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Philippines
Chamber of commerce:                              Professional body:
Philippine Chamber of Commerce and                Philippine Bar Association
Industry                                          Office of the Secretariat
3rd Floor                                         Suite 347 Valero Plaza,
ECC Building                                      124 Valero St Salcedo Village
355 Sen Gil Puyat Avenue                          Makati City
Makati City                                       1200 Philippines
Philippines                                       Tel:      +632 815 3080
Tel:      +632 896 4549                           Fax:      +632 813 5631
Fax:      +632 899 1727                           Web:      www.philippinebar.org
Email: pcci@philippinechamber.com
Web:      www.philippinechamber.com


Recent developments in                           Central Bank and the European Community               the rules on securities borrowing and lending.
banking and securities                           are also 0% risk-weighted.                            What is involved here is the transfer of securi-
regulation                                           Basel II stands on three pillars: (i) mini-       ties from a lender’s portfolio on a given date to
                                                 mum capital requirements; (ii) supervisory            a borrower’s portfolio to support the latter’s
Rafael Morales                                   review process; and (iii) market discipline.          trading activities, with the commitment of the
SyCip Salazar Hernandez & Gatmaitan              These pillars are based on the principle that         borrower to return those securities or deliver
Manila                                           banks should: (i) have capital appropriate for        their equivalent to the lender on a determined
                                                 their risk-taking activities; (ii) be able to prop-   future date.
Recent significant developments in banking        erly assess those risks, with the BSP evaluating          The loanable securities are those listed on
and securities regulation were brought about     the soundness of their assessments; and (iii)         the Philippine Stock Exchange (for equity
not by legislation but by rules issued by the    disclose pertinent information that will enable       securities) or the Philippine Dealing and
Bangko Sentral ng Pilipinas (BSP) and the        the market mechanism to complement the                Exchange Corporation (for debt securities)
Securities and Exchange Commission (SEC).        BSP’s supervisory function.                           and those issued by the Bureau of the Treasury
Furthermore, the Supreme Court of the                                                                  or the BSP. For the transaction to qualify for
Philippines promulgated a decision affecting Derivatives                                               tax exemption, the parties must comply with
tender offers.                                   The BSP promulgated Circular 594 on                   certain requirements, including the registra-
                                                 January 8 2008, amending the regulations              tion of their Master Securities Lending
Basel II-based capital adequacy ratio            governing the derivative activities of banks.         Agreement with the Bureau of Internal
One finds a seeming convergence of regula- Under this circular, banks must be authorised                Revenue in accordance with Revenue
tion at the international level in the area of by the BSP to engage in derivative transac-             Regulations 10-2006 and 5-2007.
bank capital adequacy. Thus, the BSP, the tions that are not expressly allowed in                          The second SEC issuance (Memorandum
Philippines’ central bank, approved a risk- Subsection X602.1 of the BSP Manual of                     Circular 14) contains the very first set of rules
based capital adequacy framework aligned Regulations for Banks. In this respect, a uni-                governing the operation and use of the over-
with Basel II standards. Effective on July 1 versal or commercial bank is expressly allowed            the-counter (OTC) market by registered per-
2007, this new framework maintains the min- to enter into financial derivative transactions             sons (such as brokers, dealers, their salesmen
imum overall capital adequacy ratio at 10% to hedge its own risks.                                     or associated persons) who trade or deal in
for both solo basis (head office plus branches)       Likewise, subject to certain conditions, no       securities on the secondary market. The rules
and consolidated basis (parent bank plus BSP approval is required for such a bank to                   seek to ensure that the OTC market operates
allied subsidiary financial enterprises, exclud- invest in: (i) principal-protected foreign-cur-        in a manner consistent with investor protec-
ing insurance companies).                        rency-denominated structured products, with           tion, market integrity and transparency, with
    Under the Basel II-based guidelines, Tier I a maximum tenor of five years; and (ii) plain           the further development of the Philippine
capital includes an allowable amount of vanilla single-name credit-linked notes where                  capital market in mind.
