About

Number of years practice:

34

Principal practice areas:

Corporate M&A

Bar admissions:

New York

Languages spoken:

English

David Brinton is the head of the Americas corporate practice at Clifford Chance, engaging in a corporate and securities law practice, focusing on mergers and acquisitions. He regularly represents sellers, purchasers and other parties in negotiated cross-border and domestic mergers, acquisitions, reorganisations, joint ventures and investment transactions.

Notable cases for Brinton include advising Spanish infrastructure fund Asterion in the acquisition from Telefonica of a portfolio of 11 data centres spread across Spain, the US, Brazil, Argentina, Peru, Chile and Mexico; and representing CDPQ, a leading long-term institutional investor, on the acquisition from Banagricola S.A. and International Investments S.A. of a strategic minority interest in Grupo SURA’s subsidiary SURA Asset Management. Other key cases include advising CVC on an investment into a joint venture, representing IFM on its acquisition of a 50% stake of Impala Terminals, and acting as special fund counsel to Colony Capital on its acquisition of Abraaj’s Latin America private equity platform from Abraaj and its affiliates.

What differentiates your Mexico-facing practice from those of your US competitors and peers?

The corporate M&A practice at Clifford Chance differs from those of our US competitors and peers for several reasons.

We have practice area expertise across key sectors of growth in Mexico, including energy and infrastructure, renewables, industrials, oil and gas, transportation, mining and metals, water, financial services, fintech and consumer products.

Our lockstep practice fosters a sense of collaboration and inclusion on cross-border mandates. For example, the Madrid-US and China-US teams have worked together on many significant matters in Mexico which are enhanced by secondments.

We are one of the few firms with lawyers trained in both common law and civil law systems, and who are familiar with issues typically arising in transactions structured in civil law jurisdictions but under New York law-governed documentation.

As global investments into Mexico continue to rise, our worldwide network positions us to connect with investors around the world who are interested in doing business there. We have a credible track record working with some of the key investors in Mexico, particularly financial and institutional investors, including private equity and infrastructure funds, sovereign wealth funds and Asian investors. Our deep knowledge of the modus operandi of these investors, combined with our leading position in other strategic markets such as the US, the UK, Spain and Asia Pacific, enables us to apply the insights and know-how obtained in such markets to anticipate issues, and places us in a strategic position to advise clients who are doing deals in Mexico with these investors.

What are the advantages and disadvantages of advising Mexico-based clients from an office in the United States?

We derive local market intelligence from multiple sources instead of relying on one local firm, thus providing us with multiple angles on a single matter. Because the firm’s practice covers a broad range of disciplines from corporate, banking and finance, capital markets, restructuring and litigation, this enables us to draw from the best of local talent.

What changes in the commercial and/or legal market do you anticipate in the 12 months ahead in Mexico?

The changes in the political environment have led to uncertainty in the marketplace which could dampen the enthusiasm for deal activity, although it may also present opportunities to investors who are committed to the region.

What influence will legal technology have on US/Mexico working practices in the future?

At Clifford Chance, we are already preparing for what the future of legal technology will bring to US-Mexico working practices. We are highly invested in technology training for lawyers, integrated platforms to optimise transactional practices, and applying AI technologies to high expense legal activities such as e-discovery and due diligence. We believe these burgeoning approaches will soon become commonplace, and the firm is already preparing for the next wave of technological innovation.

In the near term, online platforms for managing transactions from end-to-end, with all parties engaged, will be the new way of doing business. From managing the drafting and negotiation process, to digital signing and execution of contracts, a lot of administrative friction will be removed. A bit further down the road, we will see data flowing more seamlessly and connected in a richer way. This is informed by the Mexican Fintech Law, which requires financial entities and FTIs to establish APIs to certain financial data systems. The law will also provide oversight for transactions involving cryptocurrency. This foundation for virtual assets and data connectivity will allow for the adoption of smart contracts on blockchain networks, with self-executing provisions to diminish the risk and overhead of dispute resolution.

Advancements in translation intelligence are also improving rapidly. At some point technical legalese will be translated accurately and instantaneously, breaking down language barriers, and creating efficiencies within the cross-border transaction lifecycle.

What is your perception of in-house counsel’s priorities in terms of client service when working with US-based law firms?

My perception of in-house counsel’s priorities in terms of client service when working with US-based law firms is that they expect excellent legal advice that is performed efficiently. We have a range of resources and tools to ensure highly effective management of our matters, including a fully integrated team of experienced legal project managers (LPMs) who work with our lawyers as an integral part of the team throughout the execution of transactions. The team includes certified project managers with extensive experience in delivering operational and continuous improvement projects for law firms.

Some of the key areas of focus of the LPMs are:

1. Communication: including understanding the scope of work, business objectives, kick-off meetings to introduce the team and identify roles and responsibilities, and identification of technology that will optimise resources.
2. Organisation: including agreeing on a workplan and timeline, identifying key milestones, leveraging technology to standardise the operational processes of the matter, applying our documented best practice transaction management processes, and establishing a communication plan.
3. Management: including keeping the client informed of progress, financial performance tracking, proactive approach to managing the matter, and a feedback loop to identify opportunities to improve the transaction process.

Additionally, we are one of the few, if not the only, international firm in Mexico that conducts a review with our clients at the end of a matter to identify their overall satisfaction with our performance. This provides the client with a safe outlet to give candid feedback, raise any issues, comments on their perception of the deal team and final outcome. We endeavour to ensure that our client’s expectations are met, and work to make any adjustments on future engagements so that our clients feel that they are receiving the best legal advice in the marketplace.

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