The following is an excerpt from Practice Perspectives: Vault’s Guide to Legal Practice Areas.
Grissel Mercado, Partner—Capital Markets, The Americas
Grissel Mercado is a partner in the Capital Markets practice of Shearman & Sterling LLP. Her practice consists of representing and advising financial institutions and corporate issuers in debt and equity capital market transactions. She focuses on Latin American issuers. In addition, she advises a number of Latin American issuers on their ongoing SEC reporting requirements, Sarbanes-Oxley compliance and corporate governance matters. Grissel has also represented and advised financial institutions and corporate issuers in international project financings and other private financings.
Grissel represents corporate and financial institutional clients including Ecopetrol, Volaris, Grupo Sura and its subsidiary Sura Asset Management, AES Gener and its subsidiaries in Chile, and Findeter. She received a JD degree from New York University School of Law and an undergraduate degree, magna cum laude, from Georgetown University’s School of Foreign Service.
Please provide an overview of what, substantively, your practice area entails.
Our Latin American practice at Shearman & Sterling is wide and varied. We represent financial institutions, foreign and domestic companies and governments in a wide range of capital markets, mergers and acquisitions and finance transactions, litigation, regulatory matters and investigations across a diverse group of industries, including banking, retail, telecommunications and media, energy, natural resources and infrastructure.
Within our practice, I focus on capital markets transactions across all of the industries mentioned above and covering a host of different security types including debt, whether that be high yield or investment grade, equity and convertible securities. Some of my transactions are for first time entrants into the market, whereas others are for more experienced, frequent market participants.
What types of clients do you represent?
My practice is evenly split. 50% of the time I represent companies who are seeking to finance themselves in the capital markets, and the remainder of my time is spent representing the financial institutions that provide the initial financing for such transactions.
My issuer clients vary across countries in Latin America and across sectors. As an example, in Mexico, I represent Volaris, the ultra-low-cost airline serving Mexico, the United States and Central America, and Industrias Bachoco, the leader in the Mexican poultry industry and one of the largest poultry producers globally. My financial institution clients include all of the major banks providing financing products in Latin America.
What types of cases/deals do you work on?
My practice is extremely varied with no two deals being alike. Some of my most recent transactions include representing (i) Inversiones Atlántida, a financial conglomerate in Honduras, in their first ever international bond transaction, (ii) the underwriters in connection with ongoing debt transactions by the Republic of Chile and (iii) Sura Asset Management, the largest pension fund manager in Latin America based on assets under management, in connection with a debt offering by their finance subsidiary.
How did you decide to practice in your area?
During law school, I very quickly decided that my personality was more suited for a corporate practice rather than litigation. However, during both my summer and first year at Shearman & Sterling, I really did not have a preference among the corporate groups so long as the work was heavily focused in the Latin American region. Luckily, I was able to rotate among the project development and finance and capital markets group. I eventually chose capital markets for many different reasons, including the fast-paced nature of our transactions, the very different industries in Latin America where the practice takes us and the fact that our practice has a large business component. By the latter I mean that on my transactions, I am not only a lawyer, but a business consultant helping to describe and sell a company to public and private investors.
What is a typical day or week like in your practice area?
Although it may sound like a cliché, there really is no typical day or week in my practice area. I’m often handling multiple deals at a time, but which could be at very different stages of their timelines. For one, I could be meeting with management for diligence purposes in Lima, Peru, for another I could be at a drafting session at our offices in New York fine tuning the business and financial description of a company, for another I could be on calls negotiating the main deal documents and for a fourth, I could be with my deal team going through the various closing documents for a closing.
What is the best thing about your practice area?
The best thing about my practice is that I get to touch upon a lot of different issuers, including corporate, sovereign and sub-sovereign institutions, across a lot of different industries and across virtually every country in Latin America. In addition, capital markets transactions operate on much faster timelines than other financing transactions. The longest deal, an initial public offering, typically takes four to six months. The vast majority of deals vary between four months to as little as a week or two. Because of this variety and the fast-paced nature of my practice, I am never bored!
What is the most challenging aspect of your practice area?
The cyclical nature of my practice is by far its most challenging attribute. While capital markets deals can be exciting, they also depend heavily on what is happening in the international capital markets. When the markets are hot, we are going to be incredibly busy and you never know when a client is going to call you out of the blue and say “I want to do a transaction now.” Requiring a tremendous effort to get the job done. On the other hand, when the markets are slow, you can go through short periods of downtime or have transactions, which you may have worked very hard on, put momentarily (or permanently) on hold. To be successful, you have to be able to manage these ups and downs adequately.
What training, classes, experience, or skills development would you recommend to someone who wishes to enter your practice area?
A lot of law schools have recently expanded their corporate class offerings to include negotiations, financial statement review as well as corporate clinics. In addition to securities regulations, I would recommend someone who is interested in capital markets take advantage of these courses.
For those interested in an international practice, I would also recommend taking economic development, as that will help you analyze the different economies you may encounter on your transactions, as well as any course comparing different legal systems across the world. We are often dealing with local counsel on our transactions and it will be crucial to learn how deals can be structured across jurisdictions.
What misconceptions exist about your practice area? What do you wish you had known before joining your practice area?
Many people, including myself as a junior attorney, often think you need to have a background in banking or finance in order to be a successful capital markets lawyer and that is very far from the truth. I never had one!
In addition to your law school curriculum, you will learn everything you need on the job. Slowly but surely and as you get a few deals under your belt, the capital markets “puzzle” will come together. In addition, we have an excellent training program here at Shearman & Sterling where you will get different sessions and materials on all the tasks and documents you will encounter in your practice.
What is unique about your practice area at your firm, and how has it evolved since you have been at the firm?
Our Latin American practice truly is remarkable. We have an undying commitment to the region that is best reflected in the vast diversity of our practice. We don’t just do one or two deals in Latin America a year. You can build your entire career to the region.
Furthermore, although we all may practice in different areas, we all meet regularly to discuss our work and potential opportunities. The cohesive nature of the practice really stands out compared to other firms.
What activities do you enjoy when you are not in the office, and how do you make time for them?
I really think that is important to have a healthy work-life balance and while you never think corporate law is an industry where one my find that, I strongly believe all of the technological advancements of recent years have helped this balance. For example, you can log on and work from home in the same capacity as you could from the office.
In terms of what I love to do during my time off, I love spending time with my family and traveling. Yes, I travel a lot for work but there is always another amazing place to visit out there!