hybrid Tier I capital, net of required deduc- the reference asset is an obligation issued or
tions from capital. Perpetual preferred stock guaranteed by the Republic of the                        Tender offer
and perpetual unsecured subordinated debt Philippines.                                                 Finally, the Supreme Court of the Philippines
issuances of banks are eligible as hybrid Tier I     Banks are required to adhere to procedures        sustained the SEC position and ruled, in
capital, provided these comply with the mini- for evaluating client suitability. They must             Cemco Holdings Inc v National Life Insurance
mum conditions set out in the guidelines.        also provide their clients with risk-disclosure       Company of the Philippines Inc (August 7
    All peso-denominated exposures to the statements.                                                  2007), that direct, as well as indirect, share-
Philippine National Government and the BSP                                                             holdings in a public company must be con-
are risk-weighted at 0%. Foreign currency- Securities borrowing and lending/OTC trad-                  sidered in the computation of the threshold
denominated exposures to them, however, ing                                                            percentage for a mandatory tender offer.
carry a risk weight of at least 20%. Exposures In 2006, the SEC issued two memorandum                  Under the existing SEC rules, the threshold is
to the Bank of International Settlements, the circulars that affect trading in securities. The         the acquisition of at least 35% of shares in a
International Monetary Fund, the European first one (Memorandum Circular 7) contains                    public company.

2010 EDITION                                                                                                                     www.iflr1000.com
664   Philippines | Financial and corporate

      Banking and capital markets                Restructuring and insolvency                          moving money,” one says, adding that the gov-
                                                                                                       ernment’s role is also important to investors, as
       Recommended firms                          Recommended firms                                      the business facilitator, guarantor of domestic
       Tier 1                                    Tier 1                                                participants or as the supplier of consumers.
       Picazo Buyco Tan Fider & Santos           Angara Abello Concepcion Regala & Cruz                    According to practitioners, the government
       Romulo Mabanta Buenaventura Sayoc &       Romulo Mabanta Buenaventura Sayoc &                   was quick to report 117 project applications
         De Los Angeles                            De Los Angeles                                      since the new law was passed. From these appli-
       SyCip Salazar Hernandez & Gatmaitan       SyCip Salazar Hernandez & Gatmaitan                   cations, lawyers wish to see how the govern-
                                                                                                       ment will simplify business requirements that
       Tier 2                                    Tier 2                                                will ease and assist equity infusion, financing
       Castillo Laman Tan Pantaleon & San Jose   Castillo Laman Tan Pantaleon & San Jose               approvals and importation clearances, service
       Poblador Bautista & Reyes                 Picazo Buyco Tan Fider & Santos                       contracts award and execution.
       Puno & Puno                               PJS Law                                                   Of note was the investment in the country’s
       Quisumbing Torres/Baker & McKenzie                                                              state electricity grid in January 2009, when a
                                                 Tier 3                                                Chinese consortium led by the State Grid
       Tier 3                                    Poblador Bautista & Reyes                             Corporation of China took over a 25-year con-
       Angara Abello Concepcion Regala & Cruz    Puno & Puno                                           cession of the nation’s transmission system and
       PJS Law                                   Siguion Reyna Montecillo & Ongsiako                   electricity grid at a cost of $3.95 billion. This
       Siguion Reyna Montecillo & Ongsiako                                                             came with the government’s issuing of a new
       Villaraza Cruz Marcelo & Angangco         Like many south eastern Asian countries, the          law, granting the National Grid Corporation of
                                                 Philippines has seen a large portion of the activ-    the Philippines a franchise to operate an elec-
      Mergers and acquisitions                   ities that relate to power and energy. This year      tricity transmission business.
                                                 the country welcomed the creation of the                  “The Philippine Congress’s passing of the
       Recommended firms                          “renewable energy market”, with the first              law over the transmission franchise sent a very
       Tier 1                                    Renewable Energy (RE) Act promulgated in              strong signal to foreign investors that the
       Romulo Mabanta Buenaventura Sayoc &       December 2008.                                        Philippines government is serious about the
         De Los Angeles                              More than just a ploy to stave off the impact     reform of the energy sector,” a lawyer says.
