Asialaw Profiles
The Guide to the legal markets of the Asia-Pacific

Traditionally strong in litigation, Angara Abello Concepcion Regala & Cruz has been increasing its exposure on commercial transactions. This year, the firm had an impressive performance in banking.

The firm received a number of mandates from foreign banks and financial institutions. For example, Credit Suisse engaged the firm on a senior secured financing for the Citra Metro Manila Tollways Corporation for the extension of the South Luzon Expressway. It also represented Citibank on the financing of Terra Firma’s acquisition of the EMI Group.

Foreign banks such as DBS Bank, Standard Bank, Calyon Credit and Agricole CIB also turned to the firm for regulatory issues. The firm also assisted the Philippine Stock Exchange on a capital restructuring.

The team’s growing presence on M&As could be found in its bank representation. It acted for Rizal Commercial Banking Corporation on its acquisition of the total outstanding capital stock of a local bank and also worked for Alorica Asia on the acquisition of 43% of the outstanding capital stock of Alorica Philippines.

In the telecommunications sector, the firm advised Singapore Technologies Telemedia on a proposed acquisition of shares in Bell Telecommunications Philippines, and worked on Alta Resources’ acquisition of a Philippine IT company.

Eusebio Tan and Judy Hao have been active on a number of deals this year. Tadeo Hilado heads up the banking and capital markets team.

Castillo Laman Tan Pantaleon & San Jose has a broad practice in the banking and finance sector and caters to a panel of solid banking clients.

The firm has worked on a couple of important energy projects this year, such as the representation of a syndication of banks on the US$375 million financing for Aboitiz Power-Benguet. This was for two hydroelectric power plants and the rehabilitation of dams and hydroelectric generation facilities. Also acting for bank lenders, the firm worked on a P16 billion (US$333 million) financing for a circulation fluidised bed coal-fired power plant in Cebu province.

The Bank of the Philippine Islands offered the firm roles in transactions, including the US$35 million financing to EGS Acquisition Corporation for the purchase of all the issued and outstanding shares in eTelecare Global Solutions. The bank retained the firm on a P2 billion term facility for the capital expenditure of the ABS-CBN Broadcasting Corporation.

A highlight of the capital markets practice saw the firm’s counsel for Ayala over the offering of eight million preferred shares, totalling P6 billion. Leading partners include Yolanda Mendoza-Eleazar, Mel Macaraig and Alvin Geli.

Ortega Del Castillo Bacorro Odulio Calma & Carbonell

Ortega Del Castillo Bacorro Odulio Calma & Carbonell has strong US roots and many of its clients are major firms in the US, Europe and Asia with subsidiaries in the Philippines. These include General Motors, Kraft Foods Corporation and IBM, to name a few. Recent work includes advising local company Fil-Star Maritime Corp, which was engaged in the purchase of the five-storey K-Line Building owned by the Philippine representative office of Kawasaki Kisen KaishaLtd.

Picazo Buyco Tan Fider & Santos enjoys a well recognised practice in capital markets and project finance. This year saw its role on a number of high value bond issuances and energy projects.

The firm acted as counsel to a group of seven lenders on the refinancing of the term loan facilities of the First Gas Power Corporation. The US$544 million financing was provided for the operation of a gas-fired power plant in the Philippines. A consortium of local banks also sought the firm’s counsel on a P3.6 billion financing for borrower Hedcor Sibulan in the hydroelectric sector. Bank lenders included Metropolitan Bank and Trust Company, Philippine National Bank and Rizal Commercial Banking Corporation.

Notable capital markets deals saw the issue of P3.9 billion (US$81.6 million) retail notes by Aboitiz Power, which also issued P3 billion of bonds in April 2009. The firm acted for the joint managers including BPI Capital, BDO Capital, ING Bank and First Metro Investment on the two offerings.

Antonio Picazo is well respected at the firm. Other leading individuals include Gabriel Dee, Estrelita Gacutan, Gemma Santos and Silverio Benny Tan.

Young firm PJS Law has been showing a growing momentum on commercial transactions. It has attracted roles on high value deals in project finance, banking, corporate and securities.

Notable representation saw it working for Aboitiz Power and subsidiary Therma Power Aboitiz Power, as well as Taiwan Cogeneration Corporation on the US$548 million first-phase development of a coal-fired power generation plant in the Subic Bay Freeport Zone.

Aboitiz Power and its renewable arm Aboitiz Power Renewables (APRI) also sought the firm’s counsel on the purchase of the Tiwi-Makban geothermal complex from National Power Corporation, totalling US$446.8 million. And the firm assisted GE Energy Financial Services on a US$90 million loan investment and stake acquisition in a project company that owns and builds a coal fired power facilities in the Philippines.

In a P40 billion (US$830 million) deal, PJS Law acted for First Metro Investment on the issuance of securities and bonds for the capitalisation of Bangko Sentral ng Pilipinas (Central Bank). Aboitiz Power also retained the firm’s advice on its issuance of bonds and retail notes, valued at P3 billion and P3.9 billion respectively.

Monalisa Dimalanta and David Emmanuel Puyat have been active on project financing deals. Virginia Viray and Maria Raquel Chavez co-led the corporate team. The banking and capital markets practice is led by Regina Jacinto-Barrientos.

Picazo Buyco Tan Fider & Santos has accumulated a long-established client base. It has been building up a reputation in capital markets and banking and also plays an active role in corporate M&As.

This year’s deals saw it counsel Camp John Hay Development on a convertible bond floatation and the issuance of promissory notes, which were convertible to equity, for the funding of the multi-billion peso Camp John Hay development in Baguio city.

