspect of a private equity deal. One of the best in Spain. It offers integrated services and big teams, and has strong knowledge of the different aspects of LBOs. 03

4 Private Equity Area Uría Menéndez has extensive experience and expertise in all types of private equity transactions throughout a variety of industry sectors. The areas on which we advise include: 1. FUND FORMATION. INCORPORATION OF ECRS Advice on the incorporation of Spanish Entidades de Capital Riesgo (ECRs), and Portuguese Fundos de Capital de Risco (FCRs) and Sociedades de Capital de Risco (SCRs). Fund raising and structuring. Advice to limited and general partners. 2. ACQUISITIONS Advice on any kind of acquisitions of listed or privately held companies. Public-to-private transactions. Turn-arounds, restructurings. Advice to distressed debt funds, on debt buy-backs, etc. 3. EQUITY Advice on any kind of leveraged acquisitions of majority or minority equity interests. Leveraged buy-outs, management buy-outs and buy-ins. 4. DEBT Acquisition finance. Advice to private equity firms and debt providers: senior, mezzanine financing and vendor loans. High-yield and other bond issues. Asset-backed securitisation. It covers all the legal aspects of private equity transactions: from fund formation and fund raising to equity investments, debt and disposals. The firm has rare expertise in private equity work and its presence in Iberia definitely adds value. 04

5 5. MANAGEMENT INCENTIVE SCHEMES Incentive schemes for company management, including stock option schemes. Employment and service contracts. 6. PORTFOLIO COMPANIES Mergers, spin-offs, corporate restructuring. General corporate advice. Shareholders and partners agreements. Bolt-on and other investments by portfolio companies. 7. EXIT STRATEGIES Advice on trade sales, secondary buyouts, initial public offerings. Alternative exit strategies: recaps, securitisation. Aided by the firm s expertise in M A, restructuring and capital markets, the large team advises top private equity firms and listed companies on complex and high-profile ventures. This Iberian heavyweight is well established in the market, with extensive experience of private equity mandates. It remains active in private equity matters despite the downturn, representing investment funds and assisting with M A transactions. 05