       SyCip Salazar Hernandez & Gatmaitan       of financial crisis, the new law is lauded for its
                                                 environmental and economic-sustainable goals,
       Tier 2                                    offering “hefty and robust” incentives for invest-    Romulo Mabanta Buenaventura
       Angara Abello Concepcion Regala & Cruz    ments to speed up the exploitation of solar, bio-     Sayoc & De Los Angeles
       Picazo Buyco Tan Fider & Santos           mass, geothermal, hydropower, wind and ocean          One of the country’s largest firms, Romulo
       PJS Law                                   energy technologies.                                  Mabanta Buenaventura Sayoc & De Los
       Poblador Bautista & Reyes                     Following the approval of the new law’s rules     Angeles achieves a top ranking across all areas.
       Puno & Puno                               and regulations in June 2009, the country’s           Despite the downturn, the firm has enjoyed a
       Quisumbing Torres/Baker & McKenzie        Department of Energy expects to see invest-           strong performance this year, particularly in
                                                 ment hit $10 billion in the next 10 years. “It sig-   capital markets, turning in a number of high-
       Tier 3                                    nals to investors and lenders alike that the coun-    value deals representing foreign banks.
       Castillo Laman Tan Pantaleon & San Jose   try is open for business and in sync with the rest        A representative highlight saw the firm
       Siguion Reyna Montecillo & Ongsiako       of the world as far as renewable energy and           advise BPI Capital as the lead arranger and
       Villaraza Cruz Marcelo & Angangco         other environmental investment areas are con-         underwriter of a P5 billion ($103.7 million)
                                                 cerned,” a practitioner says.                         retail bond offering and P10 billion shelf regis-
      Project finance                                 Lawyers applaud the Act as having “novel          tration of debt securities by Globe Telecom.
                                                 concepts that have few precedents”. RE devel-         The firm also acted for Standard Chartered
       Recommended firms                          opers are expected to benefit from a number of         Bank and the National Home Mortgage
       Tier 1                                    tax breaks, such as income tax holidays, duty-        Finance Corporation (NHMFC) as arrangers
       Castillo Laman Tan Pantaleon & San Jose   free importation mechanisms, tax exemption of         and underwriters in the P2.1 billion securitisa-
       Romulo Mabanta Buenaventura Sayoc &       carbon credits and 10% corporate income tax           tion of the low-moderate delinquency real estate
         De Los Angeles                          instead of 30%. The Act also exempts 12%              mortgage loans of NHMFC, which was set up
       SyCip Salazar Hernandez & Gatmaitan       value-added tax for RE-generated power and            by the government to establish a secondary
                                                 investors are given a 1.5% real estate tax cap on     mortgage market in the country
       Tier 2                                    the cost of equipment and facilities that are used        Showing its strength in representing under-
       Picazo Buyco Tan Fider & Santos           to produce RE. “It presents at once opportuni-        writers, the firm also worked on a syndicated
       PJS Law                                   ties and challenges, and for many investors, this     loan to refinance the debt facility of the First
       Puno & Puno                               may be a chance to come in or strengthen their        Gen Corporation, the power arm of the Lopez
       Quisumbing Torres/Baker & McKenzie        current investments,” says a lawyer.                  Group, with BDO Capital acting as lead man-
                                                     Others also point out concerns brought up         ager and underwriter in the $5.3 billion deal.