The firm was also involved on a number of government-related deals, such as its advice to Metro Rail Transit (MRT) on the purchase of MRT bonds issued by the government. It also assisted Manila Water Company on the formation of a joint venture with the Philippine Tourism Authority for the development of a water and sewerage system on Boracay Island.

Notable corporate transactions saw its representation of Q-Tec Alliance Holdings on the purchase of P39 billion shares in San Miguel held by Japanese company Kirin Holdings. It also helped United Overeas Bank Philipines on the sale of non-performing loans, totalling over P1 billion (US$20.7 million).

Alexander Poblador is a well recognised partner at the firm. Gilbert Reyes and Raymund Rodriguez have been active on financing deals. Mario Bautista heads up the banking and capital markets practice. Other leading lawyers include Marie Cecile Roque-Quintos.

Puno & Puno has had an exceptionally successful year, gaining great exposure on a number of high-value power, energy and infrastructure deals.

For example, it worked for First Gas Power and First Gas Holdings on the term loans and retention of a credit facility for a gas-fired power plant, totalling US$544 million. The financing was provided by a syndication of banks including Standard Chartered Bank, The Bank of Tokyo-Mitsubishi, Calyon, ING and Société Générale Asia.

On the US$375 million financings for two hydroelectric power plants, the firm advised borrowers SN Aboitiz Power-Benguet and Aboitiz Equity Ventures and the sponsor SN Power Holding. Also acting for the borrowers and sponsors, it provided advice to Cebu Energy Development, Global Formosa Power Holdings and Abovant Holdings on a P16 billion (US$330 million) credit facility that financed a coal-fired power plant in Cebu.

Infrastructure projects saw the firm’s role acting as counsel to the Manila North Tollways Corporation on a P2 billion term loan facility for the development of the North Luzon Expressway. Corporate highlights include its advice to First Philippine Holdings on the P12.2 billion joint sale, with Benpres Holdings, of their common shares in First Philippines Infrastructure (FPII) to Metro Pacific Investments Corporation. This totaled 98.9% of the outstanding capital stock of FPII.

Roderico Puno and Jonathan Serrano are two key partners at the firm.

Quisumbing Torres/Baker & McKenzie enjoys a strong global network that allows it to handle large scale and cross-border transactions.

One of its most notable mandates was advice on a US$3.95 billion 25-year concession for the State Grid Corporation of China (SGCC) to operate and expand a nationwide transmission system and electricity grid in the Philippines. The complex deal involved the formation of a joint venture with National Grid Corporation of the Philippines (NGCP) and NGCP’s takeover of the operation of the electricity grid.

The firm often acts for foreign clients on inbound investments in the Philippines. It provided advice to a foreign investment bank as security agent on the US$40 million financing requirements for a nickel and platinum mine company Platinum Group Metals Corporation.

Highlights of large projects include the firm’s representation of an investment company on the US$100 million equity investment and financing transactions for the development of a 167-hectare aviation, logistics and business park in one of the country’s economic zones. A French investment bank turned to the firm for the US$86 million project financing of a gold mine on Masbate Island.

The firm also boasts a strong M&A profile and has been working on a number of confidential deals in the semiconductor, natural resource and chemicals, manufacturing and consumer goods industries. Pearl Liu and Felix Sy have led a number of complex and large transactions this year.

Romulo Mabanta Buenaventura Sayoc & de los Angeles has had an exceptionally successful year. As one of the largest firms in the country, it attracted roles on a number of headlining deals.

BPI Capital engaged the firm to advise it as lead arranger and underwriter on the P5 billion (US$103.7 million) retail bond offering and P10 billion shelf registrations of debt securities by Globe Telecom. Other underwriter work included working for BDO Capital in a syndicated loan for the refinancing of the debt facility of First Gen Corporation, the power arm of the Lopez Group, totalling US$5.3 billion.

More high-value deals saw the firm’s advice on the US$1.5 billion global bond offering by the Government of the Philippines in January 2009, representing underwriters including Credit Suisse, Deutsche Bank and HSBC. And it assisted HSBC and Deutsche Bank as lead managers on the issue of P7.6 million unsecured subordinated notes by the Development Bank of the Philippines.

The firm also enjoyed a strong performance on M&As. Philippine National Oil Company (PNOC) sought the firm’s counsel on the sale of its 40% stake in Petron Corporation to SEA Refinery Corporation, valued at US$540 million. The firm also worked on the P$58 million sale of 60% of PNOC’s shares in PNOC-Energy Development Corporation to Red Vulcan Corporation, representing the financial adviser DBP. One more example is in the brewery industry, where the firm advised Tiger-Heineken on participation in the bidding of the sale of 43% of the capital stock by San Miguel Brewery.

Cynthia Roxas-del Castillo heads up the securities practice and Perry Pe has led a number of project finance deals. Corporate and banking team leaders include Jose Salvador Y. Mirasol and Agustin Montilla.

SyCip Salazar Hernandez & Gatmaitan has been frequently found on large and high profile transactions. Credit Suisse mandated the firm on the Philippine government’s paired warrants programme.

The firm is also one of the most reputable M&A firms in the Philippines. It acted for Equity Partners International in the acquisition of shares in eTelecare Global Solutions from Providence Equity Partners and Ayala, worth US$263 million. It was also engaged by Metro Pacific Investments on the US$261 million acquisition of First Philippine Infrastructure.

An additional highlight saw it counsel Saudi Aramco on the US$550 million sale of a 40% stake in Philippine-based Petro Corporation owned by its subsidiary Aramco Overseas Company.

Rafael Morales has very extensive experience on financial transactions. Other leading lawyers include Jose Perpetuo Lotilla and Jose Maria Hofileña.