       Tier 3                                    by the gamut of requirements, reporting sub-              More high-value deals followed, with the
       Angara Abello Concepcion Regala & Cruz    missions and heavy-handed regulatory imposi-          firm advising the underwriters Credit Suisse,
       Poblador Bautista & Reyes                 tions that have been put in place throughout          Deutsche Bank and HSBC on the $1.5 billion
                                                 the projects. “Investors want clear rules of          global bond offering by the Government of the
                                                 engagement, reasonable access to opportunities,       Philippines in January 2009 and advising the
                                                 a transparent and level playing field and ease in      lead managers HSBC and Deutsche Bank over

      www.iflr1000.com                                                                                                                 2010 EDITION
                                                                                     Financial and corporate | Philippines                                  665


issue of P7.6 million unsecured subordinated        Angara Abello Concepcion                              In project finance, the team acted in two sig-
notes by the Development Bank of the                Regala & Cruz                                     nificant energy deals including advising a syndi-
Philippines.                                        Renowned for the litigation capacity of its       cation of six banks on the $375 million financ-
    Other highlights include representing the       restructuring practice, Angara Abello             ing provided to Aboitiz Power-Benguet for two
Spinnaker Capital Group in a $20 million loan       Concepcion Regala & Cruz has raised its           hydroelectric power plants and the rehabilita-
to Atlas Consolidated Mining and                    profile in banking this year. Peers named         tion of dams and hydroelectric generation facil-
Development for the rehabilitation of the           Eusebio Tan and Judy Hao as two young             ities. In June 2009, the firm acted for another
Carmen Copper mine, and advising Energy             lawyers who “have been aggressively expand-       bank consortium over a P16 billion ($332.7
Development Corporation on its P4.2 billion         ing the capacity in banking” and also noted       million) financing for a circulation fluidised bed
acquisition of a hydro-electric plant.              the firm’s “growing commercial exposure”.         coal-fired power plant in Cebu province.
                                                        An indicator of growth was Tan and Hao’s          An acquisition finance highlight saw the
Leading lawyers                                     work for a number of foreign banks and            firm advice the Bank of the Philippine Islands
Cynthia Roxas-del Castillo                          financial institutions. Tan advised Citibank      on the $35 million financing provided to the
Jose Salvador Mirasol                               over the financing of Terra Firma’s acquisi-      EGS Acquisition Corporation on its acquisition
Agustin Montilla                                    tion of the EMI Group. Meanwhile Hao              of all the issued and outstanding shares in
Perry Pe                                            advised Credit Suisse on a senior secured         eTelecare Global Solutions. The firm advised
                                                    financing to the Citra Metro Manila               the same client, among others, as the lenders on
                                                    Tollways Corporation for the extension of         a P2 billion term facility for the capital expen-
SyCip Salazar Hernandez &                           the South Luzon Expressway, and acted for         diture of the ABS-CBN Broadcasting
Gatmaitan                                           Star Asset Management Ropoas on the pur-          Corporation.
Peers have witnessed SyCip Salazar Hernandez        chase of non-performing assets of an SPV.             In the capital markets a notable deal was the
& Gatmaitan “routinely represent on the other           The team worked for the Philippine            firm’s advice to Ayala over the offering of eight
side in large deals”. The long-standing first tier   Stock Exchange on a capital restructuring,        million preferred shares, totalling P6 billion in
firm is often mandated by clients for its position   while other banking clients who turned to         November 2008.
as “one of the largest [firms] in the country” and   the firm for regulatory advice include
“having good and knowledgeable teams of             Standard Bank, DBS Bank, Calyon Credit            Leading lawyers
lawyers who excel in corporate law”.                and Agricole CIB.                                 Yolanda Mendoza-Eleazar
    Rafael Morales receives particular praise           The firm’s increased presence in M&A saw it    Alvin Geli
from rivals: “He is the senior guy who acted on     acting as counsel to Singapore Technologies       Mel Macaraig
many deals and has very extensive experiences       Telemedia over a proposed acquisition of shares
with financial transactions and a broad knowl-       in Bell Telecommunications Philippines, and
edge of banking law,” says one. Peers also note     Alta Resources’ acquisition of a Philippine IT    Picazo Buyco Tan Fider & Santos
Jose Perpetuo Lotilla as one of the leading fig-     company.                                          “The firm has bright and hardworking partners
ures.                                                   The team advised the Rizal Commercial         and extensive experience in its bank and finance
    This year saw the firm advise Credit Suisse      Banking Corporation on the acquisition of         practice with a lot of banking clients,” says a
on the second tranche of the Philippines gov-       the total outstanding capital stock of a local    client of Picazo Buyco Tan Fider & Santos.
ernment’s paired warrants program, which            bank. The firm also acted for Alorica Asia on     Peers also had respect for the firm’s active role in
issued $24 million worth of warrants covering       the acquisition of 43% of the outstanding         securities and projects, particularly partner
$2.25 billion of its international bonds. The       capital stock of Alorica Philippines.             Antonio Picazo.
firm also worked on the first tranche of the              Elsewhere, Taiheiyo Cement Corporation            In December 2008, the firm advised the
issuance, worth $15 million covering $2 billion     instructed the firm on the sale of their sub-     joint managers including BPI Capital, BDO
of international bonds.                             sidiaries in the country to France’s La Farge.    Capital, ING Bank and First Metro Investment
    The firm’s M&A practice is held up as one            “We have generally been pleased with the      in Aboitiz Power’s issue of P3.9 billion ($81.6
of the top in the country. “They are good and       service level and their approach to customer      million) retail notes P3 billion bond issuance in
commercial ... and have a well-established client   care,” says a client, “We receive visits from     April 2009.
portfolio,” a peer says. Highlights included        them at appropriate intervals which are               A consortium of seven lenders instructed the
advising Metro Pacific Investments on its $261       always appreciated.”                              firm in the $544 million refinancing of the term
million acquisition of First Philippine                                                               loan facilities of the First Gas Power
Infrastructure and acting for Equity Partners       Leading lawyers                                   Corporation for the operation of a gas-fired
International in the acquisition of $263 million    Judy Hao                                          power plant in the Philippines.
worth of shares in eTelecare Global Solutions,      Tadeo Hilado                                          In the hydroelectric sector, the firm acted for
from the sellers Providence Equity Partners and     Eusebio Tan                                       a syndication of local banks consisting of
Ayala.                                                                                                Metropolitan Bank and Trust Company,
    The firm also worked for Saudi Aramco on                                                           Philippine National Bank and Rizal
the $550 million sale of Aramco Overseas            Castillo Laman Tan Pantaleon &                    Commercial Banking Corporation on a P3.6
Company’s 40% stake in Philippine-based             San Jose                                          billion financing for borrower Hedcor Sibulan.
Petron Corporation.                                 Castillo Laman Tan Pantaleon & San Jose
                                                    has accumulated a solid base of banking           Leading lawyers
Leading lawyers                                     clients, who turn to the firm’s counsel for a     Gabriel Dee
Jose Maria Hofileña                                  number of projects and acquisition financing      Estrelita Gacutan
Jose Perpetuo Lotilla                               deals. Peers also note the firm’s “broad range    Antonio Picazo
Rafael Morales                                      of practice” in banking and finance.              Gemma Santos
                                                                                                      Silverio Benny Tan

2010 EDITION                                                                                                                     www.iflr1000.com
666   Philippines | Financial and corporate
      PJS Law                                             Poblador Bautista & Reyes                               Other highlights include counsel for Q-
      PJS Law is described as “an aggressive young        “An excellent overall level of service in terms     Tec Alliance Holdings on the purchase of P39
      firm capable of addressing the new concerns          of expertise, timeliness, accuracy and reliabili-   billion worth of shares in San Miguel held by
      of the market”. The firm has shown impres-           ty of advice given upon adequate basis in law       Japanese company Kirin Holdings, and the
      sive growth especially in the energy sector and     and jursiprudence,” says a client of Poblador       continuing advice to Malayan Insurance on
      this year debuts in the banking and capital         Bautista & Reyes, which received overwhelm-         the finalising of its merger with Tokio Marien
      markets table and moves up a tier in the            ing recommendations from its long-estab-            Malayan Insurance.
      M&A table. “Their work matches the top five          lished client base.                                     In restructuring work, two educational
      in the country,” a client comments.                     “One other reason why they have become          companies – Apec Plans and Assurance Plans
          The firm advised First Metro Investment          our preferred legal services provider is that       – consulted the firm on their corporate reha-
      on the issuance of P40 billion ($829.6 mil-         they have a very good knowledge of our busi-        bilitation, while the firm also advised TNT
      lion) of securities and bonds for the capitalisa-   ness, organisation structure, industry, regula-     Express Worldwide on the restructuring of its
      tion of the Bangko Sentral ng Pilipinas             tory environment and key people,” the client        local subsidiaries.
      (Central Bank). Aboitiz Power also called on        says. “This enables them to know how to bet-            “This firm is the best that we have dealt
      the firm for the issuance of bonds and retail        ter approach the issues we face.”                   with and this is why we tend to refer to them
      notes, worth P3 billion and P3.9 billion                Peers agree, and note its reputation in         all our major cases and consultations,” says a
      respectively.                                       securities and “active role” in banking while       client.
          Aboitiz Power and its renewable arm             highlighting its “excellent M&A partners”.
      Aboitiz Power Renewables (APRI) called on               Alexander Poblador is a favourite with          Leading lawyers
      the firm to advise it on the purchase of the         clients. “He is very good and knows the law         Mario Bautista
      Tiwi-Makban geothermal complex from the             by heart,” says one. Supported by Marie             Alexander Poblador
      National Power Corporation for $446.8 mil-          Cecile Roque-Quintos, the team advised              Gilbert Reyes
      lion. The firm is also advising GE Energy            United Overseas Bank Philippines on the sale        Raymund Rodriguez
      Financial Services on a $90 million loan            of non-performing loans and other assets            Marie Cecile Roque-Quintos
      investment and acquisition of shares in a pro-      worth over P1 billion ($20.7 million). “They
      ject company which owns and builds a coal           are efficient and dedicated and understand the
      fired power facilities in the Philippines.           needs and requirements of our bank,” com-           Puno & Puno
          Clients also note Monalisa Dimalanta’s          ments a banking client, adding: “It provides        Peers witnessed Puno & Puno’s growth
      skills in the energy sector, with one highliught    all kinds of legal service with business acumen     through the number of local energy projects
      seeing Dimalanta lead a team acting for             that is fit for bank clients like us.”               they were involved in. The firm, which has a
      Aboitiz Power, Aboitiz subsidiary Therma                A notable capital markets deal saw the firm      deal flow that belies its size, shows a great
      Power and the Taiwan Cogeneration                   advising Camp John Hay Development on a             potential and is increasingly found on large
      Corporation on the $548 million first-phase          convertible bonds floatation and the issuance        projects acting on both borrower and sponsor
      development of a coal-fired power generation         of promissory notes convertible to equity for       sides.
      plant in the Subic Bay Freeport Zone.               the funding of the multi-billion peso Camp              Examples come in the power and energy
          Department head David Emmanuel Puyat            John Hay development in Baguio city. Gilbert        sector, where the firm has recently worked on
      also led the team representing the                  Reyes and Raymund Rodriguez worked on               a P16 billion ($330 million) credit facility
      International Finance Corporation as advisor        the project advising Fil-Estate Urban               financing for a coal-fired power plant in
      to the Department of Energy on the develop-         Development on the securitisation require-          Cebu, providing advice to the borrower Cebu
      ment of the private sector’s participation in       ments of the lenders.                               Energy Development and the sponsors Global
      the Philippine government’s missionary and              Clients universally praise the firm’s “timely    Formosa Power Holdings and Abovant
      rural electrification program.                       and well-researched” service. “It is easy to get    Holdings.
          The firm had a busy year with restructur-        hold of them, and they meet with us even on             Another energy highlight was the $544
      ing work, advising First Sovereign Asset            Saturdays, which make us feel important and         million financing of a gas-fired power plant.
      Management on a restructuring of non-per-           valued,” one notes. Another client adds: “Staff     Roderico Puno advised First Gas Power and
      formance assets estimated at P2.2 billion           work is exemplary and it is always easy to con-     First Gas Holdings on the $500 million term
      acquired from Manilabank. Deutsche Bank             tact them for quick discussions on specific          loans and the retention of the $44 million
      also consulted the firm on the rehabilitation        cases. Work is very thorough.”                      credit facility, advanced by a group of lenders
      proceedings of Philippine companies, includ-            The firm also worked on a number of deals        including The Bank of Tokyo-Mitsubishi,
      ing a foreclosure on relevant securities. The       in connection with government bodies                Calyon, ING, KfW IPEX-Bank, Standard
      firm is also working on a loan restructuring         including advising Metro Rail Transit (MRT)         Chartered Bank and Société Générale Asia.
      acquired from local banks.                          on the purchase of MRT bonds by the gov-                Other notable power project deals includ-
                                                          ernment. The firm also represented the              ed financings for two hydroelectric power
      Leading lawyers                                     Manila Water Company on the formation of            plants, valued at $375 million, where the firm
      Maria Raquel Chavez                                 a joint venture with the Philippine Tourism         represented the borrowers SN Aboitiz Power-
      Monalisa Dimalanta                                  Authority for the development of a water and        Benguet and Aboitiz Equity Ventures and the
      Regina Jacinto-Barrientos                           sewerage system on Boracay Island.                  sponsor SN Power Holding. The firm is also
      Virginia Viray                                          “We hired the firm because of their ability      representing Hedcor Sibulan on P3 billion
      David Emmanuel Puyat                                to respond quickly, the noteworthy legal opin-      ($62.6 million) financing provided by
                                                          ions they provided, the roster of clients they      Metropolitan Bank and Trust Company,
                                                          have, and the seemingly excellent work ethics       Philippine National Bank, and Rizal
                                                          particularly in dealing with government agen-       Commercial Banking Corp.
                                                          cies,” comments a client.

      www.iflr1000.com                                                                                                                      2010 EDITION
                                                                                  Financial and corporate | Philippines     667


    The firm’s financing practice also works in          The firm’s M&A portfolio highlights sev-
the infrastructure sector, advising the Manila     eral key transactions which the team is still
North Tollways Corporation as borrowers on         working on and are kept confidential. These
a P2 billion term loan facility for the develop-   deals spread across semiconductors, natural
ment of the North Luzon Expressway. The            resources and chemicals manufacturing con-
firm also advised Unified Holdings on a P5.6         sumer goods industries.
billion corporate note facility to re-finance its
parent company First Gen Corporation’s             Leading lawyers
bridge loan facility.                              Pearl Liu
    The firm also acted for First Philippine        Felix Sy
Holdings on its P12.2 billion joint sale, with
Benpres Holdings, of their common shares in
First Philippines Infrastructure (FPII) to
Metro Pacific Investments Corporation
totalling 98.9% of the outstanding capital
stock of FPII.

Leading lawyers
Roderico Puno
Jonathan Serrano


Quisumbing Torres/Baker &
McKenzie
Quisumbing Torres/Baker & McKenzie
boasts a strong network across the region and
has the capacity to serve clients who are seek-
ing global counsel in complex and large cross-
border transactions and projects.
    This was demonstrated when a team led by
Pearl Liu and Felix Sy advised the State Grid
Corporation of China (SGCC), together with
two Philippine companies on a $3.95 billion
25-year concession to operate and expand a
nationwide transmission system and electricity
grid in the Philippines. The complex deal also
involved a number of transactions, including
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 government also granted
NGCP a franchise to run the business.
    International clients often turn to
Quisumbing Torres/Baker & McKenzie when
investing in the Philippines; one example of
this saw the firm advise a foreign investment
bank as the security agent in connection with
the $40 million financing requirements for
the Platinum Group Metals Corporation
(PGMC), a nickel and platinum mine com-
pany. This included adjustments in the mort-
gage security and sale of PGMC’s assets, the
Isabela mine, to Lodestar Investment.
    The firm also helped clients in financing a
number of large projects in the country,
including advising an investment company on
the $100 million equity investment and
financing transactions for the development of
a 167-hectare aviation, logistics and business
park at the Clark Special Economic Zone in
Pamapanga, Philippines. The team also acted
for a French investment bank on an $86 mil-
lion project financing.

2010 EDITION                                                                                              www.iflr1000.com